Answer 5 quick questions and get a clear recommendation: what fits your plans, what it allows, the official deadlines and the next steps.
Your recommendation
A representative office
You want presence and market knowledge before selling locally. A representative office gives you a legal base in Vietnam for liaison, market research and promotion, at a lower cost and with less complexity than a company.
Note: a representative office requires the parent to have operated for at least 1 year. Until then, you can explore without an entity or set up a company, which has no such minimum.
Timing: setting up a company usually takes a few months from complete documents. If you need to start sooner, you can begin through a distributor or partner while the company is registered.
Another option: in some service sectors covered by Vietnam’s WTO commitments, a branch of your company is possible, since your parent has operated for more than 5 years.
Check first: before filing anything, confirm that your business lines are open to 100% foreign ownership.
What it allows
Research the market and meet partners, suppliers and distributors
Promote your company and brand in Vietnam
Act as a liaison office for the parent company
What to keep in mind
It cannot make a profit, sign contracts on its own account or invoice
The parent must have operated for at least 1 year
Licensed by the provincial Department of Industry and Trade, valid up to 5 years and renewable
Next steps
Check that your planned activities fit a representative office
Prepare the parent’s documents in your country, apostilled and translated
Start without an entity: sell through a distributor
You want to sell products but do not need to invoice locally yet. Foreign companies can sell into Vietnam through importers and distributors without a local entity, which lets you test demand before investing in a structure.
Note: a representative office requires the parent to have operated for at least 1 year. Until then, you can explore without an entity or set up a company, which has no such minimum.
Timing: setting up a company usually takes a few months from complete documents. If you need to start sooner, you can begin through a distributor or partner while the company is registered.
Another option: in some service sectors covered by Vietnam’s WTO commitments, a branch of your company is possible, since your parent has operated for more than 5 years.
Check first: before filing anything, confirm that your business lines are open to 100% foreign ownership.
What it allows
Test demand with little upfront cost
Use the distributor’s network, licences and logistics
Decide on an entity later, with real sales data
What to keep in mind
Less control over pricing, brand and customer relationships
You cannot invoice Vietnamese customers directly
The distribution agreement (exclusivity, targets, exit) is critical
Next steps
Shortlist and vet importers or distributors for your category
Check import rules and certifications for your products
Negotiate a distribution agreement with clear targets and exit terms
Review the results after 6–12 months and decide on an entity
You need to operate fully in Vietnam: sign contracts, invoice and hire. In open sectors you can own 100% of a limited liability company (or a joint stock company if you expect several shareholders).
Note: a representative office requires the parent to have operated for at least 1 year. Until then, you can explore without an entity or set up a company, which has no such minimum.
Timing: setting up a company usually takes a few months from complete documents. If you need to start sooner, you can begin through a distributor or partner while the company is registered.
Another option: in some service sectors covered by Vietnam’s WTO commitments, a branch of your company is possible, since your parent has operated for more than 5 years.
Check first: before filing anything, confirm that your business lines are open to 100% foreign ownership.
What it allows
Sign contracts and invoice Vietnamese customers
Hire staff and operate like any local business
Keep full control of the company
What to keep in mind
It needs an Investment Registration Certificate (IRC) and an Enterprise Registration Certificate (ERC); since 2026 the company can be set up first, with the IRC within 12 months
The capital you declare must be paid in within 90 days of the ERC
Accounting, tax and payroll obligations from the first month
Next steps
Define activities, capital and location
Prepare documents in your country (apostilled and translated)
IRC: 10 working days by law once the file is complete; ERC: 3 working days
A joint venture (or checking your sector’s limits)
Your sector restricts foreign ownership. In some activities Vietnam caps the foreign share or requires a Vietnamese partner, so a joint venture is often the route. The exact limit depends on your precise business lines.
Note: a representative office requires the parent to have operated for at least 1 year. Until then, you can explore without an entity or set up a company, which has no such minimum.
Timing: setting up a company usually takes a few months from complete documents. If you need to start sooner, you can begin through a distributor or partner while the company is registered.
Another option: in some service sectors covered by Vietnam’s WTO commitments, a branch of your company is possible, since your parent has operated for more than 5 years.
Check first: before filing anything, confirm that your business lines are open to 100% foreign ownership.
What it allows
Access sectors that are not fully open to foreign investors
Benefit from the local partner’s licences, network and knowledge
Share the investment and the risk
What to keep in mind
Choosing and vetting the partner is the key decision
The shareholders’ agreement must cover control, exit and deadlock
The same company registration steps (IRC and ERC) apply
Next steps
Confirm the exact ownership limit for your business lines
A dedicated tech team, without your own entity yet
You want engineering capacity in Vietnam. You do not need your own company for that: a local partner can employ and manage a dedicated team for you, and you can move it into your own entity later if it grows.
Note: a representative office requires the parent to have operated for at least 1 year. Until then, you can explore without an entity or set up a company, which has no such minimum.
Timing: setting up a company usually takes a few months from complete documents. If you need to start sooner, you can begin through a distributor or partner while the company is registered.
Another option: in some service sectors covered by Vietnam’s WTO commitments, a branch of your company is possible, since your parent has operated for more than 5 years.
Check first: before filing anything, confirm that your business lines are open to 100% foreign ownership.
What it allows
Start in weeks instead of months
No entity, payroll or local compliance to manage
Scale the team up or down as needed
What to keep in mind
You depend on the partner’s quality and transparency
Make sure contracts assign all IP to you and code lives in your repositories
For a large team, your own entity may pay off in the long run
Next steps
Define the roles and the first 3 months of work
Choose a partner and agree on the working model
Start with a small squad and a clear delivery rhythm
Review after 6 months: keep, grow or set up your own entity
