Registering a company in Vietnam

Setting up a business in Vietnam in 2026 will provide an opportunity to enter the promising, large and rapidly growing ASEAN market. Investing in Southeast Asia is made easier by modern corporate legislation, advanced tools for conducting cross-border commercial operations, low taxes and the overall attractiveness of the region.

The conditions for doing business in Vietnam are no different from those offered by classic offshore jurisdictions in the Caribbean or Asia. The basic corporate income tax rate is only 20%, and VAT is 10%. The law provides for benefits and privileges for foreign businesses, and there are more than 80 double taxation treaties (DTTs) in force, which largely offset double taxation in Vietnam.

The country has established lenient corporate regulations. To open a company in Vietnam, you will need a small set of documents, and remote registration is possible through an Imperial & Legal representative. There are no formal requirements for minimum authorised capital. Vietnam has economic zones designed to create comfortable conditions for foreign businesspeople and investors.

Advantages for business

Registering a legal entity in Vietnam is not a fad, but a promising, well-thought-out and profitable decision. The jurisdiction has a very high international reputation and is considered one of the new Asian tigers, along with Indonesia, Malaysia and Thailand. There is a marked trend towards diversification.

An export company in Vietnam is not the only option for a business presence in the jurisdiction. The new opportunities provided by the legislation are no less interesting. A holding structure in Vietnam has all the legal tools for asset management. Our specialists consider business in the IT and fintech sectors to be no less promising. An investment company in Vietnam could be an interesting solution.

The jurisdiction’s appeal for different business areas:

General advantages of Vietnam for business:

• favourable geographical location;
• developed logistics — ports, transport network, airports;
• benefits for foreign businesspeople and investors;
• developed industrial sector;
• political stability.

Who would benefit from registering a company in Vietnam

There are virtually no restrictions in this jurisdiction that negatively affect business. Therefore, with our help, you can launch a project in any field here. Registering a company in Vietnam for export to Asia will be no less promising than for cross-border trade or food imports.

However, particularly attractive conditions have been created for certain areas of business in Vietnam:

• fintech in all its forms, with the possibility of focusing on both B2B and B2C;
• registering an IT company in Vietnam involves an important resource of the jurisdiction — qualified specialists with relatively low salary expectations;
• investment projects focused on regional markets in Southeast Asia;
• Holding structures and family offices.
• registering a manufacturing company in Vietnam will allow you to take advantage of the jurisdiction’s benefits based on developed logistics and a favourable geographical location;
• consulting and service structures focused on providing services to businesses and wealthy individuals.

Forms of doing business

Company registration in Vietnam is quick, taking 5-10 days. The procedure is regulated by corporate law and is not subject to significant bureaucratic influence. Foreign ownership of a company in Vietnam is possible, which eliminates the need to involve local business people to launch a commercial project.

The specificity of the jurisdiction is that the concepts of ownership regime/organisational and legal status and type of commercial structure are separated here. When registering a business in Vietnam for foreigners, you can choose between an LLC – Limited Liability Company, or a JSC Joint Stock Company.

Company ownership formats:

• WFOE – Wholly Foreign-Owned Enterprise — a company with 100% foreign capital;
• Joint Venture — a joint venture allows a foreigner to start a business in Vietnam with a local partner;
• Branch / Representative Office — a branch and representative office do not have the status of a separate legal entity.

Features of registering a company in Vietnam under two legal forms — LLC and JSC:

Setting up a business in Vietnam as an LLC is advantageous if maximum control by the participants is a priority. Such a project can be launched with minimal problems, and there are no requirements for attracting third-party capital. Additional advantages of an LLC are quick registration and low costs.

A JSC company is focused on attracting large investors to a business project; in terms of corporate flexibility, this structure is more attractive. It offers the possibility of simple redistribution of shares and a higher level of reputation. The JSC format will be preferable for large businesses where prestige and transparency are particularly important.

Key corporate requirements

The business climate in Vietnam is favourable, and the attitude towards foreign businesspeople and investors is friendly. A good international reputation and high stability make it possible to launch complex projects that are expected to take several years to complete, especially when a quick financial return is not expected. Therefore, if you are preparing to invest in Southeast Asia, this jurisdiction can be considered one of the priority areas.

Corporate requirements for business are loyal, but compliance with KYC and AML provisions is mandatory during registration. It is also necessary to take into account the conditions imposed on the company itself . They regulate the basic requirements of the national regulator, and compliance with them is mandatory when conducting commercial operations.

Legal requirements for foreign companies in Vietnam

Registration and licensing. To conduct business in Vietnam, a foreign company must complete two key stages of registration.
The first stage involves obtaining an Investment Registration Certificate, a document confirming the foreign investor’s right to carry out investment activities in the country. The certificate is issued on the basis of a business plan, investment structure and declared type of activity.
After receiving the investment certificate, the company is registered in the commercial register and receives an Enterprise Registration Certificate, a document confirming the establishment of a legal entity in Vietnam. The founding documents must specify the company name, legal address, authorised capital, types of activities, and details of the legal representative.

Requirements for the office and legal address. The company must have a registered legal address in Vietnam. The use of a PO box is not permitted. The home address of an individual is also not usually accepted for business registration.
The legal address must correspond to the declared type of activity and be suitable for inspections by state authorities.
If the premises are rented, the lease agreement is submitted to the registration and licensing authorities and may also be requested by the bank when opening a corporate account and by the tax authorities.

Authorised capital. Formally, the minimum amount of authorised capital is not established by law. However, the principle of capital adequacy to the declared business plan and the scale of the company’s activities applies. Minimum requirements may be established for certain industries.
The declared authorised capital must be paid in full within 90 days of the date of receipt of the Enterprise Registration Certificate. Failure to meet the deadline may result in fines or revocation of the licence.

Legal representative of the company. Each company is required to appoint a legal representative who acts on behalf of the legal entity, signs contracts and is accountable to government authorities.
There are no citizenship requirements for legal representatives, but in practice, a valid residence permit in Vietnam and a work permit are often required, especially if the representative actually manages the company within the country.

Company seal. A corporate seal is mandatory in Vietnam. After the seal is made, a sample of it must be registered with the authorised authorities. The seal is used when signing contracts, submitting reports and interacting with banks.

Taxes, accounting and bookkeeping. The company is required to register with the tax authorities immediately after receiving the registration documents. Accounting is carried out in accordance with Vietnamese national standards.
s a rule, companies with foreign participation, as well as large business structures, are required to undergo an annual audit and submit financial statements. Failure to comply with accounting and tax requirements may result in significant fines.

Disclosure of personal and corporate information. Some corporate data, including the company name, legal address, information about the director and the amount of capital, is public and may be available to counterparties, banks and government agencies. This must be taken into account when structuring a business and choosing a management model.

Personal taxation

Personal financial obligations arise not only for Vietnamese citizens. There are two criteria for granting tax resident status. The first is residence in the jurisdiction for more than 183 days per year or 12 consecutive months from the date of arrival. The second is having a permanent place of residence or centre of vital interests in Vietnam, rented or purchased real estate, provided that the foreigner cannot prove with documents that they are already a tax resident of another country.

Personal income tax rates on employment income for residents:

Income not directly related to employment is taxed at special rates. Most often, this includes business income, interest and dividends, the sale of shares or real estate, capital distribution, franchising and royalties, inheritance, gifts and winnings. Rates depend on the type of income, ranging from 0.1% to 20%.

Personal income tax rates for non-residents:

Corporate taxation

Standard rate — 20%, income tax is levied only at the national level, there are no separate local/regional taxes. Vietnamese corporate law does not recognise the concept of “tax resident”; fiscal obligations apply to all companies officially registered in the jurisdiction.

Higher rates apply to certain legal entities engaged in the oil and gas sector — from 25% to 50% — as well as to companies whose business is related to exploration, development and extraction of certain minerals — from 40% to 50%. If several conditions are met, a company may pay corporate tax in Vietnam at reduced rates — 10%, 15% or 17%. The benefit applies to R&D and large investment projects, if they are mentioned in the relevant law.

In early summer 2025, the Vietnamese Legislative Assembly ratified a new law on corporate income tax. The main changes affected the existing system of business incentives and the availability of benefits. The document introduces reduced rates for small and medium-sized businesses, but the date from which the law will officially apply has not yet been set.

Other corporate taxes in Vietnam:

• VAT — 10%, with reduced rates of 0% and 5%, VAT on imports — 5%, 8% or 10%;
• customs duties — the rate depends on the type of imported goods, export duties — from 0% to 40%;
• sales tax — from 5% to 150%;
• land tax — from 0.03% to 0.15%, paid by owners of houses and flats;
• stamp duty — the rate depends on the type of asset;
• natural resources tax (NRT) — from 1% to 40%, applies only to certain industries;
• environmental protection tax (EPT) — the rate is determined by the estimated damage caused to nature.

Tax calculation at source:

Taxes in free economic zones

In Vietnam, the fiscal burden on business is quite low. The corporate income tax rate is only 20%. However, the foreign investment incentive programme launched in 1986 led to the creation of free economic zones a few years later, which provided businesses with extended tax breaks.

Corporate taxation in FEZs:

• income tax — 0% for the first 4 years, 5-10% for the next 9 years, 10% for 15 years from the date of establishment of the business in Vietnam;
• VAT — 0% for export operations, benefits for importing equipment;
• investment projects in SEZs are eligible for zero duty on certain imports, reduced rates on raw materials and 0% on exported materials;
• Foreign specialists may receive additional benefits for contract projects.
• 0% land rent for the first 7-15 years or a 70-100% reduction in payments.

How to register a company in Vietnam

The easiest and fastest way with maximum comfort for you is to contact the experienced specialists at Imperial & Legal. We will provide legal support for registration in Vietnam, help you open a bank account and obtain all the necessary licences and permits. We also offer useful additional services: personal and corporate tax optimisation, accounting services, and assistance in obtaining long-term visas.

What Imperial & Legal can do for you

Registering a company in Ho Chi Minh City or Hanoi is a good option for entering the promising markets of Southeast Asia. Taxation in Vietnam is lenient for companies, so in this respect, the jurisdiction is closer to mid-shore countries, and its reputation is much higher than that of pure offshore jurisdictions. With our help, you can avoid problems and difficulties when launching a new commercial project, minimise costs and significantly speed up all legal procedures.

Our main corporate services:

• Extensive consultations on any issues related to registration and business management, asset protection and diversification, calculation of complex investment projects, visa support, etc.
• Compilation of a package of documents for registering a company in Vietnam or any other jurisdiction. At your request, our specialists will also conduct an in-depth legal review of compliance with current KYC and AML regulations and prepare the necessary documents for successful compliance verification when opening a personal or corporate bank account.
• Comprehensive registration of legal entities in Vietnam, other Asian offshore jurisdictions, classic tax-free territories in the Caribbean, countries in the Americas and Europe.
• Opening a personal and/or corporate bank account. Investing in Vietnam through a locally registered company provides legal grounds for the bank, removing the non-resident status from the commercial structure.
• Legal, accounting and tax support. Keeping financial records is a complex task, especially if you are unfamiliar with local specifics or if your commercial/investment project goes beyond the standard framework. In this case, we will help you reduce taxes for foreign businesses in Vietnam and ensure compliance with accounting and auditing requirements.

Conclusions

Investing in Vietnam through a locally registered company is one of the easiest ways to establish a business presence in the region. The jurisdiction has created and maintains favourable conditions for conducting traditional business, implementing investment projects, launching and setting up complex holding structures, and cross-border trade operations.

We don’t just know how to open a company in Vietnam with a foreign founder. Imperial & Legal specialists will take care of all the legal and administrative hassles of registering a legal entity, opening a corporate bank account, optimising taxation, and providing accounting services. If you have any questions regarding registering a company from scratch, please contact us in any convenient way.