Enterprise Registration procedures for foreigners in Vietnam

Foreigners investing in Vietnam must comply with the laws in Vietnam. However, due to many reasons such as language differences, procedures for each country are different, foreign investors will encounter problems when carrying out Enterprise Registration procedures in Vietnam. In this article, Viet An Law guides Enterprise Registration procedures for foreigners in Vietnam.

Enterprise Registration procedures for foreigners are the first important procedures for foreigners to do business legally in Vietnam.

Enterprise Registration procedures for foreigners are carried out in the following steps in Vietnam

Step 1: Issue Investment Registration Certificate

Before carrying out the procedures for issuance of the Investment Registration Certificate, investors declare online information about investment projects on the National Foreign Investment Information System.

The investor submits 01 application to the investment registration agency.

The investment registration agency shall consider the validity and issue an investment registration certificate to the investor within 15 days from the date of receipt of a valid dossier.

Step 2: Issue Enterprise Registration Certificate

Investors submit 01 application to the Enterprise Registration office in person or online via the National Public Service Portal on Enterprise Registration.

The enterprise registration agency shall receive and issue the enterprise registration certificate within 03 days from the date of receipt of a valid dossier.

Step 3: Grant a business eligibility license if any

In case a foreign investor does business in conditional investment fields and requires a business eligibility license, before doing business, the investor needs to apply for a business license.

Some industries need a license to qualify for business such as: Retail goods services;  logistics services; e-commerce services, postal services; educational services…

Enterprise Registration documents for foreigners in Vietnam

Dossier to issue investment registration certificate

• A written request for implementation of an investment project;
• Copy of foreign investor’s passport
• Investment project proposal;
• A copy of the bank confirmation that the balance corresponds to the investment amount;
• In case the investment project does not request the State to allocate land, lease land, permit change of land use purposes, submit copies of land use right documents: Real estate lease contract, red book; construction decisions or other documents evidencing the project execution site;
• Contents of explanation of technologies used in investment projects, for projects subject to appraisal and collection of opinions on technologies in accordance with the law on technology transfer;
• Other documents related to the investment project, requirements on conditions and capacity of the investor as prescribed by law (if any).

Dossier to issue enterprise registration certificate

Depending on the type of company that the investor wants to establish, the investor prepares the corresponding documents. However, the following basic documents are basically required:

• Application for registration of the enterprise;
• The company’s charter;
• List of founding shareholders and shareholders being foreign investors (if they are joint-stock companies); List of members (if it is a two-member limited liability company);
• Certified copy of identity card or citizen identification card or passport (if an individual); establishment decision, enterprise registration certificate or equivalent document and citizen identity card or identity card or passport with written authorization for the capital manager in Vietnam (if it is an organization);
• Certified copy of identity card or citizen identity card or passport of the legal representative of the joint venture company;
• A certified copy of the granted Investment Registration Certificate;
• Power of attorney for Viet An Law Firm;

Some notices when registering a business for foreigners in Vietnam

• Foreign investors must satisfy business conditions when carrying out Enterprise Registration procedures in Vietnam. For each investment field, there will be separate conditions on procedures, capital contribution rate, investment capital, investment form.
• When establishing a company in Vietnam, foreigners must prove their financial capacity. Foreigners prove through confirmation the balance of a bank account or passbook bearing the investor’s name with the corresponding amount invested in Vietnam;
• Foreign investors must ensure that there is a location for the project: have a lease contract or rent an office in Vietnam to register the company’s headquarters. Note that the address must not be condominium, group house.

Some questions about Enterprise Registration procedures for foreigners

In which business lines can foreign investors register their business?

Foreign investors are restricted from investing in a number of business lines and trades according to the list of industries and trades restricted from market access for foreign investors specified in Decree 31/2021/ND-CP.

How much time does the Enterprise Registration procedure for foreigners take?

According to the provisions of the Investment Law 2020 and the Enterprise Law 2020, the time for Enterprise Registration for foreigners is about 20-25 working days.

How much is the Enterprise Registration fee for foreigners?

Foreign investors do not have to pay fees for issuance of investment registration certificates. For the Enterprise Registration certificate, investors must pay an enterprise registration announcement fee of VND 100,000

Enterprise Registration services for foreigners of Viet An Law Firm

• Advising on Enterprise Registration conditions for foreigners according to each specific business field or nationality of the investor;
• Advising on the capital contribution ratio of foreign investors in Vietnam in accordance with Vietnamese law and WTO commitments;
• Advising on choosing the right type of company for investors: Limited Company or Joint Stock Company, head office address, capital, business lines, opening a capital transfer account, capital contribution duration;
• Advising on conditions, guiding investors to prepare necessary documents for Enterprise Registration for foreigners;
• Consulting, drafting Enterprise Registration dossiers for foreigners;
• Investor representatives shall work with competent state agencies of Vietnam in the process of Enterprise Registration for investors (Application for Investment Registration Certificate, Enterprise Registration Certificate, making legal entity seals, announcing seal samples, procedures after company establishment,  tax – accounting legal consulting services, profit transfer abroad, labor – insurance, issues related to intellectual property rights …;
• Comprehensive consulting on activities arising in the process of doing business in Vietnam for investors.

Customers interested in Enterprise Registration procedures for foreigners contact  Viet An Law Firm for the fastest and most accurate package support!