1. What is a business license for foreigners?
A business license for foreigners (commonly understood as a legal dossier comprising the Investment Registration Certificate and the Enterprise Registration Certificate) is a legal document that permits foreign individuals or organizations to conduct profit-generating investment and business activities in Vietnam.
Pursuant to Clause 11, Article 3 of the Law on Investment 2020, when establishing an economic organization in Vietnam, foreign investors must undergo the procedure for the issuance of an Investment Registration Certificate (IRC) prior to registering the establishment of a business. Possessing a valid business license for foreigners serves as evidence of the legal validity of the invested capital and the investor’s right to asset protection in Vietnam.
2. Conditions for a business license for foreigners
To be granted a business license for foreigners, investors must satisfy the stringent conditions prescribed in Article 9 of the Law on Investment 2020 and the schedule of specific commitments on market access:
- Charter Capital Ownership Ratio: Foreign investors may own up to 100% of the capital, except in restricted sectors as stipulated by WTO commitments or bilateral international treaties.
- Forms of Investment: Investors may choose to establish a Limited Liability Company (Single-member or Multi-member), a Joint Stock Company, or perform capital contribution and share purchases.
- Financial Capacity: Investors must demonstrate their financial capability through bank balance confirmations (for individuals) or audited financial statements (for organizations).
- Project Location: A valid lease agreement for a headquarters or office is required, which must comply with local land-use planning.
Note: If conducting business in “conditional sectors” (such as tourism, transport, or education), investors are required to obtain additional “Sub-licenses” (Operating Licenses) after the primary business license has been issued.
3. Procedure for obtaining a business license for foreigners
The process for obtaining a business license for foreigners at DHH Law Firm is professionally executed through two main stages in accordance with current legal regulations:
Stage 1: Application for the Investment Registration Certificate (IRC) Pursuant to Article 37 of the Law on Investment 2020, the dossier is submitted to the Department of Planning and Investment or the Management Board of Industrial Parks.
- Dossier: Investment project proposal, copies of the passport (individual) or business license (organization) which must be consularly legalized, and the office lease agreement.
- Timeline: From 15 to 20 working days upon receipt of a valid dossier.
Stage 2: Application for the Enterprise Registration Certificate (ERC) After obtaining the IRC, we proceed with the procedures under the Law on Enterprises 2020:
- Dossier: Company Charter (Articles of Association), list of members/shareholders, and a copy of the IRC.
- Timeline: 03 to 05 working days. The National Business Registration Portal currently supports full online submissions, significantly minimizing waiting times.
CONTACT DHH LAW FIRM
🏢 Head Office: 2nd Floor, No. 829 Huynh Tan Phat Street, Phu Thuan Ward, District 7, Ho Chi Minh City, Vietnam.
📞 Hotline:
+84 89 9352 777 (VN)
+84 89 9351 777 (EN)
🌐 Website: www.dhhlawfirm.vn
📧 Email: contact@dhhlawfirm.vn
