FDI company setup
Investment and enterprise registration, the capital account and every post-licence step.
- IRC and ERC filing
- Document legalisation guide
- Seal, bank, tax and e-invoice setup
Company formation
Vietnam offers several legal forms to foreign investors. The right one depends on how many owners you have, whether you need to earn revenue in Vietnam, and how much control you want. Here is how they compare.
| Legal form | Owners | Can earn revenue? | Best for |
|---|---|---|---|
| Single-member LLC | 1 individual or company | Yes | Most solo founders and overseas parent companies |
| Multi-member LLC | 2 to 50 members | Yes | Partners who want shared ownership without issuing shares |
| Joint stock company (JSC) | 3 or more shareholders, no upper limit | Yes | Larger projects, several investors, a future IPO |
| Joint venture | Foreign and Vietnamese owners together (as an LLC or JSC) | Yes | Restricted sectors, or a local partner with land, licences or customers |
| Representative office | Belongs to the foreign parent | No – liaison and market research only | Testing the market before investing |
| Branch | Belongs to the foreign parent | Yes, in limited sectors | Mainly banks, insurers and some service providers under treaty commitments |
An LLC is the form most foreign investors choose. The owners' liability is limited to the capital they contribute, there are no share-issuance formalities, and a single foreign individual can own 100% of it in most service and manufacturing sectors.
There is no general minimum capital, but the registered capital must be realistic for the business plan and the investor must show the money exists. Some sectors have their own minimums (for example real estate, travel agencies, labour supply or education). Capital must be paid in within 90 days of the enterprise registration certificate.
A JSC suits projects with three or more investors, or a plan to raise money or list later. It needs a general meeting of shareholders, a board or a simpler management model, and more formal record-keeping than an LLC. Shares can be transferred freely, subject to rules for founding shareholders in the first three years.
Some business lines cap foreign ownership – for example certain logistics, advertising and telecommunication services. A joint venture with a Vietnamese individual or company lets you enter those markets. We help draft the charter so that voting rights, profit distribution and exit terms protect the foreign side.
A representative office is licensed by the provincial Department of Industry and Trade. It can promote the parent company, research the market and supervise contracts, but it cannot sign sales contracts or issue invoices. The parent must usually have been operating for at least one year.
A branch can do business, but only in sectors where Vietnam's international commitments allow foreign branches. For most investors an LLC is simpler.
Instead of starting from zero, you can buy shares or capital in a Vietnamese company. If the deal gives foreign investors more than 50% ownership, or the company works in a restricted sector or holds land near sensitive areas, you first need approval for the capital contribution from the investment authority. We run the due diligence and the approval file.
If you have a Vietnamese spouse or partner, a company in their name is registered in only 3 to 5 working days and skips the investment licence. It is quicker, but the foreign side has no legal ownership. We explain the trade-offs honestly and can also register household businesses and Vietnamese-owned LLCs and JSCs.
Yes, in most manufacturing and service sectors. A minority of business lines cap foreign ownership or require a Vietnamese partner, and a few are closed. We check your exact activities before you commit.
There is no general legal minimum, but the capital must be enough for the business plan and you must prove you have it, usually with a bank balance confirmation. Some sectors have their own minimums.
No. Vietnamese law does not allow apartments in residential buildings to be used as a business head office. You need a commercial office, a shop-house or a serviced or virtual office that is permitted for business registration.
Investment and enterprise registration, the capital account and every post-licence step.
Bookkeeping, VAT, corporate tax, annual finalisation and audit support.
Work permits, exemptions, investor and work visas, temporary residence cards.
Monthly payroll, PIT, social insurance and the direct investment capital account.
Send your business activity, the city and your nationality. Within one working day you get a written plan: the right company type, the documents, the timeline and a fixed quote.