Decree No. 06/2005/NĐ-CP On the establishment and operation of representative offices of foreign cooperation and research organizations in Vietnam

DECREE

Regarding the establishment and operation of representative offices of foreign cooperation and research organizations in Vietnam

THE GOVERNMENT

Pursuant to the Law on Organization of the Government dated December 25, 2001;

At the request of the Minister of Foreign Affairs,

DECREE:

Chapter I:
GENERAL PROVISIONS

Article 1. This Decree stipulates the establishment and operation of representative offices of foreign cooperation and research organizations in Vietnam (hereinafter referred to as representative office).

The establishment and operation of representative offices of foreign cultural and educational organizations in Vietnam are not within the scope of this Decree and shall be carried out in accordance with the provisions of Decree No. 18/2001/NĐ-CP dated May 4, 2001 of the Government on the establishment and operation of foreign cultural and educational institutions in Vietnam.

Article 2. Foreign cooperation and research organizations as defined in this Decree are units under ministries, sectors, or local authorities of foreign countries conducting non-profit activities in Vietnam to support cooperation, manage programs, projects, and research in fields such as science, technology, natural resources and environment, health, and society (hereinafter referred to as foreign organization) with partners being ministries, sectors, provincial People's Committees, and centrally governed city People's Committees of Vietnam (hereinafter referred to as the competent authority in Vietnam).

Article 3. The representative office acts as a representative for the foreign organization in relations with Vietnamese government agencies, in promoting the development, urging, and supervising the implementation of cooperation projects and programs in the specialized fields of the foreign organization in Vietnam. The foreign organization may establish one or more representative offices in Vietnam.

Article 4. The representative office can only operate after receiving a Permit from the Ministry of Foreign Affairs of Vietnam.

Chapter II:
CONDITIONS, PROCEDURES FOR GRANTING, AMENDING, EXTENDING AND REVOKING THE PERMIT TO ESTABLISH A REPRESENTATIVE OFFICE

Article 5. A foreign organization will be granted a Permit to establish a representative office when it meets the following conditions:

1. Having clear statutes, purposes, and objectives of activities that are consistent with the cooperation and research fields with the competent authority in Vietnam.

2. Having long-term cooperation and research programs of five years or more in Vietnam approved by the competent authority in Vietnam.

3. Having legal personality according to the laws of the country where the headquarters of the foreign organization is located.

4. Being permitted by the ministry, sector, or local authority of the foreign country responsible to establish a representative office in Vietnam.

Article 6. The application dossier for establishing a representative office in Vietnam includes:

1. A letter requesting the establishment of a representative office of the foreign organization in Vietnam containing the following main contents:

a. Name of the foreign organization, location of its headquarters; name of the ministry, sector, or local authority responsible;

b. Brief history of development, functions, and tasks of the foreign organization, cooperative activities already implemented and ongoing in other countries in the region and around the world;

c. Programs, projects, and plans of activities in Vietnam with a duration of five years or more;

d. Reasons for establishing a representative office, location of the representative office in Vietnam, estimated number of foreign and Vietnamese staff working at the representative office.

đ. Commitment that the representative office and its staff must comply with Vietnamese laws, not engage in any profit-making activities or any other activities outside the approved cooperation program by the competent authority in Vietnam.

2. Statutes or operational regulations of the foreign organization.

3. Document from the ministry, sector, or local authority of the foreign country responsible permitting the foreign organization to establish a representative office in Vietnam; document confirming the legal personality of the foreign organization issued by the competent authority of the country where the headquarters is located.

4. Documentation of programs and projects already approved by the competent authority in Vietnam.

5. Curriculum vitae of the person proposed to be appointed as the Director of the representative office and a letter of recommendation or appointment decision made by the head of the ministry, sector, or local authority responsible for the foreign organization.

Article 7. A foreign organization applying to establish a representative office must submit three sets of application dossiers to the Ministry of Foreign Affairs. Within thirty days from the date of receipt of complete and valid dossiers, the Ministry of Foreign Affairs will consider granting or refusing to grant a Permit to establish a representative office to the foreign organization (hereinafter referred to as Permit). In case of refusal to grant a Permit, the Ministry of Foreign Affairs will reply to the foreign organization in writing.

The Ministry of Foreign Affairs will specify the content of the Permit for the establishment of a representative office of a foreign organization in Vietnam.

Article 8. The procedure for issuing the Permit is as follows:

1. The Ministry of Foreign Affairs sends a letter along with the application dossier of the foreign organization to establish a representative office to the competent authority in Vietnam and related agencies to seek opinions. Within fifteen days from the date of receipt of the letter from the Ministry of Foreign Affairs, the agencies requested for opinions must reply in writing to the Ministry of Foreign Affairs.

2. After consulting the opinions of relevant ministries and agencies, the Ministry of Foreign Affairs will issue the Permit for the representative office. In case of differing opinions, the Ministry of Foreign Affairs will report to the Prime Minister for consideration and decision.

3. When issuing the Permit for the representative office, the Ministry of Foreign Affairs has the responsibility to notify the competent authority, relevant ministries, and agencies, and the People's Committee of the province or centrally governed city where the representative office is located so that these agencies are aware and perform their state management functions over the activities of the representative office.

Article 9. The validity period of the Permit is based on the request of the foreign organization but does not exceed the duration of the cooperation and research programs of the foreign organization in Vietnam. If there is a need for extension, the foreign organization must submit an application to the Ministry of Foreign Affairs at least thirty days before the Permit expires.

Article 10. When there is a need to amend or supplement contents in the Representative Office License that has been issued, the foreign organization must submit a written request to the Ministry of Foreign Affairs. The Ministry of Foreign Affairs needs to seek opinions from the competent authority in Vietnam and the People's Committee of the province or city where the Representative Office is located. If the amendment or supplementation is approved, the Ministry of Foreign Affairs will record the supplementary content in the previously issued Representative Office License or issue a new Representative Office License for the Representative Office. If the amendment or supplementation is not approved, the Ministry of Foreign Affairs will notify the Representative Office in writing. The amendment and supplementation of the license mentioned in this Article shall be completed within thirty days from the date the Ministry of Foreign Affairs receives the written request from the foreign organization.

Article 11. The Representative Office License will be revoked in cases where the Representative Office or the foreign organization engages in activities inconsistent with the issued License, violates the provisions of this Decree and other relevant laws of Vietnam, or terminates programs or projects in Vietnam before their scheduled time.

Article 12. Within ninety days from the date of notification of termination of operations, the Representative Office must complete all procedures related to debts, taxes, salaries, social insurance contributions, rent payments, other financial obligations (if any), asset liquidation, contract termination, return of the License, cancellation of seals, and submit a written report to the Ministry of Foreign Affairs and the competent authority in Vietnam. In cases where the Ministry of Foreign Affairs and the competent authority in Vietnam agree, this period may be extended, but not exceeding one year.

Chapter III:
RIGHTS AND OBLIGATIONS OF THE REPRESENTATIVE OFFICE

Article 13. Benefits

1. Rights of the Representative Office:

a. After being granted the License, the Representative Office is permitted to lease premises, housing, and hire staff according to the relevant regulations of Vietnamese law;

b. The Representative Office is protected under Vietnamese law and is allowed to open a dedicated account (in foreign currency or in Vietnamese dong with a foreign currency base);

c. The use of the Representative Office seal is carried out in accordance with current Vietnamese law on the management and use of seals;

d. Necessary equipment and vehicles for the operation of the Representative Office are exempted from import duties according to current Vietnamese law.

2. The Head of the Representative Office and foreign employees of the Representative Office enjoy tax benefits according to current Vietnamese law applicable to representative offices of international organizations in Vietnam.

Article 14. Obligations and Responsibilities

1. Activities of the Representative Office in Vietnam must comply with the scope and content of activities stipulated in the issued License.

2. The Head of the Representative Office is responsible for all activities of the Representative Office and the foreign organization in Vietnam, and is required to submit periodic six-monthly and annual written reports to the Ministry of Foreign Affairs and the competent authority in Vietnam regarding the operational situation of the organization in Vietnam. At the same time, they are responsible for reporting, providing documents, or explaining issues related to their organization's activities to the Ministry of Foreign Affairs and the competent authority in Vietnam when requested.

3. Foreign employees of the Representative Office:

a. Must comply with the purpose of entering Vietnam, and are not allowed to engage in profit-making activities or any other activities unrelated to implementing approved programs or projects by Vietnamese authorities or not specified in the License;

b. Are not allowed to conduct other technical activities without written approval from the competent authority in Vietnam;

c. Must strictly adhere to Vietnamese law and respect Vietnamese customs and traditions. Any violations of Vietnamese law by employees of the Representative Office will be handled according to Vietnamese law.

Chapter IV:
STATE MANAGEMENT

Article 15. The Ministry of Foreign Affairs is the leading agency assisting the Government in uniformly managing the activities of foreign organizations' Representative Offices in Vietnam.

Article 16. The competent authority in Vietnam is responsible for monitoring, urging, and inspecting the activities of the Representative Office and annually submitting a report to the Ministry of Foreign Affairs on the operational situation of the Representative Office of the foreign organization under its management. The Ministry of Foreign Affairs is responsible for compiling and reporting to the Prime Minister on the operational situation of foreign organizations' Representative Offices in Vietnam.

Article 17. The People's Committee of the province or centrally administered city where the Representative Office is located is responsible for managing the activities of the Representative Office according to their state management functions and authorities.

Chapter V:
IMPLEMENTING PROVISIONS

Article 18. Based on the provisions of this Decree, the competent authority in Vietnam signs an agreement with each foreign organization wishing to establish a Representative Office in Vietnam to detail the content of cooperation, scale, specific rights and responsibilities of the Representative Office of the foreign organization, the number of foreign employees working for the Representative Office, the specific quantity of equipment and vehicles for the Representative Office, and personal items of foreign employees allowed to temporarily import and re-export duty-free, consistent with the special circumstances and nature of the foreign organization's activities in Vietnam. Before signing, the competent authority in Vietnam is responsible for seeking the opinions of the Ministry of Foreign Affairs, relevant ministries, and provincial or city people's committees.

Article 19. Foreign organizations that have been permitted by the Vietnamese Government to establish Representative Offices prior to the effective date of this Decree may continue to operate according to the issued License, but must supplement and complete the file within sixty days from the effective date of this Decree, based on the provisions of this Decree.

Article 20. This Decree takes effect fifteen days after its publication in the Official Gazette. The Ministry of Foreign Affairs is responsible for guiding the implementation of this Decree.

Article 21. Ministers, Heads of ministerial-level agencies, Heads of government-affiliated agencies, Chairpersons of provincial and centrally governed city People's Committees are responsible for implementing this Decree.