Benefits you can expect when using our Company Incorporation Service
Your Company Registration Options
Limited Liability Company
LLCs are best suited for small and medium-sized businesses (SMBs) since they are the most common type of business in Vietnam, and all investors can profit from a simple business model that can be started with only one founder. Multi-member larger LLCs can have up to 50 members. Some features include:
Requirements include the following: your LLC needs to be approved by the Department of Planning and Investment (you will get an IRC - Investment Registration Certificate - upon approval).
Secondly, you will also need to obtain the Enterprise Registration Certificate (ERC), also known as the Business Registration Certificate. The entire process often takes about 45 days.Details on LLC Registration
A representative office in Vietnam is preferable for foreigners interested in monitoring and implementing market research in the country. Furthermore, it allows you to gain a sales network for the parent company, before fully expanding into Vietnam. Features of the Representative Office:
Requirements include the following: Due to its relatively basic structure, establishing a representative office in Vietnam might be regarded as a legally convenient operation.
However, even with this reliable business structure, the applicant must consider a few constraints, such as the parent business must have been in operation for at least one year before representative office formation.Details on Representative Office Registration
A branch office serves as an extension of its parent company. From your branch office in Vietnam you can conduct all your parent company’s commercial activities and make a profit without incorporating a separate legal entity. Features include:
In order to open a branch in Vietnam, the parent business must provide the following documentation regarding the parent company’s formation:
- Certificate of Company Registration
- Extract from the commercial registry or a certificate of good standing
- Association Articles of Parent Company
- Recently audited annual report
- The parent company's business licenses
A Joint Stock Company in Vietnam is recommended for medium and large-sized businesses as its corporate structure requires a minimum of three founders. Its registration process is subject to more demanding requirements. Its features include:
Requirements: Despite its popularity, the process and conditions for forming a joint stock company are more difficult and time-consuming, as well as having more strict requirements. The following are just a few of the needed documents: A bank certificate demonstrating the availability of funds for investment in Vietnam.
- Proposals for investment projects in Vietnam
- Documents required to apply for a certificate of investment registration
- Certificate of legal status for all original shareholders
- Proposal for land usage A certificate of foreign investment
- Financial statements that have been audited.
Detailed Comparisons of Company Setup Options for Foreign Investors in Vietnam
Things to know before Incorporating a company in Vietnam
Nominee Director (AKA Legal Representative)
Requirements in Vietnam
For your company to be operating in Vietnam it needs a Legal Representative, also known as a Nominee Director. This person can be you or anyone on your team, however, it is required that you have at least 1 Legal Representative residing in Vietnam. If you are setting up a company remotely, you will need to nominate a legal representative who is living in Vietnam legally. This is a service that InCorp Vietnam can guide you through.
Things to know about the Nominee Director:
How to open a Company in Vietnam: The Process
The incorporation process, if you are a foreign-owned company, takes from 40-60 days.
In general, foreign investors should pursue the process as follows:
International investors are obliged to obtain an Investment Registration Certificate (IRC) from the Department of Planning and Investment (DPI).
An Enterprise Registration Certificate (ERC), is the second mandatory document to be obtained during the registration procedure. The ERC comes with your company's tax number.
Taxes & Capital
After receiving both certificates, investors are obliged to proceed with their tax registration, pay business license tax and make their initial capital contribution through the corporate bank account.