Process for foreign investors to open polyclinics

Process for foreign investors to open polyclinics

As the economy grows more and more, the need for health care also increases, so many domestic and foreign investors have invested in opening polyclinics to care for outpatients. In this article, we invite you to join Siglaw to learn in detail the conditions, documents, and procedures for foreign investors to open a polyclinic in Vietnam.

Brief information about the polyclinic

A clinic is a healthcare facility that is primarily devoted to outpatient care, in other words, a clinic is generally a type of hospital that provides diagnosis or treatment to the general public where patients typically do not stay overnight.

Clinics can be privately run and publicly managed, formed by funding, and typically cover healthcare services primarily for the local community, as opposed to large hospitals that offer specialized treatments and inpatients for overnight stays.

Investment conditions for opening a polyclinic for foreign investors

According to WTO, FTAs, and AFAS conditions, there are no restrictions, except for the minimum investment capital of 2 million USD. Vietnamese law also does not stipulate conditions for foreign investors to open polyclinics. However, to operate a clinic, you need to apply for a sublicense to operate a polyclinic with specific conditions:

Size of polyclinic:

• Have at least 02 out of 04 specialties: internal medicine, surgery, obstetrics, and pediatrics.
• There is a paraclinical department (testing and diagnostic imaging).

Infrastructure:

• There is an emergency room, patient storage room, specialized clinic and minor surgery room (if minor surgery is performed).
• Examination rooms in polyclinics must have enough space to perform specialized techniques.

Medical equipment:

• There is a box of anti-shock medicine and enough specialized emergency medicine.

Personnel:

• The number of doctors practicing medical examination and treatment regularly must reach at least 50% of the total number of doctors practicing medical examination and treatment in the general clinic.
• The person in charge of specialized clinics and paraclinical departments (testing and diagnostic imaging) of the polyclinic must be a full-time worker at the clinic.

Procedures for foreign investors to open polyclinics

If a foreign investor contributes capital or buys shares of a Vietnamese general clinic business company

Contribute capital and buy shares according to regulations. If the capital contribution ratio exceeds 51%, you need to complete capital contribution registration procedures and then contribute capital to buy shares.

The capital contribution registration dossier includes:

• Document to register capital contribution/share purchase/capital contribution of foreign investors
• Copies of legal documents of individuals, organizations contributing capital, purchasing shares, purchasing capital contributions and economic organizations with foreign investors contributing capital, purchasing shares, purchasing capital contributions
• Written agreement on capital contribution, share purchase, capital contribution purchase between the foreign investor and the economic organization receiving the capital contribution, stock purchase, capital contribution;
• Copy of land use right certificate of the economic organization receiving capital contributions, shares, or capital contributions from foreign investors.

Apply for approval to buy shares at the investment registration agency under the Department of Planning and Investment of the province where the headquarters is located.

Within 15 working days from the date of receipt of valid documents, the Provincial Department of Planning and Investment shall review and issue a notice approving the purchase of shares and capital contributions; In case of refusal, it must be made in writing and clearly state the reason.

If a foreign investor establishes a foreign-invested general clinic business company.

Step 1: Apply for an investment registration certificate

Foreign investors submit a set of application documents for an investment registration certificate to the investment registration agency. Investment registration documents include:

• A document requesting implementation of investment project (according to Form A.I.1 issued with Circular 03/2021/TT-BKHDT);
• Certified copy of personal identification documents (ID card or passport) for individual investors; copy of Business Registration for institutional investors;
• Certified copy of one of the documents related to the investor (financial statements of the last 2 years of the investor; Document/commitment to financial support of the parent company; Decision/commitment to support finances of financial institutions; …);
• The investment project proposal includes the following contents: investor implementing the project, investment objective, investment scale, investment capital and capital mobilization plan, location, term, investment progress, labor needs, proposals for investment incentives, assessment of impact and socio-economic efficiency of the project;
• A document explaining the technology used in the project;
• The location lease contract or other document confirms that the investor has the right to use the location to carry out the investment project.

Apply for an investment registration certificate to the investment registration agency:

• Management board of industrial zones if headquarters is located in an industrial zone.
• Department of Foreign Economic Relations – Department of Planning and Investment at the provincial/central city level if the headquarters is located outside the industrial park.

Within 15 working days from the date of receipt of the dossier, the Investment Registration Office – Department of Planning and Investment/Management Board of Industrial and Export Processing Zones at the provincial/centrally-run city level shall review and grant investment registration certificate; In case of refusal, it must be made in writing and clearly state the reason.

Step 2: Register to establish a polyclinic business company.

The investor submits a set of company registration documents to the Business Registration Office under the Department of Planning and Investment where the enterprise is headquartered. Records include:

• Application for business registration (According to the form in Circular 02/2019/TT-BKHDT);
• Company rules;
• List of members (for limited liability companies) or list of shareholders (for joint stock companies);
• A valid copy of one of the following documents: Personal identification documents: Identity card, Passport or other legal personal identification of founding shareholders and shareholders individuals who are foreign investors; Establishment decision of the foreign legal entity, Business registration certificate or other equivalent documents of the organization and authorization documents; Personal identification documents of authorized representatives of founding shareholders and shareholders who are foreign institutional investors;
• An investment registration certificate has been issued.

Apply business registration certificate at the Business Registration Office – Department of Planning and Investment.

Or submit your application online at the national information portal on business registration (dangkylanhdoanh.gov.vn).

After receiving the dossier, the Business Registration Office gives a receipt of receipt of the dossier to the applicant. Within 03 working days from the date of receiving the application, the Business Registration Office – Department of Planning and Investment will issue a business registration certificate. In case of refusal, a written notice must be issued with a clear statement of the reason.

Step 3: Apply for a polyclinic business registration license

Records include:

• Application for an operating license according to Form 01 in Appendix XI, which is issued with Decree 109/2016/ND-CP.
• Business registration certificate for private establishments or investment certificate for foreign-invested establishments.
• Copy of valid practicing certificate of the person in charge of technical expertise; a person in charge of the professional department of the medical examination and treatment facility.
• List of registered practitioners and people working in medical professions at the facility but not subject to a practice certificate from that clinic.
• A declaration of facilities, medical equipment, etc. of the polyclinic.
• Basis and documents proving that the facility has met the conditions for facilities, medical equipment, etc. appropriate to the professional field of activity of one of the organizational forms specified in detail. , clearly in Section 1 Chapter III Decree 109/2016/ND-CP.
• The clinic’s technical expertise list is based on the proposal of the technical expertise list issued by the Minister of Health.

Application address: 

• Submit documents to the Department of Health of the province/centrally-run city for the application for a license to operate medical examination and treatment in the province/centrally-run city.
• Submit documents to the Ministry of Health for applications for operating licenses of medical examination and treatment facilities under the Ministry of Health, private hospitals, or hospitals under other ministries.

Address: 138A Giang Vo Ward, Kim Ma, Ba Dinh, Hanoi.

Phone number: 02462732273

Within 45 days from the date of receiving complete documents, the competent state agency will review and evaluate the documents and conduct an on-site appraisal to issue a license to operate a polyclinic:

• In case the dossier is not valid, there must be a written notification to the license application facility to complete the dossier;
• In case the dossier is complete and valid, the competent authority will establish an appraisal team and conduct an appraisal at the medical examination and treatment facility to issue a polyclinic operating license;
• In case of not granting a license to operate a polyclinic, the competent authority must respond in writing and state the reason.

Siglaw is always ready to give advice and support customers with necessary information while carrying out procedures to change the investor’s address. Please contact Siglaw Law Firm for specific advice

Siglaw Law Firm

Phone: (+84) 961 366 238

Email:

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

Headquarters: Floor 12A Sao Mai Building, 19 Le Van Luong Street, Nhan Chinh Ward, Thanh Xuan District, Hanoi City.

Southern branch: No. 99 Cong Hoa, Ward 04, Tan Binh District, Ho Chi Minh City.

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