Vietnam simplifies FDI registration: what the new process looks like
Vietnam has made one of its most significant regulatory shifts in years.
The Law on Investment 2025, in force since March 2026, restructures the entire FDI registration sequence for foreign companies entering the market. For companies evaluating Vietnam market entry, the timing is especially important.
ATA Services Vietnam supports international investors through every step of this process. With the new framework in effect, the pathway to incorporation is faster, more flexible, and more aligned with the operational realities of international businesses.
The core change is straightforward. Foreign investors can now register their company before obtaining an Investment Registration Certificate. This reversal of a long-standing requirement changes how businesses plan and execute their Vietnam entry.
Understanding what changed, and what it means in practice, gives your team a strategic advantage from the start.
How Vietnam's FDI registration process worked before 2026
For years, foreign investors followed a fixed two-step sequence.
First, they obtained an Investment Registration Certificate (IRC) from the Department of Finance, formerly named the Department of Planning and Investment. Then, and only then, could they register their company and receive an Enterprise Registration Certificate (ERC).
This sequence created a structural delay. Investors had to commit significant time and documentation to a regulatory process before their legal entity even existed on paper.
The Law on Investment 2025 (No. 143/2025/QH15), adopted on December 11, 2025 and effective from March 1, 2026, changes this fundamentally
What the new FDI registration process looks like in Vietnam
Foreign investors who meet market access conditions can now obtain their ERC first. The IRC must follow within 12 months of company incorporation.
This alternative sequence gives investors the ability to set up their legal entity early. It allows teams to move faster on contracts, hiring, and banking without waiting for the full investment approval cycle to complete.
| Before 2026 | From 2026 | |
|---|---|---|
| Step 1 | Investment Registration Certificate (IRC) | Enterprise Registration Certificate (ERC) |
| Step 2 | Enterprise Registration Certificate (ERC) | Investment Registration Certificate (IRC) within 12 months |
Alongside this change, Decree 96/2026/ND-CP, effective March 31, 2026, introduced a broader restructuring of Vietnam’s investment framework. Vietnamese authorities announced significant
reductions in administrative procedures and compliance burdens as part of this reform agenda, with decentralization of approvals from central to provincial level as a stated priority.
The Special Investment Procedure has also been expanded. Fast-track licensing is now available for projects located in industrial parks, high-tech zones, digital technology zones, free trade zones, and international financial centers. Eligibility is no longer restricted to specific industries, making the fast-track pathway accessible to a broader range of foreign investors.
Key consideration:
- The most significant change is not speed alone. It is the ability to legally incorporate before full investment approval is granted. This gives businesses operational flexibility they did not have before.
Note: Implementation may vary depending on sector-specific licensing requirements and provincial authority interpretation.
How ATA Services Vietnam guides foreign investors through the new framework
Regulatory changes create opportunity. They also create complexity.
The new ERC-first option introduces real flexibility, but the sequencing decisions made at the outset have long-term legal and operational implications. Choosing the wrong pathway for your sector or ownership structure creates downstream compliance risk.
ATA Services Vietnam works with international investors to identify the right registration path from the start. Whether a client qualifies for the ERC-first sequence, the Special Investment Procedure fast-track, or the standard IRC pathway depends on their sector, project scope, and market access conditions.
Our team manages the full registration process. From initial eligibility assessment to IRC and ERC filing coordination, we handle communication with the Department of Finance, ensure documentation meets the requirements introduced under Decree 96/2026, and track all statutory deadlines, including the 12-month IRC completion window.
ATA Services Vietnam operates as your on-the-ground execution partner. We remove the administrative complexity so your team can focus on building the business.
Key benefits of registering your company in Vietnam under the 2026 framework
The reforms translate directly into measurable advantages for foreign investors working with the right partner.
- Faster market entry. Company incorporation can proceed before full investment approval. Your legal entity is operational earlier, and your team can move on to contracts, hiring, and banking without delay.
- Stronger compliance posture. Decree 96/2026 introduces a more structured post-licensing supervision model. ATA ensures your IRC timeline and documentation stay fully aligned with statutory requirements from day one.
- Reduced administrative friction. With procedures streamlined at both central and provincial levels, there are fewer bottlenecks. ATA navigates the remaining steps and flags any sector-specific conditions that apply to your project.
- Cost predictability. Vietnam’s 2026 reforms target a meaningful reduction in compliance burdens. ATA’s fixed-scope service model means you know your full registration cost before the process begins.
- Flexible entry solutions. Whether you enter via greenfield incorporation, M&A, or representative office setup, ATA structures your registration approach around your specific business model and timeline.
FDI registration in Vietnam: three real-world scenarios
Regional sales office opening in Vietnam
A European B2B solutions provider wants to establish a local entity in Ho Chi Minh City to manage client relationships and support its regional sales team. The activity does not fall under any restricted or conditional sector. ATA confirms market access conditions, registers the entity under the ERC-first pathway, and manages the IRC application within the statutory 12-month window. The client has a fully operational legal entity, with a local bank account and signed contracts, within weeks of engagement.
Regional headquarters relocation to Vietnam
A Singapore-based holding company decides to move its Southeast Asia operational hub to Ho Chi Minh City. Under the alternative sequence, ATA registers the company first and manages the IRC application within the 12-month statutory window. The client has a fully operational legal entity in Vietnam potentially within weeks rather than several months.
Technology company incorporating in Vietnam
A B2B SaaS company wants to incorporate in Vietnam to serve local enterprise clients. Their sector does not require investment policy approval. ATA assesses market access conditions, confirms ERC-first eligibility, and manages the incorporation filing under the new streamlined framework.
Why Vietnam remains one of Asia's top FDI destinations in 2026
The Law on Investment 2025 and Decree 96/2026 are part of a deliberate government strategy to make Vietnam one of Asia’s most accessible FDI destinations.
The country recorded over USD 23 billion in FDI in 2024. GDP growth remained strong in 2025, with the economy continuing to attract international capital across manufacturing, technology, and services. Vietnam has a population of nearly 100 million people, with over 70% of working age.
These figures illustrate the structural fundamentals continuing to attract foreign investors. The regulatory reforms now in effect remove barriers that previously extended entry timelines. For businesses that move with informed guidance, the conditions to establish a structured presence in Vietnam are more favorable than they have been in years.
ATA Services Vietnam brings local regulatory expertise, established relationships with government authorities, and a proven track record across industries and ownership structures. Our role is to give your market entry the structure, speed, and compliance foundation it deserves.
Ready to register your company in Vietnam under the new framework?
Contact ATA Services Vietnam today and get a clear picture of your registration pathway before you begin.
Frequently Asked Questions
The most significant change is the ability to obtain an Enterprise Registration Certificate before an Investment Registration Certificate. Previously, the IRC had to come first. Foreign investors who meet market access conditions can now incorporate their company early and complete the IRC process within 12 months.
Not automatically. Investors must first confirm they satisfy Vietnam’s market access conditions for their specific business sector. ATA Services Vietnam conducts this eligibility assessment as part of the initial registration engagement.
Projects located in industrial parks, export-processing zones, high-tech parks, digital technology zones, free trade zones, and international financial centers are generally eligible. Projects that require investment policy approval are excluded. ATA confirms eligibility based on your specific project profile and sector.
Yes. ATA manages the full registration process, including document preparation, DOF coordination, statutory deadline tracking, and post-registration steps such as tax registration, company seal, and business banking setup.
