100% Foreign-Owned Company Requirements in Vietnam Industrial Parks

Overview

Vietnam continues to be one of the most attractive destinations for foreign direct investment (FDI) in manufacturing, logistics, and supporting industries. Many investors choose to establish wholly foreign-owned enterprises in industrial parks to benefit from ready-built infrastructure, abundant labor resources, and favorable investment policies.

However, before obtaining approval, investors must satisfy several legal requirements under Vietnam’s investment and enterprise regulations.

1. Business Activities Must Be Eligible for Foreign Investment

The first requirement is that the proposed business activities comply with:

• Industrial park planning and development orientation;
• Market access conditions applicable to foreign investors;
• Relevant sector-specific regulations.

Common industries permitted in industrial parks include:

• Manufacturing;
• Supporting industries;
• Food processing;
• Electronics and mechanical engineering;
• Logistics and warehousing;
• High-tech industries.

For conditional business sectors, investors must satisfy additional licensing or regulatory requirements.

2. Secure a Lawful Project Location

Investors must demonstrate a legitimate project location through documents such as:

• Industrial land lease agreement;
• Factory lease agreement;
• Memorandum of Understanding (MOU);
• Confirmation letter from the industrial park developer.

The project site must be consistent with the approved industrial park planning and intended business activities.

3. Demonstrate Financial Capacity

Financial capability is one of the most important factors reviewed during the Investment Registration Certificate (IRC) application process.

Corporate Investors

Typical supporting documents include:

• Audited financial statements for the last two years;
• Annual financial reports;
• Parent company financial support commitments;
• Bank financing or credit institution support letters.

Individual Investors

Typical supporting documents include:

• Bank balance confirmations;
• Asset ownership documents;
• Evidence of lawful investment funds.

Investment authorities assess whether the proposed capital is appropriate for the project's scale and objectives.

4. Obtain an Investment Registration Certificate (IRC)

Before establishing a company, foreign investors must register an investment project.

The application dossier generally includes:

• Application for project implementation;
• Legal documents of the investor;
• Investment project proposal;
• Financial capacity documents;
• Project location documents.

Once approved, the investor receives an Investment Registration Certificate (IRC).

5. Establish the Company and Obtain an Enterprise Registration Certificate (ERC)

After obtaining the IRC, the investor may proceed with company incorporation and apply for an Enterprise Registration Certificate (ERC).

The registration process includes:

• Company name;
• Registered office address;
• Legal representative;
• Business lines;
• Charter capital.

Upon issuance of the ERC, the company becomes a legal entity under Vietnamese law.

6. Fulfill Post-Licensing Requirements

Depending on the project type, additional procedures may include:

Environmental Compliance

• Environmental registration;
• Environmental permits.

Fire Prevention and Fighting

• Fire safety design appraisal;
• Fire safety acceptance procedures.

Labor Compliance

• Labor registration;
• Work permits for foreign employees.

Tax and Accounting

• Tax registration;
• Opening a direct investment capital account;
• Compliance with Vietnamese accounting regulations.

7. Key Considerations for Foreign Investors in 2026

To facilitate a smooth licensing process, investors should:

• Select an industrial park suitable for their business activities;
• Prepare transparent financial documentation;
• Register an appropriate investment capital amount;
• Review market access conditions before investing;
• Assess environmental and construction compliance requirements early.

Conclusion

Establishing a wholly foreign-owned company in a Vietnamese industrial park requires compliance with investment, corporate, financial, and sector-specific regulations. Proper preparation of documentation and project planning can significantly reduce licensing time and support successful business operations in Vietnam.

References

• Investment Law No. 61/2020/QH14.
• Enterprise Law No. 59/2020/QH14.
• Decree No. 31/2021/ND-CP guiding the Investment Law.
• Decree No. 01/2021/ND-CP on Enterprise Registration.
• National Public Service Portal.
• National Business Registration Portal.
• Competent Industrial Park Management Authorities.