Vietnam F&B Market Entry, 2026

Vietnam’s food and beverage (F&B) industry has become one of Southeast Asia’s most attractive consumer growth markets, supported by sustained economic growth, favourable demographics and rising household consumption.

With a population exceeding 101 million people, approximately 40% of whom are under the age of 35, together with continued urbanisation and a growing middle class, Vietnam offers a strong foundation for long-term consumer demand.

The market continues to expand as both domestic and international operators respond to changing consumer preferences. Vietnam’s F&B sector is projected to comprise more than 333,600 outlets and generate approximately VND760 trillion (USD29.23 billion) in revenue in 2026. Growth is increasingly being driven not only by Hanoi and Ho Chi Minh City, but also by emerging consumer markets such as Da Nang, Hai Phong, Can Tho and Nha Trang.

At the same time, digital adoption has fundamentally reshaped consumer behaviour. Food delivery platforms, cashless payments and mobile ordering have become standard components of the customer experience, creating new opportunities for both established operators and new market entrants.

From an investment perspective, Vietnam also offers a regulatory environment that differs from many other consumer sectors. Unlike traditional retail businesses, restaurants, cafés and beverage outlets are generally subject to a sector-specific licensing framework rather than retail licensing requirements, creating a relatively accessible pathway for market entry.

This guide is built from Alitium’s direct experience advising foreign F&B investors in Vietnam, and covers the questions that come up at every stage of a market entry, from site selection through to opening day and beyond.

In this guide, we cover:

• Site selection and lease structuring: why F&B licensing is tied to the physical premises more than almost any other business category, what to check in a lease before signing (zoning, grease trap and fire suppression capacity, kitchen and back-of-house design), and the timing mistake we see most often: investors starting fit-out on the assumption that licensing runs in parallel, when food safety and fire inspections are usually only assessed once the fit-out is substantially complete.
• The full licensing and regulatory framework: the two-certificate structure (Investment Registration Certificate and Enterprise Registration Certificate) shared with other foreign-invested businesses, the operational sub-licences unique to F&B (food safety, fire prevention, environmental protection, alcohol, e-commerce), and the 2026 Investment Law amendment (Law No. 143/2025/QH15, effective 1 March 2026).
• A visual F&B market entry process diagram: the eight-step sequence from market research and business model selection through to launch, including why steps 4 through 6 (licensing, fit-out, and certification) tend to loop rather than run in a straight line, and how to plan for one pass through that loop instead of several.
• Market entry structures and HR strategy: WFOE vs. joint venture vs. franchise vs. M&A, the minimum one-year operating-history requirement for foreign franchisors under Decree 35/2006/ND-CP (as amended), franchise registration with the Ministry of Industry and Trade, labour contract and social insurance obligations, and when a work permit is realistically needed for foreign chefs, brand specialists or senior managers.
• Taxation and financial compliance under Vietnam’s new 2026 Corporate Income Tax Law (Law No. 67/2025/QH15) – the standard 20% CIT rate alongside preferential 15%/17% SME tiers, the eligibility trap for F&B groups operating multiple brands or entities, the 10% VAT rate and extended 2% reduction, electronic invoicing requirements, and transfer pricing considerations for related-party transactions such as franchise royalties and management fees.
• Risk management: the recurring mistakes we see foreign F&B investors make: underestimating time to operational readiness, underestimating working capital needs before revenue stabilises, treating the POS system as a payment tool rather than an operational platform, and overlooking ongoing compliance once the doors are open, plus our mitigation strategies for each.
• Digital delivery platform economics: Vietnam’s USD2.1 billion online food delivery market and its ~19% annual growth, GrabFood and ShopeeFood’s combined ~90% market share and realistic commission benchmarks (20–30%), the new e-invoicing obligations from June 2025, and when it starts to make commercial sense to build a proprietary ordering channel instead of relying solely on third-party platforms, plus workforce governance controls
• A side-by-side comparison of F&B market entry in Vietnam, Singapore and Malaysia: foreign ownership limits, minimum capital, core entity registration, premises and food safety licensing, alcohol licensing, Halal/religious certification, and standard corporate tax rates across all three markets.
• A 90-day F&B market entry roadmap: an indicative day-by-day sequence from structuring and site selection (days 1–30) through registration and fit-out (days 31–60) to certification and launch (days 61–90), for a single-outlet WFOE with no unusual site complications.

Key Considerations for Investors

• Confirm the appropriate investment structure (100% FDI, joint venture, or franchise) at the outset, as this affects both the IRC application and downstream licensing;
• Begin the premises-based licensing track (food safety, fire safety, alcohol, environmental) early, as these are frequently the critical path for opening rather than corporate registration;
• Build a delivery platform strategy into the launch plan, and confirm whether a separate e-commerce registration is required for any owned ordering channel;
• Plan work permit applications for foreign staff well ahead of the intended start date; and
• Treat each additional outlet as a new licensing exercise for planning and budgeting purposes.

How Alitium can assist

Alitium supports foreign investors throughout the Vietnam market-entry and operational lifecycle. Our services include:

• Market-entry and investment structuring
• Company incorporation and corporate governance
• Registered office and company secretarial support
• Accounting, financial reporting and annual compliance
• Corporate and international tax advisory
• Banking application preparation
• Employment, payroll and HR support
• Transaction and commercial advisory
• Regional structuring across Singapore, Vietnam and Malaysia

To discuss establishing or expanding your business in Vietnam, contact the Alitium team at vietnam@alitium.com

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This guide is intended to provide an overview of recent updates and announcements. While it aims to present useful insights, it is important to note that the content shared here should not be considered as formal legal, tax or financial advice. For specific guidance on tax obligations or legal matters related to your business, we strongly recommend consulting with a qualified professional, such as a tax advisor or legal expert, or directly reach out to us.

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