Doing Business in Vietnam | Legal Pitfalls to Avoid When Starting a Business

Doing Business in Vietnam | Legal Pitfalls to Avoid When Starting a Business

Ho Chi Minh City, 1 December 2025

Indochine Counsel is pleased to share that Ms. Pham Thi Thanh Lan, Partner | Co-Head of Corporate and M&A, has contributed an in-depth article to the BeLuxCham Knowledge Center: Doing Business in Vietnam series. Her feature, titled “Legal Pitfalls to Avoid When Starting a Business in Vietnam,” provides a practical overview of regulatory challenges that new investors often face when entering the Vietnamese market.

In her article, Ms. Lan outlines several areas where entrepreneurs commonly encounter compliance risks. These include selecting the appropriate business structure, completing the full licensing process, and understanding foreign ownership restrictions under the Law on Investment. She also highlights issues related to using an invalid business address, delays in opening Direct Investment Capital Accounts (DICA), and the importance of timely capital contribution within the statutory 90-day period after establishment.

The analysis also delves into essential tax and accounting obligations under Vietnamese law, including VAT, CIT, and FCT requirements, alongside the need to comply with Vietnamese Accounting Standards (VAS). For businesses employing foreign nationals, Mr. Lan highlights the importance of proper employment contracts, compulsory insurance contributions, and valid work permit procedures to prevent administrative penalties or legal complications.

In addition, the article emphasizes that foreign-owned enterprises must fulfil periodic reporting obligations and ensure timely updates to their IRC and ERC whenever there are changes in investment structure or business activities. By addressing these recurring compliance challenges, Ms. Lan offers investors practical and actionable guidance to establish a compliant and sustainable presence in Vietnam’s dynamic business environment.

As a leading law firm in Vietnam, Indochine Counsel is committed to supporting investors, entrepreneurs, and foreign-owned enterprises throughout their market entry and expansion journey. Our team provides practical, business-focused legal guidance to help clients navigate regulatory requirements, mitigate risks, and build a compliant foundation in Vietnam’s dynamic business environment.

Access the full article here: Legal Pitfalls to Avoid When Starting a Business

For further assistance on corporate establishment, licensing, or compliance matters, please contact Indochine Counsel at info@indochinecounsel.com, (+84) 28 3823 9640, or learn more about our what we do for Corporate Commercial.

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