Franchising in Vietnam

Is Franchise regulated in Vietnam? 

The basic regulations on franchising are provided in the Commercial Law that was adopted in 2005.

What is the registration process to have the franchise registered? 

Foreign franchisors must register their franchise with the Ministry of Industry and Trade. Registration requires the following documents:

  • Franchise Registration Application
  • Franchise Agreement
  • Power of Attorney
  • Franchise Description Document
  • Business Registration Certificate (or equivalent) of the franchisor
  • Document proving the approval of the primary franchisor (where the applicant is a secondary franchisor)
  • Any certificates of Intellectual Property

Any foreign documents must be translated into Vietnamese, consular legalised and notarised. The franchisor must also provide the franchisee with the Franchise Agreement and the Franchise Description Document at least 15 days prior to the signing date of the agreement.

There is no additional requirement to register any form of corporate entity. However, be aware that certain industries, such as tourism, will require a joint venture with a local company when starting a franchise. Food and retail franchises can be wholly foreign-owned.

Domestic franchisors do not need to register their franchising activities.

It is also imperative that any relevant Intellectual Property be registered. This is because only trademarks and know-how that is registered in Vietnam will be allowed to be licensed there (with the exception of very well-known trademarks).

What is the estimated timeline? 

Assuming all required documentation is provided and correct, the Ministry of Industry and Trade will record and inform the applicant of the successful registration within seven (7) working days. The applicant should receive their registration certificate within four (4) weeks.

What are the criteria for a company to be allowed to franchise in the country?

Any person wishing to franchise in Vietnam must have been operating their business for a minimum of one year prior to commencing franchising activities. This also applies to sub-franchising.

What tips can we provide to Franchisors or Franchisees?

Franchise agreements can be governed by any jurisdiction the franchisor and franchisee agree on. There are also no rules stipulating that any terms or provisions are mandatory in such an agreement. However, all agreements must be written in the Vietnamese language.

We therefore advise that all documents are translated into the Vietnamese language by a professional translator.

Examples of popular Vietnamese franchises:

Note: The trademarks displayed belong to their respective owners; KASS does not claim any proprietary rights whatsoever.

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