How to Set Up a Construction Company in Vietnam (2025)

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How to Set Up a Construction Company in Vietnam (2025)

Vietnam’s dynamic infrastructure growth, fueled by public investment and foreign capital, continues to create vast opportunities in the construction sector. Establishing a construction company in Vietnam in 2025 can be a profitable move for both local entrepreneurs and international investors — provided the business meets the country’s legal, licensing, and operational requirements.

This updated guide explains the full process of opening a construction company in Vietnam, highlighting legal frameworks, licensing procedures, compliance steps, and key differences for foreign-owned enterprises.

📌 Table of Contents

1. Overview of the Construction Industry in Vietnam

Vietnam’s construction sector is expanding rapidly due to:

  • Accelerated urbanization
  • Strong public infrastructure spending
  • Increasing demand for residential and industrial projects
  • High levels of FDI, especially in industrial parks and transport infrastructure

The Vietnamese government continues to prioritize large-scale public works through the National Master Plan and Public Investment Program.

Construction companies in Vietnam are primarily governed by:

  • Law on Construction No. 50/2014/QH13 (as amended by Law No. 62/2020/QH14)
  • Law on Enterprises 2020 (No. 59/2020/QH14)
  • Law on Investment 2020 (No. 61/2020/QH14)
  • Decree No. 15/2021/NĐ-CP on construction project management
  • Circular 03/2022/TT-BXD on professional certificates

3. Types of Construction Services Allowed

A construction company in Vietnam may register for one or more of the following service lines:

  • Civil works (residential buildings, factories, offices)
  • Infrastructure development (roads, bridges, drainage, power grids)
  • Mechanical & Electrical (M&E) installations
  • Design and supervision
  • Interior finishing, fit-out, and decoration

4. Business Conditions for Construction Companies

✅ General Conditions:

  • Company registration through the Department of Planning and Investment (DPI)
  • Commercial lease address (residential locations are not accepted)
  • Qualified technical personnel with relevant degrees

✅ Specialized Conditions (According to Decree 15/2021/NĐ-CP & Circular 03/2022/TT-BXD):

  • At least one engineer/architect with a valid construction practice certificate
  • Appointed legal representative or technical director must have related experience
  • Recommended charter capital: VND 2–3 billion (for credibility and operations)

5. Common VSIC Codes for Construction Companies

VSIC Code Business Line
4100 Construction of buildings
4210 Construction of roads and railways
4220 Utility projects (electricity, water, gas)
4290 Other civil engineering
4312 Site preparation
4321 Electrical installation
4330 Building finishing

These codes define your company’s business scope during registration.

6. Step-by-Step Company Registration Process

Step 1: Choose a Business Structure

  • LLC (Limited Liability Company): Popular for SMEs
  • JSC (Joint Stock Company): Suitable for larger contractors
  • Foreign Contractor Branch: For overseas firms with temporary operations

📜 Foreign investors must apply for both IRC and BRC.

Step 2: Apply for IRC and BRC

For Foreign-Owned Companies:

  • Apply for Investment Registration Certificate (IRC) at the Department of Planning and Investment (7–10 business days)
  • Then apply for Business Registration Certificate (BRC) (5–7 business days)
  • Submit:
    • Legalized investor documents
    • Business address lease
    • Company charter and structure
    • Proof of financial capacity

For Domestic Companies: Only BRC is required.

7. Construction Operation License Requirements

Required if your company engages in:

  • Execution of construction projects
  • Supervision and design
  • Project management

Documents Needed:

  • Construction practice certificates (Level I–III)
  • Diplomas of qualified staff
  • List of completed projects
  • Employment contracts of licensed employees

🕒 Processing time: 10–15 working days
❗ Consultancy-only firms may be exempt but must still retain qualified personnel.

8. Post-Licensing Compliance Requirements

Once registered, your company must:

  • Create and register corporate seal
  • Open a bank account
  • Register for e-invoice and electronic tax filing
  • Declare taxes: VAT, CIT, PIT
  • Register employees with social insurance

Additional for Foreign Firms:

  • Work permits for expats
  • Temporary residence cards
  • Register foreign labor contracts with the Department of Labor

9. Tax Obligations for Construction Firms

Tax Type Rate/Notes
VAT 10% (5% for certain services and materials)
Corporate Income Tax (CIT) 20% flat
Personal Income Tax (PIT) 5–35% depending on salary bracket
Foreign Contractor Tax 5–10% (if outsourcing from abroad)

🗖️ Tax filing is monthly or quarterly depending on company size.

10. Estimated Timeline for Setup

Procedure Estimated Duration
Investment Registration 7–10 business days
Business Registration 5–7 business days
Construction License 10–15 business days
Tax & E-invoice Setup 3–5 business days
Total Time 3–5 weeks

11. Frequently Asked Questions (FAQs)

Q: Is construction a conditional business line in Vietnam?
✅ Yes. You must meet personnel, certification, and operational requirements.

Q: Can a foreigner open a 100% foreign-owned construction company?
✅ Yes. Through the IRC process and with legalized documentation.

Q: Is a construction operation license needed for architecture-only firms?
✅ Yes, if you sign contracts requiring design responsibility.

Q: What is the minimum capital required?
❌ No legal minimum, but VND 2–3 billion is recommended.

12. Let Green NRJ Help You Launch with Confidence

At Green NRJ, we offer end-to-end business setup services tailored for the construction industry in Vietnam:

  • Legal and investment structure consulting
  • Document preparation and translation
  • Fast-track IRC and BRC registration
  • Licensing and compliance support
  • Tax, HR, and expat onboarding

📞 Contact us today to start building your construction business in Vietnam with ease

 

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