How to Set Up Company in Hanoi?

The Law on investment  has a lot of investment incentive policies in economic sectors in Vietnam for foreign investors hence encouraged them to do business in Vietnam including to set up company in Hanoi, Hai Phong, Da Nang, Ho Chi Minh City, Binh Duong and other cities and provinces all over the country.

Why investors set up company in Hanoi?

Hanoi is the capital of Vietnam and has some characteristics that fit certain investors’ business needs.  

According to the results of the Vietnam Provincial Competitiveness Index (PCI) in 2021, Hanoi ranked 10th (68.6 points) in the ranking of 63 provinces and cities.  In particular, Hanoi is highly appreciated for its infrastructure, business support services. 

How to set up company in Hanoi?

Foreign investors that invest in Vietnam in general and Hanoi in particular for the first time must have investment projects and fill in investment registration or examination procedures at state agencies in charge of investment in order to be granted Investment Registration Certificates (“IRC”) and Enterprise Registration Certificate (“ERC”).

Company with 100% foreign capital has founded and operated from the date of issuance of the investment certificate.

The investor applies for IRC in Hanoi need to have a possible project which is accepted by the Government (The Department of Planning and Investment of Hanoi City).

The dossier on applying for IRC:

For Investment Registration Certificate, the investor must prepare the dossier included:
i) An application form for execution of the investment project, including a commitment to incur all costs and risks if the project is not approved;
ii) A document about the investor’s legal status;
iii) Document(s) proving the financial capacity of the investor including at least one of the following documents: the investor’s financial statements for the last two years; commitment of a parent company to provide financial support; commitment of a financial institution to provide financial support; guarantee for the investor’s financial capacity; other document proving the investor’s financial capacity;
iv) Proposal for the investment project including the following main contents: investor or method of investor selection, investment objectives, investment scale, investment capital and plan for raising capital, location, duration and schedule of the investment project, information about the current use of land in the location of the project and proposed demand for land use (if any), demand for labor, proposal for investment incentives, impact and socio – economic efficiency of the project and preliminary assessment of environmental impact (if any) in accordance with regulations of law on environmental protection.
If the law on construction requires formulation of a pre-feasibility study report, the investor is entitled to submit the pre-feasibility study report instead of a proposal for the investment project.
v) If the project does not require the State to allocate or lease out land or to permit land repurposing, a copy of the document regarding the land use rights or other document identifying the right to use the location for execution of the investment project is required to be submitted;
vi) Contents of the explanation for the technology to be used in the investment project if the project requires appraisal and collection of opinions on the technology in accordance with the Law on Technology Transfer;
vii) The business cooperation contract if the investment project is executed under a business cooperation contract;
viii) Other documents relating to the investment project, and requirements on the eligibility and capacity of the investor in accordance with regulations of law (if any).

After having the project, the investor needs to apply for Enterprise Registration Certificate (ERC).

The dossier to apply for ERC included:

i) An application for enterprise registration;
ii) The enterprise’s charter;
iii) A list of members of a limited liability company with two or more members or a list of general partners;
iv) A notarized copy of identity card or valid passport of individual member;
v) A notarized copy of the Enterprise Registration Certificate of the organization’s member;
vi) A notarized copy of valid identity card or passport of the organization’s legal representative;
vii) The copy of Investment Registration Certificate.

The time for applying the IRC is 15 working days and the time for applying the company ERC is 03 working days after the date of submitting the valid dossier.

About ANT Lawyers, a law firm in Vietnam

We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest rate protection, risk mitigation and regulatory compliance. ANT lawyers has attorneys in Hanoi, Ho Chi Minh and Danang, and will help customers conveniently setting up business in Vietnam and doing business in Vietnam.

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