Foreign investors establish an alcohol distribution company

Vietnam is now the largest alcohol consumption market in Southeast Asia, making this an environment suitable for investors who want to invest in alcohol distribution activities. However, alcohol is an item under special control from the government, and business activities related to alcohol are conditional business lines.

Therefore, foreign investors establishing an alcohol distribution company in Vietnam need to be cautious about a number of regulations for investment in alcohol distribution in Vietnam to achieve high efficiency. To better understand the information related to the establishment of a foreign-invested alcohol distribution company, please refer to the article of Siglaw Law Firm below:

Conditions for foreign investors to establish an alcohol distribution company in Vietnam

(Article 11 of Decree 105/2017 in 2017; amended and supplemented by 2020)

– Being an enterprise established in accordance with the law.

– There is a written introduction or principle contract of traders producing alcohol, other alcohol distributors or suppliers abroad.

– There is a system of alcohol distribution in the area from 02 provinces and cities directly under the Central Government (including the enterprise area is headquartered); In each province and city directly under the Central Government, there must be at least 01 wholesale traders.

Thus, before conducting distribution business, foreign investors need to carry out procedures for establishing foreign-invested enterprises, and preparing the distribution system and connecting with the goods suppliers. These are conditions to ensure the management of state agencies for alcohol distribution activities.

Procedure record for foreign investors to establish alcohol distribution companies

The establishment of a foreign-invested alcohol distribution company goes through 3 steps: investment registration, enterprise registration, and application for an alcohol distribution license.

Step 1: Apply for an Investment Registration Certificate (IRC) at the investment management authority

The dossier for granting investment registration certificates includes:

– Written request for implementation of investment projects;

– Proposal for investment projects to conduct alcohol distribution activities;

– Documents proving the financial capacity of investors;

– Certification of personal identification papers for investors is individual; Copy of enterprise registration for investors is organization;

– Lease contracts or other documents confirming investors have the right to use business locations;

After preparing all the documents, investors will apply at the Department of Planning and Investment of the province or centrally run city. Within 15 working days from the date of receipt of the dossier, the competent authority shall consider and issue an IRC; In case of refusal, a document will be sent with specific reasons.

Step 2: Investors carry out the procedures for applying for an Enterprise Registration Certificate (ERC)

The complete dossier for an ERC includes:

– Application for registration of foreign-invested alcohol distribution enterprises;

– Company charter;

– List of members (for limited liability companies two or more); List of founding shareholders and shareholders are foreign investors (for joint stock companies);

– A valid copy of one of the legal status of the organization or identification of the individual

– IRC has been issued.

After preparing all documents, investors will apply at the Department of Planning and Investment, and apply online at the National Business Registration Portal (dangkykinhdoanh.gov.vn).

Within 03 working days from the date of receipt of the completed dossier, investors will be granted an ERC. In case the competent authority refuses to issue, the written notice must clearly state the reason.

Step 3: Apply for an alcohol distribution license

The application for an alcohol distribution license includes:

– Application for granting of alcohol distribution licenses

– Documentations on alcohol distribution system

– Copy of ERC

– Documents related to alcohol suppliers

The competent authority receiving the dossier and granting an alcohol distribution license is the Domestic Market Department, the Ministry of Industry and Trade. After preparing all documents, investors will apply at the Ministry of Industry and Trade’s archive, contact information:

– Address 54 Hai Ba Trung, Hoan Kiem, Hanoi

– Hotline: (024) 22202108

– Email: bbt@moit.gov.vn

Within 15 working days from the date of receipt of valid dossiers, the Ministry of Industry and Trade shall consider, appraise and issue a license, or issue a written notice with specific reason in case of refusal. In case there is not enough valid dossier, within 03 days, working from the date of receipt of the dossier, the licensing authority must have an additional written request. See also: Alcohol retail license

Post-establishment procedures for foreign-invested alcohol distribution companies

– Open a bank account: Foreign-invested companies are required to open a direct investment capital account for investors to transfer capital. The companies then need to transfer to a payment account to pay for company operating expenses.

– Labor registration: Carry out labor registration, report and apply for Work Permits for foreigners and social insurance for employees.

Difficulties in investing in alcohol distribution in Vietnam

The establishment of foreign-invested enterprises requires compliance with the provisions of the Investment Law and the Enterprise Law. This process may be time-consuming and complicated. After enterprise registration, the company needs to apply for a sub-license to distribute alcohol, requiring a lot of documents. In particular, because the business item is alcohol, which is adjusted by many provisions of law, investors should pay close attention to not violate the requirements and standards from the regional authority.

For a more comprehensive advice on the procedure of establishing an alcohol distribution company, please contact:

Siglaw Law Firm

Phone: (+84) 961 366 238

Email:

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

Headquarters: No.44/A32-NV13, Gleximco A, Le Trong Tan street, An Khanh, Hoai Duc, Ha Noi, Vietnam.

Southern branch: A9.05 BLOCK A, SkyCenter Building, 5B Pho Quang Street, Ward 2, Tan Binh District, Ho Chi Minh City, Vietnam.

Central branch: 177 Trung Nu Vuong, Hai Chau District, Da Nang City

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