Establishing an import-export company brings opportunities to access international markets, expand distribution channels and achieve outstanding revenue growth. Complying with establishment conditions helps businesses ensure legality and build a solid foundation in business operations. This article will analyze in detail the necessary steps to establish and operate an import-export company according to regulations.

Overview of import-export company

An import-export company is a business organization specializing in buying and selling goods and services across borders. This is a type of enterprise established according to the provisions of the Law on Enterprises 2020, with the main purpose of carrying out foreign trade activities.

Import and export activities include:

• Exporting goods out of Vietnamese territory or into special areas located in Vietnamese territory;
• Importing goods from abroad into Vietnam or bringing them from special areas into the inland;
• Temporary import and re-export; temporary export and re-import; transshipment of goods;
• Providing services between Vietnamese traders and foreign traders;

The import-export company plays an important role in promoting international trade, creating a bridge between domestic manufacturers and suppliers and foreign markets. The activities of this type of business contribute to increasing import-export turnover, promoting Vietnam’s economic growth and international integration.

Conditions for establishing an import-export company

To establish an import-export company, businesses need to meet a number of specific conditions regarding traders, goods, capital and other factors according to Vietnamese law. These conditions are intended to ensure that businesses have sufficient capacity to carry out import and export activities legally and effectively.

For traders

Traders establishing import-export companies must comply with the conditions applicable to export and import traders. Specifically:

• Traders who are business individuals, households, or cooperatives must have valid business registration;
• Foreign-invested traders and branches of foreign traders in Vietnam must comply with Vietnam’s international commitments;
• Traders must have full civil act capacity according to the provisions of the Civil Code;
• Not subject to the prohibition of establishing and managing an enterprise under the Enterprise Law.

In addition, the legal representative of the import-export company must also meet the conditions on civil act capacity and not be banned from business management according to regulations.

For import and export goods

The company’s import and export goods must comply with the following conditions:

• Not on the list of goods banned from export or import;
• Not on the list of goods temporarily suspended from import and export;
• Not on the list of goods that do not have the right to import or export according to international treaties to which Vietnam is a member.

For goods exported or imported under license or conditions, the enterprise must have a license issued by a competent authority attached to the establishment registration dossier.

Items subject to quarantine, quality control and food safety must be inspected and approved by authorities before import and export.

Capital conditions

Current law does not stipulate the minimum charter capital for import-export companies. However, businesses need to carefully consider the level of charter capital appropriate to the scale and scope of expected business activities.

Some notes about capital when establishing an import-export company:

• For conditional business lines, enterprises must meet the prescribed legal capital or deposit capital (if any);
• Charter capital must be fully contributed within 90 days from the date of issuance of the Business Registration Certificate;
• Enterprises can increase or decrease charter capital after establishment according to the provisions of law.

Some other conditions

In addition to the conditions on traders, goods and capital, businesses need to pay attention to a number of other conditions when establishing an import-export company:

• Business name: Comply with the regulations in Articles 37, 38, 39, 40, 41 of the Law on Enterprise 2020. Avoid naming duplicates, causing confusion or violating cultural and ethical regulations.
• Head office: Must be located in the territory of Vietnam, have a specific address and cannot be located in an apartment or group house according to Article 42 of the Law on Enterprise 2020 and Article 6 of the Law on Housing
• Business lines: Register all expected business lines, especially industry codes related to import and export activities.
• Organizational structure: Clearly define the type of business (limited company, joint stock company) and appropriate management structure.

Procedures for establishing an import-export company

The process of establishing an import-export company is carried out according to specific steps, from preparing documents to business registration and completing post-establishment procedures. Businesses need to strictly comply with legal regulations during this process.

Profile components

Dossier to establish an import-export company includes the following documents, as prescribed in Articles 21 to 24 of Decree 01/2021/ND-CP:

• Application for business registration according to the prescribed form;
• Company charter (for limited liability companies and joint stock companies);
• List of members for limited liability companies with two or more members; List of founding shareholders and shareholders who are foreign investors for joint stock companies;
• Copies of the following documents:

Legal documents of the individual for the legal representative of the enterprise;

Personal legal documents for LLC members/founding shareholders and shareholders who are foreign investors who are individuals;

Legal documents of the organization for LLC members/founding shareholders and shareholders who are foreign investors who are organizations;

Investment registration certificate in case the enterprise is established by a foreign investor or an economic organization with foreign investment capital;

• Copy of Investment Registration Certificate (if any)

Note: Copies must be notarized or duly authenticated.

Execution order

The process of establishing an import-export company is carried out according to the following steps:

Step 1: Prepare registration documents according to regulations corresponding to the type of business.

Step 2: Submit the application at the Business Registration Office under the Department of Planning and Investment of the province/city where the business is headquartered. There are 2 ways to apply:

• Submit directly at the One-Stop Department;
• Submit your application online via the National Business Registration Portal.

Step 3: Get results

• Processing time: 03 working days from the date of receipt of complete and valid documents.
• If the application is not valid, the business registration agency will notify the submitter in writing within 03 working days.

Step 4: Announce the business registration content

• Implemented within 30 days from the date of issuance of the Business Registration Certificate;
• Pay the fee for publishing the business registration content of 100,000 VND.

Step 5: Complete the following procedures for establishment registration

• Engrave the seal and register the seal sample with the police agency;
• Open a bank account;
• Tax registration, labor registration, social insurance;
• Carry out procedures for applying for sublicenses (if any) for conditional business lines;

Consulting services and support for establishing a full-service import-export company

Establishing an import-export company is an important step to expand business activities to the international market. Establishing an import-export company is a complex process, requiring in-depth knowledge of law and administrative procedures. Long Phan will be the appropriate consulting unit for businesses to choose to use professional consulting services, ensuring the establishment process goes smoothly and in accordance with regulations.

The consulting services we provide include:

• Consulting on choosing the appropriate type of business;
• Support in determining appropriate business lines and industry codes;
• Consulting on charter capital and capital contribution structure;
• Support in preparing business registration documents;
• Representative to carry out business registration procedures at the Department of Planning and Investment;
• Consulting on import and export business conditions;
• Instructions for applying for sublicenses for conditional import and export goods;
• Support in registering business codes with tax authorities;
• Consulting on customs procedures and electronic customs declaration;
• Instructions for opening bank accounts and foreign currency accounts;
• Consulting on accounting and financial reporting regimes for import-export businesses.

Long Phan’s services will help your business save time and avoid errors in the process of establishing an import-export company.

Customers need to consider carefully and comply with legal regulations during this process. For detailed consulting support on establishing an import-export company, please contact Long Phan via Hotline: 0906735386. We are ready to help you complete the procedures quickly and effectively.