How to set up a trading company in Vietnam: Guide 2025
Vietnam is emerging as a prime destination for international trade, offering a strategic location, a growing economy, and business-friendly policies. If you’re wondering how to set up a trading company in Vietnam, understanding the legal requirements, tax regulations, and licensing process is essential. This guide provides a step-by-step roadmap to help you establish a successful trading business in Vietnam.
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Table of Contents
- Requirements to establish a trading company in Vietnam
- Step-by-step guide to establishing a trading company in Vietnam
Requirements to establish a trading company in Vietnam
Establishing a trading company in Vietnam offers immense opportunities for both local and foreign investors, thanks to the country’s booming economy and strategic trade advantages. Whether you’re looking to engage in export-import, distribution, or wholesale activities, understanding the legal and practical requirements is key to success.
Why start a trading company in Vietnam?
Launching a trading company in Vietnam is an exciting venture for both local entrepreneurs and global investors, offering a gateway to one of Southeast Asia’s most dynamic markets. Success hinges on navigating a series of legal steps and meeting specific conditions. Mastering how to set up a trading company in Vietnam not only ensures a seamless registration process but also paves the way for a thriving presence in this trade-friendly landscape.
Selecting the right business structure
The journey begins with selecting the right business structure. Options like a Limited Liability Company (LLC) or a Joint Stock Company (JSC) stand out as popular choices, each tailored to different scales and ambitions. An LLC offers simplicity and flexibility for smaller operations, while a JSC suits larger ventures with multiple stakeholders. To officially register your trading company in Vietnam, you’ll need a legitimate office address and a clear outline of your business activities, aligned with Vietnam’s Standard Industrial Classification (VSIC) codes—think of it as your company’s blueprint for success.
Lear more: Types of Companies in Vietnam
Preparing the necessary documentation
Next comes the paperwork, a critical step in bringing your vision to life. Essential documents include a well-crafted business registration application, a detailed company charter, investor identification (passports or IDs), and evidence of financial strength. For foreign investors eager to unlock how to set up a trading company in Vietnam, an extra layer applies: securing an Investment Registration Certificate (IRC) before obtaining the Enterprise Registration Certificate (ERC). These certificates are your golden tickets to operating legally and confidently in Vietnam.
Meeting post-registration compliance
Once your trading company in Vietnam is registered, the work isn’t over – compliance is key to staying on track. This means meeting capital contribution deadlines, registering for a tax code, activating digital signatures for official transactions, and opening a corporate bank account to fuel your operations. By grasping these requirements, you’re not just ticking boxes; you’re building a foundation for enduring success in Vietnam’s bustling trade ecosystem.
Turning challenges into opportunities
With the right preparation and insight, establishing a trading company in Vietnam transforms from a daunting task into an exhilarating opportunity. Embrace the process, and you’ll soon be tapping into a market brimming with potential.
Step-by-step guide to establishing a trading company in Vietnam
Setting up a trading company in Vietnam offers significant opportunities for both local and foreign investors. With a growing economy and strategic location, Vietnam is an ideal destination for international trade. If you’re wondering how to set up a trading company in Vietnam, this step-by-step guide will walk you through the essential procedures.
Step 1: Choose the appropriate business structure
Before establishing a trading company in Vietnam, selecting the right business structure is crucial. The two most common options for foreign investors include:
- Limited Liability Company (LLC) : This is the most preferred structure due to its flexibility, limited liability protection, and ease of management.
- Joint Stock Company (JSC): Suitable for larger businesses planning to raise capital through multiple shareholders.
| Criteria | Limited Liability Company (LLC) | Joint-Stock Company (JSC) |
| Ownership | 1-50 members (individuals or organizations) | Minimum 3 shareholders, no maximum limit |
| Capital contribution | Members contribute capital as agreed upon in the charter | Shareholders contribute by purchasing shares |
| Liability | Limited to the contributed capital | Limited to the shares held |
| Management structure | Managed by a General Director and/or Members’ Council | Managed by a Board of Directors and General Assembly of Shareholders |
| Foreign investment | Can be 100% foreign-owned or a joint venture | Can be 100% foreign-owned or a joint venture |
| Regulatory complexity | Less complex, fewer reporting requirements | More complex, requires strict compliance with corporate governance regulations |
| Capital mobilization | Limited ability to raise capital | Can issue shares to attract investors |
| Best for | Small to medium-sized businesses | Large businesses planning for long-term growth |
Each structure has different requirements in terms of ownership, capital contribution, and legal obligations. Foreign investors should carefully consider which option aligns with their business goals before proceeding.
Considering 100% foreign ownership? Read How to Set Up an FDI Company in Vietnam
Step 2: Prepare necessary documentation
To legally register a trading company in Vietnam, investors must prepare and submit the following documents:
| Document type | Individual investor | Corporate investor |
| Identification documents | Notarized passport copy | Notarized business registration certificate |
| Financial proof | Bank statements (last 3 months) | Financial statements (last fiscal year) |
| Business plan | Required | Required |
| Company character | Not required | Notarized company charter/articles of incorporation |
| Power of attorney | Not required | Required if appointing a representative |
| Document legalization | Required for foreign documents | Required for all corporate documents |
| Language requirement | Must be translated into Vietnamese | Must be translated into Vietnamese |
Preparing complete documents helps ensure the process of establishing a trading company in Vietnam goes smoothly and quickly.
Step 3: Submit applications for IRC and ERC
To legally operate a trading company in Vietnam, foreign investors must obtain:
Investment Registration Certificate (IRC)
The IRC is required for foreign-owned businesses and is issued by the Department of Planning and Investment (DPI). This certificate confirms the government’s approval of your investment in Vietnam.
Required documents for IRC application:
- Application form for investment registration.
- Investor’s identification (passport for individuals or business license for companies).
- Business plan detailing investment objectives, capital structure, and operational plan.
- Proof of financial capacity (e.g., bank statements or financial reports).
Processing time: Typically takes 15-20 working days, depending on the completeness of documents.
Enterprise Registration Certificate (ERC)
After obtaining the IRC, businesses must apply for the ERC, which serves as the official business license for operating in Vietnam.
Required documents for ERC application:
- Application for enterprise registration.
- Articles of association/charter of the company.
- List of company members (for LLC) or shareholders (for JSC).
- Proof of the company’s registered office address in Vietnam.
Processing time: Typically takes 5-7 working days.
Once both certificates are obtained, the company can proceed with post-registration steps such as tax registration, opening a corporate bank account, and obtaining additional business licenses if required.
Step 4: Open a corporate bank account
To successfully register a corporate bank account for your trading company in Vietnam, follow these steps:
Choose a suitable bank
Vietnam offers both local and international banks, each with different advantages:
- Local Banks (Vietcombank, BIDV, Techcombank, etc.): Lower fees, better local integration, and easier support in Vietnamese.
- International Banks (HSBC, Standard Chartered, UOB, etc.): More foreign-friendly services, multi-currency accounts, and global transaction support.
| Criteria | Local banks (Vietcombank, BIDV, etc.) | International banks (HSBC, UOB, etc.) |
| Account opening | Faster, but limited for foreign investors | Slower, but follows global standards |
| Initial deposit | Lower ($100 – $500) | Higher ($1,000+) |
| Multi-currency | Mainly VND, USD | Supports multiple currencies |
| Fees | Lower, ideal for local transactions | Higher, optimized for international transfers |
| Online banking | Basic features | Advanced, global support |
| Foreign support | Limited, may require Vietnamese-speaking representative | Specialized services for foreign investors |
| Best for | Domestic businesses | Companies with international transactions |
Prepare required documents
The required documents may vary by bank, but typically include:
- A notarized copy of the Enterprise Registration Certificate (ERC).
- A notarized copy of the Investment Registration Certificate (IRC) (for foreign investors).
- Company’s charter/articles of incorporation.
- Passports or ID cards of company representatives.
- Proof of business address (rental contract or office lease agreement).
- Board resolution approving the opening of a bank account (for Joint-Stock Companies).
Submit the application and complete verification
After submitting the required documents, the bank will conduct due diligence, including verifying the business purpose, legal status, and company representatives. The approval process usually takes 3–7 working days, depending on the bank.
Deposit initial capital
Some banks may require an initial deposit to activate the account. The amount varies depending on the bank and type of account.
Activate internet banking & foreign currency accounts
Once the account is approved, businesses should set up online banking and, if needed, request multi-currency accounts for international transactions.
Having a corporate bank account is essential for operating a trading company in Vietnam, ensuring smooth financial transactions and compliance with regulations.
Lear more: How to Open a Bank Account in Vietnam
Step 5: Register for taxes
To ensure compliance with Vietnamese tax laws, businesses must complete tax registration with the General Department of Taxation (GDT) or the local tax authority where the company is registered.
Types of taxes applicable to a trading company in Vietnam
- Corporate Income Tax (CIT): Standard rate of 20% on taxable profits.
- Value Added Tax (VAT): Typically 10%, but varies depending on goods and services.
- Personal Income Tax (PIT): Applies to employees, with progressive rates ranging from 5% to 35%.
- Import and Export Duties: Required if the company engages in cross-border trade.
Required documents for tax registration
- Enterprise Registration Certificate (ERC).
- Investment Registration Certificate (IRC) (if applicable).
- Company charter and business plan.
- Office lease contract (as proof of business location).
- Bank account confirmation letter.
Tax Identification Number (TIN) Issuance
Once the tax registration is approved, the company will receive a Tax Identification Number (TIN), which must be used for all tax-related transactions and reporting.
Online tax declaration & Compliance
- Companies must register for online tax filing via the Vietnamese tax portal.
- Monthly, quarterly, and annual tax reports must be submitted as per regulations.
Completing tax registration is essential for legally operating a trading company in Vietnam and avoiding penalties.
To ensure tax compliance, review Vietnam’s Tax System for Foreigners and Vietnam Company Tax Rates
Step 6: Obtain additional licenses and permits
Certain trading activities in Vietnam require specific permits beyond the standard Investment Registration Certificate (IRC) and Enterprise Registration Certificate (ERC). Below are some key licenses a trading company in Vietnam may need:
Here’s a structured comparison table summarizing the additional licenses and permits needed for a trading company in Vietnam:
| License/Permit | Required for | Issuing authority | Processing time |
| Trading license | Foreign-owned businesses in import, export, and wholesale distribution | Ministry of Industry and Trade (MOIT) | 15-30 working days |
| Import-Export license | Companies engaged in cross-border trade | Vietnam Customs | Varies |
| Food safety license | Businesses trading food products | Ministry of Health | Varies |
| Pharmaceutical license | Companies dealing with medical equipment and pharmaceuticals | Ministry of Health | Varies |
| E-commerce registration | Online trading and e-commerce businesses | Ministry of Industry and Trade | Varies |
| Work permit & TRC | Foreign managers and employees | Department of Labor, Invalids, and Social Affairs (DOLISA) | 10-20 working days |
Setting up a trading company in Vietnam in 2025 requires careful planning, legal compliance, and the right business strategy. By following the above guide, you can successfully establish and operate your company. With Vietnam’s growing economy and favorable trade policies, now is the perfect time to enter this dynamic market.
Once your trading company is legally registered, don’t forget the importance of securing the right workspace. Maison Office, your trusted commercial leasing agent in Vietnam, provides tailored office for lease in Ho Chi Minh City and office for lease in Hanoi to support your expansion and daily operations.
