|This electronic guide serves to provide European SMEs interested in trading with Vietnam, alongside other interested stakeholders, a first point of call. It offers a set of initial answers to questions businesses may have, includes links to further details and documentation, and is updated regularly. Whilst this guide has been prepared by leading experts and with great care, it does not constitute legal advice. Your critique, comments and suggestions are most welcome via our feedback form.|
Hanoi and Ho Chi Minh City are, according to the City Momentum Index 2020 report, ranked among the top-10 most dynamic cities in the world due to their low cost, rapid consumer market expansion, strong population growth, and transition towards activities attracting significant amounts of foreign direct investment.
Vietnam is one of the fastest-growing economies in the world with, according to the World Bank, 7.1% and 7% percent GDP growth in 2018 and 2019 respectively. Although its growth rate declined to 2.91% in 2020 due to the Covid-19 pandemic, it remains among the highest in the region, and globally.
Additionally, Vietnam has the fastest-growing middle class in the region. Vietnam’s middle class accounts for 13% of the total population with this figure is expecting to reach 26% by 2026. Vietnam’s super-rich population is also growing faster than elsewhere in the region, and there is no doubt it will continue to rise over the next ten years.
The implementation of the EVFTA stimulated growth in bilateral trade between Vietnam and the EU with two-way trade turnover reaching USD 17.8 billion during the first four months of implementation (August-November 2020) - an increase of 2.9% relative to the same period in 2019.
In order to enter Vietnam, foreigners need to obtain entry visas issued by the Department of Immigration under Vietnam’s Ministry of Public Security (for issuance and renewal).
Visas can be obtained digitally. Vietnam has updated the process and procedures for the e-visa system, allowing visitors of single-entry visits with a duration of up to 30 days to apply for and obtain their visas online. The processing time for e-visas is three working days after completing registration and making the fee payment. You can find the link to apply for e-visas here.
Citizens of Denmark, Finland, France, Germany, Italy, Norway, Spain, and Sweden, can enter Vietnam visa-free for up to 15 days.
To work in Vietnam and remain for an extended period of time, foreigners need to apply for longer-term (three-month) single or multiple entry visas. It is advised to check with the Vietnamese Consulate General or Embassy in your country of residence on matters related to the application for longer-term visas (such as foreign workers visas or others).
Additional information regarding stays for businesspeople in specific sectors can be found in Section 4.3.2.
SMEs describe microenterprises, small enterprises and medium-sized enterprises as determined in Article 6 of Decree No. 80/2021/ND-CP. The determination of SMEs according to the Decree follows two sets of criteria; (1) the sectoral group the enterprise operates in and (2) its average number of employees, annual revenue, and total investment capital. The determination is defined as follows (further information can be found here):
|Sectors/Criteria||Agriculture, forestry and aquaculture, industrial, construction||Trade and services|
|The average number of employees participating in social insurance per year||Microenterprise: 10 or fewer Small enterprise: 100 or fewer Medium enterprise: 200 or fewer||Microenterprise: 10 or fewer Small enterprise 50 or fewer Medium enterprise 100 or fewer|
|Annual revenue (VND billions)||Microenterprise: maximum 3 Small enterprise: maximum 50 Medium enterprise: maximum 200||Microenterprise: maximum 10 Small enterprise: maximum 100 Medium enterprise: maximum 300|
|Total investment capital (VND billions)||Microenterprise: maximum 3 Small enterprise: maximum 20 Medium enterprise: maximum 100||Microenterprise: maximum 3 Small enterprise: maximum 50 Medium enterprise: maximum 100|
If a company has any queries about its categorization, it can refer to the SME Assistance Portal managed by the Ministry of Planning and Investment. The Portal contains information about the network of SME assistance counsellors, SME assistance plans, programs, projects, schemes, activities; guidelines for business operation, credit, market, products, technology, business incubation and other information serving operation of SMEs, state management of assistance and development of enterprises according to demands of the organizations and individuals.
What are the most common categories of SMEs?
Small and micro enterprises (both local and foreign-invested) account for a very large proportion of SMEs in Vietnam, whereas the number of medium sized enterprises accounts for only 1.6% of SMEs.
In which sectors are SMEs most prevalent?
Local and foreign-invested SMEs account for around 96.7% of total enterprises in Vietnam (as of September 2020). Most SMEs operate in the commerce, services and industrial sectors especially in traditional handicraft, exploiting and producing raw products such as minerals, seafood, forest products, processing and assembly, manufacturing high-tech products (machinery, electronics, chemicals, measuring equipment, engines, etc.).
In recent years, the trend of developing innovative business models (in the form start-ups, which are considered as SMEs in Vietnam) has been growing, especially in areas like construction, processing, manufacturing, the automotive industry, air transport, finance and banking. Currently, there are more than 3,000 active start-ups, most of them funded by start-up investment funds from the US and Singapore.
How ready are SMEs in Vietnam for the 4.0 industrial revolution
With a young and technology savvy workforce, increased connectivity and the presence of many large global technology corporations, rapid technology innovation and adaptation is diffusing fast amongst Vietnamese SMEs. The International Labour Organization’s analysis on the readiness of Vietnam’s labour market to innovate and adapt to technology in the workplace can be read here.
How many people are employed in SMEs in Vietnam?
The latest data shows that between 2016-2017 the SME sector attracted 8.69 million employees. In the two years 2017-2018, the number of newly established SMEs created nearly 2.3 million new jobs.
How do SMEs contribute to the Vietnamese economy?
According to Vietnam’s Academy of Social Sciences, in recent years SMEs contribute annually approximately: 40% to Vietnam’s GDP, 30% to the state budget, 33 per cent of industrial output value, 30% of export value and attract nearly 60% of employees nationwide.
The EVFTA is the most comprehensive and ambitious trade and investment agreement that the EU has concluded with a developing country in Asia, and is the second EU free trade agreement concluded in the ASEAN region after the Singapore FTA.
The EVFTA is envisaged to intensify bilateral trade and investment relations between Vietnam and the EU, and is working towards developing Vietnam into an Asian manufacturing hub.
In services, Vietnam has not only liberalized additional sub-sectors for EU service providers under the EVFTA, but also made deeper commitments than those made under WTO Agreements, offering EU service providers the best possible access to Vietnam’s market. Some services sub-sectors covered by the EVFTA are: interdisciplinary Research & Development (R&D); nursing, services provided by physiotherapists and para-medical personnel; packaging; trade fairs and exhibitions, and building-cleaning.
In addition, for the sectors listed in Vietnam’s Specific Schedule of Commitments under the Agreement, except where there are specific reservations, Vietnam undertakes not to apply restrictions related to: (i) the number of businesses allowed to participate in the market; (ii) the transaction value; (iii) the number of activities; (iv) foreign capital contribution; (v) the form of legal entities; and (vi) the number of natural persons recruited.
In goods trade, Vietnam has committed to eliminate import duties on 48.5% of tariff lines, equivalent to 64.5% of EU exports to Vietnam from 1 August 2020.
In public procurement, Vietnam committed to treat EU bidders, or domestic bidders with EU investment capital, equally like Vietnamese bidders when the Government purchases goods or requests services worth over a specified threshold.
You can find the full text of the EVFTA here.
This section will summarize most applicable regulations that may concern goods imports into Vietnam from the EU, including tariff rates and tariff rate quotas, rules of origin, documentation requirements, customs procedures, import controls, non-tariff barriers and trade remedies.
The preferential import tariff schedule of Vietnam under the EVFTA (effective from 1 August 2020 to 31 December 2022) can be found here. The preferential import tariff schedule for the next periods will be issued by the Government of Vietnam at a later stage, normally one month before or after the start of a new effective period. The Ministry of Industry and Trade issues the annual quotas for these products every year.
Import tariff rate quotas are applied to the following products and quantities:
In-quota imports of these products from the EU to Vietnam are subject to the preferential import tariff rate stipulated in the schedule. Imports of these products in quantities beyond the above quotas are subject to general MFN tariff rates.
To enjoy preferential in-quota tariff rates, importers need to obtain an import quota license from the Ministry of Industry and Trade. The application dossier, to be submitted to the Import- Export Department of the Ministry of Industry and Trade, shall include:
Please note that for the import of tobacco raw materials, the importer must have a license to produce cigarettes issued by the Ministry of Industry and Trade and have a demand to import tobacco raw materials for cigarettes production.
The pilot auction program that was being run for tariff-rate quotas on imports of refined and raw sugar has ended, being replaced by Circular No. 11/2022/TT-BCT. This law does not apply tariff quotas on imported sugar being imported for processing and then re-export. Under this new law, the Ministry of Agricultural and Rural Development decides on the quantity and volume of sugar that the tariff-rate quotas will apply to. The Ministry of Industry and Trade then decides on how these quotas will be allocated.
Importers wishing to participate in the auction must:
(i) pay a deposit equivalent to 10% of the value of the amount of sugar they are registering to be distributed via the auction (this number being calculated relative to the starting price of the product at the auction); and
(ii) submit an application dossier to the Ministry of Industry and Trade Import-Export Department for approval (this form is available via the above link).
Generally applicable rules of origin
Your products are considered as originating from the EU under the EVFTA if they are:
While it is simple for wholly obtained products in the EU to be considered as originating from the EU, the EVFTA sets out a set of working or processing procedures for products based on their HS Codes to qualify for origin status. Therefore, you will need to check the HS codes of products intended to be imported into Vietnam to find their respective originating requirements.
The following operations are not considered as sufficient working or processing to confer origin:
Rules of origin for fabrics/textile products?
There are some special rules regarding rules of origin for textile products. A good summary of these can be found here on the EU’s Access2Markets page on the EVFTA. Additionally, you can utilize the Access2Markets database to see what rules of origin affect your exact type of textile product.
How can I determine EU origin status, and what forms should I use?
As laid out on page 5 of the EVFTA guidance on rules of origin, EU products imported to Vietnam benefit from the EVFTA tariff preferences upon the submission of a statement of origin made by exporters registered in the Registered Exporter System (REX) - an electronic database – and in accordance with the relevant legislation in the EU. The text of the origin statement can be found here (Annex VI to Protocol 1 of the EVFTA – English version).
Registration in the REX database is valid throughout the customs territory of the EU and therefore the REX number assigned to an exporter may be used irrespective of the place where products are declared for exportation and the country of export.
The REX database does not require exporters to specify the countries for which the registration has been completed for. Therefore, an exporter already holding a REX number for purposes of exporting to GSP (Generalized Scheme of Preferences) beneficiary countries, may use the same REX number for purposes of exporting to Vietnam.
Further information on, and a link to, the REX database can be found here.
Some additional notes on the text of origin statements:
The customs dossier
The customs dossier for imported goods from the EU under the EVFTA includes the following documents:
The certificate of origin; the inspection certificate; the certificate of eligibility to import prescribed by investment law; and the import permit (if applicable) or quota-based import license or notification of tariff quota can be sent electronically through the National Single-window Information Portal by the inspecting or regulatory authority, or through the Association of Southeast Asian Nations Single-window Information Portal by a competent authority of the exporting country, or through another portal dealing with the EVFTA. Both single windows are accessible through the Vietnamese National Single Window website.
General customs clearance procedures
The customs declaration dossier for imported goods must be submitted before the goods reach the border or within 30 days from the date when the goods reach the border. If the means of transport follow electronic customs procedures, the date of arrival of goods at the entry point is the date of arrival of the means of transport at the checkpoint as informed by the shipping company on the e-customs system. In cases where the means of transport follow manual customs procedures for entry, the date of arrival of goods at the checkpoint is the day on which the customs authority appends the seal on the declaration of imports at the port of discharge which is enclosed with documents about the means of transport (by sea, by air, or by rail) or the date written on the declaration of means of transport crossing the checkpoint or the logbook of means of transport (by river or by road).
The fully completed customs dossiers can be submitted online. After receiving the dossier, the system will check the conditions for registering the submitted customs declaration form, and if such conditions are met, the customs authority approves the registration. If there is a need for correction, it is possible to correct the data directly in the online customs dossier. The customs authority in charge will then decide on one of the following customs inspection forms and levels based on the result of the online system:
In cases where a physical inspection is required, if the cargo or any sample of the cargo corresponds accurately with the information contained in the forms and documents, Customs will record the results of the inspection and will release the goods to the importer. The Customs Authority may require additional documents/information to complete its inspection. If the declarant cannot provide that information, or the goods are not allowed to be cleared from customs after inspection, the goods stay at the border or are returned by agreement of the importer, the exporter and/or the seller.
In addition, goods which have completed customs procedures but have not paid or fully paid the applicable tax amounts within the regulated time limit can be released if they have such payable tax amounts guaranteed by a credit institution, or enjoy a tax payment time limit in accordance with the tax law.
Further to the above, customs laws also provide customs procedures for goods in transit, goods brought into entrepots, free trade zones, bonded warehouses, duty free warehouses, for temporary import for export goods, for means of transport on entry, exit or in transit.
In addition to the general requirements, the importation of agricultural and fishery products is subject to additional requirements, described here.
In addition to the general requirements, the importation of tobacco raw materials is subject to import tariff quotas and an import quota license. In addition, the importer must submit a license to produce cigarettes issued by the Ministry of Industry and Trade and have a demand to import tobacco raw materials for cigarettes production.
The importation of tobacco products is under the sole authority of Vietnam National Tobacco Corporation (VINATABA) according to the mechanism of state trading.
See here on pages 27-28 for more information.
See general requirements under Section 2.2.1.
For a list of iron and steel subject to quality inspection, please refer to this list.
The importation of iron and steel listed above requires the submission of the proof of registration for quality inspection and of an announcement on technical standards conformity (a self-announcement registered by laws). See Section 2.3.3 for further information on conformity assessments.
The importation of gold materials for manufacturing gold bars is within the State exclusive authority.
For import of other precious metals, please see the general requirements under Section 2.2.1.
For chemicals prohibited from import please refer to Section 2.3.1.
The importation of chemicals listed in List 2 and List 3 in the Appendix issued with Decree 38 of the Government dated 6 May 2014 on management of chemicals under control pursuant to the Treaty Prohibiting Development, Production, Storage, Use and Destruction of Chemical Weapons, is subject to import licensing.
Importers must declare their imported chemicals on the national single-window here as a condition to clear their imports from customs.
Please refer to Section 2.3.1 to check if your products are prohibited from import in Vietnam.
For the documentation requirements for the importation of vehicles, motorcycles and automobile parts for commercial purposes, please see general requirements under Section 2.2.1.
Additional documents include an import license and a registration for quality/technical standards conformity (see Section 2.3.3 for conformity assessment documentation).
Please note that the import of passenger cars under 16 seats may only be conducted via the following sea ports: Quang Ninh (Cai Lan), Hai Phong, Da Nang, Ho Chi Minh and Ba Ria - Vung Tau.
The list of prohibited imports into Vietnam as issued by the Government includes:
Appendix 1 of this document denotes further goods prohibited from import based on their HS Codes.
Import permits are required for the importation of the following products:
Goods are divided into two groups:
While the quality control of goods in Group 1 is based on applicable standards announced by producers, the quality control of goods in Group 2 is based on relevant technical requirements issued by relevant competent authorities.
All imported goods must have their applicable standards announced. Producers and importers shall announce fundamental properties, warning information and standard codes on goods or on (i) goods package; (ii) goods labels; or (iii) documents accompanying products or goods.
Imported goods of Group 2 must pass a quality inspection. The inspection of these goods includes the examination of conformity evaluation results, goods labels, standard or regulatory conformity stamps, and documents accompanying the goods subject to examination. In addition, imported goods samples must be tested according to announced applicable standards and relevant technical regulations as necessary.
Technical requirements for goods in Group 2 are issued by the government agency/ministry in charge of regulating the product.
Products and goods under the management authority of the Ministry of Agriculture and Rural Development, together with relevant technical standards/regulations and form of inspection can be found in Circular No. 16/2021/TT-BNNPTNT.
Products and goods under the management authority of the Ministry of Labour, Invalids and Social Affairs, together with relevant technical standards/regulations and form of inspection can be found in Circular No. 01/2021/TT-BLDTBXH.
Products and goods under the management authority of the Ministry of Public Security, together with relevant technical standards/regulations and form of inspection can be found in Circular No. 08/2019/TT-BCA.
Products and goods under the management authority of the Ministry of Industry and Trade can be found in Circular No. 33/2017/TT-BCT (available only in Vietnamese).
Products and goods under the management authority of the Ministry of Transport, together with relevant technical standards/ regulations and form of inspection can be found in Circular No. 12/2022/TT-BGTVT.
Products and goods under the management authority of the Ministry of Information and Communication can be found in Circular No. 02/2022/TT-BTTTT.
Products and goods under the management authority of the Ministry of Science and Technology can be found in Circular No. 01/2009/TT-BKHCN.
Products and goods under the management authority of the Ministry of Culture, Sports and Tourism can be found in Circular No. 24/2018/TT-BVHTTDL.
The registration dossier for the declaration of conformity with technical standards (Group 1)
The product owner shall make two sets of applications for registration of the declaration of conformity with technical standards. The first one shall be submitted directly or through post to the local Department of Standards, Metrology and Quality where the manufacturer is registered while the second application shall be kept with the product owner. The application shall include the following documents:
The registration dossier for the declaration of conformity with technical regulations (Group 2):
Organizations and individuals declaring conformity with the technical regulations shall prepare dossiers of their declaration of conformity and submit them directly or by post to the Ministry in-charge (see the list above). The dossier shall include:
In addition to the declaration of conformity with standards/technical regulations and the associated certification mentioned above, the circulation of medical equipment in Vietnam’s market must meet the following conditions:
The information required in the application dossiers differs depending on the classification of the medical equipment – this is regulated through the Department of Medical Equipment and Health Works (DMEHW) and outlined in Decree 98/2021/NĐ-CP (Medical Equipment Management) and its guiding Circular 05/2022/TT-BYT. The devices are classified into 4 classes (A, B, C and D) which are also categorized into two groups: group 1 (Class A – those of low level of risks) and group 2 (Class B – those of lower average level of risk , C – those of upper average level of risks, and D – those of high level of risks) based on the level of potential risks associated with the technical design and manufacture of such medical devices. The classification of medical equipment is conducted by qualified agencies.
Application dossiers for declaration of conformity of standards applications for medical equipment of Classes A or B
An application dossier for medical equipment of Class A and Class B must include:
Application dossiers for issuance of a registration number for medical equipment of Classes C or D for which there are no equivalent national technical regulations
The following is required for an application dossier for medical equipment of Classes C or D for which there are no equivalent Vietnamese national technical regulations.
Application dossiers for issuance of a registration number for medical equipment of Classes C or D for which there are equivalent national technical regulations
The following is required for an application dossier for medical equipment of Classes C or D for which there are equivalent Vietnamese national technical regulations:
Importing and circulating pharmaceutical products in the Vietnamese markets requires, on top of the general technical requirements and documentation discussed above, specific expiry date and labelling standards.
Vietnam largely bases its technical regulations on international standards, practices and guidelines developed by bodies such as the WHO, OECD, the International Council for Harmonization of Technical Requirements for Pharmaceuticals for Human Use (ICH), amongst others.
Expiry dates of imported pharmaceutical products:
a) The expiry date of finished medicines with a shelf life of more than 24 months, must be at least 18 months from expiry upon the date of their arrival in Vietnam;
b) The expiry date of finished medicines with a shelf life of 24 months or less, must be at least 12 months from expiry upon the date of their arrival in Vietnam;
c) Vaccines and medical biological products without registration numbers must have at least 2/3 of their total shelf life remaining on the date of their arrival in Vietnam;
d) Vaccines and medical biological products with valid circulation registration numbers in Vietnam must have at least half of their shelf life remaining on the date of their arrival in Vietnam;
e) The expiry date of biological products used in -n-vitro diagnosis with a shelf life of 12 months or less must be at least three months after the date of their arrival in Vietnam;
f) The expiry date of raw materials used in making medicines, except for pharmaceutical materials, must be more than 36 months from the date of their arrival in Vietnam. Raw materials with a shelf life of 36 months or less must arrive at Vietnam’s ports at the latest six months after their date of manufacturing;
g) Drugs sent as part of humanitarian aid, rare drugs (the list can be found here) and drugs for hospital treatment (this has to be evidenced by an import dossier) must have a shelf life of 24 months or more and may only expire at a minimum at least 12 months after the date of their arrival at a Vietnamese port. If the drug has a shelf life of less than 24 months, the remaining shelf life from the date of arrival at a Vietnamese port must be at least 1/3 of the drug’s total shelf life;
h) Medicines and medical products that do not comply with the regulations on expiry dates of medicines mentioned above (except point e) but whose quality is still ensured and which need to be imported to serve the needs of treatment, or domestic production of medicine, might obtain import permits upon the consideration of the Vietnamese Ministry of Health’s Drugs Administration Department.
Labelling requirements of pharmaceutical products:
Labelling requirements include: the position and size of a label; the size of letters and numbers on a label; the colour of letters, symbols and images on a label; the language shown on a label; and presence of a secondary label and drug instruction sheet. Below are some of the key labelling requirements for pharmaceutical products:
Imported cars must meet national technical regulations/standards on, inter alia: fireproof safety structure; gas emission level 4; fuel consumption limit and determination methods; technical safety quality and environment protection; safety glasses; rear-view mirrors and air tires.
Please find here a complete set of applicable technical regulations and standards.
The importer must register to test their imported cars for compliance with these standards/technical regulations and obtain a Certificate of satisfaction illustrating compliance to be able to pass customs clearance procedures. This can be done at the Vietnam Register. Depending on the specific types (HS codes) of imported cars, they may be subject to a further need for satisfaction of standards/technical regulations after customs clearance and prior to circulation of the products in the market.
Recognition of international standards for motor vehicles
Products originating from the EU and falling under Chapters 40, 84, 85, 87 and 94 of HS 2012 will be subject to technical requirements included in UNECE (United Nations Economic Commission for Europe) regulations.
Vietnam’s current SPS requirements include: plants quarantine, inspection for hygiene and safety of foodstuffs, and inspection for compliance with quality standards. Products subject to SPS requirements are categorized in the following groups:
National technical regulations/standards for your products can be found here (in Vietnamese only; website currently unavailable, we will have an alternate link for you as soon as possible):
In Vietnam, the primary authority for developing and adopting SPS requirements is the Ministry of Agriculture and Rural Development.
The SPS requirements applicable to different types of products, can be found here (in Vietnamese only).
These SPS requirements are classified into those related to (i) food safety; (ii) animal quarantine; and (iii) plants quarantine.
Your products could be subject to value added tax (VAT) and special consumption tax.
Generally, goods are subject to a 5% or 10% VAT. There are exceptions for certain goods that are exempt from VAT, or imports that are exempt from VAT under circumstances such as goods transiting through Vietnam’s territory, goods temporarily imported for re-export, etc.
Additionally, certain imports are subject to the special consumption tax, at a rate varying from 7% to 150% depending on the type of goods:
The special consumption tax rates can be found here.
Generally, a product label must contain the following information: the product name, the name and address of the organization or individual who is responsible for the product, and the product origin.
A supplementary label presenting the compulsory information in Vietnamese is required for imported goods along with the original label. The information on the label must be the direct Vietnamese translation of the label in its original language. In addition, where the original label of imported goods does not fully contain the above compulsory information in Vietnamese, the importer must add a subordinate label in Vietnamese to the goods before or after customs clearance but before their circulation in the market.
Depending on the types of goods imported and the specific laws governing such goods, there may be additional compulsory labelling requirements. Please refer to this document for these labelling requirements.
Please see the above Section 22.214.171.124 for specific labelling requirements for pharmaceutical products.
Vietnam imposes additional duties or measures on imported goods if these goods cause: (i) injurious dumping; (ii) injurious subsidization or (iii) in case of injurious sudden increases of imported goods.
Under Vietnamese domestic law, imported goods are subject to anti-dumping duties if an anti-dumping investigation shows that the export price of the imported goods is lower than its normal price, thereby causing or threatening to cause material injury to the affected domestic industry.
Currently Vietnam does not impose any anti-dumping duties on goods imported from the EU.
Whilst anti-dumping duties address the private commercial conduct of exporters, countervailing measures address certain types of subsidies granted by governments. Countervailing measures are applied where the subsidized goods imported into Vietnam cause substantial injury or threaten to cause material injury to the domestic industry or prevent the formation of a domestic industry.
Currently Vietnam does not impose any countervailing duties on goods imported from the EU.
Safeguard measures are measures applied in cases where goods are excessively imported into Vietnam, causing serious damage or threatening to cause damage to the domestic industry.
Safeguard measures include applying (i) safeguard tax, (ii) import quotas; (iii) tariff quotas; (iv) import permits; and other safeguard measures.
Currently Vietnam imposes safeguard tax on the following imported goods (including those imported from the EU but excluding those imported from Bulgaria and Romania):
You will first need to apply for an Investment Registration Certificate. For more information, please refer to Section 7.3.1.
Then you will then need to obtain an Enterprise Registration Certificate. For more information, please refer to Section 7.2.
To sell products to final customers, a business license and a license to establish an outlet are required. For more information, please refer to Section 3.3.
For ease of reference, distribution includes:
The major difference between wholesaling and retailing lies in to whom the goods are sold and for what purposes.
Wholesaling involves selling goods to wholesalers, retailers, other organizations and traders;
Retailing involves selling goods to individuals, households, other organizations for consumption purpose. Retailing also includes operating retail outlet which means the place where retailing is conducted.
An import right is the right to import goods from foreign countries into Vietnam for sale to traders that have the right to distribute those products in Vietnam. An import right does not include the right to establish, or participate in, a product distribution system in Vietnam.
Therefore, if you have the right to import your products into Vietnam, you have the right to sell it to traders that have the right to distribute those goods in Vietnam.
Please see the list of goods (Appendix 1) prohibited from distribution by foreign invested enterprises (including wholesaling and retailing) here.
If the products being sold are lubricants, the local Department of Industry and Trade may consider granting import rights and wholesale distribution rights to a foreign-invested business entity performing one of the following activities:
If the products being sold are: rice; sugar; recorded items; books; newspapers; or magazines, the local Department of Industry and Trade may consider granting retail distribution right to a foreign-invested entity already having retail outlets (in forms of supermarkets, mini supermarkets, or convenience stores) to distribute the products.
A foreign-invested entity must apply for a license for establishment of a retail outlet after obtaining business License and retail outlet documentation.
If the retail outlet is in the same province/city as the headquarters, the foreign invested entity must apply for a business License and a license for establishment of retail outlet at the same time.
The foreign invested entity can submit an application dossier directly, via post or online to the local Department of Industry and Trade. The details of such a submission are as follows:
An application dossier for a business license should include:
Within three working days from the receipt of the application dossier, the local Department of Industry and Trade may request the submission of additional documents in case of an invalid dossier. Within ten working days from the receipt of a valid dossier, the local Department of Industry and Trade will issue the business license if the foreign invested entity satisfies the requirements for issuance of a business license.
In cases where the foreign invested entity applies for the business license and the license for establishment of a retail outlet at the same time, the application dossier should include:
Within 3 working days from the receipt of the application dossier, the local Department of Industry and Trade requests additional submission of documents in case of invalid dossier. Within 20 working days from the receipt of a valid dossier, the local Department of Industry and Trade will issue the business license if the foreign invested entity satisfies the requirements for issuance of a license for establishment of a retail outlet.
In cases where a foreign invested entity applies for a license for establishment of a first retail outlet which is not in the same province/city as the headquarters, after obtaining the business license, and it must apply for another license for establishment of a retail outlet. An application dossier should include:
Within three working days from the receipt of the application dossier, the local Department of Industry and Trade may request the submission of additional documents in case of an invalid dossier. Within 20 working days from the receipt of a valid dossier, the local Department of Industry and Trade will issue the Business License provided the foreign invested entity satisfies the requirements for issuance of a License for establishment of a retail outlet.
Vietnam and the EU opened their markets to each other for trade in services in a range of sectors. including: business services, communication services, financial services, and education services.
EU service providers’ services can be exported to Vietnam through one or more of the following modes of supply:
Cross-border supply (Mode 1): services flow from the territory of one trading partner (country) into the territory of another partner;
Example: a legal memo sent by a law firm in Belgium to a client in Vietnam;
Consumption abroad (Mode 2): the service consumer travels to the territory where the service is provided to consume it;
Example: a Vietnamese student studying at a university in France;
Commercial presence (Mode 3): the service is supplied through the establishment of a commercial presence in the territory of the
Example: German banks opening branches in Vietnam to provide banking services;
Temporary presence of natural persons for business purposes (Mode 4): Service providers from one party are temporarily present in the
territory of the consumer;
Example: a Lithuanian specialised surgeon travels to operate patients in Vietnam.
The EVFTA offers traders and consumers predictable and reliable access to EU and Vietnamese services markets under certain conditions – referred to as reservations. In terms of market access, Vietnam committed to not affording EU service providers less favourable treatment than those provided for under the terms, limitations and conditions agreed and specified in its Annex 8-B (Viet Nam’s Schedule of Specific Commitments).
In sectors where market access commitments are provided, Vietnam shall not adopt or maintain measures either on the basis of a regional subdivision or on the basis of its entire territory, unless otherwise specified in its Schedule of Specific Commitments.
In terms of national treatment, in the sectors inscribed in Annex 8-B (Viet Nam’s Schedule of Specific Commitments) and subject to any conditions and qualifications set out therein, Vietnam shall accord to services and service suppliers of the EU, in respect of all measures affecting the cross-border supply of services, treatment no less favourable than that it accords to its own like services and service providers.
The EVFTA covers the supply of all services sectors/subsectors, except:
To see the specifics regarding restrictions for cross-border supply of services (Mode 1) and consumption abroad (Mode 2), please refer to Annex 8-B-1, Section A, Chapter 12, EVFTA. The following is a summary of restrictions that may apply:
For entry and temporary stay:
For contractual service suppliers in the following sectors and sub-sectors:
The natural person entering Vietnam should be offering such services as employee of the juridical person supplying the services for at least two years immediately preceding the date of submission of an application for entry into Vietnam; in addition, the natural person shall possess, at the date of submission of an application for entry into Vietnam, at least five years’ professional experience in the sector of activity which is the subject of the contract;
The natural person entering Vietnam shall possess: (i) a university degree or a qualification demonstrating knowledge of an equivalent level; and (ii) professional qualifications in the case that this is required to exercise an activity pursuant to the laws, regulations or legal requirements of Vietnam where the service is supplied.
Whilst entering and staying in Vietnam for the purposes of cross-border services provision, the natural person shall not receive remuneration for the provision of services in Vietnam other than the remuneration paid by the juridical person employing the natural person;
The entry and temporary stay of natural persons within Vietnam shall be for a cumulative period of not more than six months or for the duration of the contract, whichever is less;
The number of persons covered by the service contract shall not be larger than necessary to fulfil the contract, as may be required by the laws and regulations or other measures of Vietnam where the service is supplied; and
Other discriminatory limitations, including on the number of natural persons in the form of an economic needs test, are specified in Appendix 8-B-2, Chapter 8, EVFTA.
All requirements pursuant to the laws and regulations of Vietnam regarding entry, stay, work and social security measures continue to apply, including regulations concerning the period of stay, minimum wages as well as collective wage agreements.
There are no restrictions besides the general restrictions mentioned above if the services are provided through the cross-border supply, consumption abroad or the presence of natural persons.
There are no restrictions if the services are provided in the consumption abroad mode (Mode 2). If the services are provided through the cross-border supply of the service, various restrictions apply depending on the specific types of financial services. Please refer to Point 7 (Financial Services), Section A, Annex 8-B-1, Chapter 12, EVFTA for details. Financial services provided through the presence of natural persons (excepting contractual service suppliers) are only subject to the general restrictions stated above.
E-commerce platforms can be broken down into the following:
E-commerce sales website: It is an e-commerce website developed by
traders, organizations or individuals to conduct their sales,
commercial promotion or service provision;
E-commerce service provision website: It is an e-commerce website
developed by traders or organizations to provide an environment for
other traders, organizations or individuals to conduct their
An e-commerce service provision website could be of the following types:
Payments can be made by cash on delivery, bank transfer, e-wallet, credit card or scratched cards.
Alongside cash on delivery, which remains a popular payment method in Vietnam’s online shopping market, card payments were used for 34 percent of transactions in 2019. With debit card ownership standing at 1.29 per capita compared with credit card ownership at 0.08 per capita, debit-based payments are far more likely than credit card payments.
Digital wallets are the fastest-growing e-commerce payment method. At present, popular digital wallet brands include PayPal®, and the domestic brands Momo and ZaloPay.
Under the current Decree No. 52/2013/ND-CP on e-commerce activities in Vietnam (as revised by Decree No. 85/2021/ND-CP effective from 01st January 2022), selling products through e-commerce platforms is restricted to:
In order to sell your products on major e-commerce platforms in Vietnam, you will have to comply with these platforms’ policies for seller registration.
Each e-commerce website has their own return policy.
Cross-border e-commerce imports into Vietnam are subject to inspection and quarantine requirements as applied to normal imports into Vietnam. Please refer to Section 2.2 for further information.
Vietnamese laws provide protection for the following intellectual property (IP) rights:
The Vietnamese law on intellectual property can be found in English here.
The EVFTA covers all categories of intellectual property that are referred to in Sections 1 to 7 of Part II of the WTO Agreement on Trade Related Aspects of Intellectual Property Rights (TRIPS Agreement), namely:
Registration of copyrights is currently conducted at the National Copyright Office. However, from 1st January 2023, applicants can register their copyrights or other IPR by sending the application dossier (link below) via post or submitting it online, here. Copyrights also apply to computer programs that cannot be patented. While copyright registration is not required in Vietnam, most patent experts suggest registering copyrights with the country’s copyright authorities.
The registration dossier for copyrights and related rights should include:
Individual patent registrations (such as industrial designs and inventions) must take place in Vietnam. However, for patent rights other than industrial designs, applications can be handled by the Patent Cooperation Treaty.
The registration dossier for industrial property rights should include:
From 1st January 2023, documents describing the origin of, information about or applicable inventions that are directly derived from a genetic resource will also be required, if applicable, upon application for a patent.
The trademark system in Vietnam protects symbols, three-dimensional objects, colours, and other visual devices that are used to identify a business’ products or services. Trade name rights are established through use rather than being formally registered. With respect to online domains, these are handled on a first-come, first-served basis. Trademarks can be registered in Vietnam at the National Office of Intellectual Property (NOIP) or by using the Madrid Protocol.
The registration dossier for the rights to specific plant varieties through the Department of Crop Production of MARD should include:
Please note that new forms, instead of or additional to the above registration dossier, for registration of plant varieties may be prescribed upon entry into force of the amended IP law on 1st January 2023.
The administrative cost for first-time registration of copyright vary from VND100,000 to VND600,000 (~USD5 - USD26) depending on the subjects of the copyright. Please see the detailed costs here.
The administrative cost for registration of industrial property rights can be found here.
Please note that there may be changes to the aforementioned administrative costs upon entry into force of the amended IP law on 1st January 2023.
The aforementioned timelines are expected to change upon entry into force of the new amended IP law on 1st January 2023. If the period for IP registration falls across this date of entry into force of the new law, especially if you are awaiting a substantive examination for industrial property right registration, it is suggested you contact the competent authority to re-confirm the status of your registration application.
Types of unregistered IP include copyright, common law trademarks and database rights, confidential information, and trade secrets.
Information on IP enforcement in Vietnam can be found here.
Information on the enforcement of the IP rights under the EVFTA can be found here.
The South-East Asia IP SME Helpdesk is a EU Commission initiative that provides free, practical business advice relating to EU SMEs to protect and enforce their IP rights in South East Asian countries, including Vietnam. To learn about intellectual property rights in South-East-Asia and how to enforce them, you can visit the online portal here. For free expert advice on IPR protection for your business in Vietnam, please e-mail your question to: email@example.com. You will receive a reply from one of the Helpdesk’s experts within five working days.
The EVFTA and EU Vietnam Investment Protection Agreement (EVIPA) provide numerous benefits for EU investors doing business with Vietnam or are in Vietnam, from better market access conditions to the ability to enforce foreign courts’ judgements in Vietnam. Please find here a collection of analyses by Duane Morris Vietnam on the positive implications of the EVFTA and EVIPA for EU businesses and investors.
There are four types of legal entities in Vietnam, with the most common being the limited liability company and the joint stock company.
Below are summaries of the key elements of each type of entity, and instructions for the relevant application dossiers:
A sole proprietorship is an enterprise:
The dossier for the Enterprise Registration Certificate (ERC) for a sole proprietorship should include:
A partnership is an enterprise in which:
A partnership may not issue any kinds of securities.
The dossier for ERC for a partnership should include:
A multi-member limited liability company:
A joint stock company is an enterprise in which:
The dossier for ERC for a multi member liability company or joint stock company should include:
A single-member limited company:
The dossier for ERC for a single member limited company should include:
The Law on Investment and the Law on Enterprises require foreign investors in Vietnam to apply for and obtain: (i) a Certificate of Investment Registration (IRC); and (ii) an Enterprise Registration Certificate (ERC). Note that so far, registration cannot be done online.
The registration for the certificates differs depending on the form of investment being undertaken. The relevant procedures are outlined below:
Firstly, investment projects are required to register with the local Department of Planning and Investment (DPI) and obtain a Certificate of Investment Registration setting out key details of the investment project, including: its objective, duration, investment capital (equity and debt) and names of its investors. Obtaining the certificate of investment registration takes 15 business days on average from the date the DPI receives the complete application dossier.
Forms of investment for foreign investors:
a) Investment in the form of establishment of a business entity;
b) Execution of an investment project;
c) Investment in the form of a business cooperation contract;
d) Investment in the form of capital contribution or purchase of shares
An application dossier for the Certificate of Investment Registration should include:
This form of investment applies to projects:
The selection of investors shall be carried out by bidding, by one of the following methods:
An investment in the project execution form is subject to an application for a Decision of Investment Policy from the local People’s Committee or the Prime Minister. Within five days from the date of issuance of the Decision on Investment Policy, the People’s Committee or the Prime Minister shall instruct the local Department of Planning and Investment to issue the IRC for the foreign investor. It takes 35 working days for the People’s Committee to inform the investor of the Investment Policy application result and there is no fixed time in which the Prime Minister must issue a response.
The application dossier for the Decision on Investment Policy is the same as the one submitted for the purpose of the Certificate of Investment Registration.
Projects that are subject to approval by a Decision on Investment Policy are listed in Article 30, 31 and 32 of the Investment Law, accessible here.
An application dossier for the Certificate of Investment Registration should include:
If the Law on Construction (found here) requires formulation of a pre-feasibility study report, the investor is entitled to submit the pre-feasibility study report instead of a proposal for the investment project:
An application dossier for the Certificate of Investment Registration should include:
Foreign investors who wish to invest in the form of capital contribution or purchase of shares/capital shall follow the procedures for registration of capital contribution or purchase of shares or stakes of a business entity, then proceed to carry out any necessary amendments to the enterprise’s details of members or shareholders.
An application for registration of capital contribution or purchase of shares/capital consists of:
Investors shall submit the application to the local Department of Investment and Planning (DIP) and should receive the result of the application within 15 business days. This may take longer if the DIP needs to solicit the views of relevant government agencies on the application. In such cases, the DIP will notify the investor.
After the investor obtains the Certificate of Investment Registration, the investor needs to register the legal entity/project company that is carrying out the investment in Vietnam at the business registrar of the DPI, and obtain an ERC.
Once the ERC is issued, the project company is officially established with a legal status and can commence its commercial operations under its own name pursuant to Vietnamese law.
Please refer to Section 7.2 for the requirements and procedures to obtain an ERC for various forms of legal entities/companies.
A complete list of conditional investment sectors for foreign investors according to international treaties and Vietnamese laws can be found here.
A complete list of conditional business activities within different sectors (together with required licenses/permits) can be found here.
Some taxes that may apply to you are:
Further details regarding applicable taxes can be found here.
Data storage requirements apply to foreign investors conducting business in the following sectors:
Foreign enterprises conducting business in Vietnam in these fields must store data and set up a branch or representative office in Vietnam in case the services provided by the enterprise are used to commit acts of violating the Law on Network Security. In such cases, the Cybersecurity Department and the Department of Cybersecurity under the Ministry of Public Security may notify an enterprise and request cooperation in prevention, investigation and handling of the matter. If these enterprises fail to comply, full or otherwise, or prevent, obstruct, disable or invalidate network security protection measures implemented by the network security protection force, then they may be subject to legal penalties.
In case of force majeure, where it is impossible to comply with the aforementioned requirements, the foreign enterprise must notify the Department of Cybersecurity and High-tech Crime Prevention and Control of the Ministry of Public Security within 3 working days to check the authenticity of the force majeure. In this case, the enterprise has 30 working days to find a solution.
Data must be stored for at least 24 months. Whether the branch or representative office of the foreign enterprise must remain in operation depends on the nature whether the foreign enterprise has terminated its operation in Vietnam or the services are still being provided in Vietnam.
Vietnamese financial institutions assess the credit “worthiness” of businesses on the basis of criteria such as the firm size, firm age, firm ownership, total asset, return on equity, and return on assets, factors that could be challenging for SMEs to satisfy. A 2015 survey conducted by the Provincial Competitiveness Index in Vietnam shows that financial institutions rejected loans to SMEs due to the lack of profitability and acceptable collateral. The Vietnamese government has made efforts to improve SMEs’ access to credit, namely by setting up the SME Development Fund and the Credit Guarantee Fund. The OECD raised the following limitations of the Vietnamese SME Development Fund (SMEDF): the lack of incentive for commercial banks to apply the SMEDF loan, difficulties for SMEs to comply with the conditions of the loan, difficult selection process, and the lack of awareness of the SMEDF by SMEs.
For a detailed analysis of the challenges faced by SMEs in regard to access to finance (credit), please see this paper published by MDPI and this paper published by the Asian Development Bank Institute. These papers also contain information on funding and mentorship scheme for SMEs.
The OECD Library contains updated information and studies on SME and Entrepreneurship support programmes in Vietnam.
Vietnam is among the countries with the highest ratio of public investment to GDP in the world, with an average of 39 percent per year in comparison to the average of 15-20 percent in other countries. In the first 9 months of 2022, there have been almost 25 billion Euro in tendering packages, 4/5ths of which have been tendered through the new online e-procurement processes. However, the legal framework governing public procurement is relatively young, and the process of modernization to meet both international commitments and domestic reform needs is ongoing.
Vietnam is not a signatory to the World Trade Organization’s Government Procurement Agreement (GPA), which gives all signatories a certain level of access to each other’s procurement markets. The EVFTA chapter on public procurement’s market access commitments, therefore, provides a significant opening of the Vietnamese procurement market to EU businesses.
The commitments made by Vietnam in the EVFTA allow EU businesses to bid on tenders advertised by certain public entities, categorized as either central government, local government, and other covered entities, above specific thresholds of value. These thresholds will be reduced over the 15 years prior to the entry into force of the EVFTA – this means EU businesses will steadily gain access to additional procurement opportunities over this period. The thresholds are valued in a currency called ‘special drawing rights’ (SDR), but we have converted them into Euros for your reference. For example, up until 1st August 2025, EU businesses can bid on goods and services-related procurement contracts from central government entities above the value of 1.8 million Euros. This may initially be out of reach of many EU SMEs, but the threshold will steadily drop to 156,000 Euros.
A table with the thresholds of for each type of procurement at each level of government over time can be found here.
There are a few exceptions, for example: special rules exist for the public procurement of pharmaceutical goods and distribution services; construction in remote or mountainous areas are not covered by the EVFTA, as are construction on islands beyond Vietnam’s territorial sea, and construction of ministerial-level headquarters.
With regards to access at the local government level, the EVFTA provides access to tenders for the following entities:
With regards to access at the local government level, the EVFTA provides access to tenders for sub-bodies of the two largest Vietnamese cities: Hanoi and Ho Chi Minh City.
With regards to access to other entities that do not fit into the aforementioned classifications, the EVFTA provides access to tenders for the following entities:
From 2021 onwards, the majority of open public procurement in Vietnam happens online, through the Ministry of Planning and Investment’s E-Procurement Portal, Almost 97% of procurement tenders in the first 9 months of 2022 were available via e-procurement (unfortunately at the time of this guide being updated, there seem to be issues with many of the webpages of the English version of the procurement portal).
Procurement processes differ slightly depending on the type of procurement being undertaken: goods procurement; procurement of consultancy services; procurement of non-consultancy services; procurement of construction services (the e-procurement portal refers to these as ‘civil works’); and procurement of a mix of the above (mixed bidding packages). The e-procurement portal has different sections for searching for, and applying for, each type of tender.
You can appeal a number of decisions throughout the appeal process, and depending on at what stage the appeal was made, it may be heard and addressed by a different entity.
The following matters can be appealed:
For appeal matters arising during either the bidder or investor selection processes, the appeal must be filed before the bidder or investor selection result is announced. These appeals are handled by the procuring entity, or the competent person(s) in charge of deciding on the procurement – they may not be appealed to the Consultancy Council.
For appeals of the bidder or investor selection results, the appeal must be filed within 10 days of the announcement of the respective result. These appeals are handled by the procuring entity or competent person(s), however if the parties cannot resolve the matter a written appeal may be filed to the Consultancy Council.
The makeup of the Consultancy Council depends on at what level the procurement is taking place: there is a Central Consultancy Council set up by the Ministry of Planning and Investment; there are also Consultancy Councils at some ministries or ministerial-level agencies; finally, there may be Local Consultancy Councils set up by heads of local state management agencies.
Tender appeals can be brought to Court, although this does not occur through the above channel.
The EU and Vietnam have committed to promote sustainable development by fostering the contribution to trade and investment related aspects of labour and environmental challenges. Vietnam has the right to establish its own levels of domestic protection in areas of environmental and social policy, as well as to modify its policies to match international treaties to which it is a signatory. Chapter 13 of the EVFTA requires Vietnam to uphold multilateral labour standards and agreements (e.g. ILO standards), multilateral environmental agreements, commitments under climate change protocols and commitments to protect biological diversity. Vietnam pledges to ensure its laws and policies provide for and encourage high levels of domestic protection in the environmental and social policy areas, meaning companies operating in Vietnam shall be required to comply with EVFTA-related CSR standards.
|International standards referred to in Chapter 13 include: Agenda 21 on Environment and Development of 1992, the Johannesburg Plan of Implementation of the World Summit on Sustainable Development of 2002, the Ministerial Declaration of the United Nations Economic and Social Council on Full Employment and Decent Work of 2006, the International Labour Organization (hereinafter referred to as "ILO") Decent Work Agenda, the Outcome Document of the United Nations Conference on Sustainable Development of 2012, entitled The future we want, and the Outcome Document of the United Nations Summit on Sustainable Development of 2015, entitled Transforming Our World: the 2030 Agenda for Sustainable Development.|
In the event of disagreement on any matters related to CSR, EU investors can have direct recourse to the EU Committee on Trade and Sustainable Development and if disputes are not satisfactorily resolved by the Committee, a Panel of Experts under the EVFTA can be formed to address the matter.
Vietnam does not have separate laws or regulations on CSR, but CSR obligations are apparent in key laws such as the Enterprise Law, the Labour Code, the Law on Environmental Protection, and CSR has definitely been gaining momentum among businesses in the past years. Since 2005, the Vietnam Chamber of Commerce and Industry together with the Ministry of Labour, Invalids and Social Affairs, the Ministry of Industry and Trade together and other associations have awarded the “Corporate Social Responsibility towards Sustainable Development” award yearly to honour businesses that integrate CSR effectively into their business practices.
The English version of Vietnam’s latest labour code can be found here.
At the heart of EVFTA is the 1998 ILO Declaration on Fundamental Principles and Rights at Work. The Declaration focuses on committing its members to respect and promote core conventions on elimination of child and forced labour, elimination of discrimination at work and promoting gender equality, freedom of association and right to collective bargaining.
The Ministry of Labour, Invalids and Social Affairs (MoLISA) revised the Labour Code towards better alignment with international labour standards, with support from the ILO and other partners, including the EU. An analysis of Vietnam’s latest labour code conducted by the International Labour Organization (ILO) can be found here.
Below are the key labour rights addressed in the EVFTA and their corresponding provisions in domestic legislation:
Some basic obligations under Vietnam laws should be kept in mind by employers and employees:
Normal working hours shall not exceed eight hours per day or 48 hours per week. However, employers have the right to determine the daily or weekly working hours and inform the employees accordingly. The daily working hours shall not exceed 10 hours per day and 48 hours per week where a weekly basis is applied.
The State encourages employers to apply 40-hour workweeks, and employers should in turn limit working hours to prevent harmful effects of overworking employees in accordance with relevant National Technical Regulations and laws.
An employer is allowed to have employees working overtime for a maximum of 300 hours in a year, subject to the employees’ demand and with the employee’s consent. An employer may have employees working overtime for more than 40 hours, but not more than 60 hours, in 1 month, provided that there is demand and consent from the employees.
Some individuals are not eligible to work overtime:
The employer must not dismiss an employee or unilaterally terminate the employment contract with an employee due to his/her marriage, pregnancy, maternity leave, or nursing a child under 12 months of age.
Upon expiration of the employment contract with female employee who is pregnant or nursing a child under 12 months of age, conclusion of a new employment contract shall be given priority.
During her menstruation period, a female employee shall be entitled to a 30-minute break in every working day; a female employee nursing a child under 12 months of age shall be entitled to 60 minutes breaks in every working day with full salary as a default term in the employment contract.
Any employee who has been working for an employer for 12 months is entitled to fully-paid annual leave, which is stipulated in his/her employment contract as follows:
An employee who has been working for an employer for less than 12 months will have a number of paid leave days proportional to the number of working months.
An employee who, due to employment termination or job loss, has not taken or not entirely taken up his/her annual leave shall be paid in compensation for the untaken leave days.
Employees can enjoy insurance-paid sick leaves, if they are:
Employees working under normal conditions benefit from the regime for the following duration:
Employers and employees negotiate on the payment of social, health and unemployment insurance. Employees can pay for insurance themselves, or the employer can pays on the employee’s behalf and deduct the corresponding amount from employee salaries.
The English version of Vietnam’s Law on Environmental Protection can be found here.
Central to the EVFTA provisions on environment protection and climate change is the parties’ commitment to adhere to international treaties that they are parties to, namely the United Nations Framework Convention on Climate Change of 1992, the Kyoto Protocol to the United Nations Framework Convention On Climate Change and The Paris Agreement.
Please refer to this article published by Vietnam’s Department of Environment comparing local regulations to the EVFTA’s provisions.
Under Article 5 of the Commercial Law (found here), where a treaty to which Vietnam is a contracting party stipulates the application of foreign laws or international commercial practices, or contains provisions that are inconsistent with this Law, the provisions of such treaty shall apply. This means that, where the EVFTA provides more protection to EU investors than Vietnamese laws do, investors could rely on and make use of provisions of the EVFTA in order to ensure compliance.
Investors are given high level of protection under the EVIPA which contains key principles of the New York Convention 1958 and the ICSID 1965. The EVIPA makes it possible for EU investors to sue the Vietnamese Government for investment-related decisions. The final arbitral award is binding and enforceable without any question from the local courts regarding its validity.
In particular, EVIPA stipulates a two-tier arbitration mechanism, through which parties can appeal if they are not satisfied with the first award issued by the arbitration panel. However, if neither disputing party has appealed the provisional award, the award shall become final and “shall not be subject to appeal, review, set aside, annulment or any other remedy” (Article 3 of the EVIPA).
EVIPA, however, still needs to be ratified by the Parliaments of all 27 EU members to come into effect. Additionally, when this occurs and EVIPA comes into effect, for the first five years from effectiveness of the EVIPA, if Vietnam is the defendant in an investment dispute, the Vietnamese courts retains authority to either recognise or not final awards for execution in Vietnam.
EU investors are advised to seek recourse for international disputes through other mechanisms (such as ICC or SIAC) in the meanwhile.
It is recommended to engage a Vietnam-based law firm to advise and assist you when doing business in Vietnam. Whether you wish to establish a new company or enter into a business cooperation contract with a local partner, a professional lawyer can help you to save time and costs associated with possible fraud or disputes by advising you on the required licenses, solutions to mitigate legal and financial risks, as well as carry out in-person negotiation. Businesspersons in Vietnam prefer to discuss and negotiate in-person rather than via electronic means of communication unless there is no other option, since they prefer the rapport that parties build face-to-face. As such, it is helpful to have someone on the ground to work on your behalf, at least until you arrive in Vietnam.
When reviewing a general sales and purchase contract, key provisions to look out for include:
A dispute resolution clause in a commercial contract may look like:
Force majeure: Under Article 156 of the Civil Code, an event of force majeure is an event which occurs in an objective manner which is not able to be foreseen and which is not able to be remedied by all possible necessary and admissible measures being taken.
Typical Force majeure circumstances in contracts include:
An event of default is an event specified in a commercial agreement that gives the non-defaulting party the right, among other things, to terminate the agreement. Events of default are common in loan agreements or debt instruments. An event of default entitles the lender to cancel the facility and/or declare all amounts owing by the borrower to be immediately due and payable. Typical events of default in loan agreements include non-payment or late payment of amounts due, breach of certain material representations and warranties or covenants, cross-default, breach of change of control provisions, and/or insolvency.
Descriptions of events of default should be clearly listed in commercial agreements; avoid use of vague terms such as “in accordance with laws”, as domestic law cannot address all possible circumstances, and it may be difficult for the investors to comprehend whether a specific event qualifies as an event of default.
|Agency & Webpage||Agency Address||Contact Email|
|Ministry of National Defence||No 1B, Nguyen Tri Phuong St., Ba Dinh Dist, Ha Noi, Việt Namfirstname.lastname@example.org|
|Ministry of Public Security||44 Yet Kieu St., Hoan Kiem District, Ha Noi, Viet Nam.|
|Ministry of Foreign Affairs||No.1 Ton That Dam, Ba Dinh, Hanoi, Vietnamemail@example.com|
|Ministry of Justice||No. 60 Tran Phu St., Ba Dinh District, Ha Noi, Viet Namfirstname.lastname@example.org|
|Ministry of Finance||No. 28 Tran Hung Dao St., Hoan Kiem District, Ha Noi, Viet Namemail@example.com|
|Ministry of Transport||No. 80 Tran Hung Dao St., Hoan Kiem District, Ha Noi, Viet Nam||Vpbaocao@mt.gov.vn|
|Ministry of Construction||No. 37 Le Dai Hanh St., Hai Ba Trung District, Ha Noi, Viet Namfirstname.lastname@example.org|
|Ministry of Education and Training||No. 49 Dai Co Viet St., Hai Ba Trung District, Ha Noi, Viet Namemail@example.com|
|Ministry of Agriculture and Rural Development||No. 2 Ngọc Hà St., Ba Đình District, Hà Nộifirstname.lastname@example.org|
|Ministry of Industry and Trade||No. 54, Hai Ba Trung St., Hoan Kiem District, Ha Noi, Viet Nam||NgocPM@moit.gov.vn|
|Ministry of Planning and Investment||No. 6B Hoang Dieu St., Ba Dinh District, Ha Noi, Viet Namemail@example.com|
|Ministry of Health||No 138A Giang Vo St., Ba Dinh District, Ha Noi, Viet Namfirstname.lastname@example.org|
|Ministry of Science and Technology||No. 113 Tran Duy Hung St., Cau Giay District, Ha Noi, Viet Namemail@example.com|
|Ministry of Natural Resources and Environment||No. 83 Nguyen Chi Thanh St., Dong Da District, Ha Noi, Viet Namfirstname.lastname@example.org|
|Ministry of Information and Communications||No. 18 Nguyen Du St., Hoan Kiem Dist, Ha Noi, Viet Namemail@example.com|
|Ministry of Home Affairs||No. 08 Tôn That Thuyet St., Cau Giay District, Hà Noi, Viet Namfirstname.lastname@example.org|
|Government Inspectorate||No. 220 Doi Can St., Ba Dinh District, Hà Nội, Việt Namemail@example.com|
|State Bank of Việt Nam||No. 47-49 Ly Thai To St., Hoan Kiem District, Ha Noifirstname.lastname@example.org|
|Committee on Ethnic Minority Affairs||No. 80-82 Phan Dinh Phung St., Ba Dinh District, Ha Noi, Viet Namemail@example.com|
|Government Office||No. 01 Hoang Hoa Tham St., Ba Dinh District, Ha Noi, Viet Namfirstname.lastname@example.org|
|Ministry of Labor, War Invalids and Social Affairs||No. 12 Ngo Quyen St., Hoan Kiem District, Ha Noi, Viet Namemail@example.com|
|Ministry of Culture, Sports and Tourism||No. 51-53 Ngô Quyền St, Hoan Kiem District, Ha Noi, Viet Namfirstname.lastname@example.org|
Note: Vietnamese government websites occasionally change domain, or become non-functional. Additionally, they are sometimes unavailable outside of Vietnam. If any links do not work, or are not present, please do leave feedback via the link at the top of the guide, and we will fix these as soon possible.
|Entity & Webpage||Vietnam Office Address||Contact Information|
|Italian Chamber of Commerce in Vietnam||Casa Italia, 18 Le Phung Hieu St., Hoan Kiem District, Hanoi, Vietnam||Tel: (+84) 24 3824 5997|
|German Business Association in Vietnam||- 4th floor - Deutsches Haus Ho Chi Minh City, 33 Le Duan Blvd, District 1 Ho Chi Minh City, Vietnam||Tel: +84 28 3823 9772 Email: email@example.com|
|Czech Trade Promotion Agency Vietnam||Unit 1616, Level 16, Bitexco Financial Tower Ho Chi Minh City, Vietnam||Tel: +842 862 876 103 Mob: +84 767 133 953 Email: firstname.lastname@example.org|
|Belgium - Luxembourg Chammber of Commerce in Vietnam||5th Floor, the Deutsches Haus, 33 Le Duan Blvd District 1, Ho Chi Minh-City||Tel: +848 38 224 029|
|CCI France Vietnam||186 Nguyen Van Huong, 1st floor, Le Square Thao Dien, Ho Chi Minh City||Contact details available here|
|Portugal - Vietnam Chamber of Commerce and Industry||5F, Deutsches Haus, 33 Le Duan St., Dist. 1, Ho Chi Minh City, Vietnam||Tel: +84 (0) 28 3827 2705|
|Central and Eastern European Chamber of Commerce in Vietnam||NMazars Office, 17th Floor, Mipec Tower, 229 Tay Son, Dong Da District, Hanoi||Email: email@example.com|
|Dutch Business Association Vietnam||N4th floor, Sofitel Saigon Plaza, 17 Le Duan Street, Ben Nghe Ward, District 1 70000, Ho Chi Minh City, Vietnam||Email: firstname.lastname@example.org Tel: +84 2873002294|
|Nordic Chamber of Commerce Vietnam||Unit 08, 3B Floor, Horison Towers, 40 Cat Linh, Ha Noi||Tel: (84-24) 3 715 2228 Email: email@example.com|
|Spanish Chamber of Commerce Vietnam||701-702, 7 Floor, Diamond Plaza, 34 Le Duan, District 1, Ho Chi Minh City, Vietnam||Tel: (84-28) 3825 1939 Email: firstname.lastname@example.org|
|Delegate of German Industry and Commerce in Vietnam||Deutsches Haus Ho Chi Minh, 4th Floor, 33 Le Duan Blvd, District 1, Ho Chi Minh City, Vietnam||Tel: +84 (28) 3823 9775 Email: email@example.com|
|European Chamber of Commerce in Vietnam||Unit 08, 3B Floor, Horison Towers 40 Cat Linh, Ha Noi||Tel: (84-24) 3 715 2228 Email: firstname.lastname@example.org|
|Austrian Federal Economic Chamber and Advantage Austria||Commercial Office Hanoi 8th Floor, Prime Centre 53 Quang Trung Street 10000, Hanoi, Vietnam||Tel: +84 (0)24 3943 4869 Email: email@example.com|
|Entity & Webpage||Vietnam Office Address||Contact Information|
|European Delegation to Vietnam||24th floor, West wing, Lotte Center Hanoi 54 Lieu Giai street, Ba Dinh district, Hanoi||Tel: +84 24 3941 0099 Email: Delegationfirstname.lastname@example.org|
The European Directorate General for Trade of the European Commission information on trading with Vietnam can be accessed here, and the 2019 guide to the EU’s trade and investment agreements with Vietnam can be found here.
The Access2Markets database, a database that provides product-by-product information on trade for EU businesses to more than 120 export markets can be accessed here.
The TARIC, or integrated Tariff of the European Union database, a database that provides information on trade policy and tariff measures that apply to specific goods in the EU can be accessed here.
Additional guides to the EVFTA and import/export procedures published by the French Chamber of Commerce can be accessed here.
News and information regarding trade and investment in Vietnam published by Germany Trade and Investment can be accessed here.
Information on economic, commercial and bilateral relations between Spain and Vietnam published by the Spanish Institute for Foreign Trade can be accessed here.
Information on Ready to Export, a program founded by the Dutch Business Association Vietnam (DBAV) to enhance the capacity of Vietnamese SMEs can be accessed here.
The AHK Knowledge Hub Vietnam, a website aiming to provide companies trading with or investing in Vietnam with essential knowledge for their activities, can be accessed here.
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This publication was produced with the financial support of the European Union. Its contents are the sole responsibility of WTI Advisors SARL and do not necessarily reflect the views of the European Union.
This website does not constitute legal advice. The contents has been principally curated by Dr Oliver Massmann, Duane Morris Vietnam LLC, and a team of experts under his guidance. Website: www.duanemorris.com.