Establishing a company in Vietnam is a signifcant event, which has obligations that must be completed. Download our checklist detailing the key obligations, actions, registrations and payments that must be undertaken by all newly established companies in Vietnam.

There are consequences for not meeting these requirements, so we encourage owners and directors of new companies to review and ensure they are aware and attending to these.

Below is a summary of the main areas covered:

1. Initial Corporate Setup

• Company Seal: While digital seals are permitted under law, in practice every company must obtain a physical seal (stamp) through a licensed provider.

• Appointments: Minutes must be prepared for the appointment of the General Director (with defined powers and authorities) and a Chief Accountant. For micro-companies, a part-time or outsourced accountant may suffice, but the appointment must still be documented.

2. Banking & Capital Contribution

• Bank Accounts: Companies must open an operational bank account. Foreign-invested enterprises also require a Direct Investment Capital Account (DICA).

• Charter Capital Contribution: Investors have 90 days from the date of the ERC to contribute their charter capital in full, either via the DICA (foreign investors) or the operating account (local investors). In-kind contributions must be carefully documented.

3. Tax Registrations

• Initial Tax Registration: Must be completed within 10 working days of receiving the ERC.

• Digital Tax Token (E-Signature): Required for electronic filings, purchased from a licensed provider.

• E-Tax Account Registration: Enables online submission and payment of tax obligations.

• E-Invoice Registration: A mandatory step, requiring approval from the tax authority. In practice, this may involve a site inspection or meeting with the Director before activation.

4. Accounting & HR Compliance

• Accounting System: Companies must adopt a compliant Chart of Accounts, select VAS-compliant accounting software, and document internal finance policies.

• HR Policies & Employee Records: Companies are required to prepare compliant labour policies covering recruitment, onboarding, salary structures, performance management, and termination procedures.

• Registrations:

  • Social Insurance Code with the Social Insurance Authority

  • PIT withholding system for employees

  • Trade Union registration

• Internal Labour Regulations (ILRs): Mandatory for companies with more than 10 employees, and must be submitted to the Labour Authority.

• Foreign Employees: Any foreign hires must secure a Work Permit or exemption before commencing employment.

5. Ongoing Compliance

• FDI Reporting: Foreign-invested companies must establish an e-account with the provincial Department of Finance and submit quarterly reports.

• Annual Audit: Foreign-invested enterprises are required to appoint an independent auditor and file their statutory financial statements within 90 days of year-end.

Why These Obligations Matter

Vietnamese regulators, including the Department of Finance (DoF), the Tax Authority, and the Labour Authority, are increasingly active in enforcing compliance. Non-compliance can lead to penalties, restrictions on future filings, or challenges in repatriating profits.

Our Post-Establishment Obligations 2025 Guide provides a step-by-step breakdown of each obligation, timeframes, and practical considerations, ensuring your business meets every requirement from day one.

Next Steps

If you are incorporating your entity in Vietnam, have just established your company, or are seeking assistance to ensure compliance then contact Alitium to obtain further advice on the process and requirements for establishing a foreign company, including sector restrictions, post establishment obligations and sub-license related issues. Reach out to us via our contact page: https://www.alitium.com/contact/