Urban life in Vietnam has become more diverse than ever, with the existence of shopping centers, restaurants, cafes, and unique culinary spots. In this context, the food and beverage (F&B) industry is becoming an indispensable part of daily life and an attractive field for foreign investors. With its diverse cultural beauty and fresh ingredients, Vietnam has attracted a growing number of international investors looking for business opportunities in the F&B industry.
However, success in the F&B field requires ingenuity in choosing dishes and designing space and a deep understanding of the market, especially laws on investment in Vietnam. In this article, we will share with you the procedures that foreign investors need to pay attention to if they want to do catering business in Vietnam.

1. Establishing an enterprise or acquiring shares or contributing capital

This is considered the first step for foreign investors to participate in the business market in Vietnam officially. Currently, food and beverage services are entirely open to foreign investors. Hence, foreign investors have the right to provide food and beverage services such as cafes and restaurants with the same conditions as domestic investors. To conduct catering business in Vietnam, foreign investors have 02 options including:

• Establishing a new enterprise. In this case, the Investor needs to carry out procedures to apply for an Investment Registration Certificate and an Enterprise Registration Certificate or;
• Acquiring shares and contributing capital from a Vietnamese enterprise that was established previously. Investors have the right to acquire part or all of the shares and contributed capital depending on the type of contributed capital and shares. In this case, the Investor needs to carry out procedures to (i) apply for approval to acquire shares and contributed capital and (ii) carry out procedures to change information on the Enterprise Registration Certificate.

Please note that each form of commercial presence has certain advantages and disadvantages and several issues that investors need to pay attention to, such as headquarters location, inheritance of financial obligations, and debts.

2. Applying for a Certificate of Food Hygiene and Safety

This is the subsequent step investors must take after the procedure in Section 1 above is completed. Accordingly, it can be simply understood that a Certificate of Food Hygiene and Safety is a document issued by a competent authority in Vietnam for enterprises providing services related to catering and food to determine whether the enterprise meets all conditions to ensure food hygiene and safety. Depending on the level and scope of the catering business, the application will be correspondingly complex, and the legal regulations are also more stringent for each business model.
The application for a food hygiene and safety certificate includes essential documents such as an application form, Enterprise registration certificate, Floor plan drawing, Processing – preservation – display – package diagram, documentation of facilities, personnel, and water test results.
The competent authority shall consider the point of sale, Processing, tools, personnel, factors such as water, lighting, waste treatment, surrounding hygiene, and packaging process. to determine whether the enterprise meets the conditions to conduct business activities. Enterprises are only allowed to perform food and beverage services with a competent authority issuing a Certificate of Food Hygiene and Safety.

3. Confirmation of meeting conditions for Fire Prevention and Fighting

In addition to being issued a Certificate of Food Hygiene and Safety, meeting the fire prevention and fighting conditions is also a prerequisite for the enterprise to operate a catering business. Depending on the scale and scope of food service activities, enterprises must meet several conditions, such as:

• Having internal rules, prohibition signs, signs, diagrams, or instruction signs on fire prevention and fighting and escape following regulations and standards on fire prevention and fighting or following regulations of the Ministry of Public Security;
• Having internal or specialized fire prevention and fighting forces corresponding to the type of facility, trained on fire prevention and fighting skills and ready to meet on-site fire fighting requirements;
• Having a fire fighting method approved by competent authorities;
• Electrical systems, lightning protection systems, anti-static systems, equipment using electricity, generating fire and heat, and the use of fire and heat sources must ensure safety in fire prevention and fighting by following regulations and standards on fire prevention and fighting or under regulations of the Ministry of Public Security;
• Having a traffic system, water supply system, communication system for fire fighting, a database management system for fire prevention and fighting and incident reporting, a fire alarm, fire fighting, fire prevention, smoke prevention, escape system, other fire prevention, and fighting means, life-saving means which ensure quantity and quality following regulations and standards on fire prevention and fighting or accordance with regulations of the Ministry of Public Security;
• And other conditions depending on each case.

In this article, we have explored the importance of legal compliance for foreign investors and catering businesses. Mastering legal regulations helps protect the rights of investors and enterprises and ensures a healthy and fair business environment.

Time of writing: 21/08/2023

The article contains general information which is of reference value, in case you want to receive legal opinions on issues you need clarification on, please get in touch with our Lawyer at info@cdlaf.vn

You can refer for more information:

• Key terms in the Franchise Agreement (Part 1)
• Key terms in the Franchise Agreement (Part 2)
• Guidelines for holding the General Meeting of Shareholders in accordance with the law (Part 1)
• 8 important new points regarding Work Permit which take effect from September 18, 2023
• Labor contract or personal consulting service contract
• Termination of the operation of foreign traders’ representative offices
• What should enterprises keep in mind when dismissing employees?
• Conditions that foreign investors must meet when making investments in Vietnam
• Parent company, subsidiaries, and things to note