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Legal advice on Foreign Direct Investment in Vietnam

Foreign direct investment ( “FDI” ) in one country is an Investor from another country, bringing capital into the country, investment to acquire ownership or control over an economic entity in that country.

In Vietnam, to establish an economic organization and be granted an Enterprise Registration Certificate ( "ERC" ), if domestic companies only need to carry out business registration procedures at the business registration office. Foreign investors are required to carry out investment registration procedures at the investment registration office before they are considered and approved by the Business Registration Office for the establishment of a foreign-invested enterprise.

In Vietnam, foreign direct investment can take three possible forms of investment:

  • Business cooperation through a Business cooperation contract ;
  • Setting up a joint venture ;
  • Constitution of a 100% foreign capital company.

In general, foreign investors should pursue the process as follows:

  • International investors are obliged to obtain an Investment Registration Certificate (IRC) from the Department of Planning and Investment (DPI).
  • An Enterprise Registration Certificate (ERC), is the second mandatory document to be obtained during the registration procedure.
  • After receiving both certificates, investors are obliged to proceed with their tax registration, pay business license tax and make their initial capital contribution.

Note: Granting a business license (only applicable to foreign investors doing import, export and distribution of goods in Vietnam).

This is a sufficient condition for foreign-invested enterprises operating in the import, export and distribution of goods to be allowed to do business in this activity in Vietnam. And also the most difficult condition in the process of completing the establishment dossier of a foreign-invested enterprise in Vietnam doing import, export and distribution of goods.

National Assembly in Vietnam passed the Law on Enterprises and the Law on Investment and both of these Laws take effect on January 1, 2021. Therefore, it makes doing business in Vietnam become more difficult than before.


1. How to acquire an enterprise in Vietnam for foreign investors

2. Legal advice on capital contribution, purchasing shares for foreign investors

As a legal consultant, always accompanying investors in business activities in Vietnam, over the past year, Apolo Lawyers has continuously advised and supported foreign investors on the plan as well with many experienced years in drafting and consulting specific contracts in Vietnam such as:

  • Sales contract;
  • Business cooperation contract;
  • Licensing contract; Investment contract; 
  • Labor contract; Lease contract;
  • Distribution contract;

Apolo Lawyers also has many forms of consulting for clients including: direct law advice at the office, email counseling, telephone consultation and many other forms to create the best favorable conditions for clients. For customers who cannot directly meet the lawyers, you can choose to consult via Email, or WhatsApp. Our company will offer the most effective solutions for customers, consulting in writing to ensure high accuracy, with legal basis. With the enthusiastic support from the company, the customer will spend not only a lot of time but also travel expenses.

For further information, contact us:

Apolo Lawyers - Solicitors & Litigators

Address: 10th Floor, PaxSky Building, No. 51 Nguyen Cu Trinh Street, District 1, Ho Chi Minh City

Binh Thanh Branch      

Address: 9th/F, Tower K&M Building, 33 Ung Van Khiem St., Binh Thanh Dist., HCM City


Tel: (028) 66.701.709 / (028) 35.059.349

Mobile 1/ Whatsapp 1: 0939.486.086 / Mobile 2/ Whatsapp 2: 0908.043.086









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