How To Get An ERC In Vietnam As An Expatriate

According to regulations stipulated by the WTO and EVFTA as well as Vietnamese laws, investors can establish foreign enterprises in Vietnam. In doing so, it’s essential that dossiers and procedures for setting up this company comply with Vietnamese laws. There are two main processes; apply for the Investment Registration Certificate (“IRC”) and the Enterprise Registration Certificate (“ERC”). In case you do not have any Vietnamese enterprises by your own, IRC of project must be achieved first. Otherwise, be sure that you have completed the procedures of applying for the Investment Registration Certificate. How about applying for the Enterprise Registration Certificate? Keep reading to learn more.

According to Article 4 of Law on Enterprises 2020, ERC is a legally binding document (which is paper or electronic version) that records information about business registration. Foreigners wishing to establish a company in Vietnam must have Investment Registration and Enterprise Registration certificates. However, Vietnam residents are expected only to submit an ERC. Your enterprise can’t operate without an ERC when setting up a company.

How to Get an ERC in Vietnam as an Expatriate: Why the Certification Matters 

Simply put, the Enterprise Registration Certificate (“ERC”) is a mandatory certificate issued by Business Registration Office of each city’s Department of Planning and Investment to any individual or organization who demands to establish a company in Vietnam.

The Role 

The Enterprise Registration Certificate (ERC) is one of the first and most important documents you will need as an expatriate looking to start a business in Vietnam. Simply put, the ERC is what makes your company legal in Vietnam. It allows the business to operate officially, sign contracts, and carry out commercial activities. No matter how ready your capital or business plan is, your company cannot legally exist without this certificate. 

Important for Expatriates 

Compared to local business owners, expatriates usually face stricter checks, especially when foreign ownership or management is involved. When foreigners are part of the company, the authorities will pay closer attention to the structure, ownership, and activities being registered under the business. For expatriates, the ERC is a key document needed for other practical matters, such as opening a corporate bank account and meeting compliance requirements. 

ERC vs. Residency Status 

The ERC applies to the company, not to the person. While it allows the business to operate legally, it does not grant you the right to live or work in the country. Separate visas and work permits are still required. The ERC is essential for the business setup, but it is only a part of the overall process. 

How to Get an ERC in Vietnam as an Expatriate: The Information Listed 

The following is some of the information listed on the ERC; 

• The company’s name and tax code 

• The company’s head office address 

• Charter capital  

• Business contact lines 

• Owner’s full name, nationality, basic information, address (only applied in case of owner of one-member or two-member limited liability company, but not applied in case of joint stock company) 

• Full name, nationality, address and basic information of  the company’s representatives 

• Signature and seal of the ERC’s issuer 

How to Get an ERC in Vietnam as an Expatriate: The Application Process 

If you wish to get an Enterprise Registration Certificate, you’ll need to apply dossiers to the Business Registration Office of Department of Planning and Investment where you plan to locate the company’s head office. The application process is relatively simple. As a foreign investor, you can apply for the ERC when the IRC procedure is complete.

To apply for the Enterprise Registration Certificate, you’ll need to follow the procedures outlined by Decree No. 01/2021/ND-CP. All you need to do is to fill out a dossier or form with the right details. When submitting your dossier to the Business Registration office, you shall submit it online. Most business owners are interested in the online procedure.

After you have submitted your application for the Enterprise Registration Certificate, you’ll get feedback on approval within three working days. This duration (3 days) is legally prescribed, but the reality could take much longer. If an applicant has submitted a dossier that doesn’t meet the requirements, it may need to be amended or supplemented. However, if the dossier is completely turned down, the applicant will be informed and receive a clear explanation for the disapproval.

How to Get an ERC in Vietnam as an Expatriate: The Timeline 

Processing Expectations 

When understanding how to get an ERC in Vietnam as an expatriate, knowing the expected timeline helps with better planning. Once a complete and properly prepared application is submitted, the ERC can be issued within a couple of working days for the most part. This assumes that all documents are correct and no further clarification is requested by the authorities. 

Factors Affecting Approval 

In reality, processing times may differ. Applications with foreign shareholders often take longer because additional checks are required. Delays occur if documents are not translated or notarized or if there are inconsistencies in the business information. When this happens, authorities may ask for revisions, which slows down the process. 

Planning Ahead 

Expatriates should always allow extra time when planning their business entry into Vietnam. The ERC being approved is crucially important to apply for licenses, open bank accounts, or handle immigration matters. Good preparation prevents unnecessary delays. 

How to Get an ERC in Vietnam as an Expatriate: Tips to Avoid Errors 

Typical Errors 

Underestimating how detailed Vietnam’s documentation requirements can be is a common mistake expatriates make. Missing documents, outdated forms, or incomplete certifications easily lead to rejections or the need for a resubmission. Another frequent issue is choosing business activities that trigger extra review by being too vague or by not matching Vietnam’s official classification system. 

Misunderstanding Responsibilities 

Some expatriates believe that once the ERC is issued, all legal responsibilities are completed. The ERC is only the first step. Businesses must update registration details whenever there are changes to avoid fines or penalties. This is crucial to continue meeting ongoing compliance requirements. 

Avoiding Delays 

Providing information should be accurate and consistent by clearly describing the intended business activities to improve the chances of approval. Understanding the local requirements prior to applying can reduce complications and help the ERC process move forward without issues. 

How to Get an ERC in Vietnam as an Expatriate: The Legal Conditions to Obtain the Certification 

The legal conditions to get your ERC is more relaxed than the IRC. But you’ll be expected to submit several valid papers and documents. The documents you’ll submit will depend on your business’s nature. Ensure you find out the regulatory requirements for your business and follow them.

If you wish to be granted an enterprise registration certificate, you’ll be expected to meet the conditions of the ERC. Business owners are usually expected to meet all the laid-down conditions. These conditions include:

• Business registration lines are not banned from business investments
• The name of the enterprise should be created based on the guidelines stipulated in Law on Enterprises 2020
• All business registration documents must be valid
• The business registration fee has been paid in compliance with legal regulations, including all fees and additional charges

Premia TNC’s Assistance 

Many experts have explained the difficulties behind the two-step registration process for foreign investors in Vietnam. Any business owner that wants to set up enterprise in the region is expected to complete all the requirements for the IRC and ERC. It’s been suggested that legislators should shorten the procedure, reduce the number of documents to be submitted, promote online procedures, and save time.

While the entire world is still anticipating favorable legislation in Vietnam, you don’t need to hold off on your business registration. The ERC is a small step in the business registration of any company. Therefore, it needs to be sorted out as quickly as possible. Your best bet is to hire a professional firm to handle the entire process. They would help in consulting for procedures of setting up the company and applying for the enterprise registration certificate also. If you’re interested in applying for an enterprise registration certificate, Premia TNC is your best bet.

Premia TNC is a top-rated business consultancy firm. We have partnered with several companies in different parts of the country. We’ve partnered with businesses for many years now. Our job is to help your business operate smoothly – from business registration to when you begin operations. At Premia TNC, we’ll advise you on the necessary steps to complete your ERC registration. We’ll represent foreign investors in completing their registration. We’ll support you if you’re interested in legal services, consulting, company registration, licensing, etc.

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