Ho Chi Minh City, 25 November 2025
Indochine Counsel is pleased to share that Mr. Dang Hoan My, Partner | Co-Head of Corporate & M&A, and Ms. Vu Pham Huyen My, Junior Associate, have contributed expert commentary to the BeLuxCham Knowledge Center: Doing Business in Vietnam series. Their article, titled “New Enterprise Regulations in Vietnam”, provides a clear and practical explanation of key regulatory developments that will shape the corporate compliance landscape in 2025 and beyond.
The Vietnamese Government has introduced significant updates under the Amended Law on Enterprises 2025 and Decree 168/2025/ND-CP to enhance transparency and align with global AML standards. A central element of these reforms is the requirement for enterprises to identify and disclose Ultimate Beneficial Owners (UBOs). The article outlines two legally recognized UBO categories:
- Direct UBO: An individual who directly owns at least 25% of the charter capital or voting shares or has the authority to determine major corporate decisions, including charter amendments or executive appointments.
- Indirect UBO: An individual who meets the same ownership threshold through another legal entity. Although defined under the law, indirect UBO disclosure is not yet mandatory.
In the article, Mr. Hoan My and Ms. Huyen My also analyzed the new requirement for enterprises to obtain a VNeID digital identity account, which will become the central channel for administrative procedures. They note a practical challenge for companies with foreign legal representatives: an enterprise VNeID account can only be issued if the representative holds a personal VNeID Level 2 account. This personal account is only granted to foreigners with valid temporary or permanent residence cards, creating significant obstacles for non-resident representatives.
To sum up, they advise investors planning to establish operations in Vietnam to review ownership structures carefully to ensure timely UBO compliance. Another recommendation is securing VNeID Level 2 personal accounts for foreign legal representatives as early as possible to avoid administrative delays and ensure uninterrupted interaction with state authorities.
Indochine Counsel’s contribution to this series reflects the firm’s ongoing commitment to supporting foreign investors, multinational corporations, and domestic enterprises navigating Vietnam’s evolving regulatory environment. We remain dedicated to providing practical, business-focused insights that help clients anticipate regulatory changes and operate with confidence in a dynamic market.
Access the full article here: New Enterprise Regulations in Vietnam
For further guidance on corporate governance, investment registration, or compliance matters, please contact Indochine Counsel at info@indochinecounsel.com or (+84) 28 3823 9640.
