Setting up a company in Vietnam is one of the key concerns for many foreign investors in the current situation. To set up a company in Vietnam, foreign investors must thoroughly understand the legal regulations and complete all procedures in compliance with Vietnamese law. In this article, Finch Law will guide you through the steps to help foreign investors easily navigate and efficiently launch their business operations in Vietnam.
Carry out procedures for applying for an Investment Registration Certificate (IRC)
According to the Law on Investment of Vietnam, before setting up a company in Vietnam, foreign investors must have an investment project and carry out procedures for granting an IRC, except in certain cases. Besides, foreign investors must satisfy the conditions for market access based on legal regulations.
See more: Conditions for foreign investment in Vietnam
Before carrying out procedures for granting an IRC, foreign investors must declare information about the investment project online on the National Information System on Foreign Investment.
Within 15 days from the date of online application, the investor must submit 01 set of application documents for the Investment Registration Certificate to the competent investment registration agency (submitted to the Management Board of industrial parks, export processing zones, high-tech zones, economic zones for affiliated projects or the Department of Planning and Investment for projects located outside industrial parks, export processing zones, etc.).
The investment registration agency shall issue IRC within 15 days from the date of receipt of valid application documents and the project meets the conditions on business lines, implementation location, planning, regulations on investment rates, etc.
Note: If the investment project is subject to mandatory approval of the investment policy by the National Assembly, the Prime Minister or the Provincial People’s Committee, the investor must submit an application for approval of the investment policy according to regulations.
Investment registration procedures
- An application form for execution of the investment project;
- A copy of the foreign investor’s passport;
- Documents proving the financial capacity of the foreign investor (financial reports of the last 2 years of the investor or financial support commitment of the parent company, financial institution, etc.);
- Investment project proposal according to the form;
- A copy of documents on land use rights or other documents determining the right to use the location to implement the investment project;
- Contents of the explanation for the technology to be used in the investment project (for projects subject to appraisal and consultation on technology according to the provisions of law on technology transfer);
- Other documents related to the investment project, requirements on conditions and capacity of the investor in accordance with regulations of law (if any).
Carry out procedures for applying for a Certificate of Business Registration (ERC)
The investor submits 01 set of documents to the business registration agency (Business Registration Office under the Department of Planning and Investment) directly or online on the National Public Service Portal on business registration.
The business registration agency issues the Certificate of Business Registration within 03 days from the date of receiving valid documents.
Depending on each type of enterprise that foreign investors want to set up a company in Vietnam, there will be different regulations on documents. Basically, investors need to prepare documents including:
- Application for business registration;
- Company charter;
- List of founding shareholders and shareholders and foreign investors (for joint stock companies) or list of members (for LLCs with two or more members);
- A certified copy of passport (if individual); establishment decision or business registration certificate or equivalent document and passport with authorization letter for the capital manager in Vietnam (if organization);
- A certified copy of the passport of the legal representative;
- A certified copy of the issued Investment Registration Certificate.
In addition, to prepare for the operation of a new company in Vietnam, you need to prepare:
- Carve a seal and announce the seal sample to be used
- Open a bank account in Vietnam
- Make capital contributions according to the commitment
- Register for a digital signature
- Register for tax and make initial tax declarations
- Register to use electronic invoices
Let a lawyer help you complete all the procedures
Set up a company in Vietnam for foreigners has many specific requirements and regulations, with careful preparation and support from experts, the process of implementing this procedure will become simpler and more effective.
With over 16 years of experience in consulting, implementing investment, business, trade procedures and dedication, Finch Law’s team of experts can help you carry out the procedures for setting up a company in Vietnam most optimally and effectively. We are always committed to bringing the best quality of service to our customers.
Please contact us immediately for comprehensive advice and support.
