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Vietnam company setup guide
The end-to-end playbook for incorporating a 100%-foreign-owned company in Vietnam. Documents, timelines, costs, and the common mistakes we see.
The six-phase playbook
1. Pre-engagement
1–2 weeks
- ·Confirm the sector is open to foreign investment
- ·Confirm the entity type (LLC vs JSC) and capital amount
- ·Engage local counsel for the licensing authority liaison
- ·Document preparation: parent-company documents, passports, project proposal
2. Investment Registration Certificate (IRC)
3–6 weeks
- ·Submit the IRC application to the Department of Planning and Investment
- ·Respond to queries on project scope, capital, and environmental impact
- ·Receive the IRC recording the project, capital, scope, and investor
3. Enterprise Registration Certificate (ERC)
1–2 weeks
- ·Submit the ERC application with the company's charter and legal representative
- ·Receive the ERC recording the entity name, address, charter, and members
4. Sector sub-licences (if applicable)
4–12 weeks
- ·Conditional sectors (telecoms, education, certain logistics) require sub-licences from the relevant ministry
- ·Each sub-licence has its own timeline and document requirements
5. Post-licence registrations
2–4 weeks
- ·Tax code registration with the General Department of Taxation
- ·Social insurance employer registration with the social insurance agency
- ·Company seal registration
- ·Bank account opening (in the company's name)
- ·SBV capital registration (for FDI)
- ·Customs registration (where applicable)
6. Operational readiness
2–4 weeks
- ·Set up the chart of accounts and the accounting system
- ·Recruit and onboard the first employees (with work permits for foreign staff)
- ·Register the office lease and the legal address
- ·Brief the management team on the compliance calendar
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