vietnam

SET UP COMPANY IN VIETNAM

  • 11/06/2026

CONTENT
View more
CONTENT
View more

Set Up a Company in Vietnam: Complete 2026 Guide for Foreign Investors

Vietnam has emerged as one of Asia’s most attractive destinations for foreign direct investment (FDI). With a strategic location in Southeast Asia, a rapidly expanding consumer market, competitive labor costs, and an extensive network of free trade agreements, Vietnam continues to attract investors from the United States, Europe, Singapore, Japan, South Korea, Australia, and many other countries.

For entrepreneurs and multinational corporations seeking to establish a presence in Southeast Asia, understanding how to set up a company in Vietnam is essential. While Vietnam offers significant opportunities, foreign investors must comply with various legal requirements, licensing procedures, and post-registration obligations before commencing operations.

This comprehensive guide explains everything foreign investors need to know about company formation in Vietnam, including:

  • Legal requirements for foreign investors

  • Types of business entities available

  • Company registration procedures

  • Investment licensing requirements

  • Capital contribution regulations

  • Costs and timelines

  • Tax and compliance obligations

  • Common challenges and practical solutions

Whether you are launching a startup, establishing a trading company, opening a manufacturing facility, or expanding your international business operations, this guide provides a step-by-step roadmap for setting up a company in Vietnam.

Why Foreign Investors Choose Vietnam

Vietnam has become one of the most dynamic investment destinations in Asia. Over the past decade, the country has consistently attracted billions of dollars in foreign investment across manufacturing, technology, logistics, real estate, education, healthcare, and professional services.

Strategic Location in Southeast Asia

Vietnam is strategically located at the heart of Southeast Asia, providing easy access to major regional markets such as China, Thailand, Malaysia, Singapore, Indonesia, and the Philippines.

Companies operating in Vietnam benefit from:

  • Access to a market of over 100 million consumers

  • Connectivity to ASEAN markets

  • Major international seaports

  • Expanding airport infrastructure

  • Integration into global supply chains

Many multinational corporations use Vietnam as a regional manufacturing and export hub due to its favorable geographic position.

Strong Economic Growth

Vietnam has consistently maintained one of the fastest-growing economies in Asia.

Key economic advantages include:

  • Stable GDP growth

  • Increasing foreign investment inflows

  • Expanding middle class

  • Growing domestic consumption

  • Government support for foreign investors

These factors create a favorable environment for new business ventures and long-term investment projects.

Competitive Labor Costs

Compared with neighboring countries and developed economies, Vietnam offers a highly competitive labor market.

Benefits include:

  • Affordable labor costs

  • Young workforce

  • Increasingly skilled professionals

  • Strong engineering and IT talent pools

  • High literacy rates

This makes Vietnam particularly attractive for manufacturing, software development, business process outsourcing, and technology sectors.

Extensive Free Trade Agreements

Vietnam participates in numerous free trade agreements (FTAs), including:

  • CPTPP

  • EVFTA

  • RCEP

  • UKVFTA

  • ASEAN Free Trade Agreements

These agreements provide businesses with:

  • Reduced tariffs

  • Improved market access

  • Enhanced export opportunities

  • Greater supply chain flexibility

Foreign-owned companies established in Vietnam can leverage these agreements to expand internationally.

Can Foreigners Set Up a Company in Vietnam?

One of the most common questions asked by international investors is whether foreigners can legally own and operate a business in Vietnam.

The answer is yes.

Vietnam allows foreign individuals and foreign corporations to establish companies in many sectors, including:

  • Trading

  • Consulting

  • Information technology

  • Manufacturing

  • Education

  • Logistics

  • E-commerce

  • Marketing services

However, the level of foreign ownership depends on the specific business sector.

Legal Framework Governing Foreign Investment

Foreign investment activities in Vietnam are primarily regulated by:

Law on Investment 2020

The Law on Investment governs:

  • Market access conditions

  • Foreign investment procedures

  • Investment incentives

  • Investment registration

Law on Enterprises 2020

The Law on Enterprises regulates:

  • Company establishment

  • Corporate governance

  • Shareholder rights

  • Business registration

Together, these laws form the foundation of Vietnam’s foreign investment framework.

Foreign Ownership Rules in Vietnam

Vietnam generally permits foreign investors to own up to 100% of a company in many sectors.

Examples include:

  • Software development

  • IT services

  • Consulting services

  • Marketing services

  • Manufacturing

  • Export activities

However, some sectors impose restrictions.

Examples include:

  • Advertising

  • Logistics

  • Education

  • Telecommunications

  • Aviation

  • Banking

In these industries, foreign ownership limits or additional licensing requirements may apply.

Therefore, investors should conduct a market access assessment before initiating company registration procedures.

Types of Business Entities Available to Foreign Investors

Choosing the appropriate business structure is one of the most important decisions when setting up a company in Vietnam.

The most common options include:

Limited Liability Company (LLC)

The Limited Liability Company is the most popular structure among foreign investors.

Advantages include:

  • Simple management structure

  • Limited liability protection

  • Suitable for SMEs

  • Flexible ownership arrangements

Vietnam recognizes two types of LLCs.

Single-Member LLC

A Single-Member LLC has one owner.

The owner may be:

  • An individual

  • A foreign corporation

This structure is ideal for wholly owned subsidiaries.

Multi-Member LLC

A Multi-Member LLC may have between 2 and 50 members.

This structure is commonly used for:

  • Joint ventures

  • Partnerships

  • Investment projects involving multiple stakeholders

Joint Stock Company (JSC)

A Joint Stock Company is suitable for larger businesses.

Characteristics include:

  • Minimum three shareholders

  • No maximum shareholder limit

  • Ability to issue shares

  • Easier capital raising

Many large enterprises and public companies operate as Joint Stock Companies.

Representative Office

A Representative Office is not considered a separate legal entity.

Permitted activities include:

  • Market research

  • Liaison activities

  • Promotion of the parent company

A Representative Office cannot:

  • Generate revenue

  • Issue invoices

  • Conduct direct commercial activities

This option is suitable for companies exploring the Vietnamese market before making a larger investment.

Branch Office

A Branch Office may conduct certain commercial activities on behalf of its parent company.

However, branch establishment is subject to stricter conditions and is only available in limited industries.

As a result, most foreign investors prefer establishing a subsidiary company instead.

Which Company Structure Is Best for Foreign Investors?

For most foreign investors, a Limited Liability Company (LLC) is the preferred option due to:

  • Simplicity

  • Legal protection

  • Flexible management

  • Lower compliance burden

  • Suitability for wholly foreign-owned enterprises

Unless there is a specific need for public fundraising or a large shareholder structure, the LLC model is generally the most practical solution.

Step-by-Step Process to Set Up a Company in Vietnam

Foreign investors must complete several legal procedures before commencing business operations.

Although requirements vary depending on the industry and investment project, the registration process generally follows a standardized framework.

The key stages include:

  1. Determine business activities

  2. Assess market access conditions

  3. Prepare investment documents

  4. Obtain Investment Registration Certificate (IRC)

  5. Obtain Enterprise Registration Certificate (ERC)

  6. Complete post-licensing procedures

  7. Contribute charter capital

  8. Obtain sector-specific licenses

In the next section, we will examine each step in detail, including documentation requirements, government authorities involved, processing times, and practical considerations for foreign investors.

Step-by-Step Process to Set Up a Company in Vietnam

Foreign investors establishing a company in Vietnam must complete several legal and administrative procedures before commencing operations. Understanding each stage is critical for avoiding delays, regulatory issues, and unnecessary costs.

The exact process depends on factors such as the business sector, investment structure, ownership ratio, and project location. However, most foreign-owned companies follow the registration process outlined below.

Step 1: Determine Business Activities and Market Access Conditions

Before preparing registration documents, investors must identify the intended business activities of the company.

Vietnam applies a market access approach under the Law on Investment 2020. Certain sectors are fully open to foreign investment, while others may be subject to ownership restrictions, licensing conditions, or joint venture requirements.

Common Sectors Open to 100% Foreign Ownership

Examples include:

  • Software development

  • IT outsourcing

  • Management consulting

  • Business consulting

  • Marketing consulting

  • Manufacturing

  • Import and export activities

  • E-commerce support services

Conditional Business Sectors

Some industries require additional approvals or foreign ownership limitations, including:

  • Education

  • Logistics

  • Advertising

  • Healthcare

  • Telecommunications

  • Real estate services

  • Freight forwarding

Conducting a market access review at the beginning of the project can prevent costly restructuring later.

Step 2: Select the Appropriate Business Structure

Foreign investors generally choose one of the following structures:

Wholly Foreign-Owned Enterprise (WFOE)

The most common option.

Advantages:

  • Full ownership control

  • Independent management

  • Protection of intellectual property

  • Flexible operational decisions

Suitable for:

  • Consulting companies

  • Trading companies

  • IT companies

  • Manufacturing enterprises

Joint Venture Company

A joint venture combines foreign and Vietnamese investors.

Advantages:

  • Access to local expertise

  • Easier market penetration

  • Useful for restricted sectors

Potential disadvantages:

  • Shared control

  • Management conflicts

  • Profit-sharing obligations

Representative Office

Suitable for market research and promotion.

Cannot:

  • Generate revenue

  • Sign commercial contracts independently

  • Issue VAT invoices

Step 3: Choose a Company Name

The proposed company name must comply with Vietnamese regulations.

A company name must:

  • Not duplicate an existing registered name

  • Not create confusion with another enterprise

  • Avoid prohibited terms

  • Be consistent with business activities

Foreign investors typically register:

  • Vietnamese name

  • Foreign language name

  • Abbreviated name

Examples:

LHD Consulting Vietnam Company Limited

LHD Technology Vietnam Company Limited

LHD Manufacturing Vietnam Company Limited

Step 4: Secure a Registered Office Address

Every company must have a physical registered address in Vietnam.

The office address must:

  • Be legally usable for business purposes

  • Be supported by lease agreements

  • Comply with zoning regulations

Foreign investors should note that residential apartments generally cannot be used as company headquarters unless specifically authorized.

Suitable options include:

  • Commercial office buildings

  • Business centers

  • Industrial zones

  • Factory premises

The registered office information will appear on the Enterprise Registration Certificate.

Step 5: Prepare Investment Registration Documents

Documentation requirements vary depending on whether the investor is an individual or a corporate entity.

Individual Investor Documents

Typically include:

  • Passport copy

  • Bank statement

  • Proof of financial capacity

  • Proposed investment project information

Corporate Investor Documents

Typically include:

  • Certificate of Incorporation

  • Business Registration Certificate

  • Articles of Association

  • Audited financial statements

  • Board resolution approving investment

  • Power of Attorney

Consular Legalization Requirements

One of the most common causes of delay is improper legalization of foreign documents.

Documents issued overseas generally must undergo:

Notarization

The document is notarized in the country of origin.

Consular Authentication

The document is authenticated by the relevant authorities.

Vietnamese Embassy or Consulate Legalization

The document is legalized for use in Vietnam.

Certified Vietnamese Translation

All foreign language documents must be translated into Vietnamese.

Failure to comply with legalization requirements may result in rejection of the application.

Step 6: Obtain the Investment Registration Certificate (IRC)

The Investment Registration Certificate (IRC) is one of the most important approvals for foreign investors.

What Is an IRC?

The IRC records:

  • Investment project information

  • Investor details

  • Investment objectives

  • Registered capital

  • Project location

  • Project duration

Without an IRC, most foreign investment projects cannot proceed.

Authority Responsible for Issuing IRC

Depending on the project, the application is submitted to:

  • Department of Finance

  • Industrial Zone Authorities

  • Economic Zone Management Boards

IRC Application Documents

Typical documents include:

  • Investment project proposal

  • Financial capacity evidence

  • Investor legal documents

  • Office lease agreement

  • Explanatory statement regarding business activities


IRC Processing Time

Typical processing period:

15–30 working days

Complex or conditional projects may require additional review.

Step 7: Obtain the Enterprise Registration Certificate (ERC)

After receiving the IRC, investors proceed with enterprise registration.

The Enterprise Registration Certificate serves as the company's official birth certificate.

The ERC contains:

  • Company name

  • Enterprise code

  • Registered office

  • Legal representative

  • Charter capital

  • Business activities


ERC Processing Time

In most cases:

3–5 working days

After issuance, the company becomes a legally recognized enterprise.

Step 8: Company Seal and Corporate Records

Vietnam no longer requires approval of company seals.

Following ERC issuance, companies may create their own seal.

Corporate records should also be prepared, including:

  • Charter

  • Member register

  • Shareholder register

  • Internal resolutions

Proper corporate governance documentation is important for future compliance.

Step 9: Tax Registration Procedures

After incorporation, the company must complete tax registration requirements.

This includes:

Tax Code Activation

The enterprise code also serves as the tax identification number.

Digital Signature Registration

Vietnamese businesses conduct most tax filings electronically.

A digital signature is therefore essential.

Electronic Invoice Registration

Companies must register for e-invoices before issuing invoices to customers.

Initial Tax Filings

Certain declarations must be completed shortly after incorporation.

Failure to comply may result in administrative penalties.

Step 10: Open a Corporate Bank Account

Every foreign-invested company requires a corporate bank account.

Depending on the investment structure, the company may need:

Direct Investment Capital Account (DICA)

Required for:

  • Capital contributions

  • Profit remittances

  • Foreign investment transactions

Operating Account

Used for daily business operations.

Most major Vietnamese and international banks provide services for foreign-invested enterprises.

Step 11: Capital Contribution Requirements

Foreign investors must contribute charter capital according to the schedule stated in the registration documents.

Generally:

Within 90 days after ERC issuance.

However, investment projects may provide different timelines.

Methods of Capital Contribution

Capital may be contributed through:

  • Cash transfers

  • Machinery and equipment

  • Intellectual property

  • Technology rights

Proper documentation is critical for future profit remittance and tax compliance.

Consequences of Late Capital Contribution

Failure to contribute capital on time may result in:

  • Administrative penalties

  • Capital adjustment requirements

  • Difficulties with profit repatriation

  • Increased regulatory scrutiny

Therefore investors should carefully plan funding arrangements before registration.

Step 12: Obtain Sector-Specific Licenses

Certain industries require additional licenses before operations may begin.

Examples include:

Education License

Required for training centers and educational institutions.

Retail Business License

Required for certain foreign-invested trading companies.

Food Safety License

Required for food-related businesses.

Logistics Licenses

Required for transportation and logistics activities.

E-commerce Notification or Registration

Required for online business platforms.

Investors should verify sector-specific requirements early in the planning process.

Typical Timeline for Company Registration in Vietnam

Procedure Estimated Time
Market access review 3–7 days
Document preparation 5–10 days
Legalization and translation 7–20 days
IRC issuance 15–30 days
ERC issuance 3–5 days
Bank account opening 3–7 days
Tax registrations 2–5 days
Additional licenses 15–60 days

For a standard consulting company, the total setup period is typically between 30 and 60 days.

More complex projects may require several months.

Common Registration Mistakes Made by Foreign Investors

Many foreign investors encounter delays because of avoidable mistakes.

The most common issues include:

  • Selecting restricted business activities

  • Insufficient financial documentation

  • Improper legalization of documents

  • Inadequate office lease arrangements

  • Unrealistic capital structures

  • Delayed capital contributions

  • Failure to obtain required sub-licenses

Working with experienced legal advisors can significantly reduce registration risks and accelerate project implementation.

Cost of Setting Up a Company in Vietnam

One of the most common questions asked by foreign investors is:

How much does it cost to set up a company in Vietnam?

The answer depends on various factors, including:

  • Business sector

  • Company structure

  • Investment capital

  • Licensing requirements

  • Office location

  • Legal and accounting services

Understanding the total cost of incorporation helps investors plan budgets and avoid unexpected expenses.

Government Registration Costs

Government fees are generally modest compared with many jurisdictions.

Typical expenses include:

Item Estimated Cost
Enterprise Registration USD 20–50
Publication Fee USD 10–20
Company Seal USD 20–50
Digital Signature USD 100–200
E-Invoice Registration USD 50–150

Government fees usually represent only a small portion of the total setup cost.

Legal and Professional Service Fees

Most foreign investors engage professional advisors to manage licensing procedures.

Typical legal services include:

  • Market access assessment

  • Investment licensing

  • Company registration

  • Tax registration

  • Corporate governance documents

  • Post-licensing compliance

Professional service fees typically range from:

USD 1,500 to USD 5,000+

depending on project complexity.

Office Rental Costs

Vietnamese law requires a registered business address.

Approximate office costs:

Location Monthly Cost
Virtual Office USD 20–100
Serviced Office USD 150–800
Traditional Office USD 500–5,000+

Costs vary significantly depending on city and district.

Prime areas of Ho Chi Minh City and Hanoi command higher rental rates.

Accounting and Compliance Costs

Every foreign-invested company must maintain accounting records and submit periodic tax filings.

Typical monthly accounting costs:

Company Size Monthly Cost
Small Business USD 100–300
Medium Business USD 300–800
Large Enterprise USD 1,000+

Businesses with complex operations may require additional services.

Total Estimated Setup Cost

Typical examples:

Business Type Estimated Cost
Consulting Company USD 2,000–5,000
Trading Company USD 3,000–7,000
Manufacturing Company USD 5,000–20,000+
Education Business USD 10,000–50,000+

Actual costs depend on the specific project structure and regulatory requirements.

Minimum Capital Requirements in Vietnam

Many investors assume Vietnam requires a fixed minimum capital amount.

In reality, most industries do not impose a universal minimum capital requirement.

Instead, authorities evaluate whether the proposed capital is adequate for the project.

What Is Charter Capital?

Charter capital refers to the amount committed by investors to fund company operations.

The registered capital should be sufficient to cover:

  • Office expenses

  • Employee salaries

  • Operating costs

  • Equipment purchases

  • Business expansion plans

Authorities may reject unrealistically low capital registrations.

Recommended Capital Levels by Industry

Consulting Company

Recommended:

USD 5,000–20,000

Because consulting businesses generally have limited operational expenses.

Software Development Company

Recommended:

USD 10,000–50,000

Depending on staffing requirements and project scope.

Trading Company

Recommended:

USD 20,000–100,000

Due to inventory, logistics, and operational requirements.

Manufacturing Company

Recommended:

USD 100,000–1,000,000+

Depending on production scale and machinery investments.

Education Business

Recommended:

USD 50,000–500,000+

Depending on licensing requirements and facility investments.

Factors Authorities Consider

Regulators often review:

  • Project scale

  • Number of employees

  • Office size

  • Business sector

  • Expected operating expenses

Proper capital planning increases approval prospects.

Tax Obligations for Foreign-Owned Companies

After incorporation, foreign-invested enterprises must comply with Vietnam's tax regulations.

Failure to comply may result in penalties and administrative sanctions.

Corporate Income Tax (CIT)

Vietnam's standard Corporate Income Tax rate is:

20%

The tax applies to net taxable profits.

Tax Incentives

Certain projects may qualify for preferential rates.

Examples include:

  • High-tech projects

  • Research and development

  • Renewable energy

  • Priority investment sectors

  • Investment in disadvantaged areas

Tax incentives can significantly improve project profitability.

Value Added Tax (VAT)

Most goods and services are subject to VAT.

Common rates include:

VAT Rate Application
0% Export activities
5% Selected goods and services
10% Standard rate

VAT compliance requires accurate invoicing and accounting systems.

Personal Income Tax (PIT)

Employers must withhold PIT from employee salaries.

Tax rates vary based on:

  • Residency status

  • Income level

  • Employment structure

Foreign employees may also be subject to Vietnamese tax obligations.

Foreign Contractor Tax (FCT)

Foreign Contractor Tax may apply when Vietnamese entities make payments to overseas service providers.

Examples include:

  • Software licensing

  • Consulting agreements

  • Technical support services

Proper tax planning can reduce compliance risks.

Transfer Pricing Compliance

Companies engaging in related-party transactions must comply with transfer pricing regulations.

Documentation requirements may include:

  • Local files

  • Master files

  • Country-by-country reporting

Transfer pricing audits have become increasingly common in Vietnam.

Accounting Requirements for Foreign-Owned Companies

Vietnam imposes detailed accounting and reporting obligations.

All enterprises must maintain accounting records according to Vietnamese Accounting Standards (VAS).

Monthly Compliance

Companies generally must:

  • Maintain accounting books

  • Issue electronic invoices

  • Record financial transactions

Quarterly Compliance

Typical obligations include:

  • VAT declarations

  • PIT declarations

  • Statistical reporting where applicable

Annual Compliance

Annual requirements typically include:

  • Corporate Income Tax finalization

  • Financial statements

  • Independent audits (where required)

  • Investment reporting

Missing filing deadlines may result in administrative penalties.

Audit Requirements

Certain foreign-invested enterprises must undergo annual independent audits.

Audited financial statements are often required for:

  • Investment reporting

  • Bank financing

  • Profit remittance abroad

Hiring Employees in Vietnam

Recruiting local and foreign employees is often a key component of business expansion.

Employers must comply with Vietnam's Labor Code.

Employment Contracts

Employment contracts should specify:

  • Job description

  • Compensation

  • Working hours

  • Benefits

  • Termination conditions

Vietnamese labor regulations provide significant protections for employees.

Social Insurance Obligations

Employers must contribute to mandatory insurance programs.

These include:

  • Social insurance

  • Health insurance

  • Unemployment insurance

Contribution rates vary depending on employee status.

Hiring Foreign Employees

Foreign nationals generally require:

Work Permit

A work permit is the primary authorization allowing foreigners to work legally in Vietnam.

Common categories include:

  • Managers

  • Executives

  • Experts

  • Technical workers

Temporary Residence Card (TRC)

A Temporary Residence Card allows long-term residence in Vietnam.

Benefits include:

  • Multiple entries

  • Simplified immigration procedures

  • Long-term residency rights

Representative Office vs LLC vs Branch Office

Choosing the correct structure can significantly impact compliance obligations and operational flexibility.

Feature LLC Representative Office Branch Office
Legal Entity Yes No Limited
Revenue Generation Yes No Yes
Invoice Issuance Yes No Yes
Foreign Ownership Up to 100% 100% Conditional
Tax Obligations Full Limited Full
Commercial Activities Yes No Yes

For most investors seeking commercial operations, an LLC remains the preferred structure.

Industry-Specific Investment Considerations

Different industries face different regulatory frameworks.

Trading Companies

May require:

  • Import-export registrations

  • Product compliance approvals

Manufacturing Projects

May require:

  • Environmental approvals

  • Fire safety approvals

  • Construction permits

Education Businesses

May require:

  • Education licenses

  • Facility inspections

  • Qualified teaching personnel

Logistics Businesses

May be subject to:

  • Foreign ownership restrictions

  • Transportation licenses

  • Specialized approvals

Careful regulatory planning is essential before investment.

Common Mistakes Foreign Investors Make When Setting Up a Company in Vietnam

Although Vietnam offers a favorable investment environment, foreign investors frequently encounter challenges due to unfamiliarity with local regulations.

Understanding common mistakes can save significant time, costs, and compliance risks.

Choosing the Wrong Business Structure

Many investors register a company structure without fully understanding its long-term implications.

Common examples include:

  • Establishing a representative office when commercial activities are required

  • Selecting a joint venture when a wholly foreign-owned company is permitted

  • Choosing an inappropriate ownership structure

The wrong structure may require costly restructuring later.

Registering Unrealistic Charter Capital

Some investors attempt to minimize capital commitments by registering an extremely low charter capital amount.

This approach can create difficulties because authorities may question whether the company has sufficient resources to implement its investment project.

A realistic capital structure improves credibility and reduces compliance risks.

Ignoring Conditional Business Activities

Certain industries are subject to foreign ownership restrictions and licensing conditions.

Examples include:

  • Education

  • Logistics

  • Advertising

  • Telecommunications

  • Healthcare

Failure to conduct a market access review can lead to rejected applications and project delays.

Improper Legalization of Foreign Documents

Many registration delays occur because foreign documents have not been properly legalized.

Common issues include:

  • Expired notarizations

  • Missing consular legalization

  • Incorrect translations

  • Incomplete certifications

Proper preparation significantly accelerates approval timelines.

Failure to Meet Post-Licensing Obligations

Obtaining the company license is only the beginning.

Investors must continue complying with:

  • Tax declarations

  • Investment reporting

  • Labor regulations

  • Accounting requirements

  • Capital contribution obligations

Failure to comply may result in administrative penalties.

Why Vietnam Remains One of the Best Destinations for Foreign Investment

Despite increasing global competition, Vietnam continues to attract substantial foreign direct investment.

Key advantages include:

Political Stability

Vietnam maintains a stable political environment that supports long-term investment planning.

Strong Manufacturing Base

Vietnam has become a critical component of global supply chains.

Industries include:

  • Electronics

  • Textiles

  • Furniture

  • Consumer products

  • Industrial manufacturing

Expanding Consumer Market

The country's growing middle class creates significant opportunities for:

  • Retail businesses

  • Technology companies

  • Financial services

  • Consumer products

Government Support for Investment

Vietnam continues to improve administrative procedures and investment policies to attract international businesses.

Frequently Asked Questions About Setting Up a Company in Vietnam

Can a Foreigner Own 100% of a Company in Vietnam?

Yes.

Many sectors allow 100% foreign ownership, including consulting, software development, manufacturing, and various service industries.

However, certain sectors remain subject to restrictions.

How Long Does It Take to Set Up a Company in Vietnam?

Most projects require between 30 and 60 days.

Complex projects may require additional approvals and longer processing times.

Do I Need to Travel to Vietnam?

Not always.

Many procedures can be completed through authorized representatives using properly legalized powers of attorney.

However, certain banking procedures may require personal attendance.

What Is the Difference Between IRC and ERC?

The Investment Registration Certificate (IRC) approves the investment project.

The Enterprise Registration Certificate (ERC) establishes the legal entity.

Most foreign-invested companies require both.

What Is the Minimum Capital Requirement?

There is generally no fixed minimum capital requirement.

Authorities evaluate whether the proposed capital is adequate for the intended business activities.

Can a Foreign Company Own Shares in a Vietnamese Company?

Yes.

Foreign corporations may establish subsidiaries or acquire shares in existing Vietnamese companies, subject to applicable regulations.

Can Profits Be Repatriated Abroad?

Yes.

After fulfilling tax obligations and reporting requirements, foreign investors may legally remit profits overseas.

Can a Company Sponsor Work Permits for Foreign Employees?

Yes.

Foreign-invested enterprises may sponsor work permits and related immigration procedures for eligible employees.

What Taxes Will a Foreign-Owned Company Pay?

Common taxes include:

  • Corporate Income Tax

  • Value Added Tax

  • Personal Income Tax withholding

  • Foreign Contractor Tax (where applicable)

Is Annual Audit Mandatory?

Certain foreign-invested enterprises are required to undergo annual independent audits.

Professional advice should be obtained to determine specific obligations.

Can I Use a Virtual Office Address?

Depending on the business sector and licensing requirements, virtual offices may be acceptable for certain activities.

However, regulated sectors often require dedicated premises.

Can I Open a Manufacturing Company in Vietnam?

Yes.

Manufacturing remains one of the most attractive sectors for foreign investment.

Additional environmental, construction, and operational approvals may be required.

Can Foreign Investors Buy Existing Vietnamese Companies?

Yes.

Foreign investors may acquire shares or capital contributions in existing enterprises, subject to foreign ownership restrictions.

Which City Is Best for Foreign Investment?

Popular investment destinations include:

  • Ho Chi Minh City

  • Hanoi

  • Da Nang

  • Binh Duong

  • Dong Nai

  • Hai Phong

The optimal location depends on the industry and investment objectives.

Can a Foreign Investor Register Multiple Business Activities?

Yes.

Companies may register multiple business lines provided regulatory requirements are satisfied.

Why Choose LHD Law Firm for Company Formation in Vietnam?

Choosing the right legal advisor can significantly impact the success of your investment project.

LHD Law Firm provides comprehensive legal and business advisory services for foreign investors entering the Vietnamese market.

Comprehensive Legal Support

Services include:

  • Investment licensing

  • Company incorporation

  • Market access assessments

  • Corporate governance

  • Tax and compliance advisory

  • Work permits and immigration support

Experienced Investment Lawyers

Our legal team advises international investors across a wide range of industries, including:

  • Technology

  • Manufacturing

  • Trading

  • Logistics

  • Education

  • Professional services

End-to-End Solutions

We support clients throughout every stage of the investment lifecycle:

  1. Pre-investment planning

  2. Company registration

  3. Licensing procedures

  4. Operational compliance

  5. Business expansion

  6. Mergers and acquisitions

Transparent and Practical Advice

Foreign investors often face complex regulatory issues.

Our approach focuses on:

  • Practical solutions

  • Risk management

  • Commercial efficiency

  • Long-term compliance

Author Information

This guide has been prepared and reviewed by legal professionals experienced in foreign investment, company registration, and corporate compliance in Vietnam.

The information provided reflects the legal framework applicable to foreign investment projects and company formation procedures in Vietnam as of 2026.

Because regulations may change, investors should seek professional advice regarding specific circumstances before making investment decisions.

Conclusion: How to Successfully Set Up a Company in Vietnam

Vietnam remains one of the most attractive investment destinations in Asia.

With strong economic growth, strategic market access, competitive operating costs, and a supportive investment framework, the country offers significant opportunities for international businesses.

However, successful company formation requires careful planning and compliance with Vietnamese regulations.

Foreign investors should pay particular attention to:

  • Market access conditions

  • Investment licensing requirements

  • Corporate structuring

  • Capital contribution obligations

  • Tax and accounting compliance

  • Labor and immigration regulations

By working with experienced legal advisors and preparing thoroughly before launching operations, investors can establish a strong foundation for long-term success in Vietnam.

If you are considering setting up a company in Vietnam, obtaining professional legal guidance early in the process can help reduce risks, accelerate approvals, and ensure full compliance with Vietnamese law.

What is the fastest way to set up a company in Vietnam?

The fastest approach is to conduct a market access review, prepare legalized documents in advance, and work with experienced legal advisors to manage licensing procedures.

Can foreigners establish a company in Vietnam remotely?

Yes. Many incorporation procedures can be completed remotely through authorized representatives.

How much does it cost to register a company in Vietnam?

Most foreign-owned companies incur total setup costs ranging from USD 2,000 to USD 10,000+, depending on the industry and project complexity.

Is Vietnam a good country for foreign investment?

Yes. Vietnam offers strong economic growth, favorable investment policies, competitive labor costs, and extensive international trade agreements.

What licenses are required after company registration?

Depending on the industry, businesses may require retail licenses, education licenses, food safety permits, environmental approvals, logistics permits, or other sector-specific authorizations.

PROFILE LHD LAW FIRM
0 comment
Send comment
captcha

Others Post

+68889+

Happy Client's

+16889+

Projects Done

+39+

Employees

3+

Office Locations