As Vietnam emerges as a top destination for foreign investment, understanding how to establish a company in the country is critical for international investors. GBS – Global Business Services LLC, a leading legal and business consultancy, provides expert guidance on navigating Vietnam’s company formation process.
Here is a step-by-step guide to help foreign investors successfully set up their business in Vietnam.
1. Choose the Right Legal Structure
Foreign investors can establish their business presence in Vietnam through several legal forms. The most common options are:
- Limited Liability Company (LLC): Suitable for investors who prefer to limit liability to their capital contribution.
- Joint-Stock Company (JSC): Ideal for larger enterprises, especially those planning to list shares publicly.
- Partnership: Typically chosen for professional firms, such as law firms or consulting practices.
How GBS Helps: GBS assesses your business objectives and investment strategy to help you choose the most appropriate legal structure that aligns with your long-term goals.
2. Name Your Company
Vietnam has specific regulations for naming a company. The name must be in Vietnamese, using characters from the Vietnamese alphabet, though it may also include the letters F, J, Z, and W, along with numbers and symbols. Importantly, the company’s legal form (e.g., LLC, JSC) must be part of the official name.
How GBS Helps: GBS ensures your chosen company name complies with local regulations while supporting flexibility in your branding strategy.
3. Understand Capital Requirements
For most business sectors in Vietnam, there is no minimum capital requirement. However, certain regulated industries—such as banking, real estate, financial services, and international tourism—do require a specific minimum level of capital investment.
How GBS Helps: GBS provides detailed guidance on capital requirements, ensuring you meet industry-specific regulations without overcapitalizing your venture.
4. Appoint a Legal Representative
Every company in Vietnam is required to appoint a legal representative who is authorized to enter into transactions and perform duties on behalf of the company. The representative must reside in Vietnam. If the representative travels abroad for more than 30 days, they must delegate their responsibilities to someone in the country.
How GBS Helps: GBS assists in appointing a qualified legal representative, guiding you through the selection process and ensuring compliance with residency requirements. For representatives frequently abroad, GBS advises on delegation procedures to maintain business continuity.
5. Select Your Business Lines
In Vietnam, companies can operate in one or more sectors, but some industries are classified as “conditional” for foreign investors. In these sectors, participation is restricted based on factors such as the nationality of the investor, the form of investment, or professional expertise.
How GBS Helps: GBS identifies the appropriate business lines for your company and ensures you meet the specific requirements for conditional sectors.
6. Register a Physical Office
Vietnam requires all companies to have a registered physical office address. This office serves as the official location for business activities and must be provided to the licensing authority during the incorporation process.
How GBS Helps: GBS supports you in finding and registering a suitable office address that complies with legal requirements and serves as a base for your operations.
7. Apply for the Investment Certificate
Once you have the necessary documentation, the next step is to apply for an Investment Certificate. The process varies depending on the scale of investment:
- For companies with invested capital below 300 billion VND (approximately 15 million USD) and operating in non-conditional sectors, registration generally takes around 15 working days.
- For larger or regulated investments, an in-depth evaluation is required, taking between 30 and 45 working days. This process involves an assessment of the entire investment project by the licensing authority.
How GBS Helps: GBS manages the entire application process on your behalf, from preparing documents to liaising with licensing authorities. Our goal is to ensure your Investment Certificate is approved in the shortest time possible.
8. Why Work with GBS?
The process of setting up a foreign-owned company in Vietnam can be complex and time-consuming. GBS simplifies the entire procedure, providing expert advice and tailored services to meet the unique needs of each investor. With extensive experience in Vietnam’s legal and business environment, GBS helps you avoid delays and costly mistakes, ensuring your company is set up for long-term success.
For more information on how to establish a company in Vietnam or to get personalized assistance, please visit https://gbs.com.vn or contact Sophie Dao, Senior Partner at GBS via email: sophie@gbs.com.vn mobile: +84903189033