Vietnam has no sole-proprietorship status a foreigner can register directly. The closest legal path is a fully foreign-owned LLC filed through the provincial Department of Planning and Investment, and the timeline runs at least 15 days for the investment certificate plus about 3 business days for the enterprise certificate once that clears.
I get this question a lot from readers planning to freelance or consult long-term in Da Nang: can I just get an “ИП” here, the way I would back home? No - Vietnam’s Law on Investment doesn’t recognize foreign individual entrepreneurs the way Russia or Kazakhstan do. What foreigners actually register is a company, even if it’s a one-person company on paper.
Why Isn’t There a Sole-Proprietorship Option for Foreigners?
Vietnamese law reserves “household business” registration - the informal, low-paperwork status most locals use for a market stall or small shop - for Vietnamese citizens only. Foreigners investing in Vietnam fall under the Law on Investment (2020) instead, which routes everyone into a formal corporate structure: LLC, joint-stock company, or a branch/representative office.
If you’re picturing a quick trip to a local tax office with a passport, that’s not how this works here — skip the entity question entirely and a Vietnamese client’s accountant will simply refuse to pay an invoice with no company behind it. If you just want a light legal footprint while you look into whether the LLC route is worth it, I can walk you through what other freelancers in Da Nang are actually doing. Message me on WhatsApp and I’ll tell you what fits your situation.
What Structure Actually Works for a Solo Foreign Founder?
A single-member LLC is the standard answer. Vietnamese LLCs can have up to 50 members, and a foreigner can own 100% of one in most sectors - no local partner required, unless you’re in a “conditional” sector like banking, insurance, or customs brokerage, where the Law on Investment caps or restricts foreign ownership.
Some nomadgate.com-style guides skip past this, but the practical result is: freelancing under your own name with an e‑visa is legal for personal travel, but invoicing Vietnamese or foreign clients through a proper entity means registering that single-member LLC first.
Step-by-Step: Registering Your LLC
Here’s the actual sequence, in order, once you’ve decided to register:
- Apply for the Investment Registration Certificate (IRC) at the provincial Department of Planning and Investment - approval takes at least 15 days.
- File for the Enterprise Registration Certificate (ERC) once the IRC is issued - this typically clears in 3 business days.
- Register your company’s tax code with the local Tax Department.
- Open a corporate bank account and deposit your charter capital.
- Order your company seal and notify the National Business Registration Portal of its design - required under the Enterprise Law.
- Publish your registration details on the National Business Registration Portal.
Most sectors don’t have a fixed minimum capital requirement, but the Department of Planning and Investment expects a figure that matches your business plan - many services businesses register around $10,000 in charter capital as a workable benchmark.
What Will You Actually Pay in Tax?
Every registered company pays Corporate Income Tax at 20% on profit earned in Vietnam, plus VAT on goods and services at rates that vary by category. On top of that, there’s an annual Business License Tax: about $120 (3,000,000 VND) a year if your charter capital is over 10 billion VND, or about $80 (2,000,000 VND) if it’s under that. New businesses get a full exemption from this tax in their first year under Decree 22/2020/ND-CP.
None of this touches your personal e‑visa or TRC status - company registration and immigration status are handled by separate government departments, and getting one doesn’t automatically get you the other. If your actual goal is working legally long-term rather than just invoicing clients, a Vietnam work permit is usually the piece people underestimate.
What Should You Actually Do?
If you’re invoicing under $1,000-2,000 a month from a couple of overseas clients, most people I know just keep that income flowing to a home-country account and treat Vietnam as a base, not a jurisdiction. Once you’re billing Vietnamese clients directly, running a team, or need a business bank account here, the single-member LLC stops being optional - legally, you need an entity to invoice through.
Setting one up isn’t something to DIY from a hostel Wi-Fi connection between IRC and ERC filings, translated documents, and a legal representative who has to be physically in the country at registration. If you want a second opinion on whether your situation actually needs an LLC yet, message me on WhatsApp with what you’re trying to do and I’ll tell you straight whether it’s worth the paperwork yet.
