Define the activity before choosing a vehicle
Vietnam market entry starts with the activity: what the business will sell, where it will operate, who will contract and whether the activity is conditional for foreign investors. A representative office, a branch and a company have different legal functions. The legal-form comparison should follow the activity review, not replace it.
Review market access and approvals
Law No. 143/2025/QH15, effective from 1 March 2026, is the current Investment Law. Decree No. 96/2026/NĐ-CP implements it. The rules require an investor to assess market-access conditions and any investment approval that applies to the project. There is no safe general rule that all foreign investors may own or operate every activity on the same terms.
Select the entry route
For a foreign-invested project, Article 72 of Decree No. 96/2026/NĐ-CP provides an IRC-first and a company-first route. The company-first route still requires the IRC within 12 months and does not allow the investment activity to start before the IRC is issued. Enterprise registration then follows Decree No. 168/2025/NĐ-CP, amended by Decree No. 296/2026/NĐ-CP.
Build the operating plan
Before launch, map the contracts, premises, capital transfers, tax and invoice setup, local workforce, foreign-worker needs and any sector licence. The Tax Administration Law No. 108/2025/QH15 and Decree No. 254/2026/NĐ-CP form part of the current tax and e-invoice framework. Foreign workers are governed by Decree No. 219/2025/NĐ-CP.
Avoid false certainty
Generic estimates for registration, licences or market entry are not a reliable plan. Processing depends on the project, authority, locality, document quality and approvals. A stronger plan uses decision points: market access confirmed, route selected, registrations granted, capital funded, sector licences in place and operational controls ready.
This guide provides general information, not legal, tax or investment advice. Confirm the requirements for the specific activity, investor and location before acting.