Decree 342 now effective: seven checks for FDI import-export files in Vietnam

Vietnam issued Decree 342/2026/ND-CP on 3 September 2026. It took effect on 18 October 2026. These are separate dates: issuance and legal effect. The decree replaces Decree 09/2018/ND-CP and repeals Article 36 of Decree 146/2025/ND-CP.

The new framework applies to foreign investors and foreign-invested economic organizations carrying out goods trading and activities directly related to goods trading in Vietnam. For freight teams, the central control is not simply whether an entity can import or export. The shipment file must match the entity's registered trading right, any required business licence, the commodity's own controls and the intended sale or distribution chain.

Import rights are not distribution rights

Under Article 3, an export right includes the right to buy goods in Vietnam for export and to stand as declarant on the export customs declaration. An import right includes the right to bring goods from abroad into Vietnam, stand as declarant on the import customs declaration and sell the goods to a trader authorized to distribute them in Vietnam.

The decree expressly says that an import right does not itself include organizing or participating in a Vietnamese distribution system, unless Vietnamese law or an applicable treaty provides otherwise. This distinction matters before cargo is booked: the importer-of-record plan, invoice chain, consignee, buyer and post-clearance sale must tell the same legal story.

When a business licence enters the file

Article 5 lists activities for which a foreign-invested economic organization must obtain a business licence. They include retail distribution; import and wholesale distribution of specified goods not covered by Vietnam's market-opening commitments; retail of rice, sugar, recorded items, books, newspapers and magazines; and logistics services other than logistics subsectors for which Vietnam has made market-opening commitments in an applicable treaty. The list also covers specified leasing, trade-promotion, commercial-intermediary, e-commerce-platform and tender-organization services.

Activities outside Article 5's business-licence cases may be carried out after being registered in the documents issued under the Investment Law and Enterprise Law, subject to the decree and other applicable law. That is not a blanket exemption from commodity licences, conditions or specialized controls.

Article 7 keeps the cargo-level rule clear. Prohibited or temporarily suspended goods cannot be traded under these rights. Goods subject to an export or import licence or condition still require the relevant licence or satisfaction of the condition. Customs procedures continue to follow Vietnam's export-import management law.

Seven checks before a shipment moves

• Identify the exact Vietnam entity that will buy, sell, import, export or provide the logistics service; do not rely only on the foreign parent or brand name.
• Match the planned activity to the entity's enterprise and investment registrations, then determine whether Article 5 also requires a business licence.
• Keep import rights separate from wholesale or retail distribution rights. Confirm the authorized Vietnamese buyer and the post-clearance sales route before naming the importer and consignee.
• Screen the commodity for prohibitions, temporary suspensions, treaty exclusions, licences, conditions and specialized rules; a valid entity right does not remove a product control.
• Align the contract, commercial invoice, packing list, transport document, customs declarant, importer or exporter name, HS description and licence references before booking or declaration.
• For a foreign-invested logistics provider, identify the exact service subsector and applicable treaty commitment before concluding that a business licence is or is not required.
• Calendar the reporting and transition file. Reports on the previous year and the first six months are due before 15 January and 15 July respectively; 24 consecutive months without the periodic report is a ground for licence revocation.

Transition rules for existing and pending files

Business licences and retail-establishment licences issued before 18 October remain usable for the activities already licensed. Certain later changes must follow Decree 342's adjustment procedure.

Applications accepted before the effective date continue under Decree 09/2018/ND-CP and Article 36 of Decree 146/2025/ND-CP. If such a file is incomplete, the applicant has no more than six months from the licensing authority's request to provide the explanation or supplement; after that period, the new decree applies.

Vietnam freight and import-export impact

The practical freight impact is a pre-booking documentation gate. Where the named Vietnamese entity has only an import right but the transaction assumes it can distribute the cargo domestically, the commercial chain may not match the legal scope described in the decree. Where a commodity or service requires a separate licence or condition, a customs-ready transport file does not cure the missing authorization.

Decree 342 does not set a standard customs-clearance time, freight rate, storage charge, inspection probability or shipment delay. It does not guarantee a business licence, customs release or permission to distribute every imported product. Confidence is high on the instrument number, issue date, effective date, rights, licensing cases, reporting deadlines and transition rules because they were checked against the Government record, the Official Gazette and the complete official text. Shipment-level confidence remains conditional on the entity, investor nationality and treaty chosen, exact service subsector, commodity, HS classification, other licences and the competent authority's determination. This is practical editorial guidance, not a legal opinion or customs ruling.