Source-cited draft: company formation & entity choice for Vietnam (tax year 2025) — rates, thresholds and rules with primary-source citations. Unverified; pending local-accountant review.
Built by Michael Cutajar and the OpenAccountants team. Written from the official sources it cites.
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Every figure is drawn from this Guide and cited to its source.
Single-member LLC (Cong ty TNHH mot thanh vien)
One owner (individual or organisation); liability limited to charter capitalLaw on Enterprises (No. 59/2020/QH14)View source ↗
Multi-member LLC (Cong ty TNHH hai thanh vien tro len)
2 to 50 members; liability limited to charter capitalLaw on Enterprises (No. 59/2020/QH14)View source ↗
Joint-stock company (Cong ty co phan)
Minimum 3 shareholders, no maximum; share capital divided into shares; can list/issue securitiesLaw on Enterprises (No. 59/2020/QH14)View source ↗
Private (sole proprietorship) enterprise
One individual owner with unlimited liabilityLaw on Enterprises (No. 59/2020/QH14)View source ↗
Minimum charter capital (general)
No fixed statutory minimum for most sectors; capital must be adequate and is registered as charter capitalLaw on Enterprises (No. 59/2020/QH14); Law on Investment (No. 61/2020/QH14)View source ↗
Charter capital contribution deadline
Members/shareholders must contribute registered capital within 90 days of issue of the Enterprise Registration CertificateLaw on Enterprises (No. 59/2020/QH14)View source ↗
Investment Registration Certificate (IRC)
Required for foreign-invested projects before company registrationLaw on Investment (No. 61/2020/QH14)View source ↗
Enterprise Registration Certificate (ERC)
Issued by the provincial Department of Planning and Investment / business registration office to establish the companyLaw on Enterprises (No. 59/2020/QH14)View source ↗
Typical incorporation timeline (foreign-invested LLC)
Approx 1 to 3 months including IRC and ERC for a standard (non-conditional) businessLaw on Investment (No. 61/2020/QH14); Law on Enterprises (No. 59/2020/QH14)View source ↗
Annual statutory audit
Foreign-invested enterprises must have annual financial statements audited by an independent auditorLaw on Independent Audit (No. 67/2011/QH12)View source ↗
Annual financial statement filing deadline
Within 90 days of the financial year-end (audited statements submitted to tax/statistics/licensing authorities)Law on Accounting (No. 88/2015/QH13)View source ↗
Annual business licence fee (mon bai)
VND 1,000,000 to VND 3,000,000 per year based on registered charter capitalDecree on Business Licence FeeView source ↗
Rendered from the canonical facts model. General reference only — confirm with a qualified professional before acting.
Foreign investors most commonly use a limited liability company (single- or multi-member) or a joint-stock company. There is generally no fixed statutory minimum capital except for conditional sectors, but registered charter capital must be adequate for the business and an Investment Registration Certificate is required for foreign-invested entities.
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