WHAT PROCEDURES ARE REQUIRED FOR ENTERPRISE REGISTRATION?

To register the establishment of an enterprise in Viet Nam, it is necessary to comply with a multi-step procedure in accordance with the provisions of the Law on Enterprises.

1. Preparation of the Enterprise Registration Dossier

Prior to submitting the application, the enterprise must prepare the necessary documents, including:

• Application for enterprise registration: This form may be obtained from the National Business Registration Portal or from the Department of Planning and Investment.

• Company charter: This is an important document that defines the organizational structure, rights, and obligations of the members/shareholders.

• List of members/shareholders: Full information on the individuals/organizations participating in the enterprise must be provided.

• Documents evidencing personal identification:For individuals who are Vietnamese citizens, copies of the identity card, citizen identification card, or passport are required.For organizations, a copy of the Enterprise Registration Certificate or the decision on establishment must be provided.

In addition, where there is participation by foreign investors, an Investment Registration Certificate must be obtained prior to carrying out enterprise registration.

2. Submission of the Registration Dossier

The enterprise registration dossier may be submitted by one of the following two methods:

• In person: Submitting the dossier to the Department of Planning and Investment of the province or city where the enterprise’s head office is located.

• Online: Via the National Business Registration Portal. The enterprise should ensure that the dossier is fully prepared and that all information is accurately completed in order to avoid requests for supplementation or amendment, which may result in delays.

3. Review and Approval of the Dossier

The Department of Planning and Investment shall examine the validity of the dossier. The normal processing time is from three (03) to five (05) working days from the date of receipt of a complete and valid dossier. If the dossier is valid, the Department shall issue the Enterprise Registration Certificate. If the dossier is invalid, the enterprise shall be required to supplement or amend it in accordance with the request of the competent authority.

4. Publication of Enterprise Registration Information

After obtaining the Enterprise Registration Certificate, the enterprise must publish its registration information on the National Business Registration Portal within thirty (30) days. The published information shall include:

• Enterprise name;

• Address of the head office;

• Business lines;

• Charter capital;

• Information on the legal representative.

Such publication is mandatory, and in case of non-compliance, the enterprise may be subject to administrative penalties.

5. Engraving of the Enterprise Seal

The enterprise has the right to decide on the form of its seal and to publish the seal specimen on the National Business Registration Portal. The seal must contain the enterprise name and the enterprise identification number.

6. Opening a Bank Account and Notification to the Tax Authority

The enterprise must open a bank account in its own name and register such account with the tax authority. At the same time, the enterprise is required to pay the business license tax and carry out procedures related to tax declaration in accordance with law.

7. Registration of Digital Signature

The enterprise is required to register a digital signature in order to carry out electronic transactions with state authorities, such as online tax declaration and payment.

8. Registration of Employees and Social Insurance

If the enterprise employs employees, it must register social insurance for such employees and fulfill all obligations related to labor in accordance with the law.

9. Completion of Sub-licenses and Other Required Permits (if any)

Certain conditional business lines require the enterprise to obtain additional sub-licenses (such as food safety and hygiene licenses, fire prevention and fighting certificates, etc.) prior to commencing official operations.

CONCLUSION

The enterprise registration process in Viet Nam is relatively clear and detailed, and is conducted in compliance with the Law on Enterprises and relevant regulations. However, attention should be paid to the proper and complete preparation of the dossier, as well as the fulfillment of obligations related to taxation and social insurance, in order to ensure that the enterprise operates in a lawful and sustainable manner.