Vietnam Company Formation
Vietnam Company Formation: Establishing a Business in Southeast Asia’s Fastest-Growing Economy Main Characteristics and the basic rules of Company registration in Vietnam
Vietnam Company Formation with BRIS Group
BRIS Group provides expert Vietnam company formation services for entrepreneurs and international investors seeking to establish a business in one of Asia’s fastest-growing economies. Setting up a company in Vietnam offers access to a competitive workforce, strategic trade location, and attractive investment incentives — making it a preferred destination for global business expansion.
Our specialists handle the complete Vietnam company registration process remotely, including licensing, corporate banking support, compliance, and ongoing administration. With BRIS Group, your Vietnamese company will be fully compliant and ready for successful operations across Asia and internationally.
A Comprehensive Guide for Non-Residents to Register a Company in Vietnam
Vietnam has emerged as one of Asia’s most dynamic and fast-growing investment destinations, attracting global entrepreneurs and multinational corporations alike. With strong economic growth, competitive labor costs, and government reforms promoting foreign investment, Vietnam company formation presents an exceptional opportunity for businesses seeking access to the ASEAN market and beyond.
This comprehensive guide explains the advantages, company types, requirements, registration process, timeframe, and tax structure for establishing a company in Vietnam.
Why Choose Vietnam for Company Formation?
Vietnam’s favorable investment climate, coupled with trade agreements such as the CPTPP, EVFTA, and RCEP, positions it as a strategic hub for international trade and manufacturing. The government’s ongoing economic liberalization and infrastructure modernization make it an increasingly attractive jurisdiction for foreign investors.
Key advantages of setting up a company in Vietnam include:
- Strong Economic Growth:Â Consistent GDP growth exceeding 6% annually.
- Strategic Location:Â Gateway to major Asian markets, including China and ASEAN nations.
- Competitive Labor Costs:Â Affordable and skilled workforce.
- Extensive Trade Agreements:Â Access to global markets with reduced tariffs.
- Government Incentives:Â Tax holidays and exemptions for prioritized sectors.
- Stable Political and Economic Environment.
- Growing Digital and Industrial Economy.
Types of Companies in Vietnam
Foreign investors can choose from several business structures depending on ownership, operations, and investment goals.
- Limited Liability Company (LLC)
The most popular choice for foreign investors. It can be:
- Single-member LLC:Â Owned by one individual or corporate entity.
- Multi-member LLC:Â Owned by two or more shareholders (up to 50).
- Joint Stock Company (JSC)
Suitable for larger enterprises planning to raise capital publicly. Requires at least three shareholders.
- Representative Office (RO)
Ideal for foreign companies seeking to conduct research, marketing, or liaison activities. Cannot generate income.
- Branch Office
Allows foreign companies to conduct business activities in Vietnam under the parent company’s legal identity. Suitable for businesses seeking a local presence without creating a separate legal entity.
Advantages of Vietnam Company Formation for Non-Residents
- 100% Foreign Ownership:Â Allowed in most sectors with proper licensing.
- Strategic Market Access:Â Direct access to ASEAN and global trade networks.
- Investment Incentives:Â Tax holidays, import duty exemptions, and reduced land lease fees in priority sectors.
- Skilled Workforce:Â Large pool of educated, low-cost labor.
- Modern Infrastructure:Â Ports, airports, and digital connectivity support business operations.
- Legal Protection: Clear regulations under Vietnam’s Investment Law and Enterprise Law.
Disadvantages of Vietnam Company Formation
- Restricted Sectors:Â Certain industries (e.g., banking, defense) require local partners or licenses.
- Language Barrier:Â Vietnamese is the official language; translations are often needed.
- Bureaucracy:Â Regulatory procedures can be complex and require multiple approvals.
- Ongoing Compliance:Â Annual reporting, audits, and tax filings are mandatory.
- Work Permits:Â Foreign directors or employees need valid work and residence permits.
Requirements for Company Registration in Vietnam
- Company Name:Â Must be unique and approved by the Department of Planning and Investment (DPI).
- Shareholders and Directors:Â Identification documents for all shareholders and appointed directors.
- Registered Office Address:Â A physical office or business location in Vietnam.
- Charter Capital:Â Minimum capital depends on the business sector and activities.
- Investment Certificate:Â Issued by the DPI for foreign-owned companies.
- Articles of Association:Â Governs company operations, shareholder rights, and management.
- Business Licenses:Â Depending on the industry.
- Tax Registration:Â With the General Department of Taxation for VAT and CIT.
Procedure for Vietnam Company Formation
- Name Approval:Â Reserve and obtain approval of your company name from the DPI.
- Investment Registration Certificate (IRC):Â Apply for IRC if establishing a foreign-invested company.
- Enterprise Registration Certificate (ERC):Â Submit the application for official company incorporation.
- Bank Account Opening:Â Open a corporate account to deposit charter capital.
- Obtain Licenses and Permits:Â Industry-specific approvals as needed.
- Tax Registration:Â Register for corporate income tax, VAT, and local taxes.
- Post-Incorporation Compliance:Â Accounting, labor registration, and reporting obligations.
Timeframe for Vietnam Company Formation
|
Stage |
Estimated Duration |
|
Name Approval |
2–3 business days |
|
Investment Registration Certificate |
5–10 business days |
|
Enterprise Registration Certificate |
5–7 business days |
|
Tax Registration & Bank Account Opening |
3–5 business days |
Total Estimated Time: 2–4 weeks, depending on business type and regulatory requirements.
Corporate Tax System in Vietnam
Vietnam offers a competitive tax regime, encouraging foreign investment while ensuring regulatory compliance.
|
Tax Type |
Rate |
Notes |
|
Corporate Income Tax (CIT) |
20% |
Standard rate for resident companies. |
|
Reduced CIT |
10%–17% |
For high-tech, software, and prioritized sectors. |
|
Value Added Tax (VAT) |
10% |
Standard rate on goods and services. |
|
Withholding Tax |
5%–10% |
On dividends, royalties, and service payments to non-residents. |
|
Capital Gains Tax |
20% |
Taxed under corporate income for domestic companies. |
Incentives:
- Tax exemptions and reductions for investment in high-tech, education, healthcare, and renewable energy.
- Import duty exemptions for machinery and equipment used in promoted projects.
- Double taxation treaties with over 70 countries.
How We May Help You with Our Professionals
Setting up a company in Vietnam can be challenging for non-residents due to regulatory complexity and language barriers. Our team provides full-service support to ensure a smooth incorporation process:
- Business structure consulting and sector-specific advice.
- Company name reservation and registration with the DPI.
- Preparation of Articles of Association, shareholder agreements, and incorporation documents.
- Investment certificate application assistance.
- Corporate bank account opening support.
- Tax registration, VAT filing, and ongoing compliance assistance.
- Licensing support for regulated industries.
- Registered office and local representative services.
Start Your Vietnam Company Formation Journey Today
Vietnam offers unparalleled opportunities for foreign investors seeking to access Southeast Asia’s fast-growing markets. Whether in manufacturing, technology, or services, establishing a Vietnam company gives you a competitive advantage in the region.
Contact us today to begin your Vietnam company formation journey. Our professional team will guide you from initial consultation to full compliance, ensuring your business is ready to thrive in one of Asia’s most promising economies.
Questions & Answers
1. What is the corporate tax rate in Vietnam?
The standard corporate tax rate in Vietnam is 20%. Certain industries, such as oil and gas, may be subject to different rates ranging from 32% to 50%. Companies that qualify as small businesses can benefit from lower rates of 15% or 17% for the first 4 billion VND in taxable income.
2. How is income tax structured for individuals in Vietnam?
Individual income tax in Vietnam is based on a progressive tax rate system, with rates ranging from 5% to 35%. Taxable income includes salary, bonuses, and other forms of compensation. Residents are taxed on worldwide income, while non-residents are taxed only on income sourced in Vietnam.
3. What is the VAT rate in Vietnam?
The standard VAT rate in Vietnam is 10%. Certain goods and services may be subject to reduced rates of 5% or exemptions. It’s important to register for VAT if your company’s annual turnover exceeds 1 billion VND.
4. How are dividends taxed in Vietnam?
Dividends paid to both residents and non-residents are subject to a withholding tax of 5%. This tax is applicable to the gross amount of dividends distributed. For non-residents, tax treaties may reduce this rate.
5. What other taxes are applicable in Vietnam?
In addition to the above, businesses in Vietnam may encounter various other taxes, such as property tax, environmental tax, and excise tax on specific goods (e.g., tobacco, alcohol). Tax obligations depend on the business type and operations conducted in the country.
Learn more: Visit our Full FAQ HUB page
or contact our tax and company formation team at[email protected]
What are the requirements for non-residents to start a company in Vietnam?
Non-residents looking to start a company in Vietnam must first obtain an investment certificate from the Vietnamese government. They will need to submit the required documents, including a notarized passport, a corporate charter, and a business plan. Additionally, depending on the type of business, specific licenses may be required, and it’s advisable to have a local legal expert to navigate the process.
Can a non-resident own 100% of a company in Vietnam?
Yes, non-residents can own 100% of a company in Vietnam in certain sectors. However, specific regulations restrict full foreign ownership in industries such as telecommunications or publishing. It’s essential to check the Foreign Investment Law and understand sector-specific limitations before proceeding.
What are the common company structures available for non-residents in Vietnam?
The most common company structures for non-residents in Vietnam are Limited Liability Companies (LLC) and Joint-Stock Companies (JSC). An LLC is generally more straightforward to establish and manage, making it a popular choice for small businesses, while a JSC is often suitable for businesses looking to raise capital through share issuance.
How long does it take to register a company in Vietnam for non-residents?
The company registration process for non-residents in Vietnam typically takes between 30 to 60 days. This timeline is dependent on the completeness of the submitted documents and the specific province where the business will operate. Engaging local experts can help expedite the process and ensure compliance with local regulations.
What are the costs associated with company formation in Vietnam for non-residents?
The costs for non-residents to establish a company in Vietnam can vary widely depending on factors such as company type, business location, and specific services required. Generally, budget for registration fees, legal service costs, and initial operational expenses. It’s advisable to seek a detailed quote from legal consultants familiar with the Vietnamese market.
Are there tax benefits for foreign-owned companies in Vietnam?
Yes, there are several tax incentives for foreign-owned companies in Vietnam, particularly in prioritized sectors or regions. Tax benefits may include reduced corporate income tax rates, exemptions for the first few years of operation, and incentives for technology transfer or environmentally friendly practices. Consulting with a tax advisor knowledgeable in Vietnamese tax law can provide tailored advice.
Learn more: Visit our Full FAQ HUB page
or contact our tax and company formation team at [email protected]
This publication is provided for information purposes only. This info should not be treated as a substitute for a tax or legal consultation or legislation. You should not act on the basis of the information contained in this publication without having obtained individual advice from the professional expert.
BRIS GROUP does not assume responsibility for any damage resulting from decisions made by the reader on the basis of this publication.
About Vietnam
Capital: Hanoi
Region: Southeast Asia on the eastern edge of the peninsula known as Indochina. Its neighbors include China to the north and Laos and Cambodia to the west.
Language: Vietnamese
Currency: Vietnamese dong (VND)
Time Zone: GMT+7
Dial Code: +84
Abbreviations: VT
Helping Your Company Thrive in Vietnam With us, starting and running a business in Vietnam will be easy and efficient!
- Full support of the company’s registration in Vietnam: from the preparation of documents to their submission.
- Remote registration: all processes are online, wherever you are.
- Secretary and Treasurer: we can take on these important roles.
- Nominal directors and shareholders: we will ensure the confidentiality of your information.
- Help in opening a bank account: we will simplify this complex process.
- Registration for taxes, VAT and EORI: ensure all requirements are met.
- Website development: we will create a professional online representation for your business.
- Logo creation: we will design a unique and memorable logo for your brand.
- Full administrative support of the company: we will take over routine tasks.
- Mailing address organization: we provide a reliable mailing address for your business.
- Organization of the virtual office: we will ensure the professional image of your company.
- Telephone answering service: we will answer calls on behalf of your company.
- Accounting, audit and reporting: ensure accurate and timely accounting.
- Preparing and filing a VAT declaration: let’s save you the trouble.
- Interaction with local authorities: take over communication with state institutions.
- Trademark registration: protect your brand.
- More Emphasis on Customer Input.