ESTABLISHMENT OF THE FOREIGN INVESTOR’S EXECUTIVE OFFICE IN THE BCC CONTRACT

The establishment of an executive office of a foreign investor in the BCC contract is an appropriate regulation, creating favorable conditions for foreign investors in the process of operating and implementing projects in Vietnam when investors do not invest in the form of establishing economic organizations.

Investment in the form of the BCC contract or business cooperation contract is one of the forms of investment recognized by Vietnamese law. Accordingly, this is a contract signed between investors for business cooperation, profit sharing, and product division under law without establishing a company or enterprise. The 2020 Investment Law allows foreign investors when investing in this form to establish an executive office of the project.

According to the provisions of the Investment Law 2020, to perform a business cooperation contract (BCC contract), foreign investors in this contractual relationship may establish an executive office in Vietnam. The location of this executive office will be decided by the foreign investor in the BCC contract according to the contract performance requirements.

The article will give an overview of the profile; and procedures for establishing an executive office of the foreign investor in the BCC contract.

Dossier of establishment of an executive office of a foreign investor in BCC contract

According to the provisions of the Investment Law 2020, to establish an executive office of a foreign investor in a BCC contract, investors need to submit a dossier to establish an executive office to the investment registration office where the investor plans to set up an executive office. Accordingly, the investor submitsa set of documents directly or by post to the Department of Planning and Investment where the executive office is expected to be located.

The dossier includes the following documents:

• Firstly, the foreign investor’s written registration to establish an executive office includes the following contents: name and address of the foreign investor’s representative office in Vietnam (if any) in the BCC contract; name and address of the executive office; contents,  duration and scope of operation of the Executive Office; full name, place of residence, number of ID card, or passport of the head of the executive office.
• Secondly, the decision of the foreign investor in the BCC contract on the establishment of an executive office.
• Thirdly, a copy of the decision on the appointment of the head of the executive office;
• Fourthly, a copy of the BCC contract.

Establishing an executive office of a foreign investor in the BCC contract procedures:

Step 1: An investor prepares a set of documents according to regulations.

Step 2: The investor submits the dossier and proceeds to apply to the investment registration agency. The dossier will be received, returned the receipt of the application and scheduled to return the results to the investor.

Step 3: Process the application and return the result

The investment registration agency receives and processes the dossier. The specialized department shall process and consider the validity of the dossier, and submit it to the leader of the investment registration agency for approval of the results of the application settlement.

Within 15 days from the date of receipt of the prescribed dossier, the investment registration agency shall return the result of the Certificate of Operation Registration to the executive office in case the application is valid or issue a notice of the dossier not being eligible for settlement in case the application is invalid.

Some notes for the establishment of the foreign investor’s executive office in the BCC contract

Firstly, the registration of the establishment of a foreign investor’s executive office in the BCC contractual relationship is mandatory. According to the provisions of the Government’s Decree 122/2021/ND-CP dated 28/12/2021 stipulating penalties for administrative violations in the field of planning and investment, a fine ranging from VND 50,000,000 to VND 70,000,000 will be imposed for the act of establishing an executive office of a foreign investor in a BCC contract but not registering with the investment registration agency where the Executive Office is located.

Along with that, investors will also be applying remedial measures to force the implementation of procedures for registration of the establishment of the foreign investor’s Executive Office in the BCC contract for this violation.

Secondly, after being licensed to establish an executive office of a foreign investor in the BCC contract, investors should also note some basic contents about the operating conditions of this type. It is the executive office of the foreign investor in the BCC contract with the seal, entitled to open bank accounts, recruit labor, and conduct business activities within the scope of rights and obligations specified in the BCC contract and the Certificate of registration of establishment of the executive office.

Services of establishing an executive office of a foreign investor in BCC contract

With a team of experienced lawyers and legal experts, Siglaw provides consulting services, and supports drafting documents and carrying out procedures for establishing an executive office of foreign investors in BCC contracts. Siglaw will:

1. Guide the preparation of necessary documents and information to prepare the dossier of the establishment of the executive office of the investor.
2. Answering and consulting legal regulations related to the establishment of the Executive Office for foreign investors in BCC contracts.
3. Guide customers to sign and complete documents
4. Advising customers to carry out procedures for applying for work permits, and temporary residence cards…..
5. Regular legal advice for the operation of the foreign investor’s executive office in the BCC contract.
6. Advising on conditions, processes, procedures, and implementation time most optimally for your specific case.

With the desire to bring the most efficiency to customers, Siglaw Law Firm will always strive to perform the responsibilities that clients put on our shoulders with the most enthusiasm, care, and enthusiasm. Because, for Siglaw to bring values, and satisfaction to you is our happiness.

Siglaw Law Firm

Phone: (+84) 961 366 238

Email:

• vphn@siglaw.com.vn
• vphcm@siglaw.com.vn

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