Building a business in Vietnam

Vietnam has 102.3 million people. The economy grew 8.02% in 2025 and 8.18% in the first half of 2026, and on 1 July 2026 Vietnam joined the World Bank's upper-middle-income group.

80% of people use a smartphone. Shoppers spent VND 429 trillion on the main e-commerce platforms in 2025, up 35%, and platform sales grew another 44% in the first half of 2026. 83% of that spending came from Ho Chi Minh City and Hanoi, so a consumer business starts in the two big cities.

Vietnam aims for a digital economy worth about 30% of GDP by 2030, yet trackers counted only around 40 venture-backed startups in 2025. The policy and the money are there. Founders are scarce.

Venture capital. Trackers disagree on 2025. VinVentures counted about USD 215 million in 41 deals. A report by NIC, BCG and Do Ventures counted USD 509 million in 103 deals, 70 of them before Series A. The ten largest deals took 72% of the money. Across Southeast Asia, Singapore took 91% of the USD 5.4 billion raised. Francois Le Nguyen, a former VC who later sold his own company, thinks most companies should not raise venture capital at all.

Banks. Only 20 to 25% of small and medium firms get bank financing, mostly against property. Average lending rates ran from 8.4% to 10.7% a year in August 2026.

What the state offers.

• A national venture fund started in October 2025 with at least VND 500 billion of state money.
• Income from selling shares in an innovative startup is tax-free.
• New products and business models can be tested in a sandbox for up to three years.
• Since 1 January 2026, AI, chips, data centres and software get tax and land incentives.

Which entity. Most founders use a limited liability company. A joint stock company needs at least three shareholders and can issue shares to investors. Since 1 July 2025, every company must report owners with 25% or more. Hao Tran, co-founder of Vietcetera, advises putting the company in your own name if you can.

With Vietnamese citizenship you register as a domestic investor. The certificate comes within 3 working days, and the state fee is VND 25,000 until the end of 2026, free online. With two passports, you may choose domestic or foreign investor rules.

With only a foreign passport you are a foreign investor:

• You need an investment registration certificate as well, within 12 months of registering the company.
• Plan 4 to 8 weeks to a working company.
• 23 sectors are closed to foreign investors and 62 have conditions.
• Every foreign-invested company needs a yearly audit, about VND 18 to 28 million a year for a small one.
• A foreign owner who puts in VND 3 billion or more does not need a work permit and qualifies for an investor visa.

One law firm publishes setup costs of VND 3.5 to 10 million for a domestic company and VND 26 to 150 million for a foreign-invested one.

Tax. Corporate income tax is 15% if last year's revenue was up to VND 3 billion, 17% up to VND 50 billion, and 20% above that. A new small or medium company pays none for its first three years. The yearly business licence fee was abolished on 1 January 2026. VAT is 10%, cut to 8% for many goods and services until 31 December 2026.

Currency. Inside Vietnam, prices, contracts and payments must be in VND. Since 9 February 2026, quoting in foreign currency can cost a company up to VND 100 million.

Getting paid. About 45% of B2B sales in Vietnam are on credit, and three-month terms are more than twice as common as elsewhere in the region (Atradius, 2026). Linh Pham of Logivan has seen clients delay or skip payment, even on million-dollar contracts. Contract penalties are capped at 8% of the breached obligation, so put late-payment interest in every contract. Commercial claims expire after two years, and arbitration at VIAC starts at VND 16.5 million.

Costs. A coworking desk at Dreamplex starts at VND 1.8 million a month. Offices in Ho Chi Minh City ask about USD 47 per m² a month for Grade A and USD 27 for Grade B (CBRE, Q2 2026). The minimum wage in the main cities is VND 5.31 million a month in 2026. Monthly bookkeeping for a small company costs about VND 1.5 to 5 million.

Rules that catch founders out.

• Trademarks go to whoever files first. Since 1 April 2026, examination must finish within 5 months.
• Personal data: under the law in force since 1 January 2026, breaches must be reported within 72 hours, and consent must be active.
• AI: since 1 March 2026, AI-generated audio, images and video need a machine-readable mark.
• Signs: shop signs must show Vietnamese first.