Enterprise Law 2020;
Decree 01/2021/ND-CP on enterprise registration;
Circular 01/2021/TT-BKHDT guiding business registration issued by the Ministry of Planning and Investment.
Order and procedures for establishing a company in Ho Chi Minh City
Procedures for setting up a Vietnamese capital company in Ho Chi Minh
Step 1: Register your business
Enterprises submit 01 set of business registration documents to the Business Registration Office of the Department of Planning and Investment of Ho Chi Minh City. Records include:
Business registration application form;
Company rules;
List of members or shareholders of the company (if it is a limited liability company with two or more members or a joint stock company);
Copies of personal identification papers or documents certifying legal status for institutional investors;
Power of attorney for Viet An Law Firm.
After receiving the complete and valid dossier, the business registration authority shall consider and grant the Certificate of Business registration to the investor within 03 – 05 working days.
Step 2: Engrave the company’s seal (round carpentry)
Enterprises carry out seal engraving at seal engraving establishments (carpentry). Enterprises decide by themselves the type, form and number of their seals.
Procedures for setting up a foreign-invested company in Ho Chi Minh City
Step 1: Apply for an Investment Registration Certificate
Foreign investors who want to establish a company in Vietnam must carry out investment registration procedures with a competent state agency.
Accordingly, foreign investors submit 01 application for an investment registration certificate to the investment registration agency. An investment registration dossier includes:
A written request for implementation of the investment project (according to the form);
A copy of the identity card, identity card or passport for the investor being an individual; a copy of the Certificate of Establishment or other equivalent document certifying the legal status of the investor being an organization;
Proposal for land use demand or a copy of the location lease agreement or other document certifying that the investor has the right to use the site to implement the investment project;
Explanation on the use of technology for investment projects, for projects using technologies on the list of technologies restricted from transfer;
Financial capacity report of the investor: financial statement of the last 2 years of the investor; commitment to financial support of the parent company; financial institution’s commitment to financial support; guarantee on the financial capacity of the investor; documents explaining the financial capacity of the investor;
Business cooperation contract for the form of investment under the business cooperation contract; Joint venture contract for the form of investment in the establishment of a joint-venture economic organization between a domestic investor and a foreign investor;
Authorization letter for Viet An law firm to carry out investment registration procedures.
The investment registration agency receives and considers the application. Within 15 days from the day on which the complete and valid application is received, the investment registration agency shall issue the Investment Registration Certificate.
Step 2: Register your business
Enterprises submit 01 set of business registration documents to the Business Registration Office of the Department of Planning and Investment of Ho Chi Minh City. Records include:
Business registration application form;
Company rules;
List of members or shareholders of the company (if it is a limited liability company with two or more members or a joint stock company);
Copies of personal identification papers or documents certifying legal status for institutional investors;
Power of attorney for Viet An Law Firm.
After receiving the complete and valid dossier, the business registration authority shall consider and grant the Certificate of Business registration to the investor within 03 – 05 working days.
Step 3: Engrave the company’s seal (round carpentry)
Enterprises carry out seal engraving at seal engraving establishments (carpentry). Enterprises decide by themselves the type, form and number of their seals.
Competent authority to implement
Investment registration authority
The Department of Planning and Investment of Ho Chi Minh City is competent to issue Investment Registration Certificates for:
Projects outside industrial parks, export processing zones, high-tech zones, economic zones and including investment projects that have been approved by the Prime Minister for investment.
Projects on infrastructure development of industrial parks, export processing zones and high-tech zones in localities where management boards have not been established.
The Management Board of industrial parks, export processing zones, hi-tech zones and economic zones is competent to issue investment registration certificates for:
Projects in industrial parks, export processing zones, high-tech zones, economic zones and not under the jurisdiction
