1. Business sector
As wine market in Vietnam is greatly potential, we would like to open a wine
manufacturing company. Our company will involve in 3 business lines below:
No.
1101
1102
4633

Business line
Boiling, refining and distilling various types of strong
liquor
Producing white wine
Wholesale of beverages

Vietnamese wine market has shown impressive growth in the recent years. Most of
people who are from 15-70 years old in Vietnam consume alcohol. Below are some
impressive data in Vietnamese wine consumption:
 Vietnamese people are among the top alcohol consumers in the world, according
to the 2016 Global Burden of Disease Study, a survey on the consumption of
alcoholic beverages in 195 countries and territories taken between 1996 and 2006.
 In 2017, according to the Lancet medical journal, each Vietnamese consumed 8.9
liters of pure alcohol also surpassed Japan (7.9 liters), China (7.4 liters) and India
(5.9 liters).
 From 2010 – 2017, Vietnam ranked the first in alcohol consumption growth at
89,4%, following is India at 37,2%.

1


Figure 1: Average annual liters of alcohol consumed per person in 2017 and % change
from 2010.

However, most of the amount of consumed wine in Vietnam is from household
businesses or self-made alcohol which do not have safety certificate. According to
VnExpress, in 2019 Tet holiday, almost 1000 people suffered alcohol poisoning because
of bererages which did not meet safety standard. Moreover, imported wine in Vietnam is
extremely expensive, because of import duties which can go up to 120% and through the
fact that each intermediary (importer and restaurant) will each take its share before
consuming.
For the reasons above, we suppose that an alcohol manufacturing company with safe and
hygienic products is really potential. We want to establish a company which will produce
and trade rice wine and grape wine.
So what are the laws and regulations to open this kind of company?
As wine manufacturing and trading is conditional business line, we have to meet some
conditions below:
No.
40

Name of
conditional
business
Production
of alcohol

Condition
a) The enterprise is established
in accordance with law.
b, Having lines of machinery,
2

Current
legal

regulations
Article 8 of
Decree No.
105/2017/N

Authority
-The Ministry
of Industry
and Trade


equipment and technological
processes for wine production
that meet the production scale.
c, Meet food safety standard as
prescribed.
d, Meet environment protection
requirements
e, Meet the regulations for wine
labeling
f, Having qualified and
professional technicians suitable
to the liquor production line.

41

Trading of
alcohol

1. The requirements for issuing

the License for wine trading and
distributing include:
a) The enterprise is established
in accordance with law.
b, Having full right to use or
own warehouse system with the
minimum area is 150m2
c, Wine planned to be traded
must ensure food safety
conditions as prescribed.
d, Having a system of wine
distribution on at least 02
3

Đ-CP

(for
production of
industrial
alcohol with
the scale of
03 million
liters/ year or
more);
- Provincial
or Municipal
Department
of Industry
and Trade
(for

production of
industrial
alcohol with
the scale of
less than 03
million liters/
year);
- The
Division of
Economics,
the Division
of industry
and trade
under district
People’s
Committee
Article 11
- The
and Article
Ministry of
12 of Decree Industry and
No.
Trade;
105/2017/N - Provincial
Đ-CP
or Municipal
Department
of Industry
and Trade;
- The

Division of
Economics,
the Division


provinces (there must be at least
01 wine wholesalers in each
province);
e, Having a introduction
document or contract of the
wine-making trader, other wine
distributors or foreign wine
suppliers
f, Having a commitment made
by the enterprise on the
compliance with the
requirements for fire prevention
and fighting, and environment
protection as prescribed by law;
2. The requirements for issuing
the License for wine
wholesaling:
a) The enterprise is established
in accordance with law.
b, Having full right to use or
own warehouse system with the
minimum area is 50m2
c, Wine planned to be traded
must ensure food safety
conditions as prescribed.

d, Having a system of wine
wholesaling in the province
where its premises are situated
(there must be at least 03 wine
retailers);
e, Having an introduction
document or contract of wine
manufacturer, wine distributor or
other wine wholesaler,
f, Having a commitment made
by the enterprise on the
compliance with the
requirements for fire prevention
and fighting, and environment
protection as prescribed by law;

4

of industry
and trade
under district
People’s
Committee


2. Form of enterprise
We would like to establish an one member limited liability company.
As an one member limited liability company with the owner is individual, we have some
advantages:
 Fully control the business

As we want to found a stable business, so an one member limited liablility
company is a great choice. The owner will have fully control of the business,
which helps the company to avoid conflicts or disagreement in operating the
business. Moreover, our manufacturing process (rice wine and grape wine) is not
so complicated, the cost for operating is not too big, a person to be the owner is
suitable enough for the company as the he/she can control all the activities of the
business.
 Limited liability
The owner is liable for the debts of the company within the capital contribution.
Manufacturing and trading alcohol are risky business line, so we think this form of
enterprise will decrease the risk in operating the company.

3. Dossiers and procedures necessary to establish the enterprise
under Vietnamese Law
Step 1: Preparing information about the company
 Prepare legal capital and declare charter capital: 4 billion VND (in cash).
 Prepare the form of the enterprise: One member Limited Liability Company.
 Prepare the name of the company: Công ty TNHH một thành viên VietAlco VietAlco One member Limited Liability Company (VietAlco Co., Ltd).
 Choose the legal representative: the Chairman.
 Choose the business sector:
o Distilling and making alcohol – 1101
o Drink wholesaling – 4633
o Alcohol retailing – 4723
o Freight transport by road (by truck) – 4933
5


 Prepare the location of the company: No 57A, Tran Phu Street, Ninh Thuan
Province.
Step 2: Draft the enterprise registration documents

Including:
 Citizen identity card, a notarized copy of the passport for individual. Or company
registration certificate, documents proving equivalent legal status of the legal
representative.
 Requesting form to get the enterprise registration certificate.
 Charter of the company.
Step 3: Submit prepared dossiers to Business Registration Office
 After preparing the dossiers, the enterprise shall submit them to the Business
Registration Office (of Department of Planning and Investment) of the same
district with the location of the enterprise.
 Wait about 3-5 days to get the certificate.
Step 4: Publicize company information on the national web portal
 Publicly announce on the national web portal within 30 days since being granted
enterprise registration certificate according to the order, procedure and fees
following regulations.
Step 5: Get business license to produce alcohol

 Get a business license to produce alcohol before the company start to operate.

4. Ownership and Organizational structure
After consulting many domestic wine production and trading enterprises, we select the
ownership for our companies as individuals.
According to Article 85 of the law of enterprise 2014, one member limited liability
company owned by an individual has a present of the company, director or general
director. So we decided to build the structure of our company as follows:

6


President


Business
Manager

Production
Manager

Sales
Department

Manufactoring
plant

Accounting
Department
Human
Resources
Department

In which, each part has a separate function to serve the company's purpose:
 President: contributing charter capital and making many important decisions
(article 75, Vietnamese Law on enterprises 2014).
 Production Manager: managing wine processes as well as all related activities or
issues.
 Manufacturing Plant: manufacturing wine.
 Sales Manager: managing sales activities and other activities other than
manufacturing activities.
 Business Department: carrying out business activities, purchase and sell products,
raw materials, rent, ...
 Accounting Department: recording and reporting the cash flow transactions of the

company, both in and out.
 Human Resources Department: recruiting employees for suitable jobs, maintaining
a safe environment, compensation and benefits, labor law compliance, training and
development.

5. Other legal issues


Other important things the enterprise should consider doing to establish the
business are:
7


o Alcohol production is a business sector that requires conditions, so the

enterprise must proceed to ensure necessary conditions and make dossiers
of application for licenses to meet liquor production conditions before they
can operate.
o Specific conditions that enterprises need to meet to be granted a liquor

production license is to register for wine production business and ensure
food safety and quality requirements following the regulations.
o Normally, an alcohol production license will expire after 5 years. When the

license expires, the enterprise must review the conditions and prepare the
new dossiers to apply for a new alcohol production license to continue
operating.


Other important things the enterprise should consider doing to manage the

business are:
o Design the sign of the company: with information such as the name of the

company, address, phone number and hang the sign according to the
regulations.
o Buy a digital signature to pay taxes online.
o Employ an accountant.
o Engrave the company’s seal: the number and the appearance of the seal will

be decided by the company. The seal will have the name as well as the
business number. After that, the company will publish the seal sample on
the national web portal.
o Issue value added invoice: The company shall issue a notice of invoice

issuance to the suitable authorized agencies, when permitted, they will print
and order invoices for proper use. Or the company will buy invoices to use
instead of printing.
o Make tax declaration and pay tax.
o Register a bank account: The company needs to register to open a bank

account for the company to be able to conduct transactions for business.
Then report the transaction account number to the Department of Planning
and Investment. In order to open a bank account, the business owner brings
the seal, ID card, business registration certificate to the bank.
o Contribute capital in accordance to law.
8


References
1. Decree 105/2017/ND-CP, (2017). Decree on Alcohol Production and Business.


2.
3.

4.

5.

6.

7.

[online] Available at: [accessed on November
17, 2019]
Law on Enterprises 2014
Nguyen, D. (2019). Vietnam drinks its way to being Asia’s third-biggest alcohol
consumer: study - Vietnam Insider. [online] Vietnam Insider. Available at:
[Accessed 19 Nov. 2019].
Nam Viet Luat. How to establish an alcohol business 100% successfully. [online]
Available at: [accessed on
November 17, 2019]
vnexpress.net. (2019). Gần 1.000 người bị ngộ độc rượu bia trong kỳ nghỉ Tết VnExpress Sức Khỏe. [online] Available at: [Accessed 19
Nov. 2019].
Vanbanphapluat.co. (2019). Decree 105/2017/ND-CP on trade in alcohol. [online]
Available at: [Accessed 19 Nov. 2019].
VnExpress International – Latest news, business, travel and analysis from
Vietnam. (2019). Vietnam records fifth highest increase in per capita alcohol
consumption - VnExpress International. [online] Available at:
[Accessed 19 Nov. 2019].


9


Evaluation
Member
Ngo Thi Mai

Le Mai Huong
Le Thu Huong

Dang Hoang Phuong

-

10

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