Be Vietnam Wise
Doing Business in Vietnam: the guide
How Vietnam's business law works in 2026, for foreign investors first and for Vietnamese investors too. Eleven chapters, each opening with an overview of that area of law and breaking into detailed sections with the governing statutes, the numbers, step-by-step procedures, the differences between foreign and Vietnamese investors, and the traps. Every section links to the related investor FAQs, the official sources and to Lawbot, the app's AI legal-information chatbot.
The eleven chapters
All eleven chapters are published in full, each with an overview, eight detailed sections and available for Download. Read them in order, or go straight to the chapter you need.
01Investment Framework & Market AccessThe Law on Investment 2025: who counts as a foreign investor, which sectors are open, the forms of investment, the IRC, incentives, guarantees and treaties.Overview + 8 sections
- The Law on Investment 2025
- Market access for foreign investors
- Forms of investment
- The Investment Registration Certificate
- Investment policy approval
- Investment incentives
- Investment guarantees and treaties
- Reporting and ongoing obligations
02Company Set-up, Governance & ContractsLLC or joint stock company, branch or representative office; incorporation step by step, capital, the legal representative, beneficial ownership, the compliance calendar and commercial contracts.Overview + 8 sections
- Choosing a business vehicle
- Setting up a company step by step
- Charter capital and capital contribution
- Legal representative and governance
- Beneficial ownership and transparency
- Branches and representative offices
- Compliance calendar after licensing
- Commercial contracts in Vietnam
03Tax & ComplianceHow Vietnam taxes investors: CIT, VAT, foreign contractor tax, PIT, e-invoicing, filing deadlines and disputes, administered by the Tax Department.Overview + 8 sections
- Corporate income tax
- VAT and e-invoicing
- Foreign contractor tax and tax treaties
- Personal income tax and expatriates
- Transfer pricing, interest and the global minimum tax
- Tax on share transfers and dividends
- Customs and import duties
- Tax administration, audits and disputes
04Employment, HR & ImmigrationHiring in Vietnam: Labour Code contracts, work permits for foreign staff, compulsory insurance, regional minimum wages, union fees and termination rules.Overview + 8 sections
- Employment contracts and probation
- Working hours, leave and holidays
- Wages, minimum wage and payroll
- Social, health and unemployment insurance
- Work permits for foreign staff
- Visas and temporary residence
- Termination, severance and redundancy
- Internal labour rules, unions and disputes
05Land & Real EstateHow investors access land in Vietnam: land use rights, State leases, industrial park subleases, foreign housing ownership and land recovery.Overview + 8 sections
- Land use rights and the Land Law
- How foreign-invested companies access land
- Land rent, land prices and Resolution 254
- Industrial parks and economic zones
- Housing and offices for foreigners
- Title due diligence and security over land
- Land recovery, compensation and non-use
- Real estate business and development projects
06Banking, Foreign Exchange & RepatriationBringing capital in and taking profits out: the investment capital account, offshore loans and State Bank registration, profit remittance, foreign exchange controls and bank onboarding.Overview + 8 sections
- The foreign exchange control framework
- The investment capital account
- Opening corporate bank accounts
- Offshore loans and State Bank registration
- Profit remittance and repatriation of capital
- Currency and payments inside Vietnam
- Paying foreign suppliers and group companies
- Project finance, security and the financial centre
07Intellectual Property, Data & TechnologyHow to register, protect and enforce trademarks, patents, designs and copyright in Vietnam under its first-to-file system and the amended IP Law.Overview + 8 sections
- Trademarks and brand protection
- Patents, utility solutions and industrial designs
- Copyright, software and AI
- IP enforcement and anti-counterfeiting
- Technology transfer and licensing
- Personal data protection
- Cybersecurity, data localisation and cross-border transfers
- E-commerce, digital platforms and consumer protection
08M&A, Competition & ExitBuying into or selling a Vietnamese company: Article 21 registration, due diligence, merger control thresholds, the 2% transfer tax, restructuring, dissolution and the new Recovery and Bankruptcy Law.Overview + 8 sections
- Acquiring a Vietnamese company
- Due diligence in Vietnam
- Deal documents and closing
- Merger control and competition law
- Public companies and foreign ownership limits
- Joint ventures, deadlock and exit
- Dissolution and closing a project
- Insolvency, restructuring and bankruptcy
09Arbitration & DisputesHow investors resolve commercial and investment disputes in Vietnam: reformed courts, VIAC arbitration, mediation, enforcement of awards and the new financial centre court.Overview + 8 sections
- Dispute resolution landscape and choice of forum
- Commercial arbitration and VIAC
- Foreign arbitration and enforcement of awards
- Vietnamese courts and litigation
- Mediation and negotiation
- Enforcing judgments and civil judgment enforcement
- Investor-State disputes and treaty claims
- The VIFC court and specialised forums
10Minerals, Mining, Oil & GasHow Vietnam licenses mineral exploration and mining, and how oil and gas are developed through petroleum contracts with Petrovietnam.Overview + 8 sections
- Minerals legal framework and regulators
- Mineral groups, licensing and auctions
- Exploration and mining licences
- Strategic minerals, rare earths and exports
- Mining taxes, fees and the environment
- Petroleum framework and Petrovietnam
- Petroleum contracts and fiscal terms
- Decommissioning, local content and the 2027 law
11AgricultureThe sector statutes and regulators after the 2025 restructuring, market access and vehicles, tax, land rent and high-tech incentives, agricultural land and accumulation limits, seeds, fertilisers, pesticides and plant quarantine, horticulture and export codes, rice exports under the 2026 decree, coffee and the EUDR, livestock, aquaculture and animal health, and agro-processing, food safety, cooperatives and contract farming.Overview + 8 sections
- Agricultural legal framework and regulators
- Investment incentives and high-tech agriculture
- Agricultural land and land accumulation
- Seeds, fertilisers, pesticides and plant quarantine
- Horticulture: fruit, vegetables and flowers
- Rice, coffee and key commodity exports
- Livestock, aquaculture and animal health
- Agro-processing, food safety, cooperatives and contract farming
How this guide is prepared
- Written by a foreign investment lawyer (now retired) with 20 years' experience advising on Vietnamese investment law, and cross-checked against the 115 Be Vietnam Wise investor FAQs, which are re-checked against official Vietnamese sources every month.
- Each section's key points are re-checked against official Vietnamese sources on a weekly rolling cycle (a batch of sections each week, every section about every eleven weeks); the date of the last check is shown on the section.
- Law numbers, dates and figures are stated as at the review date shown on each page. Only the Vietnamese text of a law is authoritative. The guide is also published in Vietnamese.
- It is legal and tax information, not legal advice, and does not create a lawyer–client relationship. For your own situation, engage a lawyer licensed to provide legal services in Vietnam, or contact us if you need assistance with your project.
Have a question about your own situation?
Ask Be Vietnam Wise's Lawbot, the AI legal-information chatbot. It checks official Vietnamese sources and points you to the governing law. If you need assistance with your current project or have any enquiries about doing business in Vietnam, please contact us.
Ask LawbotOpen in the appContact usMore from Be Vietnam Wise
Vietnam investor FAQs
115 questions answered across eleven guides, re-checked monthly.
Useful links
Ministries, the business registration portal, the Tax Department, the State Bank and regulators.
Embassies
Embassies in Hanoi and consulates in Ho Chi Minh City for the US, UK, China, India and the EU.
Contact us
If you need assistance with your current project or have any enquiries about doing business in Vietnam, please contact us.
This page gives legal and tax information, not legal advice. Rates, thresholds and procedures change; the content is reviewed against official sources, but you should confirm anything important with the relevant authority or a lawyer licensed to provide legal services in Vietnam before you act.