The VIE structure — variable interest entity — is the contractual arrangement through which offshore holding companies claim economic control over a domestic operating company they cannot lawfully own. Familiar from Chinese technology listings, the VIE structure is used in Vietnam wherever foreign ownership limits, licensing conditions or nominee constraints block direct equity ownership. Foreign…

Choosing between a Vietnam rep office, a branch and a subsidiary is the first structural decision a foreign trader makes on entry, and the most expensive one to reverse. Each vehicle carries a different licensing route, tax profile, liability exposure and permitted scope. This guide compares the three so the choice can be made on…

A Vietnam representative office licence is issued for five years and is the document that legitimises a foreign trader’s presence in the country. Understanding what the licence permits, how it is renewed, when it must be amended and how it is surrendered matters more than the initial filing, because most enforcement action concerns the licence…

Apostille update: Vietnam deposited its instrument of accession to the 1961 Hague Apostille Convention on 31 December 2025. The Convention enters into force for Vietnam on 11 September 2026. For covered public documents exchanged with a Contracting Party where the Convention operates between that state and Vietnam, an Apostille replaces traditional diplomatic or consular legalisation….

Import duty exemption for fixed assets is the relief that pays for itself in the first shipment, and the one most often lost through sequencing. Equipment forming the fixed assets of an eligible project can be imported free of duty – but the exemption must be established before the machinery arrives, not claimed after it…

Zone tax incentives are the largest single financial advantage Vietnam offers foreign manufacturers, and the one most often claimed on assumption rather than analysis. The incentive attaches to conditions, the conditions are tested annually, and the difference between a modelled benefit and a realised one is documentation. How zone tax incentives are earned Two criteria…

Project financing for an FDI manufacturing project in Vietnam is assembled from four sources, and the mix is constrained by rules that have nothing to do with the bank’s credit appetite. Understanding those constraints before approaching lenders is what separates a fundable structure from a renegotiated one. The four sources of FDI project financing Charter…

An offshore loan is how most foreign-invested companies in Vietnam fund the gap between charter capital and what a factory actually costs. The mechanism works well, but it runs on registration and reporting rules that are unforgiving of informality – and the cost of getting it wrong is money stuck outside the country. Why an…

Charter capital is the number that quietly governs a foreign-invested company’s entire first year in Vietnam. It is declared at licensing, must be contributed on a fixed timetable through a specific account, and constrains borrowing, incentive eligibility and credibility with the authorities for as long as the project runs. Setting charter capital at the right…

An EPC contract concentrates design, procurement and construction in one contractor with one price and one completion date, and for foreign sponsors building a Vietnamese factory it is usually the right structure – provided the risk allocation is drafted for Vietnamese conditions rather than copied from an international precedent. Why an EPC contract suits Vietnamese…

Fire safety approval is the requirement that most often stops a completed Vietnamese factory from opening. It operates in two stages – design approval before construction and acceptance after it – and a facility that satisfies the first but fails the second sits finished and idle while remedial work is done. The two stages of…

An environmental permit determines whether a factory can be built as designed, and it is the approval foreign sponsors most consistently start too late. In Vietnam it is a design input, not a construction formality – the outcome shapes layout, treatment capacity and equipment selection before drawings are finalised. Which environmental permit route applies Projects…