Adding business lines for foreign invested companies in case the enterprise wishes to expand the scope of business activities, this is an indispensable procedure. The procedure is carried out through two major steps: adjusting the Investment Certificate and changing the business registration content. The following article will guide customers on the process of adding industries to foreign-invested companies. Please refer!

Conditions for adding business lines for foreign invested companies

Pursuant to Articles 6, 7, 9 of the Law on Investment 2020 and Articles 10, 11, 15 of Decree 31/2021/ND-CP, conditions for adding business lines for foreign invested companies include:

Do not add industries that are prohibited from business investment

For some business lines, legal capital is required; or the license meets the conditions for doing business in that industry, when adding the business lines, the enterprise needs to adjust capital to meet capital conditions; or apply for a license before doing business.

For industries and occupations with conditional market access for foreign investors as prescribed in Section B, Appendix I of Decree 31/2021/ND-CP, foreign investors must meet the following conditions: market access conditions in Clause 3, Article 9 of the  Law on Investment 2020 and posted and updated according to the provisions of Article 18 of this Decree. Accordingly, Clause 3, Article 9 of the  Law on Investment 2020 stipulates market access conditions including:

• Charter capital ownership ratio of foreign investors in economic organizations;
• Investment form;
• Scope of investment activities;
• Investor capacity; partners participating in investment activities;
• Other conditions as prescribed in laws, resolutions of the National Assembly, ordinances, resolutions of the National Assembly Standing Committee, decrees of the Government and international treaties to which the Socialist Republic of Vietnam is a member pellets.
• Foreign investors are not allowed to invest in industries and trades that do not have market access as prescribed in Section A, Appendix I of Decree 31/2021/ND-CP.

Foreign investors carrying out investment activities in different industries and occupations specified in Appendix I of Decree 31/2021/ND-CP must meet all market access conditions for these industries and occupations. there

Procedure for adding business lines for foreign invested companies

The process of adding business lines for foreign invested companies includes two main steps:

1. Step 1: The investor carries out procedures to adjust the Investment Certificate.
2. Step 2: The investor carries out the registration procedure to change the business registration content.

Prepared documents

For carrying out procedures to adjust the Investment Registration Certificate

Pursuant to Clause 1, Article 36 of Decree 31/2021/ND-CP and Clause 1, Article 33 of the Investment Law 2020, dossiers to adjust the Investment Registration Certificate for projects not subject to investment policy approval include: including:

• Written request to implement the investment project, including a commitment to bear all costs and risks if the project is not approved;
• Documents on the investor’s legal status;
• Documents proving the investor’s financial capacity include at least one of the following documents: the investor’s most recent 2-year financial statements; commitment to financial support from the parent company; commitment to financial support from financial institutions; guarantee of the investor’s financial capacity; Other documents proving the investor’s financial capacity;
• Investment project proposal includes the following main contents: investor or form of investor selection, investment objective, investment scale, investment capital and capital mobilization plan, location, time deadline, implementation progress, information on current land use status at the project location and proposed land use needs (if any), labor needs, proposals for investment incentives, and impacts. impact, socio-economic efficiency of the project, preliminary assessment of environmental impact (if any) according to the provisions of law on environmental protection.

In cases where the law on construction stipulates the preparation of a pre-feasibility study report, the investor may submit a pre-feasibility study report instead of the investment project proposal;

• In case the investment project does not request the State to allocate land, lease land, or allow change of land use purpose, submit a copy of land use rights documents or other documents determining the right to use the location for implementation. current investment project;
• Content explaining the technology used in investment projects for projects subject to appraisal and consultation on technology according to the provisions of law on technology transfer;
• BCC contract for investment projects in the form of BCC contract;
• Other documents related to the investment project, conditions and capacity requirements of the investor according to the provisions of law (if any)

For carrying out registration procedures to change business registration content

Pursuant to Clause, Article 56 of Decree 01/2021/ND-CP, documents that need to be prepared to carry out registration procedures to change business registration content include:

• Notice of change in business registration content signed by the legal representative of the enterprise;
• Resolutions, decisions and copies of meeting minutes of the Board of Members for limited liability companies with two or more members or partnerships; of the General Meeting of Shareholders for joint stock companies; Resolutions and decisions of the company owner for a one-member limited liability company on changing business lines.
• Authorization document for the person to submit the application and receive the results (in case the legal representative does not directly submit the application);
• Certified copy of ID card/CCCD/passport of the authorized person.

Implementation steps

For procedures to adjust Investment Registration Certificate

1. Step 1: Enterprises submit applications directly to the Investment Registration Office – Department of Planning and Investment where the enterprise is headquartered.
2. Step 2: Within 15 working days from the date of receipt of the application, the competent authority will review and make a decision on the adjustment of the Investment Registration Certificate.

In case an enterprise registers additional conditional business lines, the time may be longer, depending on the conditions of the registered business line and the actual capacity of the investor.

1. Step 3: Businesses receive results:

• In case the documents are valid, the investment registration agency can issue a new investment certificate to the enterprise;
• In case the dossier is invalid, the investment registration agency will issue a notice instructing the enterprise to supplement and edit the dossier for resubmission.

For registration procedures to change business registration content

Based on Clause 1, Clause 2 and Clause 3, Article 30 of the Law on Enterprises 2020 (amended and supplemented in 2022), Article 33, Article 65 of Decree 01/2021/ND-CP, the procedure for adding business lines for foreign invested companies includes the following steps:

1. Step 1: The company submits online applications through the National Business Registration Portal at the address http://dangkykinhdoanh.gov.vn
2. Step 2: Within 03 days from the date of receipt of the application, the competent authority will review and issue results on adjusting the Investment Registration Certificate. In case the dossier is not valid, the Business Registration Office must notify in writing the content that needs to be amended or supplemented to the business founder or enterprise.
3. Step 3: Businesses receive results.

Things to note when adding business lines for foreign invested companies

• In case a foreign-invested company adds conditional business lines, it is necessary to complete the procedure for adjusting the Investment Registration Certificate first and then the procedure for adjusting the business registration.
• If the enterprise still uses the old investment certificate form, the enterprise will be instructed to carry out two procedures at the same time, changing to a new investment registration certificate and adjusting the Investment Registration Certificate.

Consulting services on adding business lines for foreign invested companies

To ensure the addition of business lines to foreign-invested companies is carried out smoothly, you can consider using professional consulting services. Long Phan is confident with our consulting services related to this field, we can help you:

• Understand clearly the conditions and procedures for adding industries to foreign-invested companies through consulting sessions;
• Support in preparing documents, forms, and filling in additional industry information for foreign-invested companies;
• Business representatives submit documents when adding business lines to foreign-invested companies.
• Monitor the application processing process and notify the business of results.
• Resolve problems that arise during the procedure.

Above is all the useful information procedures that Long Phan has brought to readers. If you need more information about procedures for adding business lines for foreign invested companies, please contact Long Phan via hotline. 0906735386 for detailed advice. Long Phan is ready to assist you in completing the procedure in the most effective way.