Company registration service in Vietnam for foreigners

By Macy
23/10/2023 UTC.

Company registration in Vietnam can seem like a complex process for foreign investors, but with the right guidance, it is quite straightforward. Vietnam has become an increasingly popular investment destination thanks to its stable political environment, skilled workforce, and rapidly growing economy. As such, many foreigners are looking to tap into the Vietnamese market by setting up a company here. This article provides an overview of the key requirements, procedures, costs and support services involved in company registration in Vietnam for foreign investors.

Requirements for Company Registration in Vietnam

To register a company in Vietnam, foreign investors need to meet a few key requirements:

  • Investment capital: The minimum capital requirement depends on the type of entity and business activities. For example, a private limited liability company requires a minimum capital of VND 2 billion.

  • Shareholders: A company in Vietnam requires at least two shareholders. The foreign investor can be one of the shareholders or 100% owner.

  • Legal address: The company must have an official legal address in Vietnam from where it operates. This can be rented or bought.

  • Approvals: Certain regulated business activities require relevant approvals from respective ministries before company registration.

  • Representative office: Foreign investors need to have a representative office registered in Vietnam first before applying for the company license.

  • Charter capital: For foreign-invested companies, charter capital must be contributed fully within 90 days of getting the investment certificate. Minimum 30% must be contributed within 90 days of getting the investment registration certificate.

Register a business
Company registration is the first step to selling in the Vietnam market

Therefore, foreign investors must prepare and have the required documents and legal conditions in place before starting the company registration process.

Types of companies that can be registered in Vietnam

Foreigners can register several types of business entities in Vietnam:

  • Private Limited Liability Company: This is the most common type for foreign investors. It requires at least 2 members with limited liability. No requirements for employee numbers.

  • Joint Stock Company (JSC): This requires at least 3 members via issuing shares. Higher capital requirements than LLC. JSCs can issue securities and stocks.

  • Partnerships: General Partnership requires at least 2 partners with unlimited liability. Limited Partnership has both limited and unlimited partners. Less common for foreign investors.

  • Branches/Rep Offices: Not independent entities. Parent foreign company takes full responsibility. Easier to set up than independent entities.

  • 100% foreign-owned companies: Foreign investors can opt for 100% capital ownership in some sectors. Requires larger capital.

Each type has its own pros and cons in terms of investor liability, operational scope, reporting requirements, etc. Foreign investors must pick the entity that aligns best with their business goals and scale of Vietnamese operations.

Foreign ownership regulations for companies in Vietnam

Vietnam has relaxed foreign ownership rules in recent times, but some limits still remain:

  • Certain sectors like banking, aviation etc. have foreign ownership caps of 30-49%.

  • Conditional sectors like publishing, education etc. also have foreign ownership limits that must be adhered to.

  • For many other business sectors, 100% foreign ownership is now permitted.

  • If a foreign entity buys an existing local Vietnamese company, the same sectoral caps apply.

Therefore, foreign investors must check the updated ownership regulations for their planned business activities before finalizing the investment and company registration. The investment registration certificate will specify the allowed foreign ownership in the entity.

Steps involved in company registration in Vietnam

Registering a company in Vietnam typically involves the following these steps:

Step 1: Determine company activities, apply for investment registration certificate (IRC) with provincial departments of planning and investment (DPI).

Step 2: Sign a lease agreement for the company office location.

Step 3: Deposit minimum statutory capital amount in a Vietnamese bank account.

Step 4: Engage a lawyer to prepare required legal documents like charter, member/shareholder decisions, etc.

Step 5: Lawyer submits the investor’s dossier to the DPI to apply for the enterprise registration certificate (ERC).

Step 6: Once ERC is issued, apply for tax registration, seals, and other compliance requirements.

Step 7: Carry out recruitment, technology set-up, other establishment procedures based on business plan.

Step 8: After full charter capital is contributed, lawyer reports to DPI to get adjusted IRC. The company can now start operations.

The registration process takes about 4-6 weeks if all documents are properly prepared. Investors must appoint an authorized representative to be liable for all company registration and post-licensing procedures in Vietnam.

Costs involved in company registration in Vietnam

The main costs foreign investors can expect during company registration include:

  • Legal retainer fee: Hiring a local lawyer for advisory and documentation services. About VND 20-40 million.

  • Registration fee: Payable to DPI based on company capital. VND 2-6 million.

  • Translation-certification fee: For foreign documents. About VND 20,000 per page.

  • Office lease: Monthly rent for company office space. Minimum VND 10-15 million in major cities.

  • Statutory capital: Minimum capital amount that must be deposited. VND 2-10 billion depending on entity type.

  • Accounting services: Monthly fees if external auditor/accountant is engaged. Around VND 5-15 million.

  • Business license tax: VND 1-3 million per year depending on company activities.

  • Company seal fee: One-time fee for making the company seal/stamp. VND 200,000-1 million.

Therefore, foreign investors must budget approximately VND 40-70 million at the minimum for getting their company registered and legally compliant in Vietnam. Foreign businesses can also consider hiring a professional registration service, such as ezbuy.jp, to streamline the process and reduce costs.

How can Ezbuy help you to register a business in Vietnam?

With the 'Sell in Vietnam' service, Ezbuy Japan helps foreign enterprises register businesses in Vietnam from A-Z. By cooperating with us, international investors will receive comprehensive support and value benefits, including: 

  • Cost savings - Ezbuy offers fixed fee packages at reasonable prices, inclusive of government fees, avoiding hourly lawyer rates.

  • Faster process - Ezbuy's experts speed up the registration, communication and documentation procedures.

  • Market expertise - The team provides tailored consulting based on investor's business activities, ownership needs, compliance aspects etc.

  • Aftercare support - We assist even with post-registration compliance management, account opening, recruitment etc.

  • Easy communication - Clients can instantly connect with the agent managing their company application and get updates.

Therefore, engaging Ezbuy for end-to-end business registration support helps foreign investors greatly simplify and expedite their company setup process in Vietnam. Their world-class corporate services make it hassle-free for clients to kickstart operations in one of Asia's most lucrative markets.

>>> Read more: Guide to start a business in Vietnam 

In conclusion, Ezbuy Japan is a reliable and efficient provider of company registration services in Vietnam. Their fixed fee packages, faster process, market expertise, aftercare support, and easy communication make them an ideal choice for foreign investors and SMEs looking to set up their business in Vietnam. By engaging with Ezbuy, businesses can save time, money, and effort while enjoying world-class corporate services. We simplifies the process of business registration in Vietnam and helps investors kickstart their operations in one of Asia's most promising markets.