FOREIGN-INVESTED COMPANY INCORPORATION SERVICES IN VIETNAM (2026): IMPORTANT THINGS YOU NEED TO KNOW
Vietnam is becoming an attractive destination for foreign investors thanks to its dynamic business environment, stable economic growth, and various investment incentive policies. However, the process of establishing a foreign-invested enterprise in Vietnam requires investors to thoroughly understand legal regulations, business line conditions, licensing procedures, as well as requirements related to capital, business location, and operational structure. Understanding these important considerations from the preparation stage will help businesses minimize legal risks and ensure that the investment process is carried out smoothly and efficiently.
Prospective clients seeking assistance with procedures for establishment of Foreign-Invested Enterprises in Vietnam 2026 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. Forms of Establishing a Foreign-Invested Enterprise in Vietnam
Foreign investors commonly choose one of the following two forms of establishing a foreign-invested enterprise (FDI) in Vietnam:
- Direct Investment: Foreign investors contribute capital from the beginning and must carry out two procedures: applying for an Investment Registration Certificate (IRC) and applying for an Enterprise Registration Certificate (ERC);
- Capital Contribution, Share Purchase, or Capital Acquisition in an Existing Vietnamese Company: If foreign investors choose this method, they are generally not required to obtain an Investment Registration Certificate.
Investors may refer to the basic differences between these two forms as follows:
|
Criteria |
Direct Investment |
Capital Contribution / Share Purchase / Capital Acquisition |
|
Address |
Investors must provide legal documents proving the project location, such as notarized or certified office/house lease agreements in accordance with regulations. |
Only required to satisfy the general conditions for a company head office address under Vietnamese law. |
|
Charter Capital |
Foreign investors must prove financial capacity and investment capital through bank statements or equivalent documents. |
No requirement to provide documents proving the source of contributed capital. |
|
Experience & Capacity |
Certain conditional business sectors require investors to demonstrate relevant experience, qualifications, or professional capacity. |
Normally, investor experience or capacity is not examined. |
|
Result |
Investors are granted both the Enterprise Registration Certificate and the Investment Registration Certificate in accordance with regulations. |
The company is granted the Enterprise Registration Certificate and a notification approving the capital contribution, share purchase, or capital acquisition. |
II. Conditions Relating to Investors and Nationality of Foreign Investors
Foreign individuals and organizations wishing to establish an FDI company in Vietnam must satisfy the following conditions:
For Foreign Individual Investors:
- Must be at least 18 years old and not fall under the prohibited cases for establishing and managing enterprises in Vietnam under Article 17 of the 2020 Law on Enterprises.
- Must hold nationality of a WTO member country or a country having bilateral investment agreements with Vietnam. Currently, certain nationalities may face investment restrictions in Vietnam if their passports contain the “nine-dash line” map, such as some Chinese passport holders.
For Foreign Organizational Investors:
- The foreign organization must be legally established in a WTO member country or a country having bilateral investment agreements with Vietnam.
- Under current regulations, certain business sectors restrict foreign individual investors and only allow foreign organizations (legal entities) to register business activities.
III. Business Sectors and Investment Activities
- Foreign-invested companies are more restricted in business sectors compared to domestic companies and cannot freely expand into all business lines.
- For business sectors and investment activities that are not included in Vietnam’s WTO Commitments, foreign investors must obtain approval opinions from the Ministry of Industry and Trade. In practice, the possibility of approval is relatively low and depends on the investor’s financial capacity, experience, and explanation documents.
IV. Capital Contribution Value and Foreign Ownership Ratio
- The amount of contributed capital depends on the investor’s financial capability. The capital amount also affects procedures for obtaining work permits and Temporary Residence Cards (TRC) for foreign individual investors.
- The foreign ownership ratio depends on the intended business sector. Certain sectors (such as wholesale, retail, and some trading activities) may not restrict foreign ownership ratios. However, some sectors require foreign ownership to remain below 51% or prohibit foreign investment entirely.
V. Company Head Office and Investment Project Location
Upon establishment, foreign-invested companies must prove that the company head office and investment project location are lawful. This is usually demonstrated through lease agreements for houses, land, offices, or other valid documents.
VI. Financial Capacity Requirements During the Licensing Process
- Foreign investors must demonstrate financial capacity when establishing a company. This can be evidenced through overseas bank statements (which must be legalized and consularized) or bank statements issued in Vietnam.
- Foreign investors should also ensure capital contribution is made in accordance with the schedule stated in the Investment Registration Certificate to avoid administrative penalties..
VII. Compliance with Conditional Business Sectors
- Investors must carefully ensure full compliance with all conditions applicable to conditional business sectors for foreign investors.
- In certain specialized business sectors, foreign investors may also be required to prove professional experience and operational capability in accordance with legal requirements.
VIII. 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 establishment of Foreign-Invested Enterprises in Vietnam 2026 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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