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COMPANY FORMATION
회사 설립 서비스 – 베트남 [회사 설립요건]2020-07-21T12:37:28+09:00

Overview of Vietnam Companies

Overviews of Key Features

Vietnam is located right next to the East Sea – a commercially important “link bridge” on the world maritime map.

On the Southeast Asian airline map, three of the world’s largest ports, including Singapore, Hong Kong and Kaohsiung (Taiwan), are almost two hours away from Hanoi and Ho Chi Minh City. Vietnam enjoys a healthy and independent legal system, with the average Vietnamese citizen having a high sense of awareness and respect for the law. Predictability and stability in business operations, therefore, are high. At the same time, commercial regulations are quickly adjusted in line with changing international norms and foreign investors enjoy substantial protection under the Investment Law. The population of Vietnam for the year 2018 is estimated at 94 million, of which the labour force aged 15 and over is 55.16 million, ranking 3rd in the ASEAN region in terms of the proportion of the labour force. With cheap labour costs, Vietnam can be considered a potential destination for investors.

GENERAL

Location of JurisdictionSouth East Asia
Official LanguageVietnamese
Political StabilityExcellent
EU Savings Tax Directive AppliesNo
Tax on Offshore ProfitsYes
Disclosure of Beneficial OwnerYes
Submit Audited AccountsAudit for financial statements is required for FDI company
Time to Incorporat4-8 weeks

CORPORATE

Type of CompanyLimited Company, Company limited by shares, Partnership Company, private business.
Type of LawLaw on enterprise
Allowed Business ActivitiesAn entity-level certificate/license may be required for certain regulated businesses (e.g. financial institutions, construction, Education, Law, Accounting & Auditing, Insurance, Wine…)
Local Registered Office/ Agent RequiredYes
Change of DomicileNo
Shelf companies AvailableNo
Language of DocumentsVietnamese
Name of CompanyVietnamese and English also
Corporate SealA corporate seal is mandatory

DIRECTOR

EligibilityAny person of any nationality
Minimum Number of Directors1 (at least ONE nature person)
Disclosure to Authorities & PublicYes
Residence RequiredMay reside anywhere
Local Director RequiredNo
Location of MeetingsAnywhere

COMPANY SECRETARY

Secretary RequiredNo

SHAREHOLDERS

Minimum number of shareholdersUnlimited
Maximum number of ShareholdersUnlimited
EligibilityAny person of any nationality or body corporate
Disclosure to Authorities & PublicYes
Annual General MeetingsRequired
Location of MeetingsAnywhere

SHARES

Minimum Number of sharesUnlimited
Maximum Number of sharesUnlimited
Bearer Shares PermittedNo
Classes of shares permittedOrdinary shares, preference shares, redeemable share and shares with or without voting rights.

SHARE CAPITAL

Permitted currenciesVND
Minimum paid-up share capitalUnlimited (if the business entity engages in activities that require a special permit or approval, the authorities may set a certain capital requirement)
Maximum share capitalUnlimited
Government chargeNo
Recommended share capitalNo
Requirement to be paid-upNo

Restrictions on Name and Activity

Investors should first select a name for the company that they will be setting up in Vietnam. The name of the company can be searched on the National portal on business registration then chose the final one to apply. Certain words that suggest specialist activity can only be used when the appropriate licenses have been obtained (e.g. asset management, construction, bank…).

Financial Statement Requirements

Annual audited financial statement is required if it is Foreign Direct Investment (FDI) company. In these cases, an appointed auditor is required, who must be registered to the Ministry of Finance with and hold a practising certificate. Vietnam companies must keep accounting records, which may be kept at the registered office address or elsewhere at the discretion of the directors.

Annual Filings/ Requirements

Filing of Income Tax Return (annually)
Filing of Value-added Tax Declaration (monthly/ quarterly)
Filing of Personal Income Tax (monthly/ quarterly/ finalization)
Filing of Withholding Tax Return (monthly/ quarterly)