Company setup Vietnam

The setup process in general is the same for a LLC and JSC and takes approximately 1 to 3 months. The process includes collecting and submitting relevant documents, and communication with several state authorities.

Both legal entity types give you the following advantages:

Emerhub will give you instructions on collecting the relevant documents and will take care of the communication and submission of applications until your company registration is complete. Foreign investors have to visit Vietnam only once to set up the company.

By continually issuing favorable policies and incentives aimed at attracting inflows, and to decrease the country’s corporate income tax levels to 20 percent from January 1, 2016, it is clear that Vietnam’s government is intent on taking a proactive approach to foreign direct investment. Enterprises and individuals interested in taking advantage of the country’s friendly investment environment therefore need to be aware of the various market entry structures available to foreign investors.



There are two main types of vehicles for foreign investment in Vietnam: 100 percent foreign-owned enterprises (FOEs) and joint venture enterprises (JVEs).

100 percent FOEs can be established by one or more foreign investors, under the form of either a limited liability company (LLC) or a joint-stock company (JSC). JVEs can be established as an LLC, a JSC, or a partnership, and the profits and risks in a JVE are distributed among the parties in proportion to their charter capital contributions. Other options for establishing a commercial presence in Vietnam include representative offices and branch offices, but these are not legal entities.
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Limited Liability Companies

100 percent FOEs and JVEs can be established as limited liability companies. In an LLC, members are only liable for the debts of the company to the extent of the capital contribution they have poured into the company.

There is usually no minimum capital requirement for foreign investors that intend to establish an LLC in Vietnam, although authorities will expect the investor to commit a reasonable amount of charter capital according to the scale and business scope of the project.

An LLC can consist of a single member or multiple members, but the total number of members cannot exceed 50. Investors can be corporations or individuals.

Note: An LLC cannot issue shares.

Joint-stock Companies

FOEs and JVEs can also be established as joint-stock companies. A JSC can issue securities and bonds, so investors will often choose this form if they plan to go public in the future.

The JSC’s charter capital is composed of shares belonging to founding shareholders in proportion to the capital they have subscribed. There is no minimum requirement for the capital of the foreign investors.



A JSC is required to have at least three shareholders. There is no limitation on the maximum number of shareholders, nor on their nature – they can be individuals or institutions, Vietnamese or foreigners.
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Partnership Companies

A partnership company is a legal entity established by at least two individuals who are the members of the partnership and co-owners of

Setting up foreign company in Vietnam

Narrowing or deregulating professions when establishing foreign owned companies.
Article 6 of the 2014 Investment Law outlines the limits of the prohibited business lines, rather than the previously explicit general prohibition in Article 30 of the 2005 Investment Law. According to the new regulations, Business will include: drug business; trading in chemicals and minerals; Trading in wild and endangered and rare wild animals and plants originating from nature; trading in prostitution; buying, selling human beings, tissues, organs, and business activities related to human reproduction. This spirit is also confirmed in Article 5 of the Investment Law 2014 with the regulation that investors are entitled to carry out business investment in lines and trades that this law does not prohibit.