Last updated on August 13th, 2025 at 01:32 pm
Considering moving your business to Vietnam? Download our guide with information on legal structures, tax incentives, costs and other considerations. Cố lên nhé!
Relocating a business to Vietnam is about much more than just registering a new company — it’s a legal, financial, and operational migration. Done right, it can open access to lower costs, new markets, and strategic trade routes. Done wrong, it can result in stalled licenses, cash trapped in the country, and unexpected tax bills on two continents.
Here’s a roadmap.
Step 1: Decide on Structure — Move or Reincorporate
When relocating from Canada or the US, you have two main choices:
- Set up a Vietnamese legal entity and wind down your North American company.
- Clean break, no dual reporting obligations.
- Suitable if your clients will be mostly in Asia.
- Create a Vietnamese subsidiary of your Canadian/US company.
- Maintains your North American brand and client contracts.
- Often better for businesses with mixed regional and Western clients.
- Open a Representative Office (RO) first, then transition.
- Used for market exploration — cannot directly earn revenue.
- Low risk, but adds time before full operations.
Step 2: Capital Requirements and Bank Setup
- Foreign-invested companies must fund a capital account with the amount stated in their investment registration.
- The minimum capital varies by sector, but for most consulting or service companies, $10,000–$50,000 USD is common.
- Manufacturing and high-tech sectors often require $100,000+ USD.
- Funds must be transferred into Vietnam through an approved channel — you can’t just wire it to your operations account.
Step 3: Licensing and Registration
- Investment Registration Certificate (IRC) — Approves your investment into Vietnam.
- Enterprise Registration Certificate (ERC) — Officially establishes your company.
- Sector-specific licenses (if applicable) — For example, food import/export, education, or healthcare.
- Tax registration with the General Department of Taxation.
Timeline: 30–60 days for service companies, 90+ days for manufacturing.
Step 4: Incentives and Special Economic Zones
Vietnam offers targeted incentives for foreign investors:
- Corporate Income Tax (CIT) reductions — As low as 10% for 15 years in high-tech, renewable energy, or R&D.
- Tax holidays — 2–4 years of no CIT, followed by 50% reductions for a set period.
- Land rent exemptions — Especially in industrial parks and economic zones.
- Import duty exemptions — On machinery and raw materials for export-oriented businesses.
Locating in a Special Economic Zone (SEZ) or High-Tech Park can unlock multiple benefits — but often at the cost of being tied to a specific region.
Step 5: Staffing and HR Compliance
- Foreigners need work permits and residence cards; the process is paperwork-heavy.
- Vietnamese labor laws mandate written contracts, social insurance contributions, and regulated work hours.
- Dismissals can be complicated — always document performance issues.
Step 6: Taxation and Avoiding Double Tax
In Vietnam:
- Corporate Income Tax (CIT): 20% standard rate.
- Value-Added Tax (VAT): 10% standard, with 5% and 0% categories.
- Personal Income Tax (PIT): Progressive for employees; flat 20% for foreign contractors.
In Canada/US:
- Canada and Vietnam have a double taxation agreement (DTA), allowing foreign tax credits.
- The US also has a treaty, but American citizens must still file worldwide income and may owe additional taxes depending on credits and exclusions.
Tip: Structure your company so profits are taxed in Vietnam first — then claim credits in North America to avoid paying twice.
Step 7: Moving Assets and IP
- Physical equipment imports may require declarations and can trigger customs duties unless covered by an incentive.
- Intellectual property should be registered in Vietnam — copyright and trademark protections are not automatic.
Step 8: Ongoing Compliance
- Annual audited financials required for all foreign-owned companies.
- Quarterly tax filings.
- Social insurance reporting for employees.
- Renewal of licenses and permits as required.
Key Watch-Outs
- Bureaucracy can delay everything. Use a local law/accounting firm with foreign investor experience.
- Outbound money transfers require documentation and tax clearance.
- Cultural pace: Relationships drive approvals; rushing may slow you down.
Bottom Line
Relocating a business to Vietnam is entirely feasible — but it’s not a “lift and drop.” It’s a re-anchoring of your corporate structure into a market where cost savings and growth potential are real, but so are the regulatory, cultural, and tax complexities.