COMPANY INCORPORATION SERVICES IN HCM CITY, VIETNAM FOR EUROPEAN INVESTORS

Thuy Ngoc Law Firm — Professional, Reputable, Dedicated

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1. Introduction: Why European Investors Set Up Companies in Vietnam

Vietnam has quietly become one of Asia's most compelling destinations for European capital. A young and increasingly skilled workforce, a consumer market of more than one hundred million people, a strategic position on Southeast Asia's manufacturing map, and one of the densest networks of free trade agreements in the region have pulled European entrepreneurs, manufacturers, technology founders, and multinationals toward the country. Yet almost every foreign investor who decides to set up a company in Vietnam meets the same wall: from the outside the process looks simple, and it turns out to be anything but.

This guide is written specifically for European investors — from the European Union, the United Kingdom, the EFTA states, and beyond — who want to set up a company in Vietnam from Europe. The relationship has never been stronger. The EU–Vietnam Free Trade Agreement (EVFTA) has been in force since 1 August 2020, and in January 2026 the two sides elevated their relationship to a Comprehensive Strategic Partnership. The United Kingdom has its own bilateral agreement in force, and in July 2026 Vietnam and the EFTA bloc concluded negotiations on a further free trade agreement. In short, the legal and commercial bridge between Europe and Vietnam is wider today than at any point in the past three decades.

Vietnam for a European business — at a glance:

• A large, young, fast-growing consumer market and a proven export-manufacturing base for supply-chain diversification.
• A trade framework that reduces tariffs both ways — attractive for European firms that manufacture in Vietnam to sell back into Europe, and for those selling European goods into Vietnam.
• A standard corporate income tax rate of 20%, with lower tiered rates for smaller companies, and double taxation agreements with most European countries.
• Foreign ownership of up to 100% in many sectors, subject to Vietnam's market-access schedules and the applicable treaty.

You already know your business. What you don't know is how to translate that business into a Vietnamese legal entity — which license to apply for first, how much charter capital to register, whether your industry is "conditional," what to do about a work permit, how your capital contribution affects your investor visa and temporary residence card, and how to stay compliant once the company is running. That gap between knowing your business and knowing Vietnamese law is exactly where professional company incorporation services earn their value. This guide walks you through the whole journey — the problems, the legal framework, the step-by-step process, and the results you can expect — the same way Thuy Ngoc Law Firm, a dedicated Ho Chi Minh City law firm, guides investors from first consultation to a fully licensed, tax-registered, ready-to-operate company.

2. The Real Pain Points European Investors Face

Before we talk about solutions, let's be honest about the obstacles. Most European entrepreneurs who try to handle company formation on their own hit at least a few of these:

• The language and paperwork barrier. Every application, contract, and certificate must be prepared in Vietnamese. Foreign documents must be legalized and translated by a notarized translator. A single mistranslated business line can delay your license by weeks.
• Not knowing which license comes first. Foreign investors usually need both an Investment Registration Certificate (IRC) and an Enterprise Registration Certificate (ERC). Filing them in the wrong order — or missing that your project needs prior investment policy approval — resets the clock.
• "Conditional" business sectors. Retail, tourism, education, logistics, and dozens of other fields carry foreign-ownership caps, extra sub-licenses, or capacity requirements that are invisible until an officer rejects your file.
• Charter capital guesswork. Register too little and you cannot obtain the investor visa or residence card you need. Register too much and you overcommit capital that must actually be transferred within 90 days.
• Immigration confusion. The relationship between your capital contribution, your investor visa category, your temporary residence card, and your work permit is tightly linked — and getting one wrong forces expensive re-applications.
• Post-licensing compliance shocks. Even a company with zero revenue must keep accounting books, file tax declarations, buy a digital signature, and issue e-invoices. Many first-time investors discover these duties only after they are already late.
• Distance and time zones. Europe is several time zones and a long flight from Vietnam. Without a local partner who can act on your behalf, simple steps stall while you wait for someone on the ground.
• A legalization landscape that is changing in 2026. How you authenticate your European documents for use in Vietnam is changing on 11 September 2026 (see Section 10). Getting the timing right — consular legalization now, apostille afterwards — saves real cost and delay.

3. What Are Company Incorporation Services in Vietnam?

Company incorporation services are the professional legal support provided to individuals and organizations — Vietnamese or foreign — who want to establish a legally recognized business entity in Vietnam. A complete company establishment service guides you through every stage of market entry, from choosing the right corporate structure to obtaining the licenses you need to operate lawfully.

A full-scope incorporation service typically covers:

• Initial consultation on the most suitable business structure, capital ownership ratio, and registered business lines.
• Preparation and submission of all licensing applications.
• Liaison with the Department of Finance (formerly the Department of Planning and Investment) and other competent state authorities.
• Post-licensing procedures such as seal engraving, corporate bank account opening, and initial tax registration.
• Ongoing legal, tax, and accounting support once the company is operational.

For foreign investors specifically, incorporation is more involved than for a wholly Vietnamese-owned company, because it must also account for foreign-ownership limits, conditional business sectors, and — in most cases — an Investment Registration Certificate. For European investors, a good service also handles the cross-border steps: authenticating your European corporate and personal documents, translating them into Vietnamese, checking your sector against the treaty that applies to your country, and structuring your capital so it matches the investor visa and residence card you want.

4. Who Needs Company Formation Services in Vietnam?

These services are designed for anyone facing the Vietnamese market-entry process for the first time, including:

• Foreign individuals or companies wanting to establish a 100% foreign-owned company in Vietnam — including EU, UK, and EFTA nationals and companies.
• European investors partnering with a Vietnamese individual or company in a joint venture.
• European holding or parent companies using Vietnam as a regional manufacturing, sourcing, or services base.
• Overseas Vietnamese returning from Europe to invest in their home market.
• Existing European companies expanding into Vietnam through a subsidiary, branch, or representative office.

5. Choosing the Right Business Entity in Vietnam

Your choice of legal structure shapes your liability, your governance, and your ability to raise capital later. Foreign investors in Vietnam most commonly select from the following:

a) Single-Member Limited Liability Company (LLC)

Owned by one individual or one organization, who is liable only up to the amount of charter capital contributed. This is the simplest structure for a sole foreign investor and the most popular first choice — including for a European holding company setting up a wholly owned subsidiary.

b) Multi-Member Limited Liability Company

Owned by 2 to 50 members. It suits joint ventures between a European investor and a Vietnamese partner, or between several foreign investors.

c) Joint Stock Company (JSC)

Requires a minimum of 3 shareholders, with charter capital divided into shares. This structure is preferred for larger enterprises or those planning to raise capital from multiple investors in the future.

d) Representative Office

Allows a European company to establish a liaison presence in Vietnam — useful for market research and business development — without conducting revenue-generating activities.

e) Branch Office

Permits direct commercial operations under the foreign parent company's name, though this option is restricted to a limited number of regulated industries.

6. Conditions for Company Establishment in HCM City, Vietnam

Foreign investors must satisfy several conditions before incorporation is approved:

• Investor eligibility — the investor must be an individual of legal age or a duly established organization. As WTO members, and under the EVFTA (EU), the UKVFTA (UK), and applicable bilateral treaties, European investors generally qualify.
• Permitted business lines — the proposed business activities must be allowed under Vietnamese law.
• Market-access conditions — some sectors impose limits on the foreign-ownership ratio, investment form, or investor capacity, as set out in Vietnam's market-access schedules and the relevant treaty.
• Registered office address — a valid lease agreement or legal proof of the right to use the premises as company headquarters. A residential apartment used purely for housing cannot serve as an office.
• Sector-specific capacity requirements — certain regulated fields require the investor to demonstrate relevant experience or professional qualifications.

7. Charter Capital Requirements for Foreign Investors

Vietnamese law generally does not set a minimum or maximum charter capital, except for a limited number of conditional sectors — such as banking, securities, insurance, or labor leasing — that require a specific legal capital or deposit level.

In practice, you should set your charter capital based on:

• Your actual financial capacity.
• The scale and scope of your planned operations.
• Expected operating costs during the early phase of business.
• Contracts or investment plans already agreed with partners.

Plan this up front There is one factor first-time investors often overlook: your charter capital directly determines your investor visa category and your temporary residence card in Vietnam. The thresholds in Section 13 decide how long you can live in Vietnam without renewing paperwork — so it pays to plan the number before you file, not after.

8. The EU, UK & EFTA Trade Framework: How Treaties Shape Your Vietnam Entry

This is the single biggest difference between a European investor and, say, an investor from a country with no trade agreement with Vietnam. The treaty that applies to your home country influences three things at once: whether you can own up to 100% of your Vietnamese company, how quickly tariffs fall on the goods you trade, and — once fully in force — how your investment is legally protected. Here is the landscape at a glance:

Your home region	Key agreement	Status (as of 2026)
EU-27 member states	EVFTA (trade) + EVIPA (investment protection)	EVFTA in force since 1 Aug 2020; EVIPA awaiting ratification by all EU member states
United Kingdom	UKVFTA	In force since 1 May 2021 (rolls over EVFTA-equivalent terms post-Brexit)
EFTA: Switzerland, Norway, Iceland, Liechtenstein	EFTA–Vietnam FTA	Negotiations concluded 2 Jul 2026; signing expected later in 2026; not yet in force — WTO commitments apply meanwhile
Other European countries	WTO + bilateral treaties / DTAs	Market access governed by WTO commitments and any bilateral investment/tax treaty in force

What the EVFTA means for EU-27 investors

The EU–Vietnam Free Trade Agreement has been in force since 1 August 2020 and is one of the most comprehensive trade deals Vietnam has ever signed. It progressively eliminates the large majority of tariffs on goods traded between Vietnam and the EU, and it contains services and investment commitments that, in many sectors, allow European investors to hold a controlling or full stake. As the agreement matures, the EU side has moved toward duty-free access for the overwhelming majority of Vietnamese exports, while Vietnam continues its phased tariff reductions on EU goods through 2030. For a European manufacturer, this is the heart of the "make in Vietnam, sell to Europe" logic: qualifying goods produced in Vietnam can enter the EU at preferential rates, provided they meet the agreement's rules of origin.

A closely related instrument, the EU–Vietnam Investment Protection Agreement (EVIPA), was signed alongside the EVFTA and provides stronger investor protection and a modern dispute-settlement mechanism. It still requires ratification by all EU member states before it enters into force, so it should be described as a forthcoming protection rather than one you can rely on today. Thuy Ngoc Law Firm keeps clients updated on its status.

UK investors: the UKVFTA

Following Brexit, the United Kingdom secured its own bilateral agreement with Vietnam — the UK–Vietnam Free Trade Agreement (UKVFTA), in force since 1 May 2021 — which broadly rolls over the EVFTA's tariff and market-access terms on a bilateral basis. In practice, UK investors enjoy a treatment comparable to the EVFTA framework, with the same emphasis on rules of origin for preferential tariffs.

Swiss, Norwegian, Icelandic & Liechtenstein investors: the EFTA–Vietnam FTA

Vietnam and the EFTA bloc — Switzerland, Norway, Iceland, and Liechtenstein — concluded negotiations on a comprehensive free trade agreement on 2 July 2026, after nearly fourteen years of talks. The agreement covers goods, services, investment, rules of origin, intellectual property, and government procurement, and signing is expected later in 2026. Until it enters into force, investors from these countries rely on Vietnam's WTO commitments and any bilateral investment or tax treaty already in place — and can plan ahead for the preferential treatment the new agreement will bring.

Double taxation agreements

Vietnam has signed double taxation avoidance agreements (DTAs) with most European countries, including the UK, France, Germany, the Netherlands, Switzerland, Italy, Spain, and many others. A DTA lets your tax adviser plan cross-border flows — dividends, interest, royalties, and service fees — so the same income is not taxed twice. This is a core part of structuring a European-owned company in Vietnam efficiently.

Why this matters before you file Because each business line can carry a different foreign-ownership cap depending on the treaty and Vietnam's market-access schedule, the right structure for a German software firm may differ from the right structure for a Swiss trading company. Thuy Ngoc Law Firm checks your specific activities against the treaty that applies to your country before recommending a structure — so you avoid surprises after filing.

9. Documents European Investors Need to Set Up a Company in Vietnam

Foreign investors typically need to prepare:

• Proof of legal status — passport (for individuals) or certificate of incorporation (for organizations), duly authenticated and translated into Vietnamese.
• Proof of financial capacity — bank statements, financial reports, or a parent-company funding commitment, equal to at least the proposed capital contribution.
• Registered office documents — a lease agreement together with the lessor's legal ownership or leasing rights.
• Technology documentation — required only if the project involves specific technology or production processes.
• Company information — proposed company name, business lines, charter capital, and legal representative details.

All foreign-language documents must be translated into Vietnamese, with the translation notarized, and the original documents authenticated for use in Vietnam. The authentication method is changing in 2026 — the next section explains exactly what to do before and after 11 September 2026, because getting the timing right saves European investors both money and weeks of delay.

10. Document Legalization & the September 2026 Apostille Change

If there is one procedural detail every European investor should understand, it is how to make a document issued in Europe legally usable in Vietnam. This changed fundamentally in 2026.

Until 11 September 2026: consular legalization

Historically, Vietnam was not a party to the Hague Apostille Convention. That meant an apostille alone — the single-stamp certification used across most of Europe — was not accepted in Vietnam. European corporate and personal documents had to go through full consular legalization: authentication in the issuing country, then legalization by a Vietnamese diplomatic mission (for example, the Embassy of Vietnam in your country), and finally translation into Vietnamese. This multi-step chain is slower and more expensive, and it surprised many first-time applicants.

From 11 September 2026: a single apostille

Vietnam deposited its instrument of accession to the Hague Apostille Convention on 31 December 2025, and the Convention enters into force for Vietnam on 11 September 2026. Because most European countries — including all EU member states, the UK, and the EFTA states — are members of the Convention, this is genuinely good news for European investors. From that date, a public document issued in your European country needs only a single apostille from your country's competent authority to be recognized in Vietnam. The slow embassy-legalization step disappears for documents covered by the Convention.

Two practical caveats remain:

• The Convention does not cover every document type — notably, documents issued by diplomatic or consular agents and certain administrative documents relating directly to commercial or customs operations are excluded and may still require another route.
• An apostille authenticates the origin of a document; it does not remove the requirement to translate the document into Vietnamese for filing. Where authorities accept e-Apostilles is still being rolled out, so the accepting Vietnamese authority should be confirmed for each document.

Timing tip for European investors If you are filing right now, prepare for consular legalization. If your timeline runs past 11 September 2026, plan around the apostille route instead — it is faster and cheaper. Thuy Ngoc Law Firm advises on exactly which of your European documents to prepare and which authentication route to use for your filing date.

11. Step-by-Step Process to Set Up a Company in Vietnam from Europe (IRC & ERC)

Most foreign-invested projects follow one of three general pathways.

a) Pathway A — Register the investment, then establish the business

1. Apply for and obtain the Investment Registration Certificate (IRC).
2. Apply for and obtain the Enterprise Registration Certificate (ERC).
3. Engrave the company seal, open a bank account, register a digital signature, and contribute charter capital.
4. Complete post-establishment procedures — business licenses, tax registration, labor and social insurance registration.

b) Pathway B — Establish the business first, then register the investment

1. Apply for and obtain the Enterprise Registration Certificate.
2. Make the seal, open a bank account, register a digital signature, and contribute capital.
3. Apply for and obtain the Investment Registration Certificate.
4. Complete post-establishment procedures.

c) Pathway C — Capital contribution or share purchase in an existing company

European investors may also enter the market by contributing capital to, or purchasing shares in, a Vietnamese company that already holds an Enterprise Registration Certificate. This route generally involves fewer procedures than establishing a brand-new project with an IRC.

Processing time typically ranges from a few weeks to a few months, depending on the business sector, the capital-ownership structure, and whether the project requires prior investment policy approval. Because much of the paperwork originates in Europe and must be authenticated, European investors save the most time by preparing and legalizing (or, from 11 September 2026, apostilling) their documents early — the single biggest factor in avoiding delays.

12. Popular Sectors for European Investment in Vietnam

European companies invest across a broad range of Vietnamese industries. Knowing where your sector sits — and whether it is "conditional" — helps you plan ownership, licensing, and timing before you file. Common areas of European investment include:

• Manufacturing, electronics & precision engineering. Export-oriented manufacturing remains a core strength of European investment, amplified by preferential tariffs back into Europe under the applicable trade agreement.
• Renewable energy & infrastructure. European developers are increasingly active in solar, wind, and green infrastructure, a strategic priority for Vietnam.
• Pharmaceuticals, healthcare & medical devices. Attractive but frequently conditional, with licensing and capacity requirements.
• Technology, software & the digital economy. Many IT and software activities are open to full foreign ownership.
• Financial services, fintech & professional services. High-value but often conditional — some activities carry licensing or capacity requirements.
• Consumer goods, retail & F&B. A conditional sector: foreign-invested retailers generally need a business license and, for physical outlets, a license to establish a retail establishment.
• Logistics, industrial property & agri-food. Popular entry points, subject to sector-specific rules and, for real estate, the real-estate business regime.

Because each business line can carry a different foreign-ownership cap or sub-license, Thuy Ngoc Law Firm checks your specific activities against Vietnam's market-access schedules, the conditional-sector list, and your applicable treaty before recommending a structure — so European investors avoid surprises after filing.

13. Work Permit, Visa & Temporary Residence Card in Vietnam for European Investors

If you plan to live and work in Vietnam — not just hold capital in a Vietnamese company — this section is critical. The value of your capital contribution also determines the type and validity of your investor visa, your temporary residence card in Vietnam (TRC), and whether you need a work permit at all.

a) Investor Visa Categories (DT1–DT4)

Visa	Capital contribution / condition	Validity
DT1	VND 100 billion or more, or investment in a specially incentivized sector/location	Up to 5 years
DT2	VND 50 billion to under VND 100 billion, or an encouraged sector	Up to 5 years
DT3	VND 3 billion to under VND 50 billion	Up to 3 years
DT4	Less than VND 3 billion	Up to 12 months

b) Temporary Residence Card by Capital Contribution

Capital contribution	Temporary Residence Card (TRC)
Below VND 3 billion	Not eligible — DT4 visa only (up to 12 months)
VND 3 billion to under VND 50 billion	TRC up to 3 years
VND 50 billion to under VND 100 billion	TRC up to 5 years
VND 100 billion or more	TRC up to 10 years

c) Work Permit Exemption for Investors

An investor who is the owner or a capital-contributing member of a limited liability company, with a capital contribution of VND 3 billion or more, is generally exempt from the work permit requirement. Investors whose contribution falls below this threshold are not exempt and must apply for a work permit before working in Vietnam. Where a work permit is required, the process includes registering the demand for foreign labor with the competent labor authority, preparing the health check and criminal record certificates, qualification documents, passport and photos, and submitting the dossier — after which the work permit supports the corresponding visa or TRC application.

14. How Thuy Ngoc Law Firm Helps European Investors Set Up in HCM City, Vietnam

This is where the pain points from Section 2 disappear. Thuy Ngoc Law Firm supports investors through every stage of company formation in Vietnam:

• Consulting on the suitable business structure, foreign-ownership ratio, and business lines — mapped to the treaty that applies to your country.
• Advising on project location and registered-office requirements.
• Preparing and reviewing all licensing documents.
• Submitting applications for the Investment Registration Certificate and Enterprise Registration Certificate.
• Following up with licensing authorities and resolving issues during processing.
• Receiving results and handing over licenses, seals, and related documents.
• Assisting with capital-account opening and capital-contribution deadlines.
• Completing post-establishment procedures: digital signature, initial tax declaration, and e-invoice registration.
• Providing continued accounting, tax, work permit, visa, and residence card support after the company is operational.

For European clients, Thuy Ngoc Law Firm coordinates the cross-border steps — advising on consular legalization or the apostille route depending on your filing date, handling as much as possible remotely, and communicating in English throughout — so you can manage most of the process from Europe.

15. Service Fees & Processing Time 

The fee schedule below is indicative only. Please contact Thuy Ngoc Law Firm directly for an exact quotation based on your specific project.

No.	Service	Timeframe (working days)	Service fee (VND 1,000)
1	Obtaining the Investment Registration Certificate (IRC)	10 – 20	From 19,000
2	Registering capital contribution / purchase of equity stakes	10 – 20	From 19,000
3	Obtaining the Enterprise Registration Certificate (ERC)	05 – 10	From 7,500

Contact Thuy Ngoc Law Firm for a tailored quotation: ngocthu@thuyngoclaw.com

16. What You Receive After Incorporation (Your Results)

This is the payoff — the concrete deliverables you walk away with:

• Investment Registration Certificate (where applicable).
• Enterprise Registration Certificate.
• Company seal.
• A bank account opened in the company's name.
• A registered digital signature.
• Electronic invoices (if purchased through the firm).
• Ongoing legal guidance throughout the incorporation process.

17. Obligations After Company Establishment in Vietnam

Once the Enterprise Registration Certificate is issued, your company must:

• Display the company sign at the registered headquarters.
• Open a transaction bank account for payments and electronic tax filing.
• Register and use a digital signature for online tax declarations.
• Register and issue electronic invoices.
• Transfer the full charter capital into the company account within 90 days of incorporation.
• Apply for work permits for foreign employees, where required.
• Register employees for social insurance.
• Maintain accounting books and prepare periodic financial statements.
• File tax declarations and complete annual tax finalization.
• Submit periodic reports required under specialized regulations (investment monitoring, labor reports, and similar filings).

18. Taxes a Newly Incorporated Company Must Pay in Vietnam

Foreign-invested companies are subject to the same core tax obligations as domestic companies, including:

• Value Added Tax (VAT) — based on the difference between output and input VAT for the period.
• Corporate Income Tax (CIT) — payable only once the company is profitable, at rates of 15%, 17%, or 20%, depending on the case.
• Personal Income Tax (PIT) — withheld on employee income as required by law.
• Import and Export Duties — applicable to companies engaged in international trade; preferential rates may apply under the trade agreement covering your country, subject to rules of origin.
• Special Consumption Tax — applicable only to specific regulated goods.
• Natural Resources Tax and Foreign Contractor Tax — applicable where relevant to the company's activities.

Even a company with no input or output invoices must still file tax declarations, keep accounting books, and prepare financial statements. A foreign-invested company's annual financial statements must also be independently audited. Because Vietnam has double taxation agreements with most European countries, your tax adviser can use the applicable DTA to plan cross-border flows and avoid taxing the same income twice.

19. Why European Investors Choose Thuy Ngoc Law Firm

• Proven experience — many years advising foreign investors and domestic enterprises on company formation across a wide range of industries.
• Deep expertise in foreign investment — we specialize in the IRC/ERC pathways, conditional-sector sub-licenses, and market-access rules that trip up newcomers.
• Treaty-aware structuring — we map your business lines to the EVFTA, UKVFTA, EFTA framework, or WTO baseline that applies to your country.
• Dedicated, client-specific consulting — every recommendation is tailored to your business lines, capital plan, and long-term goals.
• Time and cost savings — efficient handling of documentation and licensing avoids the re-filing that eats weeks and money.
• End-to-end support — accounting, tax, work permits, visas, and residence cards, so you have one trusted partner for both formation and ongoing compliance.
• Built for cross-border clients — English-language service and coordination of document authentication with your European country, so you can run most of the process remotely.

20. Frequently Asked Questions for European Investors

Q1. Is setting up a foreign-invested company harder than a 100% Vietnamese-owned company?

Yes. A foreign-invested enterprise is generally more complex and time-consuming, because it usually requires an Investment Registration Certificate (IRC) before the Enterprise Registration Certificate (ERC), plus stricter documentation, capital, and market-access requirements.

Q2. Do foreign investors contribute charter capital in cash or by bank transfer?

Capital may be contributed in Vietnamese Dong or a freely convertible foreign currency, but it must be transferred through a dedicated direct investment capital account at a licensed bank in Vietnam — it cannot be paid in cash.

Q3. How much of a company can a European investor own?

The maximum ownership ratio depends on the specific business lines and on the treaty that applies to your country — WTO commitments, the EVFTA (EU), the UKVFTA (UK), and applicable bilateral agreements. Where no treaty restricts the sector and it is not on Vietnam's restricted list, foreign investors may own up to 100%.

Q4. What is the deadline for contributing capital?

Members, owners, and shareholders must contribute their full committed capital within 90 days of the ERC being issued. If not fully contributed, the company must register a charter-capital adjustment within 30 days of the deadline, or face administrative penalties.

Q5. Can an apartment be used as the company's registered address?

An apartment designated solely for residential use cannot serve as a company headquarters. However, mixed-use "officetel" units approved for both residential and office purposes can be used as a registered address.

Q6. Is buying a digital signature mandatory after forming a company?

Yes. Without a digital signature you cannot file tax declarations electronically, which the law requires.

Q7. If there are no invoices, does the company still file tax returns?

Yes. Even with no input or output invoices, a company must still file tax declarations, maintain accounting books, prepare financial statements, and complete tax finalizations.

Q8. Must a foreign-invested enterprise's financial statements be independently audited?

Yes. Under Vietnamese law, the annual financial statements of a foreign-invested enterprise must be independently audited.

Q9. How does my capital contribution affect my work permit, visa, and residence card?

A capital contribution of VND 3 billion or more generally exempts an LLC owner or capital-contributing member from the work permit requirement, and it raises your investor-visa category (DT1–DT4) and the validity of your temporary residence card. Below VND 3 billion, you are not exempt and receive only a DT4 visa valid up to 12 months.

Q10. When do I need a business license or sub-license?

Companies operating in conditional sectors (for example retail, inbound tourism, or foreign-language training) must obtain the relevant Certificate of Business Eligibility or business license. Companies operating only in non-conditional sectors do not.

Q11. Does the EVFTA let an EU company own 100% of a Vietnamese company?

In many sectors, yes. The EVFTA contains services and investment commitments that, combined with Vietnam's market-access schedule, allow EU investors to hold a controlling or full stake where the sector is not restricted. Some conditional sectors — such as retail, tourism, and logistics — still carry specific caps or extra sub-licenses. UK investors enjoy comparable treatment under the UKVFTA.

Q12. Is an apostille enough for European documents used in Vietnam?

It depends on your filing date. Until 11 September 2026, Vietnam is not yet bound by the Hague Apostille Convention, so European documents must be consularly legalized and translated into Vietnamese. From 11 September 2026, Vietnam becomes a party, and a single apostille from your European country's competent authority is generally sufficient (with limited exclusions), though translation into Vietnamese is still required.

Q13. Can a European investor complete most of the process from Europe?

Yes, to a large extent. Much of the preparation — document authentication, drafting, and review — can be handled remotely, and Thuy Ngoc Law Firm communicates in English throughout. Certain steps, such as opening the direct investment capital account and contributing capital, may require your presence or a properly authorized representative in Vietnam.

Q14. What is Thuy Ngoc Law Firm's company-establishment process?

Step 1 — consultation and quote; Step 2 — signing the service agreement; Step 3 — advising and drafting all documents; Step 4 — filing and collecting results; Step 5 — handing over your ERC, company seal, and all other documents.

Q15. What trade agreement applies if I'm from Switzerland or Norway?

As of 2026, the EFTA–Vietnam FTA (covering Switzerland, Norway, Iceland, and Liechtenstein) has concluded negotiations but is not yet in force. Until it takes effect, your market access is governed by Vietnam's WTO commitments and any bilateral investment or tax treaty in place, and you can plan ahead for the preferential terms the new agreement will bring.

21. Get Started: Set Up Your Company in Vietnam from Europe

Ready to set up your company in Vietnam? European investors are warmly welcome. Whether you need full company incorporation services, a work permit, an investor visa, or a temporary residence card in Vietnam, Thuy Ngoc Law Firm is committed to serving your needs in a professional, trustworthy, and effective manner. Reach out for a free consultation and a tailored quotation:

Head Office — Sai Gon, Ho Chi Minh City, Vietnam

Address: No. 9 Phan Ke Binh Street, Tan Dinh Ward, Ho Chi Minh City, Vietnam

Email: ngocthu@thuyngoclaw.com

Binh Thanh Office — Ho Chi Minh City, Vietnam

Address: P7-38.17, Park 7 Tower, Vinhomes Central Park, 720A Dien Bien Phu, Thanh My Tay Ward, Ho Chi Minh City, Vietnam

Email: ngocthu@thuyngoclaw.com

 

Website: https://thuyngoclaw.com