
Conditional business lines, foreign ownership caps, and sub-sector approvals must be mapped before any capital commitment — a missed condition can require complete restructuring.
Declared charter capital, IRC activities, employment contracts, and work-permit categories form one chain — misalignment surfaces at the worst possible moment.
IRC, ERC, work permits, TRCs, and M&A approvals each require notarised, apostilled, and translated foreign documents — coordinated carefully or the timeline doubles.
Foreign Direct Investment into Vietnam continues to expand — across manufacturing, technology, energy, real estate, services, retail, and consumer products. Each sector carries its own market-entry conditions under the Law on Investment 2020 and the Law on Enterprises 2020, sometimes layered with sector-specific decrees and circulars that change between years. The same is true for the immigration framework that governs the executives, technical specialists, and family members who actually move to Vietnam to operate the investment.
My practice supports foreign investors and expatriates through the full lifecycle: from sector access analysis, investment registration certificate (IRC) and enterprise registration certificate (ERC) at market entry, through capital structuring and intercompany arrangements, M&A and joint-venture transactions, to the issuance of business visas, work permits, temporary residence cards (TRCs), and (where eligible) permanent residence applications for foreign staff and family.
Treating the corporate and immigration tracks together — rather than as separate silos — avoids the most common foreign-investor pitfalls: declared charter capital that does not match the work-permit case for foreign employees, IRC sectoral activities that do not align with the operations the expat staff are actually performing, and TRC categories that do not match the underlying employment structure.
Vietnam runs both the investment regime and the immigration regime through structured documentary processes. Mistakes early — wrong vehicle, undercapitalised IRC, mismatched work-permit category — are expensive to fix and visible to regulators on every subsequent filing. Getting the structure right from day one is the single highest-value step in foreign market entry.
For expatriate individuals, the framework is administratively dense but workable when planned ahead. Business visas, work permits under Decree 152/2020/ND-CP, TRCs under the Law on Foreigners 2014 (as amended), and dependant arrangements for family members each have specific eligibility tests and document chains. Aligning them with the underlying employment or investment is the work that separates a smooth move from a stressful one.
M&A and joint-venture transactions involving Vietnamese targets add a further procedural layer: M&A approvals where foreign ownership crosses statutory thresholds, sectoral conditions on the target activities, antitrust filings where the deal meets size triggers, and post-closing implementation of the change of investor recorded against the IRC and ERC.
My practice is structured around the specific needs of clients who are new to — or unfamiliar with — Vietnam's legal system.
Companies entering Vietnam for the first time, expanding existing operations, or restructuring foreign-invested vehicles for tax efficiency or M&A exit.
Executives, technical specialists, entrepreneurs and their family members moving to Vietnam under business, employment or investor arrangements.
International law firms and tax advisors seeking reliable Vietnamese counsel for cross-border M&A, FDI structuring, and immigration matters that touch Vietnam.
Analysis of conditional business lines and foreign-ownership caps for the intended activities under the Law on Investment 2020 — delivered before any capital commitment.
No surprises, no hidden steps. Here's exactly what happens after you reach out.
Sectoral-access review, vehicle recommendation, capital sizing, and immigration roadmap — delivered as a written memorandum within two to three weeks of engagement.
2-3 weeksPreparation of foreign documents (notarisation, apostille, certified translation), IRC/ERC applications, employment contracts, and initial work-permit applications.
6-10 weeksIRC and ERC issuance, DICA opening, charter-capital contribution within 90 days, work-permit approvals, and TRC issuance for foreign staff.
8-12 weeksTax registration, social-insurance setup, employment policies, ongoing compliance calendar — and an annual legal-audit cadence for larger investments.
2-4 weeks
Whether you are entering the market, restructuring an existing investment, completing a Vietnamese M&A transaction, or relocating staff — early advice saves months later. Get a confidential strategic assessment.
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