Enterprise Registration in Vietnam: A 5-Step Guide for Investors

In the coming decade, Vietnam is poised to become a crucial player and a vibrant market in Southeast Asia, thanks to its impressive economic growth, political stability, and advantageous geographical and labor factors. Vietnam’s government is actively investing in key economic and industrial zones, creating a compelling environment for high-quality investments. Moreover, Vietnam is dedicated to streamlining administrative procedures, making it an even more attractive destination for investors.

In 2022, Vietnam attracted a total of USD27.72 bn of foreign direct investment (FDI). Notably, the processing and manufacturing sector emerged as the leading industry, attracting a substantial USD16.8 bn, constituting 60.6% of the overall foreign investment inflows across 18 sectors.

Further, the total FDI disbursement in 2022 reached a new record of USD22.4 bn, marking a 13.5% increase compared to 2021. Overall, Vietnam’s strong COVID-19 recovery, cautious monetary policy, and effective price controls have boosted confidence among foreign investors and maintained a positive outlook for foreign direct investment.

Previously, the 2005 Investment Law of Vietnam did not separate the investment certificate and business registration certificate for foreign investors.

However, the 2014 Investment Law and the latest 2020 Investment Law separated this into two registration steps. Accordingly, foreign investors that need to register their business in Vietnam must apply for an investment registration certificate (IRC) and an enterprise registration certificate (ERC).

Specifically, if an enterprise invests in the form of contributing capital or buying shares, it is not mandatory to obtain an IRC under the 2014 and 2020 Investment Law. Conversely, if an investor wants to have a direct presence in Vietnam and does not want to inherit an existing business, they can set up a new enterprise and is obliged to obtain both an IRC and ERC.

According to the 2020 Investment Law, an IRC is a paper or electronic document bearing registered information about the Vietnam investment project of investors. To obtain an IRC, foreign investors must prepare the application, register an account on the government’s portal dautunuocngoai.gov.vn and then submit the application to DPI or IP’s management board. The processing time takes around 15 working days after receiving a completed application dossier from the investor. In practice, the process may take up to 45 working days depending on the business line and location. Once the IRC is issued, the investor must then apply for an ERC to establish the new enterprise that will implement the investment project.

Current regulations advise that Vietnam investment projects within industrial parks (IP) apply for an IRC through their respective IP management board and an ERC through the local department of planning and investment. In several cases, BW supports our tenants with translating and notarizing documents before submitting them to authorities. Below is the standard license application process that BW supports its customers with:

To find out more click here about registration procedures for foreign manufacturers in Vietnam and to receive free assistance from BW for Vietnam investment projects, please contact our hotline (+84) 28 710 29 000 or send an email to leasing@bwidjsc.com.