Conditions and procedures for establishing a foreign-invested wine wholesale company? Do you need to apply for an investment certificate, wine wholesale license, and other sub-licenses? What should you pay attention to? All will be detailed in the article below by fdiinvietnam.com.
Conditions for wholesale alcohol business in Vietnam for foreign investors
1. Conditions for establishing a foreign-invested company (FDI enterprise)
- The location used as the headquarters of a wholesale alcohol company must not be an apartment building or collective apartment and must have a clear address;
- The name of a wine wholesale company must not be confusing or duplicated with any other business, and must include both the type of company and the proper name;
- Meet the conditions on business lines and market access conditions;
- Foreign investors and organizations contributing capital to establish a wine wholesale company in Vietnam must have full legal documents and documents proving financial capacity to be granted an investment license.
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>> Foreign-invested company establishment service of Online Accounting .
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2. Conditions for doing business in the wholesale alcohol industry in Vietnam
Conditions for wholesale of alcohol are stipulated in Article 12 of Decree 105/2017/ND-CP as follows:
- Is a legally established enterprise;
- The list of registered business lines must have the alcohol wholesale industry code 4633 – beverage wholesale;
- Have a wholesale alcohol system in the province or city where the enterprise is headquartered and have at least 1 alcohol retailer;
- Have a letter of introduction or contract in principle from a wine manufacturing enterprise, wine distribution enterprise or other wine wholesale enterprise.
On the other hand, according to the provisions of Article 4 of Decree 105/2017/ND-CP amended by Clause 1, Article 16 of Decree 17/2020/ND-CP, enterprises producing alcohol for business, distributing alcohol, wholesaling alcohol, and retailing alcohol with an alcohol concentration of 5.5 degrees or higher must have a license and must comply with regulations on food safety, environmental protection, and fire prevention and fighting during operation.
Thus, foreign investors who want to wholesale alcohol in Vietnam must have the following licenses:
- Have a business registration certificate;
- Have an investment certificate if establishing a company directly with foreign capital;
- Obtain a wholesale liquor license after establishing a foreign-invested company.
Note:
- In case a foreign-invested enterprise imports wine to Vietnam for wholesale, it must have a wine distribution license before applying for a wine wholesale license;
- In case an FDI enterprise produces and wholesales alcohol with an alcohol concentration of 5.5 degrees or higher in Vietnam, it must have an alcohol production license, alcohol distribution license, and food safety and hygiene license before applying for an alcohol wholesale license;
- In case FDI enterprises import pre-bottled wine and wholesale it to agents, they do not have to apply for a food safety license.
Procedures for establishing a foreign invested company to wholesale alcohol
You can establish a foreign invested enterprise (FDI company) to do wholesale wine business in the following 2 ways:
- Method 1 : Establish a wine wholesale company directly from foreign investor capital;
- Method 2 : Establish a Vietnamese company and then transfer it to a foreign investor.
In this article, fdiinvietnam.com will guide you in detail about the documents and procedures for establishing a foreign-invested wine wholesale company according to method 1 – the most popular method. You can see the detailed documents and procedures according to method 2 in the article: Procedures for establishing a foreign-invested company of fdiinvietnam.com.
The process of establishing a foreign-invested company to wholesale alcohol according to method 1 (direct investment) includes the following 2 steps:
1. Step 1: Procedures for applying for an investment certificate for a wine wholesale company
The application for an investment registration certificate for a wine wholesale company must include:
- Document requesting to implement investment project;
- Investment project proposal;
- Head office lease contract and documents proving the lessor’s right to lease real estate such as copies of land use right certificates, investment licenses/construction licenses, etc.;
- Certified copy of passport of foreign investor who is an individual;
- Certified copy of business registration certificate/establishment license of the foreign investor being an organization, accompanied by a certified copy of the passport of the representative managing the organization’s capital contribution in Vietnam;
- Documents proving the financial capacity of the investor: bank account balance verification document for individual investors, audited financial statements within the last 2 years of institutional investors.
>> FREE DOWNLOAD: Application for investment certificate for wine wholesale company.
Note:
Documents issued abroad must be notarized, translated into Vietnamese and consular legalized.
Location and how to submit application: Investors submit application for investment license (investment certificate) for alcohol wholesale company directly at the Investment Registration Office of the Department of Planning and Investment of the province/city where they choose to locate their headquarters.
Time to complete procedures: After 15 working days from the date of receiving complete and valid documents, the Department of Planning and Investment of the province will issue a notice on the issuance of the investment certificate and schedule a date to return the results.
2. Step 2: Procedures and documents for establishing a company with foreign investment capital
The dossier for establishing a foreign-invested company to wholesale wine needs to be prepared including:
- Application for registration of foreign-invested company for wholesale of alcohol;
- Company charter;
- List of members/list of shareholders contributing capital to open a wine wholesale company;
- Certified copy of ID card/passport of Vietnamese investors, foreign investors who are individuals, legal representative of the wine wholesale company;
- Certified copy of business registration certificate/establishment license of Vietnamese investor, foreign investor being an organization, accompanied by certified copy of passport of the representative managing the organization’s capital contribution;
- Authorization letter for fdiinvietnam.com to perform the procedure (if you use fdiinvietnam.com’s services);
- Certified copy of CCCD/passport of authorized fdiinvietnam.com staff.
>> FREE DOWNLOAD: Profile of foreign invested company establishing wholesale wine.
Location and how to submit application:
You can apply for a wholesale alcohol business in one of the following three ways:
- Send documents by post to the Department of Planning and Investment of the province;
- Submit application directly at One-stop Department – Provincial Department of Planning and Investment;
- Submit application online on the National Business Information Portal through your business registration account.
Time to complete procedure:
After 3-5 working days from the date of receiving complete and valid documents, the Department of Planning and Investment of the province will issue a notice on the issuance of a business registration certificate to the wine wholesale company and set a date to return the results.
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Currently, fdiinvietnam.com supports applying for investment certificates and establishing foreign-invested companies nationwide. You can see service details in the article on foreign-invested company establishment services or contact fdiinvietnam.com at 0978 578 866 (North) – 033 9962 333 (Central) – 0946 724 666 (South) for detailed advice.
Procedures for applying for a wholesale liquor business license for foreign-invested companies
After a foreign-invested enterprise completes investment registration and business registration procedures, it continues to apply for a subsidiary license, specifically a wholesale alcohol business license.
Application for wholesale alcohol license for foreign invested enterprises includes:
- Application for a wholesale alcohol license for a foreign-invested company according to form No. 01;
- Certified copy of business registration certificate, investment certificate;
- Documents on the company’s wine wholesale system, including 1 of the following 2 types:
- Copy of the contract in principle or letter of confirmation or commitment to participate in the alcohol wholesale system with a copy of the retail alcohol license of the retailer;
- A copy of the company’s branch registration certificate or business location registration certificate for alcohol trading.
- The following documents from the wine supplier:
- Copy of the introductory letter or principle contract of the domestic manufacturer, distributor or other wholesaler;
- Copy of liquor manufacturing license, distribution license or wholesale liquor license.
>> FREE DOWNLOAD: Form No. 01 – Application for wholesale alcohol license.
Location and how to submit application:
Businesses can submit applications in one of three ways:
- Method 1: Submit the application directly to the application receiving and result returning department of the Department of Industry and Trade of the province/city where the business is registered;
- Method 2: Send to the Department of Industry and Trade of the province/city by post;
- Method 3: Submit your application online on the Department of Industry and Trade’s website or the province’s public service pages. For example, in Da Nang, you can submit your application on the Department of Industry and Trade’s website at https://socongthuong.danang.gov.vn/.
Time to complete procedure:
- Within 15 working days from the date of receiving the application for a wholesale alcohol license, the Department of Industry and Trade will conduct an assessment and issue a license to the enterprise with a valid application;
- In case the dossier is invalid, within 3 working days, the Department of Industry and Trade will issue a notice requesting the enterprise to edit and supplement the dossier.
Note:
The liquor wholesale license granted to a business is only valid for a maximum of 5 years from the date of issue. When the license expires, the FDI company must reapply for a license according to the instructions above.
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Currently, fdiinvietnam.com provides wholesale liquor license application services for foreign-invested enterprises and Vietnamese-invested enterprises nationwide. You can contact the hotline below for detailed advice.
>> See more: Wholesale liquor license application service of Online Accounting .
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Notes when establishing a foreign invested company to wholesale wine
1. Procedures to be carried out after establishing a foreign-invested company
After completing the procedures for applying for a business registration certificate and an investment certificate, FDI enterprises that wholesale alcohol need to quickly complete the following procedures:
- Engrave legal seals, engrave title seals for legal representatives;
- Open a bank account and make capital contributions to the account;
- Buy digital signature to declare taxes, submit reports and declarations;
- Purchase electronic invoices and register to use electronic invoices with tax authority codes;
- Hang a wholesale wine company sign at the headquarters;
- Submit the business license fee declaration.
>> See more: Post-business establishment services of fdiinvietnam.com.
2. Wholesale alcohol business activities of the enterprise
FDI enterprises trading in wholesale alcohol must comply with the following regulations:
- Only trade and buy and sell alcohol of legal origin;
- Wholesale of alcohol is only allowed in licensed provinces and cities;
- Alcohol may only be purchased from domestic alcohol producers, alcohol distributors, and other alcohol wholesalers listed on the license;
- Post a copy of the wholesale liquor license at the business’s liquor sales locations and only buy and sell according to the content stated on the license.
Some questions about procedures for establishing a foreign-invested company to wholesale alcohol
1. How many ways are there to establish a foreign-invested company to wholesale alcohol?
There are 2 ways as follows:
- Method 1 : Establish a wine wholesale company directly from foreign investor capital;
- Method 2 : Establish a Vietnamese company and then transfer it to a foreign investor.
2. How many steps are involved in the procedure for establishing a foreign-invested direct wine wholesale company?
You need to do 3 steps as follows:
- Step 1: Carry out procedures to apply for an investment certificate for a wine wholesale company at the Investment Registration Office – Department of Planning and Investment of the province/city;
- Step 2: Carry out procedures to establish a foreign-invested company at the Business Registration Office – Department of Planning and Investment of the province/city to be granted a business registration certificate;
- Step 3: Apply for a sub-license (wholesale liquor license).
3. What documents are required to establish a foreign-invested wholesale wine company?
Profile components include:
- Application for registration of foreign-invested company for wholesale of alcohol;
- Company charter;
- List of members/list of shareholders contributing capital to open a wine wholesale company;
- Certified copy of ID card/passport of Vietnamese investors, foreign investors who are individuals, legal representative of the wine wholesale company;
- Certified copy of business registration certificate/establishment license of Vietnamese investor, foreign investor is an organization with certified copy of passport of the representative managing the organization’s capital contribution.
>> FREE DOWNLOAD: Profile of foreign invested company establishing wholesale wine.
4. Do I need a license to wholesale alcohol with an alcohol concentration of 5.5 degrees or more?
Yes. Wholesale of alcohol is a conditional business line. Enterprises that wholesale alcohol with an alcohol concentration of 5.5 degrees or higher must have a wholesale alcohol license issued by the provincial Department of Industry and Trade.
5. What conditions must foreign investors meet to wholesale alcohol in Vietnam?
Foreign investors must meet the following conditions:
- Must establish a business in Vietnam;
- Have a liquor wholesale license; The list of registered business lines must have the liquor wholesale industry code 4633 – beverage wholesale;
- Have a wholesale alcohol system in the province or city where the enterprise is headquartered and have at least 1 alcohol retailer;
- Have a letter of introduction or contract in principle from a wine manufacturing enterprise, wine distribution enterprise or other wine wholesale enterprise.
6. Where to apply for a wholesale liquor license?
Businesses can submit applications for wholesale alcohol business licenses to the Department of Industry and Trade in one of the following three ways:
- Method 1: Submit the application directly to the application receiving and result returning department of the Department of Industry and Trade of the province/city where the business is registered;
- Method 2: Send to the Department of Industry and Trade of the province/city by post;
- Method 3: Submit your application online on the Department of Industry and Trade’s website or the province’s public service pages. For example, in Da Nang, you can submit your application on the Department of Industry and Trade’s website at https://socongthuong.danang.gov.vn/.
Call us at 0978 578 866 (North) – 033 9962 333 (Central) – 0946 724 666 (South) for support.