Retail business license for foreign investorsis a legal document issued by the Department of Industry and Trade according to Decree 09/2018/ND-CP. This document allows foreign-invested enterprises to exercise retail distribution rights of goods in the Vietnamese market. To apply for this license, foreign investors need to comply with the process, conditions and prepare documents in accordance with current legal regulations.
Issue retail business licenses to foreign investors
What are foreign investors’ retail facilities?
Retail establishments of foreign investors are defined according to Clause 8, Article 3 of Decree 09/2018/ND-CP. This location is where direct purchasing and selling of goods to consumers is carried out. Clearly defining the legal nature of retail establishments helps foreign investors comply with regulations.
Retail establishments include the following types:
Retail stores;
Mini supermarket;
Supermarket;
Shopping mall;
Convenience stores;
Specialized store.
Characteristics of retail establishments:
Have a fixed business location;
Have a legal business license;
Meets fire prevention and fighting conditions;
Ensure regulations on food hygiene and safety;
Comply with local planning.
Mimi supermarket
Conditions for establishing retail establishments for foreign investors
According to Article 22 of Decree 09/2018/ND-CP, foreign investors must meet strict conditions to be licensed. Establishing the first and subsequent retail establishments has different requirements. These conditions ensure sustainable business operations.
Conditions for the first retail establishment:
Have a feasible financial plan;
No overdue tax debt (if operating in Vietnam for 1 year or more);
Business location suitable for planning.
Conditions for subsequent retail establishments:
In case there is no need for an economic needs test (ENT): Meets the same conditions as the first basis.
Cases where ENT must be checked:
Meet the basic conditions as the first basis.
Meet the economic needs test criteria:
The size of the geographic market area affected by the retail establishment;
Number of retail establishments operating in the geographic market area;
The impact of retail establishments on market stability and business activities of retail establishments and traditional markets in the geographical market area;
The impact of retail establishments on traffic density, environmental sanitation, and fire prevention in the geographical market area;
The ability of retail establishments to contribute to the socio-economic development of the geographical market area.
Application for a License to establish a retail establishment for a foreign investor
Article 27 of Decree 09/2018/ND-CP provides detailed regulations on retail business license applications for foreign investors, including:
Location: Facility address, description of relevant area and documents proving conditions according to Article 22 of the Decree.
Business plan: Plan details, labor needs and socio-economic impact assessment.
Financial plan: Financial reports (if any) and information about capital and capital sources.
Tax documents: Proof of no overdue tax debt.
Copies of documents: Business registration certificate, Investment certificate (if any), Business license.
Explanation of ENT criteria (if necessary) according to Article 23 of this Decree.
Procedure for granting retail business licenses to foreign investors
Procedure for granting a License to establish the first retail establishment, a retail establishment other than the first retail establishment that does not have to carry out ENT procedures
The procedure for granting a retail establishment license to foreign investors who do not have to carry out ENT procedures is prescribed in Article 28 of Decree 09/2018/ND-CP as follows:
Step 1: Submit application:
Submit 02 sets of documents directly, by post or electronically (if eligible) to the Licensing Agency.
Step 2: Check your profile:
Within 03 working days, the Agency will check and request amendments if the dossier is insufficient or invalid.
Step 3: Consider conditions:
Within 10 working days, the Agency checks conditions according to Article 22 of the Decree.
If not satisfied, there will be a written response stating the reason.
If all conditions are met, the application will be sent with a document seeking comments from the Ministry of Industry and Trade.
Step 4: Licensing
Within 07 working days, the Ministry of Industry and Trade will approve or refuse to issue the License, with reasons (if refused).
Within 03 working days after receiving written approval from the Ministry of Industry and Trade, the Licensing Agency will issue the License.
If refused, there will be a written statement stating the reason.
Procedure for granting a License to establish a retail establishment other than the first retail establishment in the case of having to carry out ENT
The order for granting a License to establish a retail establishment for foreign investors subject to ENT procedures is prescribed according to Article 29 of Decree 09/2018/ND-CP as follows:
Step 1: Submit application:
Send 02 sets of documents to the Licensing Agency (in person, by post or electronically).
Step 2: Check your profile:
Within 03 working days, the Agency checks and requests amendments if the dossier is invalid.
Step 3: Process documents
Within 05 working days, the Agency checks conditions according to Article 22.
If not enough, the reason will be informed; If sufficient, propose the establishment of an ENT Council.
Step 4: Perform ENT procedure
Establishment of the ENT Council: The Provincial People’s Committee will establish the ENT Council within 07 working days.
ENT Evaluation: Within 30 days from establishment, the ENT Council will evaluate and make recommendations.
Conclusion response: Within 03 working days after receiving the conclusion, the Agency will respond. If permission is not granted, reasons will be stated; If licensed, send documents to the Ministry of Industry and Trade for approval.
Step 5: Licensing
Within 10 working days, the Ministry of Industry and Trade will consider whether to approve or refuse to issue the License, with reasons if refused.
Within 03 working days after receiving approval, the Licensing Agency will issue a License to establish a retail establishment, or notify the reason if refused.
Execution order
Consulting services on retail business licensing procedures for foreign investors in Long Phan
At Long Phan, we provide retail business license consulting services for foreign investors in a professional and effective manner. Our services include:
Consulting on regulations and laws related to the establishment of retail establishments for foreign investors.
Assist investors in preparing and completing necessary documents, including applications and explanations.
Consulting on the application process, including submitting documents in person, by post or electronically.
Support customers to submit documents to competent agencies.
Monitor application processing progress and feedback from licensing agencies.
Consulting on the ENT Council’s assessment processes and criteria.
Provide information on tax and financial obligations related to retail activities.
Consulting to resolve when a dispute occurs.
The procedure for granting retail business licenses to foreign investors in Vietnam is an important process, helping to ensure compliance with regulations and create favorable conditions for business activities. For detailed advice and support on procedures for granting retail business licenses to foreign investors, please contact the hotline: 0906735386. to receive support from Long Phan experts.
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Dương Thị Kim Ngân
Jurist Ngan Duong Thi Kim - Partner of Long Phan, Ms. Ngan possesses profound knowledge in business consulting, labor, and contracts. With dedication and creativity, Ms. Ngân has achieved significant success in advising and supporting businesses in critical areas such as legal matters, finance, management, and contracts. She is committed to providing optimal solutions and helping clients succeed in the business environment.