Tiếng Việt
Known as the 15th most populous country in the world, the 3rd most populous contry in ASEAN, Vietnam has provided countless oportunities to foreign investors. Those who want to register a company in Vietnam need to know these fundamental things.
Read more: Procedure for setting up foreign company in Vietnam?
Mục lục
Requirements for registering a company in Vietnam
Business lines and Shareholding ratio
Foreign investors must notice whether their business line is allowed or not due to the Vietnam’s accession to the WTO. For example, trading, IT, education sectors welcome foreign investment. Some business lines such as advertising and tourism require a Vietnamese joint venture partner.
Moreover, they have to check out the WTO Commitment and specialised law to ensure that their sharholding ratio in their company is allowed or not (based on the business line they are tending to invest). For example, the securities company does not allow foreign traders having more than 51% capital of the company.
Forms of company formation
According to Vietnam Corporate Law 2014, there are 4 types of company formation:
– Sole trader
– Partnership company
– Limited liability company
– Joint stock company
Minimum capital
In general, there is no minimum capital requirement in Vietnam. However, the capital contribution should reflect the scope of the company. There are some business lines in Vietnam that have a minimoun capital requirement such as: real estate business need to have at least the amount of VND 20 billion (approximately USD 250.000).
Head-office’s address
A registered head-office’s address is an request to incorporate a company in Vietnam. Remember that enterprises are not allowed to register their address at apartment buildings or collective houses for residential use. In some cases, the Department of Planning and Investment will check before the incorporation. It is sufficient to present a memorandum of understanding (MOU) or a leasing contract.
Company’s name
Company’s name is obigatory to contain 2 elements: Proper name + Forms of company formation. This name is not allowed to be identical or similar with those of other registered company; using words, symbols in violation of national historical and cultural traditions or using the state agency’s name without its approval.
Representative
All companies in Vietnam require at least one resident representative. The appointed director doesn’t have to have residency status at the time of incorporation. However, they need a residential address in Vietnam.
How to register a company in Vietnam?
Investment certificate
According to Artical 36 of the Vietnam Investment Law, all companies with 100% foreign capital and local company with more than 51% foreign capital must be granted an investment certificate/license (often called Investment Registration Certificate – IRC) by the Ministry of Planning and Investment; or by Industrial zone, export processing zone, high-tech zone or economic zone. This process often takes 15 working days from the submitted date of a legitimate application file.
Business certificate
After receiving an investment certificate, foreign investors are required to carry out the company registration process at Department of Industry and Trade of provinces/cities. The business certificate, or enterprise registration certificate (ERC), is granted within 3 working days. But in practice, obtaining the business certificate can take more time, from 7 to 10 working days.
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With over 10 years of experience operating in the field of law with a team of experienced, enthusiastic personnel. LNP LAW is confident to bring the best service to customers in the fields of Investment, Intellectual Property, Business. The above article has summarized the Guide to Register a Company in Vietnam
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– Advice, support, answer your questions related to the opening and legal issues after establishment company;
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