Procedure for Obtaining a Distribution Business License for Foreign Investors in Vietnam
When a foreign investor wishes to enter Vietnam’s distribution market, obtaining a Distribution Business License is a mandatory requirement. However, the process is not simple — it requires strict compliance with investment, trade, and WTO regulations. So, how can foreign investors legally distribute goods in Vietnam while optimizing both time and cost?
1. Conditions and Scope of Distribution for Foreign Investors
Before learning about the process, investors should clearly understand the conditions and scope of distribution activities in Vietnam. This foundation helps determine a suitable direction and avoid rejection at the licensing stage.
1.1. Legal Basis and International Commitments
The Distribution Business License for foreign investors is governed by the Law on Investment 2020, Law on Commerce 2005, and Decree 09/2018/NĐ-CP, in addition to Vietnam’s WTO commitments. Accordingly, foreign-invested enterprises may distribute most types of goods, except sensitive ones such as rice, oil, pharmaceuticals, petroleum, and publications.
The licensing authority (Department or Ministry of Industry and Trade) will consider market openness, investor nationality, and foreign ownership ratio before deciding approval.
1.2. Specific Conditions to Meet
To obtain a license, a foreign-invested enterprise must:
Hold a valid Investment Registration Certificate or Enterprise Registration Certificate;
Have a clear business location compliant with local trade planning;
Demonstrate financial capacity and international business experience;
Not violate competition or monopoly regulations.
Failing to meet any of these may result in the rejection or delay of the application.
2. Application Process for the Distribution Business License
Once conditions are met, investors can proceed with the licensing process, which involves coordination among multiple government bodies.
2.1. Preparing the Application Dossier
The application includes:
Application form (as prescribed by the Ministry of Industry and Trade);
Certified copies of investment and enterprise registration certificates;
Financial statements and proof of financial capacity;
Detailed business plan (products, business location, and method of operation);
Documents demonstrating experience and credibility;
Power of attorney (if authorizing a legal representative such as DEDICA Law).
Note: Foreign documents must be consular legalized and officially translated into Vietnamese. Errors in this step commonly lead to rejections.
2.2. Submission and Review
Applications are submitted to the Department of Industry and Trade where the enterprise is located. The department reviews legality and consults with the Ministry if necessary.
Once approved, the enterprise will receive a Distribution Business License, allowing legal importation, distribution, and retail in Vietnam.
3. Optimal Solutions with DEDICA Law
The licensing process requires deep legal understanding. Partnering with a professional legal consultancy like DEDICA Law helps businesses save time, cost, and minimize risk.
DEDICA Law – Trusted Partner for Foreign Investors in Vietnam
With experienced lawyers who have handled numerous FDI projects, DEDICA Law offers comprehensive services:
Legal review and business scope assessment;
Preparation and legalization of foreign documents;
Representation before licensing authorities;
Follow-up and approval support.
Practical Tips from DEDICA Law
Prepare a realistic business plan with financial proof;
Choose appropriate distribution scope under WTO commitments;
Avoid changing registered details during review;
Check local conditions — requirements may differ by province.
Conclusion
Obtaining a Distribution Business License for foreign investors is both a requirement and a legal foundation for doing business in Vietnam. With DEDICA Law’s professional support, the process becomes clearer, faster, and more efficient.
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