Setting up a business in Vietnam can be a complex process, but with the right knowledge and guidance, it can be done successfully. In this article, we will discuss the various legal entities that can be used to set up a business in Vietnam, including a Limited Liability Company (LLC), a Joint Stock Company (JSC), and Representative Office (RO). We will also highlight the requirements and functions of the Legal Representative and the Importance of the Legal Address or Registered Address
The most common legal entity used for setting up a business in Vietnam is the Limited Liability Company (LLC). An LLC is a type of company that is owned by one or more individuals or entities and has a separate legal personality from its owners. The liability of the owners is limited to the amount of capital they have invested in the company. To set up an LLC in Vietnam, an Investment Certificate (IC) is required. The IC is issued by the Department of Planning and Investment (DPI) and serves as a license for the company to operate in Vietnam.
Another legal entity that can be used to set up a business in Vietnam is the Joint Stock Company (JSC). A JSC is a type of company that is owned by one or more shareholders and has a separate legal personality from its shareholders. The liability of the shareholders is limited to the amount of capital they have invested in the company. To set up a JSC in Vietnam, an Investment Certificate (IC) is required, just like for LLC. Additionally, the company must have at least three shareholders and a minimum registered capital of VND 10 billion (approximately USD 434,000).
A third option for setting up a business in Vietnam is a Representative Office (RO). A RO is a type of company that is set up by a foreign company to represent its interests in Vietnam. An RO cannot engage in commercial activities, but it can conduct market research, promote the parent company’s products and services, and act as a liaison between the parent company and Vietnamese companies. To set up a RO in Vietnam, an Enterprise Registration Certificate (ERC) is required, which is issued by the Department of Planning and Investment (DPI).
When setting up a business in Vietnam, it is important to appoint a Legal Representative. The Legal Representative is responsible for representing the company in all legal matters and is authorized to sign legal documents on behalf of the company. The Legal Representative must be a Vietnamese tax resident and must have the power of attorney from the company.
Another important aspect of setting up a business in Vietnam is the Legal Address or Registered Address. This is the address where the company is officially registered and where all official correspondence is sent. The legal Address or Registered Address must be located in Vietnam and must be accessible to the public
In conclusion, setting up a business in Vietnam can be a complex process, but with the right knowledge and guidance, it can be done successfully. The most common legal entities used for setting up a business in Vietnam are the Limited Liability Company (LLC), Joint Stock Company (JSC), and Representative Office (RO). To set up these entities, an Investment Certificate (IC) or Enterprise Registration Certificate (ERC) is required. Additionally, it is important to appoint a Legal Representative and to have a Legal Address or Registered Address in Vietnam. By following these guidelines, businesses can successfully navigate the process of setting up a business in Vietnam.
