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Vietnam’s growing economy, competitive labor costs, and large markets attract foreign investors. However, the registration can be challenging due to regulatory requirements. Vietnam business registration is covered in this step-by-step guide for foreign investors, outlining the process, required documents, and key considerations.
Detailed process of Vietnam business registration for foreigners
Foreign entrepreneurs in Vietnam must complete three primary steps and proper documentation or compliance with the Vietnam government business registry are essential for smooth business setup.
Step 1 - Issue the Investment Registration Certificate (IRC)
The first step in establishing a business is obtaining the Investment Registration Certificate. This certificate serves as proof that the investor has been approved to conduct investment activities in Vietnam. The process begins with an online declaration of the project's information through the National Foreign Investment Information System.
The investor must submit only one document to the Investment Registration Authority for review. Within 15 working days of receiving the valid application, the authority will issue the IRC. This document is essential as it verifies the legitimacy of the investment project and is required for further steps in the registration process.
The initial step in starting a business in Vietnam is to secure the Investment Registration Certificate
Step 2 - Issue the Business Registration Certificate in Vietnam (BRC)
Once the IRC is granted, the next step in Vietnam business registration process is to obtain the Business Registration Certificate, which legally establishes the business entity in Vietnam. The application process is straightforward, and investors can submit the necessary documents either in person or online via the National Public Service Portal.
The business registration department Vietnam typically reviews and processes the application within three working days. Once the BRC is issued, the business is officially registered and can begin its operations in Vietnam.
Step 3 - Issue a Qualified Business License (if necessary)
Depending on the type of business activity, some foreign investors may need to obtain a Qualified Business License before they can begin operations. This applies to businesses engaged in conditional sectors such as retail, logistics, education, postal services, and e-commerce.
For example, if a foreign investor plans to open a retail store in Vietnam, they will need to apply for a Qualified Business License. It is crucial to check whether the business activity falls under conditional investment sectors, as failure to acquire this license may result in legal complications.
Obtaining a Qualified Business License is essential in the Vietnam business registration process
How to check company registration in Vietnam?
Foreign investors are advised to double-check the accuracy of their business registration information. This can be done through the National Business Registration Portal Vietnam (NBPR). The NBPR allows business owners to verify key business details, including their business registration number, tax registration number, and other related certificates. Additionally, conducting a Vietnam business registration search is crucial to ensure that all information is correct and avoids any potential compliance issues.
To navigate the complex business registration process, foreign enterprises often require the assistance of a reputable firm specializing in company formation procedures. G2B services provide professional and reliable support, guiding businesses through proper company establishment and annual compliance, ensuring smooth operations and minimizing legal risks from the outset.
Business registration documents needed for foreign investors
Foreign investors must prepare a series of documents to obtain the necessary license and certificate of business registration Vietnam. Below are the required documents for the IRC and BRC.
Documents for issuance of Vietnam Investment Registration Certificate (IRC)
The IRC is the first official approval that foreign investors must obtain before establishing a business in Vietnam. The following documents are required to apply for the IRC:
Application form for execution of the investment project: This document outlines the details of the project, including its purpose and scope.
Copy of the foreign investor’s passport: This serves as identification for the investor.
Proposal for the investment project: A detailed outline of the project, including the financial plan and expected outcomes related to Vietnam business registration.
Confirmation of bank balance: A copy of the investor's bank statement, which must show a balance that corresponds to the planned investment amount.
Documents relating to land use rights: If the project does not require land allocation or repurposing, the investor must submit proof of lease agreements or certificates of land use rights.
Technology explanation (if applicable): For projects that require the transfer of technology, the investor must submit an explanation regarding the technology being used in the project.
Additional documents: Depending on the nature of the project, additional documents may be required to prove the investor's qualifications or ability to execute the project.
Foreign entrepreneur must prepare essential documents to get the IRC
Documents for issuance of Vietnam Business Registration Certificate (BRC)
Once the IRC is obtained, the next step is to apply for Business Registration Certificate Vietnam. The required documents vary depending on the type of business structure (e.g., limited liability company, joint-stock company), but generally include:
Enterprise registration application form: This form is the official request to register the business entity.
Company charter: The company’s articles of association, which outline the company's structure and governance.
List of shareholders: A list of founding shareholders and any shareholders who are foreign investors (if applicable).
Certified copies of identity documents: This includes passports or identity cards for individual investors and, if applicable, documents related to the organization if the investor is a corporate entity.
Certified copy of IRC: Proof that the investment project has been approved.
Authorization letter: If the investor is working through a legal representative, such as a law firm, an authorization letter must be provided.
Some important notes on Vietnam business registration for foreigners
Before moving forward with business registration in Vietnam for foreigners, entrepreneurs should be aware of specific conditions required by Vietnamese law, which vary depending on the type of investment.
Investment sector compliance: Investors must ensure that they meet the requirements for the sector they wish to invest in. This includes minimum capital contributions, sector-specific regulations, and required corporate structures.
Financial stability: Investors must provide evidence of their financial capacity to execute the investment project. This is typically done by submitting bank statements that confirm the available funds for investment.
Registered business address: Foreign investors must have a valid business address that complies with Vietnamese regulations. The office address cannot be in residential buildings, including apartment complexes or dormitories, as these locations are not allowed to function as registered business headquarters.
Foreign entrepreneurs should understand the legal requirements of the Vietnam business registry
Registering a business in Vietnam requires proper documentation and regulatory compliance. By following the outlined steps, foreign entrepreneurs can establish their companies smoothly. Let G2B be your trusted partner, guiding you through every stage of the Vietnam business registration process with reliability and dedication. Contact G2B today to achieve your goal of expanding your business to Vietnam!
