FAQs on Company Registration in Vietnam

It’s no secret that doing business in Vietnam, is no easy feat. However, with a strong understanding of the rules of doing business, you can start your company in Vietnam with few hassles, and succeed. The first step in doing business in the country is to incorporate your entity. This is the ultimate list to answer to frequently asked questions regarding company registration in Vietnam.

Updated: November 2022

1. How long does the entire company registration process take?

• To incorporate a 100% foreign-owned company in Vietnam it takes 40-60 working days not including public holidays (from the time documents are submitted).
• To incorporate a local (Vietnamese-owned company) it takes 7 working days

2. Can a foreigner start a company in Vietnam?

Yes, as a foreigner you are legally allowed to incorporate an entity that is 100% under your name and in your control. 

3. What’s the difference between a local company and a foreign-owned company?

A foreign-owned company is also known as a foreign direct investment company, which means that you have to fulfill a minimum capital investment requirement in addition to applying for an Investment Registration Certificate. This takes longer and is more expensive than registering a local company. A local company means that the company is in the name of a Vietnamese representative and has no minimum capital requirements in terms of investment. 

4. Is it hard to start a company in Vietnam? 

On a global scale, the score of “ease of doing business in Vietnam” is 70 points. For context, the lower the number is, the easier it is to do business in. New Zealand is the easiest country to conduct business in, in contrast to Somalia which is the most difficult.

The biggest challenges that exist in doing business in Vietnam include Slow & outdated bureaucracy, corruption, problems getting permits and immigration policies which are constantly changing.

5. Can I register a company online in Vietnam?

Yes, you can, however, you must engage a third-party business service provider who will incorporate your business for you. You must provide certified copies of your passport and other documents to the service provider, from wherever you are. 

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

The average cost of registering a company via a service provider like InCorp is 2,950USD, including government fees.

7. How do I check if my company is registered in Vietnam?

To check please visit the following government database: 

https://dangkykinhdoanh.gov.vn/en/Pages/default.aspx

8. What documents do I need to register a foreign-owned company in Vietnam?

Individual: Passport for the Individual Investor

Corporate: Business Certificate

Lease Agreement

Bank Statement

9. If I register a company in Vietnam, can this allow me to get TRCs for my whole family or just me? (as dependents)

Yes, it does

10. How many foreigners can I sponsor with an FDI LLC? Is there a quota?

There is no fixed regulation, it depends on the current policies of the ministry of trade. Expect this to change

11. What is the suggested minimum capital required for incorporating a foreign entity in Vietnam?

There is no official figure, however, to ensure no problems during incorporation proces we suggest 20,000USD as a minimum

12. What are the minimum capital requirements to sponsor foreign employees (if any)?

None

13. Is it beneficial to open a VN LLC and then do the transfer of ownership or open FDI LLC from the start?

Yes, it involves less paperwork, and you won’t have to apply for an IRC

*This process is more beneficial for consulting companies

14. If I have a Vietnamese shareholder would it shorten any process or decrease tax obligations?

It depends on the percentage that the Vietnamese shareholder has. If this person has 51% or more shares, then it’s considered a local company. In this case, its easier to set up and you pay fewer taxes. 

15. Is it hard to withdraw dividends out of the country? Do I need to pay any fee?

You can withdraw your dividends once per year after you have submitted annual tax finalizations.

16. What is the difference between a corporate investor and an individual investor when it comes to withdrawing dividends?

There are no significant differences between a corporate investor and an individual investor when withdrawing dividends, the legal entity has to finalize its taxes and settle all payments before the Tax department approves your withdrawal. 

17. What are the differences between an  LLC and a Branch office?

An LLC is much simpler to establish, it can have a minimum of one founder 

18. Which taxes do I potentially need to pay to run a company in Vietnam?

CIT, PIT, VAT, and rarely, a Foreign Contractor Withholding Tax

19. What taxes do I need to pay to operate a Representative Office in Vietnam?

PIT for employees 

VAT for any company purchases (but can get a refund)

The representative office requires to declare monthly PIT (personal income tax), insurance and settle any outstanding amount including year-end PIT finalization. In addition, a business license is required to pay before the 30th of January every year in the amount of VND 1,000,000. Lastly, every transaction shall be recorded with legitimate invoices and documents to comply with the money laundering law. The Representative office of a foreign company in Vietnam shall only pay the expenses for the purchases or services for the purpose of operating the Representative office in Vietnam (i.e buy tables for employees, buying new monitors, cleaning, etc…).

A Representative is not eligible to VAT refund.

20. What conditions to be qualified for tax exemption?/CIT, VAT exemption, etc

There is a period of tax exemption/reduction which is applied to high-tech enterprises and agriculture enterprises applying high technologies. 

Additionally, companies can apply for tax exemption if they execute new public sector-related projects in disadvantaged areas (geographic areas) or extremely disadvantaged geographical areas specified in the Appendix of Decree No. 218/2013/ND-CP.

Additional Reading: Business Incorporation in Hanoi: Your Quick Guide

21. Can I receive/make payment in different currencies? 

Yes I can receive any currency payment into a USD account, and it will transfer to the VND account

22. When is the deadline to submit/pay the taxes?

March 31st of the following year.

23. What kind of visa to stay in Vietnam for a long time? Can I sponsor my family’s visa?

Currently, Vietnam does not offer retirement visas or digital nomad visas. The only way to stay long-term includes the following:

1. Marrying a local and getting an exemption visa
2. Establishing a company and getting a temporary residence permit (TRC)
3. Getting a job, with a work permit and TRC

24. How can I get VAT return?

If you overpay your VAT, you are eligible for a VAT refund.

25. What is the contribution rate of SHUI (social health insurance) from the employer? Can I avoid paying the SHUI?

17% 

No, you cant

26. Do I have to be in Vietnam during the bank opening process/company registration process?

No, a business outsourcing provider can do this with power of attorney.

27. Can I own a 100% foreign-owned entity or have to joint venture with a local?

Foreigners are now legally allowed to own a business in Vietnam, for all entity types.

Read More: Everything You Need To Know To Set Up a 100% Foreign-owned Company in Vietnam

28. Which city/province is suitable for my business?

It depends on what industry you want to enter. If you will be working manufacturing, we suggest checking out the main manufacturing zones in Vietnam. If you want to work in Tech or IT, then Ho Chi Minh City or Danang are the best locations.

29. How to set up a manufacturing company in Vietnam?

1. Find a warehouse or factory

2. Have a lease agreement

3. Have a detailed business plan

4. Apply for IRC and ERC

5. Register for taxes

30. What are the benefits for opening a factory in the industrial park? (tax exemption, free tax, etc)

Most developers of industrial parks in Vietnam have special contracts/agreements with local authorities where they have CIT (Corporate Income Tax) exempted for 1 – 4 years to appeal to manufacturing companies. 

31. What is the first thing I should consider when setting up a company in Vietnam?

Consider what type of entity you want to set up, according to the type of business line that you want to enter. Also consider where you want to establish your business in Vietnam, if you are considering the manufacturing, or services industry you must consider the best locations. Finally, you should take into consideration all the legal compliance requirements for you to operate your business smoothly and legally, from labor rules, taxation, and other certificates

32. What types of legal entities are available to foreign business owners in Vietnam?

1. Limited Liability Company (LLC)
2. Joint-stock Company (JSC)
3. Branch Office
4. Representative Office