Streamline your company incorporation in Vietnam
Our comprehensive end-to-end company incorporation services will help your business establish a legal entity in the Philippines. We deliver a strategic approach by enabling our clients the ability to retain the same quality of legal compliance as their own in-country subsidiaries.
Horizons is the Philippines most trusted incorporation partner to foreign clients. This expertise allows businesses to establish local entities efficiently, reliably, and compliantly.
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Wholly foreign-owned limited liability company
The Limited Liability Company (LLC) in Vietnam is a wholly foreign-owned business. This type of business has the same legal recognition as domestic businesses in Vietnam and has the same rights and responsibilities as domestic companies. Most business activity is not restricted with a LLC in Vietnam.
Additionally, Vietnam allows 100% foreign ownership in most sectors, including trading, manufacturing, IT and education sectors. A LLC can commence local manufacturing operations, render services trade with Vietnamese customers and trade with foreign customers.
Requirements for setting up a limited liability company in Vietnam
A LLC in Vietnam can be established by a single shareholder of any nationality. This person need not be a resident of Vietnam. Additionally, one director of the business will need to be appointed as the company’s legal representative. While a non-resident can be appointed to this position, the need may arise for this individual to travel to Vietnam, obtain a work permit and demonstrate evidence of being in a managerial position for at least one year.
Additionally, a foreign owned LLC will need to open a capital account with a Vietnamese bank and obtain approval for a foreign investment certificate. A minimum investment of $10,000 USD is required for most sectors, but some industries may require a higher minimum investment. They must also obtain a bank certificate of deposit for the amount of share capital that must be distributed within 12 months of the business’ formation.
LLCs must provide the Vietnamese government with a registered address during the incorporation process. They are required to provide authorities with annual financial statements.
Joint venture
A joint venture company is a partly foreign-owned LLC. It is a business arrangement between a domestic business in Vietnam and a foreigner. Typically, businesses enter into this type of arrangement because the government requires at least one of the business partners to be domestic.
Joint ventures rather than wholly foreign owned businesses are required in certain industries, such as:
- Advertising
- Agriculture and forestry
- Electronic games businesses
- Storage services
- Tourism
- Transportation services
Foreign investment in these arrangements is dictated by governmental regulations and may be between a maximum of 49% to 99%. Other businesses choose a joint venture to benefit from having a domestic specialist or to tap into the resources, connections or distribution channels of these businesses.
Requirements for setting up a joint venture in Vietnam
Joint venture companies must appoint a resident legal representative, open a capital account with a bank in Vietnam and obtain approval for a foreign investment certificate. They must provide a bank certificate of deposit for the amount of share capital that is transferred within 12 months of incorporation.
Joint venture companies are often required to provide higher share capital and may experience longer time periods in obtaining a license. The company must provide a registered address in Vietnam and annual financial statements and an annual return for license renewal.
Free zone company
A free zone company may be an option for businesses that will manufacture and export the majority of their products. The company is registered with an industrial park or a special economic zone after government authorities approve it. Eligible projects often provide tax benefits.
Requirements for setting up a free zone company in Vietnam
The requirements for setting up a free zone company in Vietnam are dependent on the specific project. Often, they require a minimum capital investment of $200,000 USD. They may also require a certain amount of job formation in Vietnam.
Public limited company
A public limited company may be a better option if a foreigner is planning to form a business with several partners or finance its business with the issuance of equity.
Requirements for setting up a public limited company in Vietnam
This type of business must be set up with three shareholders of any nationality who do not have to be residents of Vietnam. One director must be appointed as the company’s legal representative.
This type of company must meet the requirements of the other limited companies listed above, including opening a capital bank account in Vietnam, obtaining a bank certificate showing the availability of funds to be invested in Vietnam, issuing a foreign investment certificate and submitting an annual return for license renewal and annual financial statements. If a public limited company wants to list, it must have a share capital in excess of $475,000 USD if the company has been profitable during the previous year.
Nominee company
A nominee company in Vietnam is a local limited liability company that has a local nominee who is appointed as a sole shareholder. This type of business arrangement is typically established to reduce capital requirements or to provide services and products in industries not open to foreign ownership.
Branch office
The law in Vietnam allows foreign companies to open branch offices in the country if they have been performing business activities abroad for a minimum of five years.
This office is required to appoint a resident representative and file annual financial statements. This type of entity may be recommended to help ease licensing issues in certain industries, such as banking, finance and insurance sectors.
Representative office
A representative office can be opened to establish a local presence in Vietnam without being subject to local tax regulations. There are minimal reporting requirements for representative offices.
However, representative offices cannot trade or conduct manufacturing operations. It can complete market research or promote the parent company’s business. This business type is available if the business has been performing business activities abroad for a minimum of one year.
Guiding clients through the company setup process
At Horizons, we provide professional guidance and help you choose the most appropriate type of entity that suits your business model. We assist with all key steps in establishing this type of company and oversee the registration process until your legal entity is formally approved. We offer clients myriad benefits, including:
- Expertise – Our consultants are familiar with the various types of businesses in Vietnam and the rules and regulations that affect your business. We help you identify and minimize risks.
- Strategy – We help you identify the most cost-effective method to set up and manage your business.
- Knowledge – Our expert team is familiar with minimum capital requirements, Vietnam labor law and contract requirements, immigration laws, and other legal and financial issues that may impact your business. We provide you with key information so that you can make informed decisions about the future of your business.
Once your company has been set up, we provide additional business services in Vietnam, including HR and recruitment services, PEO and payroll services, legal advice, compliance recommendations, so that your company can seamlessly transition into a new market.
When launching to new markets, it is vital that you have the right partner who can help you succeed. Contact Horizons to get started on establishing a compliant, efficient and flexible entity that meets your needs.
