What does the application dossier for a license to establish a retail outlet by a foreign investor under Decree 342 consist of?
Pursuant to Article 25 of Decree 342/2026/NĐ-CP, the application dossier for a license to establish a retail outlet by a foreign investor includes:
- An application for the license to establish a retail outlet (Form No. 05 in the Appendix issued with Decree 342/2026/NĐ-CP).
- An explanatory statement covering the following contents:
+ Location of the retail outlet: Address of the retail outlet; description of the general and relevant areas and the specific area used to establish the retail outlet; explanation of compliance with the conditions and criteria prescribed in Clauses 1 and 2, Article 21 of Decree 342/2026/NĐ-CP; accompanied by documents regarding the retail outlet location;
+ Business plan for the retail outlet for the 05-year period starting from the year of application submission: Presentation of the business and market development plan; labor requirements; and an assessment of the socio-economic impact and effectiveness of the business plan over the 05-year period;
- Documentation from the tax authority proving the absence of overdue tax debts, wherein the date of the tax authority's confirmation must be no more than 06 months prior to the date of submission of the dossier to the licensing authority.
- Copies of the following documents:
+ For retail outlets with an area of less than 500 m2: Enterprise Registration Certificate, Business License, Branch Establishment Registration Certificate, or Business Location Registration Certificate at the place where the retail outlet is established; + For retail outlets with an area of 500 m² or larger: Copies of the Enterprise Registration Certificate, Business License, Branch Establishment Registration Certificate, and Investment Registration Certificate for the retail outlet project.
- An explanation regarding the Economic Needs Test (ENT) criteria specified in Points b and c, Clause 2, Article 22 of Decree 342/2026/NĐ-CP, in cases where the ENT is required.
- Foreign-invested economic organizations are only required to submit the documents specified in Clauses 3 and 4, Article 25 of Decree 342/2026/NĐ-CP if the Licensing Authority is unable to access or retrieve the relevant documents and data from national and specialized databases.
In cases where information cannot be retrieved or the retrieved information is incomplete, the Licensing Authority shall request the foreign-invested economic organization to supplement the application dossier with the corresponding documents to provide a sufficient basis for processing the administrative procedure.
*The above outlines the required dossier for the issuance of a license to establish a retail outlet for foreign investors under Decree 342.
What is the format of the application form for a license to establish a retail outlet for foreign investors?
The application form for a license to establish a retail outlet for foreign investors is Form No. 05, as prescribed in the Appendix issued with Decree 342/2026/ND-CP, and has the following format:
What are the conditions for granting a license to establish a retail outlet to a foreign investor establishing their first retail outlet?
Pursuant to Clause 1, Article 21 of Decree 342/2026/ND-CP, the regulations are as follows:
Article 21. Conditions, criteria, and grounds for granting a license to establish a retail outlet
1. In the case of a foreign investor establishing their first retail outlet:
a) No outstanding overdue tax debts, in the event that the foreign-invested economic organization has been established in Vietnam for at least one year as of the date of application submission;
b) The location for the retail outlet must meet the conditions prescribed by law regarding land management, zoning, investment, construction, fire prevention and fighting, traffic safety, and environmental sanitation for the establishment of a retail outlet in the relevant geographical market area.
2. In the case of a foreign investor establishing retail outlets beyond the first one:
a) Cases not subject to the Economic Needs Test:
Meet the conditions prescribed in Clause 1 of this Article.
b) Cases subject to the Economic Needs Test:
Meet the conditions prescribed in Clause 1 of this Article;
Meet the Economic Needs Test criteria prescribed in Clause 2, Article 22 of this Decree.
[...]
Accordingly, the conditions for granting a license to establish a retail outlet to a foreign investor establishing their first retail outlet are as follows:
- No outstanding overdue tax debts, in the event that the foreign-invested economic organization has been established in Vietnam for at least one year as of the date of application submission;
- The location for the retail outlet must meet the conditions prescribed by law regarding land management, zoning, investment, construction, fire prevention and fighting, traffic safety, and environmental sanitation for the establishment of a retail outlet in the relevant geographical market area.