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戰國策集團|NSS Group
Vietnam
越南國旗
Emerging economy

Vietnam Company Registration | Set Up a Company in Vietnam (Foreign-Owned LLC)

Get ahead in Southeast Asia's new manufacturing and consumer hub
Vietnam company registration: foreign-owned LLC, IRC and ERC explained

Planning Vietnam company registration, or want to set up a company in Vietnam as a production or sales base? The most common entity for foreign investors is a foreign-owned limited liability company (LLC). In principle, you first apply for an Investment Registration Certificate (IRC) from the provincial Department of Finance (formerly the Department of Planning and Investment) or the industrial zone management board, then apply for an Enterprise Registration Certificate (ERC). Foreign investors can set up a 100% foreign-owned company, but some industries have market access conditions or foreign ownership limits.

From 1 October 2025, Vietnam applies its new Corporate Income Tax Law. The standard rate is 20%, with 15% for annual revenue up to VND 3 billion and 17% for annual revenue from VND 3 billion to VND 50 billion. The standard VAT rate is 10%, reduced to 8% for some items until the end of 2026. NSS Group (戰國策集團) offers a one-stop service for setting up a company in Vietnam, from market access assessment, IRC and ERC applications, and capital contribution and bank account opening to accounting and tax, helping foreign businesses set up a compliant foreign-owned company in Vietnam.

越南地圖
Multiple free trade agreements

Vietnam is party to agreements such as the CPTPP and the EU-Vietnam Free Trade Agreement (EVFTA), so goods made in Vietnam may qualify for preferential tariffs when exported.

Lower tax rates for SMEs

Under the 2025 Corporate Income Tax Law, the standard rate is 20%, with 15% for annual revenue up to VND 3 billion and 17% for annual revenue up to VND 50 billion.

100% foreign ownership allowed

Most industries allow foreign investors to set up a 100% foreign-owned company. For conditional industries, check market access and license requirements first.

IRC first, then ERC

A foreign-owned company normally obtains the Investment Registration Certificate (IRC) first and then the Enterprise Registration Certificate (ERC). The process is clear and can be planned in advance.

Why choose Vietnam company registration? 4 reasons to set up a company in Vietnam
Why choose Vietnam
company registration?

Vietnam is attractive to investors on several levels. First, steady GDP growth and a large, young population (over 100 million people, with an average age of only about 32) point to strong domestic consumption. Second, the government takes an active part in international trade and has signed several major trade agreements, including the Comprehensive and Progressive Agreement for Trans-Pacific Partnership (CPTPP) and the EU-Vietnam Free Trade Agreement (EVFTA), which give goods made in Vietnam preferential tariffs in major global markets.

In addition, Vietnam still has a clear cost advantage in land and labor compared with other countries in the region, which makes it a strong destination for manufacturing investment. The government also continues administrative reform and has simplified approval for foreign investment, showing a firm commitment to attracting foreign capital.

Regional Investment Map
Investing in Vietnam: a map of the three main regions

Foreign companies investing in Vietnam should choose a region based on industry, supply chain clusters and logistics needs. Foreign investment in Vietnam is centered on processing and manufacturing. Below is an overview of the northern, central and southern regions and the industries that suit each.

Investment profile of the three regions
Northern Vietnam
NORTH
Hanoi · Bac Ninh · Hai Phong · Quang Ninh
ICT and optoelectronics
Semiconductor packaging and testing
Electronics manufacturing services
High-tech smart manufacturing
Close to the South China supply chain, with Hai Phong port and well-developed air and road transport.
Southern Vietnam
SOUTH
Ho Chi Minh City metro area · Binh Duong · Dong Nai
Textiles and garments
Footwear
Precision machinery
Auto parts
Traditional processing
The business center, with the most complete traditional supply chains and the leading deep-water port.
Central Vietnam
CENTRAL
Da Nang · Ha Tinh · Quang Nam
Steel and heavy industry
Green energy
Tourism and services
Digital finance
Lower land and labor costs, with many tax incentives in special economic zones.
01
North
Vietnam
Northern Vietnam: electronics and high-tech supply chains (first choice for ICT manufacturers)
With supply chains shifting out of China, northern Vietnam has become a key base for global tech manufacturers such as Foxconn, Compal and Wistron.
02
South
Vietnam
Southern Vietnam: traditional manufacturing and the domestic consumer market (the most established manufacturing base)
Southern Vietnam has the longest history of foreign manufacturing investment, and its textile, footwear, rubber and plastics and traditional processing chains are very mature.
03
CENTRAL
Vietnam
Central Vietnam: heavy industry and emerging growth areas (driven by costs and policy incentives)
If labor is tight and land is expensive for your industry in the north and south, central Vietnam is a cost-effective strategic option.
2026 KEY RISKS
Blind spots to check before investing in Vietnam
01
Policy shifts and tax changes

Vietnam is moving from cheap labor toward high value-added and green manufacturing. Review of low-end, polluting and purely labor-intensive projects has become much stricter.

02
Global minimum tax

Vietnam has started applying rules in response to the global minimum tax. The tax-holiday structure once offered in economic zones is changing, so review your expected return with a professional accountant before you move in.

03
Cashless payments and digital transformation

In line with the national financial inclusion strategy, investors in e-commerce, consumer goods or retail need to fully adopt local mobile payments and digital operations.

Foreign Direct Investment
Vietnam company registration process: 4 steps to set up a foreign-owned company
Vietnam company registration process
4 steps to set up a foreign-owned company

The main way for foreign investors to set up a company in Vietnam is a foreign-invested enterprise (FDI enterprise), usually a limited liability company or a joint stock company. Setup centers on two certificates: the Investment Registration Certificate (IRC) and the Enterprise Registration Certificate (ERC).

Vietnamese regulations and authorities have changed often in recent years. From 2025, the Ministry of Planning and Investment was merged into the Ministry of Finance, and each provincial Department of Planning and Investment was merged into the Department of Finance. NSS Group assesses market access based on your industry and investment location, helps you choose the company type and prepares the IRC and ERC applications, so your foreign-owned company setup and ongoing operations in Vietnam stay clear and compliant.

公司設立流程步驟 4
1
Apply for the Investment Registration Certificate (IRC)

Submit the investment project documents to the provincial Department of Finance (formerly the Department of Planning and Investment) where you will invest, or to the industrial zone or economic zone management board. The documents cover the investment objectives, scale, location, capital, investment term and schedule. The authority reviews whether the project meets market access rules and relevant plans.

公司設立流程步驟 5
2
Apply for the Enterprise Registration Certificate (ERC)

After receiving the IRC, prepare the company charter, the register of members or shareholders and the legal representative’s details, and apply to the business registration office of the provincial Department of Finance. Once the ERC is issued, the company is legally established.

公司設立流程步驟 3
3
Complete post-registration steps

After incorporation, publish the business registration details on the National Business Registration Portal, make the company seal, open a direct investment capital account and an operating account, and complete tax registration and the e-invoice application.

公司設立流程步驟 2
4
Contribute capital on time

Under the Law on Enterprises, members of a limited liability company must in principle contribute their capital in full within 90 days of the date the ERC is issued, and the funds must come in through the direct investment capital account. If capital is not contributed on time, a change registration is required.

Our one-stop service
Our one-stop
service
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Company registration
Registration Services
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Bank account opening support
Bank Account Opening
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Company secretarial services
Secretarial Services
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Accounting and tax services
Accounting and Tax
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Trademark registration
Trademark Registration
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Ongoing support
Ongoing Support
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Payment processing
Credit Card

To help you sell, we offer Stripe application consulting for businesses selling to international markets, so your customers can pay easily and you can win more sales.

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AI customer service system
AI Customer Service System

Good customer service is key to a successful business. We include a free AI customer service system that answers customer questions in real time and improves customer satisfaction.

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Web design
Website Design

A professional, well-designed website is your company’s front door online. We offer full web design services so your site looks good and works well.

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Online marketing
Internet Marketing

Online marketing is a key part of business success today. We offer professional online marketing services, including SEO, social media marketing and content marketing.

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Business consulting
Business Coaching
From business diagnosis and strategy to implementation follow-up, we help you improve management, refine your business model and grow sustainably.
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Free AI business management system
Enterprise AI Management

Every NSS Group company formation package includes an exclusive free all-in-one AI business management system, valued at NT$360,000
One AI system to run your whole operation: 12 systems, 75+ feature modules and 15 AI tools covering the full business workflow, so a new company can get up and running fast.

公司註冊方案背景圖
Vietnam company registration package
Includes the core services needed to register a company
Free assessment and written quote
Package includes

Government fees for the IRC, ERC and business registration follow notices from Vietnam’s Ministry of Finance and provincial authorities. The capital contribution depends on your investment plan, and accounting, tax and advisory fees are quoted based on your structure and the scope of services. See the fee breakdown below. There are no hidden fees.

Vietnam company formation cost: fee breakdown

The total cost of setting up a company in Vietnam is made up of investment and business registration fees, the public notice and company seal, accounting, tax and annual filings, and the capital you commit to contribute. Fee amounts are adjusted by the authorities, so each item and official step is listed below to help you check quotes for a foreign-owned company in Vietnam line by line.

ItemCostNotes
Investment Registration Certificate (IRC)As published by the authoritiesBefore setting up a company in Vietnam, a foreign investor normally applies for an IRC from the provincial Department of Finance (formerly the Department of Planning and Investment) or the industrial zone or economic zone management board.
Enterprise Registration Certificate (ERC) and business registration feeAs published by the Ministry of FinanceAfter receiving the IRC, apply to the business registration office of the provincial Department of Finance. The company is established once the ERC is issued.
Public notice on the National Business Registration PortalAs published by the authoritiesAfter incorporation, the business registration details must be published on the National Business Registration Portal.
Capital contribution (charter capital)Depends on the investment plan and industryMembers of a limited liability company must in principle contribute capital in full within 90 days of the ERC being issued, through the direct investment capital account.
Accounting, tax filing and annual auditQuoted by transaction volumeForeign-invested enterprises must keep books under Vietnamese Accounting Standards and handle tax filings, annual financial statements and foreign investment reports.
NSS Group advisory feeWritten quote after a free assessmentBased on market access, investment location, capital and whether a business license is needed. Every item is listed in the quote, with no hidden fees.

In 2025, Vietnam merged the Ministry of Planning and Investment into the Ministry of Finance, and each provincial Department of Planning and Investment into the Department of Finance. Fees and procedures follow the latest notices from the Ministry of Finance and provincial authorities.

Vietnam company tax basics: corporate income tax and VAT

The main taxes for a company in Vietnam are corporate income tax and value added tax (VAT). From 2025, the new Corporate Income Tax Law gives SMEs lower rates.

ItemRuleNotes
Corporate income tax (standard)20%Under Corporate Income Tax Law No. 67/2025/QH15, in force from 1 October 2025 and applying from the 2025 tax period.
Corporate income tax (annual revenue up to VND 3 billion)15%Based on total revenue in the previous tax period. Does not apply to subsidiaries or related companies whose related parties do not meet the conditions.
Corporate income tax (annual revenue VND 3 billion to VND 50 billion)17%Same conditions as above. New companies can make provisional payments at 15% or 17%, and must pay the difference if actual revenue does not qualify.
Value added tax (VAT)Standard rate 10%Under National Assembly Resolution No. 204/2025/QH15, from 1 July 2025 to 31 December 2026 some goods and services normally taxed at 10% are reduced to 8%. Telecommunications, finance, banking, insurance, real estate and some other sectors are excluded.
Investment incentivesDepends on industry and locationProjects in economic zones or high-tech parks, or in encouraged industries, may get preferential corporate income tax rates and tax holidays. Confirm case by case based on the investment registration.
Home-country taxTax treatiesVietnam has double tax agreements with many jurisdictions. With a standard corporate income tax rate of 20%, Vietnam is often not treated as a low-tax jurisdiction under controlled foreign company rules, but companies with tax incentives should be reviewed case by case under their home-country rules.

Rates follow notices from the Vietnamese government and Ministry of Finance. For your own case, ask an accountant to review your actual structure.

Which entity should a foreign-owned company in Vietnam use?

Foreign investors setting up a company in Vietnam usually compare three options: a limited liability company, a joint stock company and a representative office.

ItemLimited liability company (1 member or 2+ members)Joint stock companyRepresentative office
Legal statusSeparate legal entity; members are liable up to their contributionSeparate legal entity; shareholders are liable up to their contributionNot a separate legal entity; cannot carry out profit-making activities directly
Members or shareholders1 member, or 2 to 50 membersAt least 3 shareholders; can issue sharesSet up by the foreign parent company
Main licensesIRC + ERCIRC + ERCRepresentative office establishment license
Best forThe most common choice for foreign manufacturing, trading and service businessesBringing in several investors or planning a future listingMarket research, liaison and promotion; cannot issue sales invoices

These are general principles. Choose based on market access, the number of shareholders and your business model.

What foreign founders should know before setting up a company in Vietnam

  • Check market access first: Vietnam has separate rules for industries that are restricted or conditional for foreign investors. Some require a business license or limit the foreign ownership ratio, so confirm this before filing.
  • The order is IRC, then ERC: a foreign investor normally obtains the Investment Registration Certificate (IRC) first and then applies for the Enterprise Registration Certificate (ERC). The capital, investment term and location must match on both.
  • Capital contribution deadline: a limited liability company must in principle contribute capital in full within 90 days of the ERC being issued, through the direct investment capital account. If this is late, a change registration is required.
  • Authority restructuring: from 2025, the Ministry of Planning and Investment was merged into the Ministry of Finance and each provincial Department of Planning and Investment into the Department of Finance. Agency names on older documents may differ from the office that now handles your filing.
  • Home-country outbound investment rules: some countries require approval or reporting for outbound investment. Check the rules where your shareholders are based, and keep contracts and records for fund transfers.
  • Local operating compliance: foreign-invested enterprises must handle tax registration, e-invoices, social insurance and labor rules, and submit foreign investment reports regularly.

Further reading

Sources: Vietnam Government Portal: new corporate income tax rates from 1 October 2025 (Law No. 67/2025/QH15); Vietnam Government Portal: key changes in the Corporate Income Tax Law; National Assembly Resolution No. 204/2025/QH15 (VAT reduction); Vietnam Government News: VAT reduction from 1 July 2025 to 31 December 2026; Ministry of Finance policy Q&A (the Ministry of Planning and Investment is now part of the Ministry of Finance); Vietnam Government Portal: Decree No. 45/2025/NĐ-CP on provincial Departments of Finance; National Business Registration Portal. The latest official notices prevail. This page is general information and is not legal or tax advice.

Vietnam company registration FAQ
How long does it take to set up a company in Vietnam?
A

The time to set up a company in Vietnam depends on market access, review of the Investment Registration Certificate (IRC), the Enterprise Registration Certificate (ERC), the public notice and bank account opening. Conditional industries, business licenses or large projects that need investment policy approval can take much longer. Before we start, we give you the actual process and timeline for your structure.

A

To set up a company in Vietnam, you usually need to prepare the following:

Shareholder background, industry and bank account needs affect the exact documents. We provide a checklist, templates and signing instructions based on Vietnamese rules, and help make sure your documents meet registration, KYC and ongoing compliance requirements.
A

Most of the Vietnam company setup process can be completed remotely through document preparation, authorized signing and a local agent, so you do not have to be there in person throughout. However, bank account opening, identity checks, special licenses or certain government procedures may require directors, shareholders or authorized persons to attend in person, join a video call or provide extra documents. We confirm the requirements in advance and help arrange them.

A
After setup, a Vietnamese company’s tax and filing duties depend on local law, whether it has real operations, its sources of income and how it trades. Common compliance items include:

For a company in Vietnam, the main ongoing items are IRC and ERC amendments, monthly or quarterly VAT filings, provisional corporate income tax payments and annual finalization, e-invoices, social insurance and labor rules, annual financial statements and foreign investment reports. We can plan your bookkeeping, filings and annual compliance calendar around how you operate.

A
Vietnam’s manufacturing sector and consumer market are growing fast, and foreign investors need to plan for investment registration, business registration and industry licenses. Common uses include manufacturing, trading, e-commerce, food and beverage, retail, logistics and local operations in Vietnam. Whether it fits your case still depends on shareholder background, where you collect and make payments, where your customers are, tax residency and bank compliance requirements. We help you choose the right structure.
A

NSS Group (go.ai.com.tw) can help. We provide one-stop support from pre-setup assessment to post-incorporation maintenance for your Vietnamese company, reducing the uncertainty of cross-border setup and compliance.

Our main services include:

We arrange Vietnam company setup, maintenance and ongoing operating support based on your industry, customer locations, banking needs and tax planning, so you can focus on growing your market.

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