Business Registration in Vietnam: 5 Mistakes to Avoid

Business registration in Vietnam is a vital step for anyone starting a new venture. While launching a business can be exciting, the registration process in Vietnam often involves complex procedures that many entrepreneurs find challenging. You can find detailed official guidelines on the Vietnam Ministry of Planning and Investment’s business registration portal. Unfortunately, costly mistakes during business registration in Vietnam can cause significant delays or lead to legal compliance issues. For updated legal requirements, the Thư Viện Pháp Luật provides comprehensive and reliable information. In this article, we will explore 5 common business registration mistakes made by startups and provide practical expert tips to help you navigate the process smoothly and successfully.

Mistake 1: Choosing the Wrong Business Structure

Selecting the right business structure in Vietnam is crucial. Many entrepreneurs rush into registering a Limited Liability Company (LLC) or Joint Stock Company (JSC) without fully understanding the differences.

How to Avoid:

– If you are a small to medium-sized business, an LLC is usually the best option.

– If you plan to raise capital from investors or issue shares, consider a JSC.

– Consult with a business registration expert to ensure you choose the right structure for your goals.

Making the wrong choice can lead to unnecessary legal and financial complications, so understanding the best business structure in Vietnam from the start is essential.

Mistake 2: Incomplete Business registration Documentation

Missing or incorrect documents can cause major delays in obtaining your Enterprise Registration Certificate (ERC) or Investment Registration Certificate (IRC) for foreign investors.

How to Avoid:

– Prepare all necessary documents, including:

✔ Application for Enterprise Registration
✔ Company Charter (Articles of Association)
✔ List of shareholders or members
✔ Legal documents of the investors (passport, business license, etc.)

– If you’re a foreign investor, make sure to get an IRC before applying for an ERC.

Proper preparation of Vietnam business registration documents ensures a smoother approval process and avoids unnecessary delays.

Mistake 3: Failing to Meet Capital Requirements

Many new businesses underestimate capital requirements or fail to deposit the required charter capital within 90 days of company registration.

How to Avoid:

– Clearly define your charter capital based on your industry and business needs.

– Open a corporate bank account in Vietnam and deposit your capital on time.

– Some industries require minimum capital requirements—research in advance.

Ensuring compliance with charter capital requirements in Vietnam helps you avoid penalties and operational setbacks.

Mistake 4: Ignoring Tax & Compliance Obligations

Many startups overlook tax registration and reporting requirements, which can lead to penalties or even business suspension.

How to Avoid:

– Register for VAT and corporate income tax immediately after receiving your ERC.

– Maintain proper accounting records and file tax returns on time.

– Stay updated on Vietnamese tax laws or hire a professional tax consultant.

Understanding Vietnam business tax registration and compliance obligations ensures long-term stability and prevents unexpected legal issues.

Mistake 5: Overlooking Business Licenses & Permits

Certain industries in Vietnam require special business licenses beyond the ERC. Many businesses start operations without obtaining the necessary permits, risking legal issues.

How to Avoid:

– Identify if your business needs additional licenses such as:

✔ Retail Business → Business License
✔ Food & Beverage → Food Safety Certificate
✔ Import-Export → Customs & Trade Compliance
✔ E-commerce → E-commerce Business License

– Consult with local authorities or a business consultant to ensure full compliance.

Knowing how to get an import-export license in Vietnam or other industry-specific permits is crucial for smooth business operations.

Final Thoughts

Avoiding these common mistakes can help you launch your business smoothly in Vietnam. If you’re unsure about any step, working with a business registration expert can save time, money, and unnecessary hassle.

🔹 Need help registering your business? Contact us today for expert guidance!