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Open a Company in Vietnam

Open a Company in Vietnam

If you want to open a company in Vietnam, you need to respect the conditions of the Company Law which is the most extensive legal framework applicable to local and foreign investors. To the last category of businesspeople, other laws on foreign investments also apply. Below, our lawyers in Vietnam explain the procedure of setting up a company in this country. We also provide tailored support to people interested in immigration to Vietnam for business purposes.

 Quick Facts  
 Types of local companies

– limited liability company with one or more shareholders,

– joint stock company,

– partnership,

– sole trader 

 Legal forms available for foreign companies

– branches,

– subsidiaries,

– liaison offices

 Minimum number of shareholders

– 1 for limited liability companies,

– 3 for joint stock companies 

 Minimum number of directors
 Resident director required (YES/NO)

 No, there is no need to appoint a resident director.

 Local legal address required (YES/NO)

Yes, the company must have a local representative. 

 Minimum share capital

None 

 Local bank account required (YES/NO)

 Yes, opening a bank account in Vietnam is necessary when setting up a company.

 Business registration steps

– documents drafting and filing,

– tax registration,

– obtaining an investment certificate (for foreign-owned companies),

– bank account opening,

– and employment registration if required

 Registration documents

– company charter,

– a list of the company members,

– details of the director,

– declarations of the appointed officers accepting their positions

 Visit required for incorporation (YES/NO)

No, there is no need to visit Vietnam to open a company. 

 Taxes to pay

– corporate tax,

– value added tax,

– withholding taxes fo foreign companies (foreign contractor tax),

– excise taxes,

– customs taxes,

– land use taxes

 Corporate tax rate

20% 

 Advantages of opening a company in Vietnam

– access to a large local market,

– quick registration procedure,

– simple company formation requirements

 Business registration support (YES/NO)  Yes, you can rely on our lawyers in Vietnam for legal advice.

Steps to set up a company in Vietnam

Before summarizing the business registration procedure, our attorneys in Vietnam point out that for foreign investors additional steps that will be mentioned separately will be necessary.

Here are the steps to open a Vietnamese company:

  1. drafting the incorporation papers that consist of the trading name reservation and creation of the statutory paperwork;
  2. filing all the documents with the Trade Register;
  3. obtaining a tax identification code with the General Tax Department;
  4. securing a VAT number;
  5. getting the operating licenses;
  6. opening the company’s bank account;
  7. registering as an employer.

For foreign investors who decide to set up companies in Vietnam, the following steps must also be considered:

  • the pre-approval stage which is necessary for large or strategic investment projects (such as construction operations, casino creation, airport constructions to name some examples);
  • obtaining the Investment Registration Certificate, which is mandatory, no matter the type of investment.

Considering the procedure can be quite demanding, you can rely on our law firm in Vietnam for complete support. If you are a foreigner and also want to move to this country to open your company, you can benefit from guidance from our immigration lawyers in Vietnam.

Types of companies available for registration

Generally speaking, the types of companies one can choose from are similar to those in other countries around the globe. These are:

  • the limited liability company;
  • the joint stock company;
  • the branch office.

There is also the representative office, which can be set up by foreign companies and which bears a special status in Vietnam.

By far, the simplest way to open a company in Vietnam is by registering a limited liability company.

We also have an infographic on how to set up a business in Vietnam:

Documents required for setting up a company

The list of documents required to establish a company in Vietnam is not extensive, so here is what you need to consider:

  • the company’s charter, which can be created by our lawyers in Vietnam;
  • the list of all board members;
  • the list of legal representatives (if applicable),
  • the incorporation;
  • and declarations for the appointment and authorization of company officers.

Also, if you want to open a company in Vietnam as a foreigner, here is the list of documents to file to obtain the Investment Certificate:

  • information about the investment project;
  • the investment project proposal;
  • proof of financial viability;
  • information about the investor and its designated representative.

In the case of a local representative, the person can be a Vietnamese residence permit holder or an external agent with offices in this country.

Setting up a company in Vietnam in numbers

Here are some highlights of the requirements related to creating a company in Vietnam:

  • it takes about 3 to 4 months to register a foreign-owned company in Vietnam;
  • setting up a representative office, on the other hand, takes between 6 and 8 weeks;
  • the creation of a branch office can be completed in about 4 months;
  • the standard corporate tax in Vietnam is 20%.

If you need support to open a company in Vietnam, contact our lawyers. You can also rely on our accountants in Vietnam for assistance in tax matters.