Vietnam is one of the fastest-growing economies in the world. The low cost of living and highly qualified population make it an ideal location for foreign companies who are looking to branch out and invest. However, expanding internationally has its disadvantages as well. Not knowing the local laws and regulations makes it a thousand times harder to open a company overseas.
Reliability: When registering a company in Vietnam, the company's investors (or company owners) and third parties must present a clear image and understanding of the business to the government. Registering a company in Vietnam allows third parties to check the company's status related to many different issues, such as company profiles, financial status, shareholder list, directors, etc. The result is that partners, investors, banks or lenders see the company as reliable.
Security: A company is a legal entity established over a long period. Typically, a company operates until the owners or shareholders retire or sell it. This long-term stability provides security to third parties, such as customers, suppliers, banks, etc...
1. Allows foreign ownership from 1-100% in Vietnam;
2. Minimum capital requirement of 50,000 USD or higher;
3. The registered office address must have a valid lease/rental agreement;
4. The director can be either a foreign national or Vietnamese;
5. Investment Registration Certificate (IRC) is mandatory;
6. A Business Registration Certificate (ERC) is required for companies with 100% Vietnamese capital;
7. Required to register for tax payment and annual tax reporting;
8. Investing capital within the prescribed time frame after opening an account (Important)
A company in Vietnam is set up as defined under the Law on Enterprises, and the Law on Investment is understood as a company established by a foreign investor to carry out investment activities in Vietnam or a Vietnamese enterprise by foreign investors buying shares, mergers, acquisitions, etc.
#1. Types of Business Entities (research and choose)
#2. Procedure (Virtual Office, Register IRC, ERC, Seal, Bank account, Tax report)
► 2-50 Co. Ltd. members or 1 member co.LTD
► JSC company?
► Branch offices of foreign companies in Vietnam?
► Vietnam Company has 49% ownership by foreigners.
☉ 100 per cent FOEs can be established by one or more foreign investors, under the form of either a limited liability company (LLC) or a joint-stock company (JSC). JVEs can be established as an LLC, a JSC, or a partnership, and the profits and risks in a JVE are distributed among the parties in proportion to their charter capital contributions. Other options for establishing a commercial presence in Vietnam include representative offices and branch offices, but these are not legal entities.
☉ In this article, we discuss the establishment requirements, common purposes, as well as the pros and cons for the following foreign investment vehicles →
☉ Limited liability companies, Joint-stock companies, Partnership companies, Representative offices, Branch offices, Business cooperation contracts (BCC)...And Specific authorized projects →
# 1. Vietnam Limited Liability Companies [LLC]
Note: An LLC cannot issue shares.
# 2. Vietnam Joint-stock Companies [JSC]
FOEs and JVEs can also be established as joint-stock companies. A JSC can issue securities and bonds, so investors will often choose this form if they plan to go public in the future.
The JSC’s charter capital is composed of shares belonging to founding shareholders in proportion to the capital they have subscribed. There is no minimum requirement for the charter capital of the foreign investors.
A JSC is required to have at least (03) three shareholders. There is no limitation on the maximum number of shareholders, nor on their nature – They can be individuals or institutions, Vietnamese or foreigners.
# 3. Vietnam Partnership Companies
A partnership company is a legal entity established by at least two individuals who are the members of the partnership and co-owners of the enterprise. They are the general partners and are liable for all obligations of the partnership without limit. Unlimited liability partners must be individuals who shall be liable for the obligations of the company to the extent of all their assets.
In addition, a partnership company can consist of limited liability members (individuals or organizations) who only contribute part of the capital and have limited liability and rights in the operation of the company.
Note: Partnerships cannot issue any type of securities
# 4. Representative Offices
In contrast to JVs and 100 per cent FOEs, a representative office (RO) is forbidden from conducting any revenue-generating activities. Rather, ROs are permitted to conduct market research, serve as a liaison with an overseas parent company and/or serve other supporting roles such as ensuring quality control, acting as a product showroom and helping to facilitate the execution of the contracts of the parent company. Unlike in certain other Asian countries, ROs in Vietnam are permitted to hire staff directly, both Vietnamese and expatriate.
# 5. Branch Offices
A branch office is a subsidiary of a parent company and does not constitute a separate legal entity according to Vietnamese law. Unlike an RO, a branch office is entitled to do business in Vietnam, although the law prohibits it from carrying out commercial activities other than those stated in the parent company’s business license. If a branch conducts business in a conditional sector, it is only allowed to operate upon meeting the prescribed conditions.
To set up a branch, a parent company must have had conducted business in its home country for at least five years.
Issues you care?
☑ What is the yearly tax rate? The rate of income tax on your business be?
☑ There is a special certificate for your next business license company?
☑ Not how long it takes to complete the licensing company?
☑ Is there any legal requirements of Vietnam in ownership of your company?
☑ How to transfer money abroad from Vietnam? How much is the fee and how it works according to the laws of Vietnam?
☑ As with any investment incentives for your business?
☑ How do we take care of the financial statements monthly and yearly?
☑ How do Vietnam laws work in any trade dispute?
Any information you can get in step one is to operate your business better and to ensure that you will not do anything that conflicts with the laws of Vietnam. This second step, the company licenses, is the key to your business legally.
Depending on the type of business you are running, with pricing and different time frames receive licenses for companies in Vietnam. All our packages include receiving the tax code and the seal of the company as well.
Lease Contract for the head office of a new company: We service brokerage and leasing virtual office in District 1, you just raised your budget and requirements we will meet your needs.
In addition, we also support you with internet registration, monthly tax reports; finding employees, or other services in Vietnam.
This is just an overview of establishing a company in Vietnam, we have a complete package to establish your company with reasonable prices; professional service, fast and great. Please contact us to get started.
Foreign investors who want to invest to implement projects in Vietnam must carry out procedures to apply for an Investment registration certificate. However, before applying for an Investment registration certificate, in some cases, investors must register an investment undertaking with the Provincial People's Committee.
Dossier for registration of setting up a foreign company
In case the foreign investor is an individual:
Passport
Head office lease contract
Confirmation of the bank with the same amount of capital as the investment charter capital in Vietnam.
In case the foreign investor is an organization:
Business registration certificate
Operational Charter of Foreign Company
Note: The two documents above must be consular legalized when brought to Vietnam for use
Profitable financial statements or Bank confirmation equal to the amount of money intended to be invested in Vietnam.
Head office lease contract in Vietnam
Decision on appointment of legal representative for businesses in Vietnam.
The time to set up a company with foreign capital
For investment projects not subject to the decision on investment policies: 15-20 working days from the date of receipt of complete dossiers.
For investment projects subject to the decision on investment policies: 05 - 10 working days from the date of receipt of the written decision on investment policies.
A written request for implementation of an investment project;
A copy of the identity card, identity card, or passport for the investor being an individual; a copy of the Certificate of Establishment or other equivalent document certifying the legal status of the investor being an organization;
The investment project proposal includes the following contents: investor implementing the project, investment objectives, investment scale, investment capital and capital mobilization plan, location, duration, and investment schedule, demand for labor, the proposal for investment incentives, assessment of the project's socio-economic impacts and efficiency;
A copy of one of the following papers: financial statements of the last 2 years of the investor; commitment to the financial support of the parent company; financial institution's commitment to financial support; guarantee on the financial capacity of the investor; documents explaining the financial capacity of the investor;
Proposing land use needs; In case the project does not request the State to allot or lease land or permit the change of land use purpose, a copy of the location lease agreement or other document certifying that the investor has the right to use the area for the accomplishment current investment project;
An explanation of the use of technology for projects specified at Point b, Clause 1, Article 32 of this Law includes the following contents: technology name, technology origin, technological process diagram; main technical parameters, use status of main machinery, equipment, and technological lines;
Within 15 days of receiving a complete dossier, the investment registration agency shall issue an investment registration certificate; In case of refusal, the investor must be notified in writing and definitely state the reasons.
Following the provisions of the Enterprise Law 2020, an enterprise registration certificate is a document in paper or electronic form that notes information on business registration that the business registration authority grants to a business.
The required information for an ERC kit includes:
Company name and company code (tax code);
Head office address;
Full name, address, contact information, nationality, and the number of legal papers of the individual, for the legal representative of limited liability companies and joint stock companies; for general partners of a partnership company; for business owners of private enterprises. Full name, address, contact information, nationality, number of legal papers of the individual, for members being an individual; name, enterprise identification number, and main office address of the member is an organization, for limited liability companies;
Charter capital for companies, investment capital for private enterprises
According to current law, the request for a Certificate of Business Registration can be done directly at the Business Registration Office, via postal service or an electronic communication network (online). The content/element of the ERC registration file depends on the form of the company you want to establish. Generally, for a limited liability company (LLC) and a joint stock company (JSC), the ERC registration documents are as follows:
For multi-member limited liability companies and joint stock companies:
- Application for business registration
- Company rules
- List of members of a multi-member limited liability company; list of founding shareholders and shareholders being foreign investors of joint-stock companies.
- Copies:
Legal papers of the legal representative of the enterprise;
Legal papers of individuals or founding shareholders and foreign shareholders, for members being individuals; legal papers of individuals or founding shareholders and foreign shareholders for members being organizations; legal documents of individuals or founding shareholders and foreign shareholders for members being organizations and documents appointing an authorized representative. For members being foreign organizations, copies of legal papers of the organization must be consular legalized;
Investment registration certificate, for enterprises established or co-founded by foreign investors or foreign-invested business organizations in accordance with the Law on Investment.
For a single-member limited liability company:
Application for business registration
Company rules
Copies:
Legal papers of the legal representative of the enterprise;
Legal papers of the individual for the company owner being an individual; Legal papers of the organization for the company owner being an organization (excluding the case company owner is the State); Legal documents of the individual for the authorized representative and the document appointing the authorized representative. For the company owner to be a foreign organization, the copy of the legal papers of the organization must be consular legalized;
Investment registration certificate in case the enterprise is established by a foreign investor or a foreign-invested economic organization by the provisions of the Law on Investment.
The time to apply for ERC is 07 working days.
After obtaining the Certificate of Business Registration and having posted the business establishment statement. The business performs seal engraving at one of the licensed seal engraving units. Businesses decide by themselves the number and form of seals within the scope permitted by law.
The enterprise seal includes the following contents:
Company's name
Business code
The province/city directly under the Central Government where the enterprise's head office is located
Seals (in case a business has many seals)
Declaration and payment of license fees:
Declare the license fee once when the new fee payer starts business activities, no later than the last day of the month of starting production and business activities.
In case the fee payer has just set up an enterprise establishment but has not yet started production and business, he/she must declare the license fee within 30 days from the date of issuance of the business registration certificate or the date of issuance of the license fee. receive investment registration and tax registration.
The deadline for paying the license fee when starting a business is the last day of the deadline for submitting the fee declaration dossier.
The license tax declaration file is the license fee declaration.
After coming into operation, the enterprise shall pay the license fee annually by January 30 every year.
Notice of application of value-added tax calculation method
There are two methods of calculating value-added tax: the deduction method (using the value-added invoice) and the direct method (using the sales invoice).
To apply the deduction method, the enterprise shall notify the tax authority according to form 06/GTGT; the deadline for submitting form 06/GTGT before the deadline for submitting the first tax return arises.
Notice on the use of tax agency services (if any)
Taxpayers using tax procedures services through tax agents must notify the direct management agency in writing, enclosed with a photocopy of the service contract certified by the taxpayer within 05 working days. before the tax agent performs the tax procedures for the first time mentioned in the contract.
Register for a personal tax code
Enterprises are obliged to withhold personal income tax when paying salary and wages to employees and register for tax identification numbers for employees (if employees do not have a tax code).
Individuals earning incomes from salaries or wages authorize an income-paying unit to carry out procedures for tax registration and registration of dependents with tax authorities.
Register for electronic transactions with tax authorities
Ho Chi Minh City is an area with full conditions for information technology infrastructure, so businesses established in the city must declare taxes online and pay taxes electronically.
Regulations on capital accounts of foreign investors are prescribed in Circular 05/2014/TT-NHNN dated 12/03/2014 of the State Bank guiding the opening and use of indirect investment capital accounts. to carry out foreign portfolio investment activities in Vietnam and Circular 19/2014/TT-NHNN dated August 11, 2014, of the State Bank guiding foreign exchange management for direct investment activities. foreigners into Vietnam.
Foreign investment consulting is the professional consulting segment of LHD Firm. Over 15 years of work, we have completed legal work for more than 6,800 projects for businesses and individuals from 32 countries around the world.
LHD Law Firm is rated in the top 10 leading law firms in Vietnam in terms of consulting on setting up foreign capital companies in Vietnam, ranked at Legal500 and Hg.org.
With experience and a professional service attitude, LHD Law Firm is committed to satisfying foreign investors in Vietnam.
Price: from 200 USD/100% Vietnam company, From $1,200 Up/foreign companies.
(License company in Vietnam has to obtain an Investment Registration Certificate (“IRC”) first for its “investment project”, then continue by obtaining an Enterprise Registration Certificate (“ERC”)
With 15 years of experience in consulting foreign companies, LHD Law Firm has advised more than 6889 successful investment projects in Vietnam with a capital of more than 5 billion USD and clients from 32 countries... Below are our regular customers
[TOYOTA; WACOAL, DELOITTE; DLH; SHISEIDO; FOS; DLT; YAMAZEN; SANKOUGIKEN; DIEMSANG; IFO; Altech; TRIUMPH; SOMETHINGHOLDINGS, SPGROUP, FINEXHR, BGRIMM, SUPER ENERGY, ACTIS...]
TYPE OF FOREIGN CAPITAL COMPANY ESTABLISHMENT
1. Limited Liability Company (LLC) with one participant (For 1 individual investor or 1 investment organization)
2. LLC with 2-50 participants (for 2 or more individuals or 2 or more organizations or 1 individual + 1 organization)
3. A joint-stock company with 3 or more shareholders (for 3 or more natural persons or 3 or more organizations or 1 natural person + 2 organizations...)
- THE ONE MEMBER LIMITED LIABILITY COMPANY
- MULTI-MEMBER LIMITED LIABILITY COMPANY
1. Multi-member limited liability company is a company with from 02 to 50 participants who are organizations or individuals. A participant shall be liable for debts and other property obligations of the company to the extent of the amount of capital contributed to the company, except for the case specified in Article 47(4) of this Law. The contribution of a participant may be transferred only by provisions of Articles 51, 52 and 53 of this Law.
2. Multi-member limited liability company shall have legal status from the date of issue of the certificate of incorporation of the company.
3. A Limited Liability Company with two or more partners shall not be entitled to issue shares, except in the case of transformation into a joint stock company.
4. A limited liability company with two or more participants may issue bonds in accordance with this Law and other relevant laws; private placement of bonds shall comply with the provisions of Articles 128 and 129 of this Law.
Article 74: The one-member Limited Liability Company
1. A One-member limited liability company shall be a company owned by an organization or natural person (Called “the owner of the company"). An owner of a company shall be responsible for debts of a company and other property obligations within the limits of the authorized capital of a company.
2. A One-member Limited Liability Company shall have legal status from the date of issue of the Certificate of business registration.
3. One-member limited liability company may not issue shares, except in the case of transformation into a joint stock company.
4. A One-member limited liability company may issue bonds by this Law and other relevant laws; private issuance of bonds by the provisions of Articles 128 and 129 of this Law.
Article 111. Joint stock companies
(1) A joint stock company is a business that:
a) The share capital is divided into equal parts called shares.
b) The shareholders may be organizations or individuals; the minimum number of shareholders is 03, the maximum number is unlimited.
c) Shareholders are liable for debts and other property obligations of the company only within the limits of the amount of capital, contributed to the company.
d) The shareholders have the right to freely transfer the shares they own to other persons, except in the cases stipulated by clause 3 of Article 120 and clause 1 of Article 127 of this Law.
(2) A joint stock company has the legal status from the date of issuance of the business registration certificate.
(3) Joint-stock companies shall have the right to issue shares, bonds and other types of securities of the company.
When establishing a foreign corporation in Vietnam, what permits are required?
- Apply for provincial people's committee policy (except central cities)
- Investment Certificate (IRC)
- Business Registration Certificate (ERC)
- Business License → (If you have a retail business)
1 #. Business License application file (BL)
Supplementing the business purpose of buying and selling goods and activities directly related to the buying and selling of goods is an adjustment to the business operating objectives, the dossier includes:
2 #. An investment examination dossier by the provisions of Government Decree No. 108/2006/ND-KP dated 22.09.2006, governing the implementation of several articles of the Investment Law.
The dossier for the issuance of a business license, as stated in Circular No. 09/2007/TT-BTM, shall include:
a) An application for a business license shall be submitted on Form MD-1 issued with Circular No. 09/2007/TT-BTM.
b) b) An explanation of the fulfilment of business conditions. The content of it shall be prepared by the appendix attached to this official dispatch.
c) Written content of goods sales and activities directly related to goods sales: a clear indication of the type of activity - wholesale, retail, operating a retail store grouping of goods, commercial advertising; commercial inspection...
In the case where the project does not involve investment in the construction of facilities (not related to the construction of factories, installation of machinery and equipment for production), it is proposed to complement the sale of goods and services activities directly related to the sale of goods, in addition to the documents referred to in paragraphs 1 and 2 above, should be added to the file of the legal entity or appropriate papers confirming the capacity and experience of the owner of the investment in achieving operational goals.
Take note of the legal authority's licensing location
- Investment certificate evaluated and issued by the Department of Investment of the Department of Planning and Investment at the provincial level
- Business registration certificate evaluated and issued by the Department of Domestic Enterprises, Department of Planning, and Investment
- Business license issued by the Ministry of Industry and Trade
► Review the documents to be prepared, including LEGAL CONSULTATIONS (LAW, POLICY, TAXES, human resources...)
► After receiving the investment certificate, advice on how to obtain the business registration certificate.
► Advice and application for the Enterprise Certificate (ERC) and the Investment Certificate (IRC), in addition to the Business License issued by the Ministry of Industry and Trade (Business License)
► Consultation and production of a seal engraving and report using seal samples
► Regular legal advice after the opening of the business
► Legal advice about taxes, work permit, temporary residence card and child permit (if applicable)
► Support for the registration of trademarks, designs and inventions when required by businesses (LHD Law Firm is a representative of IP No. 146 the National Office of Intellectual Property NOIP)
►Advice on CIT, PIT, and monthly, quarterly and annual tax returns
►Social insurance consultation, salary calculation (payroll)
►Consulting for personnel selection in Vietnam
►Trademark, Design, and Invention Protection Consulting
►Consultation on labour law, taxation, and contracts in Vietnam
► Virtual office rental for companies with foreign capital to provide invoice redemption.
→ Vietnam is considered an attractive place to invest...Foreign investors that want to do business in Vietnam, on the other hand, must consider the following ten major obstacles ►
1. First, under Vietnamese law, there are investment conditions for foreign investors. The 2014 Investment Law lists 267 conditional investment areas in Appendix 1, which are detailed in specialized laws governing specific industries or in international commitments, such as WTO commitments. Accordingly, there are restrictions for foreign investors to invest in Vietnam.
2. Second, foreign investors may be subject to a number of taxes, namely corporate income tax, value-added tax, special consumption tax, and import and export tax. Taxation is one of the most cumbersome business processes in Vietnam, as it requires a significant investment of time and money from foreign investors.
3. Third, obtaining work licenses for foreign workers in Vietnam might be difficult. Generally, foreign workers who work for more than 3 months are required to obtain a work permit. The employer is responsible for these procedures. Employers must submit a yearly report demonstrating their need for foreign workers as part of the pre-employment procedures. A work permit only has a two-year validity period. After that, there will be conditions for renewing the license.
4. Fourth, intellectual property protection can be a problem when foreign investors plan to invest in Vietnam. Vietnam has access to various international treaties related to intellectual property. In addition, a wide range of intellectual property rights are recognized and protected under Vietnamese law, including copyrights, trademarks, industrial designs and inventions. In practice, violations of intellectual property rights are frequent and the procedures required to protect foreign investors' intellectual property rights can be extremely time-consuming.
5. Fifth, the new 2018 Competition Law, effective July 1, 2019, clearly expands its scope to include all practices that have or may have a restraining effect on competition in the Vietnamese market. There have been many changes from the old law, especially for foreign investors investing in Vietnam. Therefore, foreign investors doing business in Vietnam should pay attention to this issue in order not to violate the law.
6. Sixth, it is not easy to get a construction permit in Vietnam. Foreign investors have to work with many authorities, such as the Department of Construction, the Department of Fire Safety, the Department of Natural Resources and Environment and Urban Affairs.
7. Seventh, Vietnam's banking and financial industries are still tightly controlled. Foreign investors cannot establish a financial company in the form of a joint stock company through investment in Vietnam. In addition, a foreign investor purchasing shares in a limited financial company must not be a strategic shareholder, owner or founding member of any other credit institution in Vietnam.
8. Eighth, naturalization rights in Vietnam are limited. According to the Vietnamese Constitution, all land is the common property of all Vietnamese people.
9. Ninth, sustainable development is gradually gaining public interest. The Vietnamese government is drafting a law on environmental protection. Foreign investors are responsible for more activities, such as implementing environmental protection measures in the manner specified in their environmental impact assessment report or environmental protection plan. All large investment projects require an approved environmental impact assessment report, which increases the efforts of foreign investors.
10. Tenth (last), when disputes arise over investment projects during the investment process in Vietnam, questions about the applicable law and dispute resolution forum often discourage foreign investors. Getting it right can have a big impact on their case. Fortunately, foreign investors can turn to a law firm to help with all the above.
Meet with an attorney. We get legal advice on the type of business best suited to your situation.
Then find an office space so that your business not only has a place of business but also a specific office address required by the government to apply for a business license. If you are not the legal representative for your business, you need to find a trusted partner.
Prepare all the necessary documents and make sure that you meet all the necessary requirements before applying for a business license. Expect a 15-day waiting period for a Vietnamese-owned company and a 60-day waiting period for a foreign company.
Running your Vietnamese business now can hire employees and enter into business contracts. There are several things you need to do, such as obtaining your company seal, applying for a tax identification number, opening a company bank account, and publicly announcing your incorporation. Periodic duties include employee tax, accounting report and insurance payments.
(In addition to legal advice, we also provide accounting services for companies with foreign capital for these companies)
Everything we do at LHD Law Firm is focused on assisting your business through our investment law expertise and local business experience in Vietnam.
So that your enterprise can grow and expand quickly and avoid the costly traps that many start-up investors fall into at the hands of unscrupulous lawyers and agents.
? How we accomplish this?
We offer the best investment legal service in Vietnam, as well as a wide choice of INDIVIDUAL AND ECONOMIC EFFECTIVE SOLUTIONS for starting a business in Vietnam or managing an existing one.
Lawyer: Thanh Thuy (email: all@lhdfirm.com)
She is one of the top 20 lawyers in Vietnam, highly rated by Legal500 and Hg.org → specializes in foreign investment, having realized more than 6800 projects in 15 years...
Lawyer: Phuong Khanh (email: hanoi@lhdfirm.com)
A lawyer specializing in advising on setting up foreign capital companies in Hanoi
She has a master's degree in Commercial Law from Hanoi Law University.
The language of consultation is English and Vietnamese
To seek further advice or request service to Set up a company in Vietnam, Contact us by: ☑: all@lhdfirm.com
In this article, we discuss the establishment requirements, common purposes, as well as the pros and cons for the following foreign investment vehicles:
Any business must be registered as a company to benefit from a legal existence in Vietnam. Registration provides a document certifying the existence of the company, called an ERC “Enterprise registration certificate.”
Foreign-owned companies, with the majority of whose capital is owned by a foreigner, further requires obtaining an investment certificate, called an IRC for “investment registration certificate.” The IRC is obtained by filing out an application with the government departments concerned (i.e. Department of Planning and Investment of Provinces/Cities)
Vietnam has many advantages for foreign investment. First of all, it has a large market of 90 million inhabitants and domestic consumption appears strong. The economy of this country is young and constantly open to internationalisation, welcoming more and more foreign investors. Growth continues at a high rate. One will also notice a Chinese investment shift towards Vietnam. In addition, the workforce is young, dynamic and inexpensive and the cost of living is low.
100 percent FOEs and JVEs can be established as limited liability companies. In an LLC, members are only liable for the debts of the company to the extent of the capital contribution they have poured into the company. There is usually no minimum capital requirement for foreign investors that intend to establish an LLC in Vietnam, although authorities will expect the investor to commit a reasonable amount of charter capital according to the scale and business scope of the project.
An LLC can consist of a single member or multiple members, but the total number of members cannot exceed 50. Investors can be corporations or individuals.
Note: An LLC cannot issue shares.
FOEs and JVEs can also be established as joint-stock companies. A JSC can issue securities and bonds, so investors will often choose this form if they plan to go public in the future.
The JSC’s charter capital is composed of shares belonging to founding shareholders in proportion to the capital they have subscribed. There is no minimum requirement for the charter capital of the foreign investors.
A JSC is required to have at least three shareholders. There is no limitation on the maximum number of shareholders, nor on their nature – they can be individuals or institutions, Vietnamese or foreigners.
In contrast to JVs and 100 percent FOEs, a representative office (RO) is forbidden from conducting any revenue-generating activities. Rather, ROs are permitted to conduct market research, serve as a liaison with an overseas parent company and/or serve other supporting roles such as ensuring quality control, acting as a product showroom and helping to facilitate the execution of the contracts of the parent company. Unlike in certain other Asian countries, ROs in Vietnam are permitted to hire staff directly, both Vietnamese and expatriate.
We list some of the main steps that are required to establish an LLC, though these may vary depending on the specific business line.
All documents must be notarized and translated to complete the process.
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Comment
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Can foreigners start a business in Ho Chi Minh?, can they open a bar or coffee shop/restaurant in HCM ? Alex J