Establishment of a Company in Vietnam: Required Documents, Procedures, and Costs

A company or enterprise is an organization with a distinct name, assets, and a head office, which is established or registered for the purpose of business activities in accordance with the law. What are the current required documents and procedures for registering a company or enterprise? VN Law Firm provides detailed information in this article.

1. When Should You Establish a Company or Enterprise?

The establishment of a company or enterprise is a process in which an individual or organization intending to conduct business performs the necessary legal procedures and business registration with the competent state authorities. This process establishes the legal status of the entity and ensures that its business operations are protected under the legal system of Vietnam.

Establishing a company is a significant decision that requires careful consideration. Typically, organizations or individuals choose to register a company or enterprise when they want to:

• Conduct large-scale, complex business operations: This includes raising substantial capital for investment and expansion, collaborating with major and reputable partners, and accessing international markets.
• Build credibility, brand, and professionalism: This helps to build trust with customers and partners, allows for the registration of intellectual property rights, and enables the issuance of VAT invoices.
• Enjoy legal policy incentives: Companies are entitled to various incentives regarding taxes, fees, and charges compared to business households or individual businesspersons.

2. Procedures for Company and Enterprise Registration

The basic process for company and enterprise registration consists of three steps: (i) Checking the business registration conditions, (ii) Submitting the application and receiving the results, and (iii) Announcing the enterprise registration information.

2.1. Checking Business Registration Condition

Before registering a company or enterprise, the founder(s) must check the prerequisite conditions for submitting the business registration application. These conditions include: (i) The subject of establishment and management, (ii) The type of enterprise to be established, (iii) The company/enterprise name, (iv) The head office address, (v) The charter capital, and (vi) The business lines.

2.1.1. Subject of Establishment and Management

• The founder of a company/enterprise is an individual or organization that establishes or contributes capital to establish a company or enterprise.
• The manager of a company/enterprise is the person who manages a private enterprise or a company. This includes the owner of a private enterprise, a general partner, the Chairman of the Members’ Council, a member of the Members’ Council, the Company President, the Chairman of the Board of Directors, a member of the Board of Directors, the Director or General Director, and other managerial positions as specified in the company’s Charter.

Pursuant to the Law on Enterprises of Vietnam 2020 (as amended and supplemented in 2025), all organizations and individuals have the right to establish and manage an enterprise in Vietnam. However, the law also lists cases where individuals and organizations are not permitted to establish and manage a company or enterprise under Clause 2 and Clause 3, Article 17 of this Law. These include: minors (under 18 years of age); individuals who are being prosecuted for criminal liability; commercial legal entities that are banned from certain business sectors; and public officials and civil servants as prescribed by law.

Therefore, before establishing a company or enterprise, it is crucial to carefully check these conditions to avoid being rejected by the state authorities and wasting time and effort.

2.1.2. Type of Enterprise to be Established

According to Vietnamese law, there are currently five types of enterprises:

• Private enterprise
• Partnership
• Single-member limited liability company
• Multi-member limited liability company
• Joint-stock company

The choice of the appropriate business type depends on the number of founders and the scale of business operations.

2.1.3. Company/Enterprise Name

The company/enterprise name is a crucial element for identification and will become the brand of the company. When naming the company or enterprise, you must comply with the naming regulations in the Law on Enterprises of Vietnam 2020 and avoid names that are identical to or cause confusion with other companies or enterprises.

Therefore, before registering a company or enterprise, it is necessary to check the proposed name on the National Business Registration Portal to avoid having the application returned for amendment due to an identical or confusing name.

2.1.4. Head Office Address

The head office of a company or enterprise must be located within the territory of Vietnam. It is the company’s contact address and is determined by its administrative location.

Note: Condominium units or apartments (intended for residential use only) cannot be used as a company’s head office address for business registration.

2.1.5. Charter Capital

Charter capital is the total value of assets that members or the owner of a limited liability company or a partnership have contributed or committed to contribute upon establishment. For a joint-stock company, it is the total par value of the shares that have been sold or registered for purchase upon establishment.

Notes:

• For certain specialized business sectors that require a minimum charter capital, the company or enterprise must register a capital amount equal to or greater than the prescribed level.
• The charter capital is the basis for calculating the annual license tax ( lệ phí môn bài) that the company or enterprise must pay to the state.

2.1.6. Business Lines

Business lines are the specific fields of activity that an enterprise undertakes to produce products or services to meet market demand. A company or enterprise must register its business lines according to the Decision 27/2018/QD-TTg on the System of Vietnamese Economic Sectors.

When registering business lines, the company or enterprise needs to research the specific regulations in each locality to accurately record the detailed codes.

Note: For business sectors on the list of conditional business lines as prescribed by law, the enterprise must ensure that it fully meets all the business conditions before commencing production or business operations.

2.2. Submitting the Application and Receiving the Results

2.2.1. Application Dossier

Pursuant to the Law on Enterprises of Vietnam 2020 (as amended and supplemented in 2025) and Decree 168/2025/ND-CP on enterprise registration, the application dossier for company establishment varies depending on the type of enterprise. It generally includes one or more of the following documents:

• Application for Enterprise Registration (issued with Appendix I of Circular 68/2025/TT-BTC)
• Company Charter
• List of members/shareholders
• List of ultimate beneficial owners of the enterprise
• Legal documents of the individual
• Power of attorney to carry out the procedure

2.2.2. Place of Submission

The founder(s), the company, the enterprise, or an authorized person can submit the enterprise registration application using one of the following methods:

• Direct submission at the Business Registration Office
• Submission via postal service
• Submission via the internet at the National Business Registration Portal

2.2.3. Processing Time

The processing time for a valid enterprise registration application is 03 working days from the date of receipt.

2.2.4. Receiving the Result

After the application is approved by the competent state authority, the company or enterprise will be issued an Enterprise Registration Certificate.

2.3. Announcing the Enterprise Registration Information

After being issued the Enterprise Registration Certificate, the company or enterprise must publicly announce this information on the National Business Registration Portal and pay the required fee. The public announcement includes the details on the Enterprise Registration Certificate as well as the following information:

• Business lines
• List of founding shareholders; list of foreign investor shareholders for a joint-stock company (if any)

3. Other Essential Post-Establishment Procedures

3.1. Making a Corporate Seal

The corporate seal is a circular seal bearing the company’s name, tax code, and address. It is used for signing important contracts and legal documents related to the company’s operations. Making a corporate seal is one of the important post-establishment procedures.

3.2. Installing the Company Signboard

Installing the company signboard is a mandatory task after enterprise registration. Additionally, the company signboard is an important part of brand promotion and attracting customers.

3.3. Registering for a Digital Certificate (Digital Signature)

A digital signature is a technology application that allows an enterprise to sign electronic documents and files, similar to signing and stamping physical documents. Most enterprises today use digital signatures. It is commonly used for:

• Signing electronic invoices
• Signing electronic tax declarations
• Signing electronic contracts
• Signing customs declarations
• Signing social insurance applications

3.4. Registering for Electronic Invoices

• Purchase e-invoice software from a legal provider.
• Design an invoice template.
• Register for invoice issuance according to Decree 123/2020/ND-CP.

3.5. Opening a Bank Account

Opening a corporate bank account is an important step in any business’s operations. A bank account helps the enterprise conduct payment and collection transactions and manage cash flow efficiently and securely.

3.6. Initial Tax Registration and Declaration

After completing the above tasks, the company or enterprise must also perform initial tax procedures, including online tax registration, submitting the license tax declaration, and submitting the initial tax declaration as required by law.

4. Company and Enterprise Establishment Services at VN Law Firm

VN Law Firm’s company and enterprise establishment service helps clients save considerable time and effort. By using our services, you will receive:

• Consultation on the procedures for establishing a company or enterprise.
• Guidance on preparing the necessary documents.
• Drafting and submitting the company or enterprise establishment application to the Business Registration Office on behalf of the client.
• Monitoring the application and supplementing or amending documents as requested by the authorities.
• Carrying out the procedure for announcing enterprise registration information.
• Handing over the Business License.
• Providing guidance on post-establishment procedures for the client.