FOREIGN COMPANY BRANCH OFFICE SETUP SERVICES IN VIETNAM (2026): VIETNAM BRANCH OFFICE SETUP GUIDE FOR FOREIGN COMPANIES
As Vietnam continues to strengthen its position as one of Southeast Asia’s fastest-growing economies, an increasing number of foreign enterprises are seeking opportunities to expand their operations into the Vietnamese market. Among the available options, establishing a branch office is often considered a practical choice for foreign companies wishing to conduct commercial activities while maintaining direct control from the parent company.
However, the process of opening a branch office in Vietnam involves various legal conditions, licensing procedures, and ongoing compliance obligations that foreign businesses should carefully understand before proceeding.
In this article, we will provide a comprehensive overview of branch office establishment in Vietnam, including eligibility requirements, application procedures, required documents, and important legal considerations to help foreign companies navigate the process more effectively.
Prospective clients seeking assistance with procedures for establishing a foreign-invested enterprise in Vietnam are kindly invited to contact Dai Quang Minh Law Firm via Hotline: 0932 191 299; Zalo: 0932 191 299; Email: info@quangminhlawfirm.com; Viber: (+84) 337 926 405; WhatsApp: (+84) 337 926 405; WeChat: (+84) 337 926 405 (ID: pouniverse) for complimentary consultation and comprehensive, efficient, and accurate legal services.
In addition, Dai Quang Minh Law Firm provides a wide range of services, including sub-licenses, business registration, investment, foreign labor, and ongoing legal advisory services for both domestic and foreign enterprises.
Contact:
- Zalo: 0932.191.299
- Gmail: info@quangminhlawfirm.com
- Viber: (+84) 337926405/ (+84) 869672216
- WhatsApp: (+84) 337926405/ (+84) 869672216
- Wechat: (+84) 337926405 (ID: _pouniverse)/ (+84) 869672216 (ID: DQM_Verna)
- Telegram: (+84) 337926405/ (+84) 869672216
I. What is a foreign company branch?
A foreign company branch is an extension of a company established overseas and licensed to operate in another country, such as Vietnam. It allows the foreign parent company to conduct commercial activities directly in the host country without establishing a separate legal entity.
Key characteristics
- No independent legal status: Operates under the authority of its foreign parent company.
- Business activities: Allowed to conduct business and sign contracts within the scope of its license.
- Administrative identity: Has its own seal, tax code, and bank account in the host country.
- Business scope: The branch’s business lines must match those of the foreign parent company.
Branches, representative offices, and foreign-invested companies are all forms through which foreign investors can establish a presence in Vietnam. However, they differ in terms of legal status, scope of permitted activities, and degree of operational independence.
II. Conditions for establishing a foreign company branch in Vietnam
Under Article 8 of Decree 07/2016/NĐ-CP, a foreign enterprise may be granted a license to set up a branch in Vietnam if the following requirements are met:
- The foreign corporation must be legally established and registered for business under the laws of the country or territory that is a party to an international treaty to which Vietnam is a member, or otherwise legally recognized under the laws of that country/territory.
- The parent company must have been operating for at least 5 years from the date of establishment or business registration.
- If the foreign business registration certificate (or equivalent document) specifies a fixed duration of operation, the remaining term must be at least 1 year from the date of submission of the license application.
- The proposed activities of the branch must be consistent with Vietnam’s market access commitments under international treaties to which Vietnam is a member, and must align with the business lines of the foreign parent company.
- If the proposed activities do not fall within Vietnam’s commitments, or if the foreign trader is from a country/territory outside those treaties, the establishment of the branch requires approval from the Minister of the relevant specialized management ministry.
III. Procedure for establishing a foreign Company branch in Vietnam
Step 1: Prepare the application dossier
- Application form for a branch establishment license, signed by the authorized representative of the foreign trader.
- Copy of the business registration certificate or equivalent legal document of the foreign trader (must be consularly legalized).
- Decision on appointment of the head of the Vietnam branch, signed by the authorized representative of the foreign trader.
- Copy of the identity document of the branch head:
+ Citizen ID card/Identity card (if Vietnamese);
+ Passport (if foreigner)/.
- Copy of the branch’s charter of operation.
- Copy of audited financial statements or a document confirming fulfillment of tax/financial obligations in the most recent fiscal year of the foreign enterprise.
- Office lease contract / memorandum of understanding / documents proving the trader’s right to use the location for the branch office, together with evidence that the location meets the conditions for establishing a branch office:
- Copy of land use right certificate (if private property)
- Certificate of fire prevention and fighting compliance (if in an office building or complex with business office functions).
*Note: All documents in foreign languages (such as passports, business registration certificates, appointment decisions, etc.) must be translated into Vietnamese and submitted together with a duly certified translation.
Step 2: Submit the application
Once the application dossier has been fully prepared, the foreign company may submit it directly, by post, or online (if eligible) to the licensing authority.
- Within 03 working days from the date of receipt, the licensing authority will review the dossier for completeness and validity. If the application does not meet requirements, the authority will issue a notice requesting supplementation or correction. Such a request for supplementation may only be made once during the entire application process.
Step 3: Issuance of the license
Within 07 working days from the date of receiving a complete and valid dossier, the licensing authority will evaluate the application and decide whether to grant the license for establishment of a Branch. If the application is rejected, the authority must provide a written response clearly stating the reasons for refusal.
Once the license is granted, the Ministry of Industry and Trade will publish the branch’s information on its official electronic portal within 15 days.
*Note: In cases where the establishment of a branch requires approval from a specialized management ministry, the procedure is as follows:
- Within 03 working days from the date of receiving a complete and valid dossier, the Licensing Authority shall send a written request for opinion to the relevant specialized management ministry.
- Within 05 working days from the date of receiving the request from the Licensing Authority, the specialized management ministry must issue a written response clearly stating its approval or disapproval of the issuance of the License for Establishment of the Branch.
- Subsequently, within 05 working days from the date of receiving the opinion of the specialized management ministry, the Licensing Authority shall decide whether to grant or refuse the License for Establishment of the Branch to the foreign trader. In the event of refusal, the authority must provide a written response clearly stating the reasons.
III. Regulations on the head of a foreign company branch in Vietnam
Rights and obligations
- The branch head is responsible to the foreign trader for all activities of the branch within the scope of authorization.
- If the branch head carries out activities beyond the authorized scope, they must personally bear responsibility for their actions under the law.
Obligations when leaving Vietnam
- Before leaving the country, the branch head must issue a written authorization assigning another person to perform their rights and obligations in accordance with the law.
- This authorization must be approved by the foreign trader.
- Even after delegating authority, the branch head remains responsible for the rights and obligations assigned.
- If the authorization expires and the branch head has not returned to Vietnam or issued a new authorization, the authorized person may continue or terminate the exercise of rights and obligations under the authorization until:
+ The branch head resumes their role; or
+ The foreign trader appoints a replacement.
Cases requiring appointment of a new branch head
The foreign trader must appoint a new branch head if:
- The current branch head does not return to Vietnam after 30 days without delegating authority
- The branch head dies, goes missing, is detained, or is sentenced to imprisonment
- The branch head is restricted or loses civil act capacity under the law
Positions not allowed to be held concurrently
The head of a foreign company branch in Vietnam may not simultaneously serve as:
- The head of a representative office of another foreign trader
- The head of a representative office of the same foreign trader
- The legal representative of an economic organization established in Vietnam..
Why choose Dai Quang Minh LawFirm
With years of practical experience in legal consulting, Dai Quang Minh Law Firm is a pioneer in corporate support services, specializing in fast and affordable company formation. Below are the reasons to choose business registration services at Dai Quang Minh Law Office:
Human Resources: Established in September 2009, with over 15 years of practical experience, Dai Quang Minh Law Firm brings together a team of lawyers and legal experts with long-standing expertise in private economic groups nationwide.
Consulting Policy: Clients are gifted a completely free legal consulting package when using services at Dai Quang Minh Law Firm.
Professionalism and Experience: Dai Quang Minh Law Firm has a workforce with in-depth knowledge of business formation, ensuring a swift and accurate consulting process.
Time-Saving: Using Dai Quang Minh Law Firm's services helps you save precious time as we handle the entire process and related procedures.
Legal Insight: Dai Quang Minh Law Firm ensures that all relevant legal regulations are strictly followed in accordance with the law.
Customization: Our consulting services are highly adaptable to your specific needs, allowing you to choose options suitable for your business.
Trusted Partner: Dai Quang Minh Law Firm has built a reputation for providing affordable business setup consulting to many enterprises and individuals nationwide.
Confidentiality Assurance: Dai Quang Minh Law Firm is committed to the absolute protection of your personal and business information.
Detailed Support: Dai Quang Minh Law Firm provides detailed advice and support regarding the process and requirements to help you better understand business formation.
Process Optimization: Our consulting helps optimize the business setup process, minimizing potential risks and difficulties.
Excellent Customer Experience: Dai Quang Minh Law Firm is dedicated to providing the best customer experience through professional advice and enthusiastic support.
Focus on Business Plans: By utilizing our registration services, you can focus on developing your business plans and core activities instead of worrying about legal procedures.
Prospective clients seeking assistance with procedures for establishing a foreign-invested enterprise in Vietnam are kindly invited to contact Dai Quang Minh Law Firm via Hotline: 0932 191 299; Zalo: 0932 191 299; Email: info@quangminhlawfirm.com; Viber: (+84) 337 926 405; WhatsApp: (+84) 337 926 405; WeChat: (+84) 337 926 405 (ID: pouniverse) for complimentary consultation and comprehensive, efficient, and accurate legal services.
In addition, Dai Quang Minh Law Firm provides a wide range of services, including sub-licenses, business registration, investment, foreign labor, and ongoing legal advisory services for both domestic and foreign enterprises.
Contact:
- Zalo: 0932.191.299
- Gmail: info@quangminhlawfirm.com
- Viber: (+84) 337926405/ (+84) 869672216
- WhatsApp: (+84) 337926405/ (+84) 869672216
- Wechat: (+84) 337926405 (ID: _pouniverse)/ (+84) 869672216 (ID: DQM_Verna)
- Telegram: (+84) 337926405/ (+84) 869672216
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