Corporate Secretarial & Company Formation Services
LHD Law Firm provides comprehensive legal assistance for foreign investors seeking to establish a commercial presence in Vietnam. The structural options and statutory processes are outlined below:
1. Investment Vehicles (Common Entity Types)
- 100% Foreign-Owned Enterprise (FOE): The most common structure, typically established as a Limited Liability Company (LLC).
- Joint Venture (JV): A partnership between foreign investors and Vietnamese shareholders, often used for "conditional" business sectors.
- Representative Office (RO): A non-revenue generating entity used for market research and liaison activities.
- Branch Office: An extension of the parent company allowed to engage in commercial activities (requires the parent company to have operated for at least 5 years).
2. Licensing Roadmap (Standard Timeline: 20–35 Working Days)
The incorporation process generally involves two primary stages:
- Phase 1: Investment Registration Certificate (IRC). Issued by the Department of Planning and Investment (DPI). This document approves the investment project, capital scale, and business objectives.
- Phase 2: Enterprise Registration Certificate (ERC). Once the IRC is granted, the ERC acts as the company's tax ID and formal legal birth certificate.
- Post-Licensing Compliance: Includes corporate seal engraving, opening of a Direct Investment Capital Account (DICA), and initial tax declarations.
3. Statutory Requirements
- Charter Capital: Must be fully contributed within 90 days from the issuance date of the ERC.
- Legal Representative: The company must appoint at least one legal representative residing in Vietnam. (LHD can provide Nominee Director services if required).
- Registered Office: A valid physical or virtual office address is mandatory for registration.
4. Our Scope of Work
- Drafting the Charter (Articles of Association) and Investment Proposal.
- Advising on Conditional Business Lines (sectors with foreign ownership caps).
- Handling all administrative filings with the licensing authorities.
- Providing ongoing Corporate Secretarial and Tax Compliance services.
