🇻🇳 Conformité annuelle — Vietnam

Missing the 90-day charter capital contribution deadline

Fix: Vietnamese law requires charter capital to be fully contributed within 90 days of Enterprise Registration Certificate issuance. Failure to meet this deadline can result in the company being required to reduce its charter capital or face penalties. Plan your funding pipeline before applying for the ERC — do not start incorporation until capital is ready to transfer.

Not obtaining an Investment Registration Certificate before the ERC

Fix: Foreign-invested enterprises must obtain both an IRC and an ERC, in that order. Some founders try to skip the IRC or apply for both simultaneously. The IRC is the prerequisite and must be approved by the DPI first. Allow 5–15 business days for IRC processing before the ERC application.

Selecting incorrect VSIC business line codes

Fix: Vietnam classifies business activities using VSIC codes (Vietnam Standard Industrial Classification). Choosing the wrong codes can restrict your operations, trigger conditional business licensing requirements, or limit foreign ownership. Over 200 business sectors are classified as "conditional" and require sub-licences. Work with experienced Vietnamese legal counsel to map your actual activities to the correct codes.

Treating Vietnam as a single market and incorporating only in HCMC or Hanoi

Fix: Vietnam's economic geography is divided between the north (Hanoi — manufacturing, government) and south (Ho Chi Minh City — commerce, services, tech). Tax incentives, industrial zone benefits, and DPI processing times vary significantly by province. If your business involves manufacturing, the central and northern provinces (Da Nang, Hai Phong, Bac Ninh) may offer better incentives than HCMC. Research provincial investment incentives before choosing your registration location.