Foreigners Openning Company In Vietnam

In recent years, more and more foreigners have open companies in Vietnam because Vietnam can be said to be one of the regions with economic development and a rich and experienced workforce. In addition, the state agency always has the state’s preferential policies for foreign-owned enterprises.

XEM THÊM:Foreigners Openning Company In Vietnam

Under the provisions of the Enterprise Law, foreigners can establish partnerships, limited liability companies and joint stock companies in Vietnam. To open a company in Vietnam, foreigners first need to carry out the procedures for applying for an investment certificate in accordance with the provisions of the Investment Law 2020.

However, the procedure for open a company in Vietnam for foreigners is quite complicated, so the following article will answer your questions. Please refer to the information and process to be able to open a company in Vietnam.

Forms of opening a company in Vietnam for foreigners

There are two types of company establishment in Vietnam as follows:

– Direct investment. There are easy steps for opening the company in Vietnam as follows:

Step 1: Apply for Investment Registration Certificate – IRC

Step 2: Open company in Vietnam. Apply for a Enterprise Registration Certificate – ERC

– Indirect investment. Specifically, it is understood as establishing a 100% Vietnamese company => foreigners contributing capital over 51% (investment in the form of capital contribution/purchase of shares in Vietnamese companies). There are steps as follows:

Step 1: Establish a Vietnamese business

Step 2: Register for capital contribution, purchase of shares and capital contribution of economic organizations

Step 3: Announce change of capital contribution, purchase of shares, capital contribution of economic organizations

Direct investment

Step 1: Issuing an investment registration certificate

How to submit: Submit online via: fdi.gov.vn. Submit directly at the Department of Planning and Investment

Authority to issue Investment Registration Certificate:

Department of Planning and Investment where the investor implements the investment project, locates or plans to locate the executive office to implement the investment project
Management boards of industrial parks, export processing zones, high-tech zones, economic zones

Conditions for being granted an Investment Registration Certificate:

Not in a business or industry that is prohibited from doing business as prescribed in Article 6 of the Law on Investment and an international treaty on investment;
Having a location for implementation of an investment project determined on the basis of a valid copy of a document on land use rights or a valid copy of the location lease agreement or other document or document defining the land use right. points for implementing investment projects;
Investment projects in accordance with the plannings as prescribed in Clause 7 Article 31 of Decree 31/2021/ND-CP;
Satisfy the conditions for investment rate on an area of land prescribed by the Provincial People’s Committee based on the actual conditions of the locality and approved by the Standing Committee of the Provincial People’s Council (if any), number quantity of labor used (if any);
Meeting market access conditions for foreign investors.

Required documents:

A written request for implementation of the investment project, including a commitment to bear all costs and risks if the project is not approved;
Documentation of investor’s legal status;
Documents proving the investor’s financial capacity, including at least one of the following documents: financial statements for the last 2 years of the investor; commitment to financial support of the parent company; financial institution’s commitment to financial support; guarantee on the financial capacity of the investor; other documents proving the investor’s financial capacity;
An investment project proposal includes the following main contents: investor or investor selection form, investment objective, investment scale, investment capital and capital mobilization plan, location, time limit, implementation progress, information on the current status of land use at the project site and proposed land use demand (if any), labor demand, proposal for investment incentives, socio-economic impacts and effects of the project, preliminary assessment of environmental impacts (if any) in accordance with the law on environmental protection.

XEM THÊM: Can i open the company in vietnam?

Step 2: Opening a company in Vietnam. Apply for a Enterprise Registration Certificate – ERC

Method of submission: Submit online on the website of the Department of Planning and Investment

Issuing authority: Department of Planning and Investment

Required documents:

Application for establishment of the company;
Charter of the company
List of legal representative/ authorized representative
Power of Attorney
Photocopy of investment registration certificate
Investor information

Indirect investment

With the form of indirect investment, a foreigner can open company in Vietnam by registering to contribute capital, buy shares, and contribute capital from economic organizations.

Dossier for registration of capital contribution or purchase of shares or contributed capital includes:

A written registration of capital contribution, purchase of shares or contributed capital, including the following contents: information on enterprise registration of the economic organization to which the foreign investor intends to contribute capital, purchase shares, or capital contribution; ; business; list of founding shareholders, list of shareholders being foreign investors (if any); the rate of ownership of charter capital of foreign investors before and after capital contribution, purchase of shares or capital contribution to economic organizations; transaction value of contracts for capital contribution, share purchase or capital contribution; information on investment projects of economic organizations (if any);
Copies of legal papers of individuals and organizations that contribute capital, purchase shares, purchase capital contributions and economic organizations in which foreign investors contribute capital, purchase shares or purchase capital contributions;
Written agreement on capital contribution, share purchase, and capital contribution purchase between the foreign investor and the economic organization receiving capital contribution, purchase of shares or capital contribution;
Declaration document (enclosed with a copy) Certificate of land use right of the economic organization receiving capital contribution, shares or capital contribution of foreign investors. Economic organizations in which foreign investors contribute capital, purchase shares or capital contributions are responsible before law for the accuracy and truthfulness of their declarations.