Establishing an entity in Vietnam

The legal structures available for foreign investors wishing to establish an enterprise in Vietnam generally include Limited Liability Company (LLC) and Joint Stock Company (JSC).

The business establishment and investment project to be implemented shall be governed by the Law on Investment and Law on Enterprises (these laws have come into effect on 1 July 2015). In order to officially operate in Vietnam, a foreign invested enterprise will need to obtain 2 kinds of certificates issued by the licensing authorities:

• Investment Registration Certificate for the project being implemented
• Enterprise Registration Certificate for the enterprise being established

Alternatively, foreign investors may consider establishing a representative office in Vietnam as an initial stage of their market entry strategy. A representative office is established when the foreign company logs a registration dossier and obtains a license from the provincial Department of Industry and Trade in the city or province where the representative office is to be set up. Representative offices are only allowed to carry out liaison and marketing functions and cannot earn business income in Vietnam.