Vietnam

Vietnam lies at the western edge of the South China Sea, and is bordered by China and Laos to the north and northwest, and Cambodia to the west.

Long considered an important trade destination, thanks to its maritime links to the rest of the continent, Vietnam grew over several centuries to become a powerful empire, but went through periods of colonization in the 18th, 19th and 20th centuries.

Vietnam was unified as a communist state in 1975, a development which saw it isolated on the world stage until the mid-eighties, when political reforms opened the country back up to the world.

Thanks to Vietnam’s tropical location, it has become a popular tourist destination, with domestic environments ranging from mountains and highlands, to dense forests and rivers, and including a vast amount of biodiversity.

General Information

• Full Name: Socialist Republic of Vietnam
• Population: 98.18 million (World Bank 2022)
• Capital: Hanoi
• Major Language: Vietnamese
• Major Religion: Non-Religious, Buddhism
• Monetary unit: Vietnamese dong
• GNI Per Capita: US $4,010 (World Bank 2022)
• Main exports: Paddy Rice, Coffee, Rubber, Cotton, Tea, Pepper, Soybeans, Cashews
• Internet domain: .vn
• International dialling code: +84

How Do I Say in Vietnamese?

• Hello: chào
• Good morning: Chào buổi sáng
• Good evening: tốt buổi tối
• Do you speak English?: Bạn có nói tiếng Anh không
• Good bye: tạm biệt
• Thank you: cảm ơn bạn
• See you later: gặp anh sau

Dates & Numbers

Dates are usually written in the day, month and year sequence. For example, 1 July 2019 or 1/7/19.

Numbers are written with a comma as the decimal point, for example three thousand would be written 3.000,00.

Vietnam, with its strategic location in Southeast Asia, vibrant culture, and dynamic economy, is a thriving hub for businesses.

Recognised for its rapid economic growth and extensive market potential, Vietnam offers a promising landscape for both local and international businesses. The country's economy is built on robust industrial sectors, a burgeoning services sector, and a strong export market, especially in textiles, electronics, and agriculture.

The Vietnamese government is committed to creating a favorable business environment through economic reforms, investment in infrastructure, and policies aimed at fostering innovation and entrepreneurship. A skilled and youthful workforce adds to the country's appeal as a business destination, offering a pool of talent for industries ranging from manufacturing to IT services.

Vietnam's business culture is known for its emphasis on relationships and mutual respect, making it crucial for foreign businesses to understand local customs and practices. With its blend of traditional values and a forward-looking approach to business and economic development, Vietnam is a land of opportunities for companies looking to expand their operations in Asia.

Vietnam has emerged as an attractive destination for investors, owing to its political stability, consistent economic growth, and strategic position as a gateway to the Asia-Pacific region. The country offers investment opportunities across diverse sectors, including manufacturing, real estate, renewable energy, and technology.

Investors are drawn to Vietnam's investment incentives, which include tax breaks, land lease exemptions, and favorable conditions in industrial zones and high-tech parks. The government's commitment to improving the business climate is evident in its efforts to streamline administrative procedures, enhance transparency, and protect investors' rights.

Vietnam's dedication to sustainable growth and development opens avenues for investments in green energy, environmental technology, and sustainable infrastructure projects. The country's rapidly expanding consumer market, coupled with ongoing urbanization and digital transformation, also presents opportunities in consumer goods, e-commerce, and fintech.

Vietnam is a compelling choice for foreign direct investment (FDI), with its welcoming policies, competitive labor costs, and growing market.

The government actively encourages FDI as a key driver of economic development, technological advancement, and job creation.

FDI in Vietnam spans various sectors, offering opportunities for growth and partnership:

• Manufacturing and Export: With its extensive industrial zones and export processing zones, Vietnam is a favored destination for manufacturing and export-oriented investments, particularly in electronics, textiles, and footwear.
• Real Estate and Construction: The real estate sector, including residential, commercial, and industrial properties, offers promising prospects, driven by urbanization and economic development.
• Technology and Innovation: Vietnam's focus on technology and innovation is reflected in its support for high-tech parks and startup ecosystems, inviting investments in IT, biotechnology, and clean technology.
• Agriculture and Aquaculture: Leveraging its rich natural resources, Vietnam offers investment opportunities in agriculture, aquaculture, and food processing, emphasising sustainability and high-quality production.

The Ministry of Planning and Investment (MPI) and its investment promotion agencies provide comprehensive support to foreign investors, offering guidance, facilitating approvals, and ensuring a smooth investment process.

Vietnam presents a dynamic and supportive environment for doing business, investing, and attracting foreign direct investment. With its strategic location, commitment to innovation, and supportive policies, Vietnam stands out as a prime destination for companies and investors seeking growth and success in the vibrant and rapidly evolving Southeast Asian market.

Setting up a business in Vietnam involves a nuanced process, tailored to meet the country's legal and business requirements. As Vietnam's economy continues to flourish, attracting a wide array of foreign investment, understanding the procedural landscape is crucial for successful market entry and operation.

Legal Framework and Business Structures

Vietnam's legal framework offers various business structures to foreign investors, including Limited Liability Companies (LLC), Joint Stock Companies (JSC), Partnerships, and Business Cooperation Contracts (BCC). LLCs are prevalent for small to medium-sized enterprises, allowing a maximum of 50 members, whereas JSCs are suitable for larger operations, permitting an unlimited number of shareholders and the ability to issue shares and securities publicly. BCCs, are agreements between investors to cooperate in business activities and share profits, commonly used in sectors like petroleum or telecommunications.

Company Registration Process

The registration process generally unfolds in two steps:

1. Investment Registration Certificate (IRC): Obtaining the IRC is the foundational step for foreign-owned investment projects, affirming the right to invest within Vietnam. The application is reviewed by the Department of Planning and Investment or the provincial industrial zone management authority, depending on the project's location. In practice, the approval for the IRC usually takes around 15 days, unless the business operates in a regulated sector.
2. Enterprise Registration Certificate (ERC): Following the IRC, investors apply for the ERC from the provincial Department of Planning and Investment. The processing time for an ERC application is typically 3 working days. For investments in "conditional" sectors, additional licensing procedures and government ministry examinations are required before obtaining approval.

For businesses in specialised sectors or sensitive locations, pre-investment approval might be necessary. Post-establishment, enterprises are required to complete registrations such as company seals, bank accounts, and publish business registration information. For foreign companies establishing a presence through a branch or representative office, the process involves applying for a Branch/Representative Office License, taking around 7 working days.

Tax Obligations

In Vietnam, businesses need to be aware and compliant with various tax obligations, including Corporate Income Tax (CIT), Personal Income Tax (PIT), Value-Added Tax (VAT), and Foreign Contractor Tax (FCT).

Tax incentives are available, offering reductions in liabilities, such as preferential tax rates and tax holidays for CIT, deductible reliefs for PIT, VAT exemptions on specific businesses, and exemptions from withholding tax on dividends for overseas corporate shareholders.

For businesses operating in Vietnam, navigating the visa and work permit requirements is crucial for compliance and smooth operations. Vietnam offers various categories of visas and permits depending on the nature of the work and the duration of stay. Key visas and work permits required for business in Vietnam:

Business Visa (DN Visa)

The DN Visa is designed for foreign individuals who intend to come to Vietnam for business-related activities, such as meetings, contract negotiations, or market research. This visa is typically valid for up to 12 months with single or multiple entries.

Investor Visa (DT Visa)

The DT Visa is tailored for foreign investors in Vietnam. The validity of this visa depends on the investment capital and can range from 1 to 5 years. It's a crucial visa for investors seeking to establish or maintain their investments in Vietnam.

Working Visa (LD Visa)

The LD Visa is intended for foreign individuals who plan to work in Vietnam. To obtain this visa, the applicant typically needs an official employment offer or a contract with a Vietnamese company, and the company must obtain approval from the Vietnamese labor authorities.

Work Permit

In addition to the LD Visa, foreign employees are required to obtain a work permit to legally work in Vietnam. To apply for a work permit, the employee needs to provide various documents, including health checks, professional qualifications, and a criminal record check. The employer usually sponsors the work permit application and submits it to the local Department of Labor, Invalids, and Social Affairs (DOLISA).

Temporary Residence Card (TRC)

The TRC serves as a long-term visa and is available to foreign investors, employees holding work permits, and their family members. The TRC can be valid for up to 2 or 3 years and eliminates the need for multiple visa extensions.

Exemption Certificate

In certain cases, foreign individuals may be exempt from the requirement of a work permit. This includes individuals working in Vietnam for less than 3 months, members of a limited liability company with two or more members, owners of one-member limited liability companies, board members of joint-stock companies, and others. However, they still need to apply for a Work Permit Exemption Certificate.

In Vietnam it is not mandatory to make payments to employees or authorities from an in-country bank account.

Generally, an employee’s typical monthly salary package includes their gross salary and mandatory insurance contributions. Personal income taxes (PIT) will be levied on the balance after deducting mandatory insurance contributions

Besides, the employees’ income may also include overtime payments, allowances, bonuses, as well as additional benefits

Further, employees will receive compensation in Vietnamese Dong, if their salary and other benefits are based in another currency (USD/EUR, etc.), it must be converted into Vietnamese Dong based on the reality foreign exchange rate.

The salary used for compulsory social insurance and trade union payment must be converted into Vietnam Dong based on the Vietnamese government's foreign exchange rate

Income Tax

According to Vietnam’s Law on Personal Income Tax, there are two kinds of tariff for employees in Vietnam, with a host of different deductions, tax rates, and exceptions applying to each of them.

Non-resident taxpayers are subject to PIT at a flat rate of twenty percent (20%) on their Vietnam-sourced income.

Resident taxpayers are subject to PIT at progressive rates from 5% to a maximum of 35%.

The employee’s taxable income includes salaries, allowances, benefits, and bonuses in any form except for some other incomes (nontaxable income) prescribed by the Tax Law

Taxable Income for each employee, prior to calculating PIT, is further reduced by:

• Personal Relief of 11,000,000 VND per month
• Dependent Relief of an additional 4,400,000 VND per month for each registered dependent

The employer has to conduct personal income tax and pay it to the Tax Office on behalf of their employees

There are three types of mandatory social security in Vietnam: social insurance, health insurance and unemployment insurance.

Social Insurance

Mandatory social insurance including Social Insurance, Health Insurance, and Unemployment Insurance, is contributed by both – the employer and the employee:

Social Insurance and Health Insurance is levied on the Gross Salary of the Employee.

The maximum monthly salary that is subject to Social Insurance and Health Insurance is capped at 36,000,000 VND (20 times the Minimum Basic Wage, which is currently 1,800,000 VND per month, applied from 1 July 2023).

Unemployment Insurance is levied on the Gross Salary of the Employee.

The maximum monthly salary that is subject to Unemployment Insurance is capped at 20 times the Minimum Monthly Wage of the zone the Employer is in the Zone 1 minimum is 4,680,000 VND, which equates to a cap of 93,600,000 VND per month.

Trade Union

 The Employer will contribute 2% of the Employee’s Gross Salary to the Trade Union

The maximum salary that is subject to the Trade Union is capped at 36,000,000 VND (20 times the Minimum Basic Wage, which is currently 1,800,000 VND per month)

If the company has established its own union, the employee will be subject to Trade Union costs at 1% of their gross salary and the cost is capped at 180,000 VND (10% of the Minimum Basic Wage) only when they participate in the Company’s Union

Monthly report

Labour Report

• Labor Report for Local Employees (2 times per year/ every 6 months) – Deadline 05th of Jul and Dec of the current year
• Labor Report for Expat Employees (2 times per year/ every 6 months) – Deadline 05th of Jan and Jul of the current year

PIT Report

• PIT Report (Monthly) – Deadline 20th of the next month
• PIT Report (Quarterly) – Deadline 30th of the next quarter

Social Insurance Report

• Increase Report - Deadline the last day of the current month
• Decrease Report - Deadline before 01st of the month which employee will resign
• Claiming Report (Sick leave, maternity leave, paternity leave) (as soon as received the certificate of hospital from employees)

Yearly report

PIT Finalisation Report

• Deadline before 30th Mar of the next year
• Case 1: For those who work at company full calendar year (from Jan to Dec of the following year) and:
  • Have no other taxable income sources (i.e: income from sales or house rental, employment by another company)
  • Have other income sources, but the income account for not over 10 million VND per month in the year & tax has been withheld at the payment time with flat rate of ten percent (10%)
• Case 2: For those who work less than 12 months at company/ or do not fall in Case 1. Employees will be requested to settle the PIT finalization with Tax Office.

As of 2024, the Vietnamese Labour Code continues to govern employment contracts in Vietnam. It is essential for both foreign and Vietnamese workers to have an employment contract that outlines the obligations and responsibilities of both employers and employees. Here's the updated information:

Types of Contract

Employment contracts in Vietnam are normally one of the following types:

• Indefinite Term Contract: This type of contract does not specify an end date and continues until either party decides to terminate it under the conditions outlined in the contract and the Labour Code.
• Definite Term Contract: These contracts have a duration of 12 to 36 months. If an employee continues working after the expiration of a definite term contract and it is not renewed within 30 days, it automatically converts into an indefinite term contract.
• Seasonal or Fixed Term Contract: This contract is for employment periods of less than 12 months. If an employee continues to work after the expiration of a seasonal or fixed-term contract and it is not renewed within 30 days, it automatically converts into a 24-month definite term contract.
• Contract Extension: A definite term contract can only be extended once. After that, the employee must either be employed on an indefinite contract or cease working with the employer.

The contract of an employee working on a definite term contract will automatically change into an indefinite term contract if the employee continues to work for the employer after the contract’s expiry and it is not renewed within 30 days.

The contract of an employee working on a seasonal or fixed term contract will automatically change into a definite term contract of 24 months if the employee continues to work for the employer after the contract’s expiry and it is not renewed within 30 days.

A definite term contract may only be extended once, after that the employee must be employed on an indefinite contract or stop working.

Registration Deadlines for New Starters

• Tax (Personal Income Tax - PIT): New employees must be registered for PIT within 90 days of starting employment.
• Compulsory Insurance Registration: This should be done within 30 days of the employee's start date.

An employment contract should include

• Name and address of employer
• Name, address, date of birth, ID number of employee
• Description of job and working address
• Time frame of the contract
• Salary, payment type, date of payment, allowances and other benefits
• Promotion and salary review system
• Working hours and vacation
• Details of social and medical insurance
• Information about training involved

Probationary Period

The length of the probationary period is based on the complexity of the job, as follows:

• No more than 60 days for jobs requiring professional or technical qualifications at college level or higher
• No more than 30 days for jobs requiring technical expertise
• No more than 6 working days for other jobs

Payment during the trial period is 85% of the salary stated in the employment contract. Employees working on a seasonal contract are not required to undergo a probationary period.

Vietnamese employment law prohibits an employer from discharging an employee who is on any type of leave that complies with applicable law, or who is undergoing medical treatment for his or her illness, including for an occupational injury or illness. The law also provides special employment protection for women, as employers are prohibited from discharging a female employee if:

• She has a child less than 1 year of age
• She is getting married
• She is pregnant
• She is on maternity leave.

Female employees have additional protections, particularly concerning maternity and family matters, ensuring job security during these crucial life stages.

The Vietnamese labour statutes allow employers to terminate an employee’s contract for the following reasons:

• Performance Issues: Employers may terminate an employment contract if the employee repeatedly fails to perform the work covered by the contract.
• Extended Sick Leave: Termination is permissible if the employee is on sick leave for an extended period, in compliance with leave entitlements outlined in the Labour Code.
• Operational Changes: Employers can initiate terminations in case of operational changes such as natural disasters, reduction in work production, cessation of business operations, or organizational restructuring. However, employers must follow legal procedures and attempt to negotiate with the labor union if a reduction in force is necessary.

Employees: Employees working under an indefinite contract may resign by providing their employer with a 45-day notice, or three days if the employee has been treated for six consecutive months due to an illness or accident.

Employers: Excluding the cases of discharge due to a disciplinary matter, employers must provide employees:

• 45-day notice for a unilateral dismissal of an employee working under an indefinite term contract
• 30 days’ notice in the case of a definite-term labour contracts
• 3 days for employees working under a seasonal labour contract
• Exceptions may apply in cases of discharge related to disciplinary matters.

Termination Process and Required Documentation

The termination process in Vietnam involves certain obligations on the part of employers. Depending on the circumstance of their termination, an employee may be entitled to minimum notice period, and a severance package. As part of that process, employees should provide the following documents at the point of employment termination:

• Termination Letter: The termination process involves providing the employee with a copy of the termination letter, officially signed by the employer

• Social Insurance (SI) Book: The SI book, which records the employee's social insurance contributions, should be handled properly during the termination process.

• Severance Package: Depending on the reason for termination and the terms of the employment contract, the employee may be entitled to a severance package, including notice period pay and other benefits, as stipulated by Vietnamese labor law.

Employers in Vietnam have withholding obligations towards their employees’ salaries at each pay date, which include income tax and mandatory social security contributions. Both employers and employees contribute to social insurance, health insurance, and unemployment benefit funds as part of their mandatory social security contributions, but must also pay into their Employee’s Provident Fund (EPF).

Payslips must include details of the relevant pay period, and may be issued to employees electronically.

Reports

Payroll reports must be kept for at least 7 years.

Salary, Allowances and Bonuses

• Salary: is the monthly or yearly salary before deductions mandatory insurance, personal income tax, and trade union
• Allowances: some common types of allowances such as meal allowance, gasoline allowance, phone allowance, etc. (These types of allowances will be considered taxable or non-taxable income depending on the provisions of the Personal Income Tax Law)
• Bonus: there are various kinds of bonuses that a company may grant its employees throughout the year such as 13th Salary, Performance Bonus, Incentives, etc. (All salaries and bonuses are subject to Personal Income Tax)

Overtime

If a company triggers overtime, they will be obligated to compensate employees beyond the salary that is outlined in their contract. The following are the percentages in excess of a standard that are to be applied in the event that certain work-related thresholds are crossed.

There are limitations on the number of overtime hours an employee is allowed to work. As per the labor code, overtime hours cannot exceed 40 hours per month and 200 hours per year.

Holiday Accrual 

Employees who have worked with an employer for over 12 months at least 12 days of leave per year

Employees who have not yet worked for 12 months in one year for a single employer are entitled to have paid annual leave in line with the number of their working months

Employees who work with an employer for more than 5 years, will be entitled to one extra day of annual leave

Employees who have their annual leave pending after resigning from an organization will be paid by the employer for the unused leave days.

Personal leave

Employee is entitled to take a fully paid personal leave in the following circumstances, as long as it is notified to the employer in advance:

• Marriage: 03 days
• Marriage of his/her biological child or adopted child: 01 day
• Death of his/her biological or adoptive parent; death of his/her spouse’s biological or adoptive parent; death of spouse, biological or adopted child: 03 days.

Sick leave

Company’s regulations: total of sickness days will be limited by internal policies company

Social Insurance’s regulations: Total of Sick leave is not over 30 days (short term sickness) and 180 days for (long term sickness)

[Allowance from Social Insurance Authority = Salary for Social Insurance contributed/24* total of Sick leave days *0.75]

Maternity leave

In Vietnam, the maternity leave framework is designed with a deep understanding of the needs of expectant and new mothers, providing them with ample time and financial support during a crucial phase of their lives. Here's an in-depth look at the maternity leave entitlements and the associated benefits:

Duration and Extension of Maternity Leave: Female employees in Vietnam are entitled to a generous maternity leave period, totaling 6 months, to ensure they have sufficient time for healthcare, childbirth, and childcare. This period is thoughtfully divided into prenatal (up to 2 months) and postnatal leave, recognising the unique needs during each phase.

In the special case of a multiple birth, the government acknowledges the increased demands on the mother by extending maternity leave by an additional month for each child, starting from the second.

Maternity Benefits and Allowances: The financial support provided during maternity leave is comprehensive and considerate of the various circumstances an expectant mother might face:

1. Standard Maternity Leave Allowance: The Social Insurance Authority disburses an allowance calculated on the basis of the average salary contributed towards social insurance in the 6 months preceding the maternity leave. This amount is then multiplied by 6 and added to twice the common minimum wage, ensuring that the mother's financial needs are adequately met during her leave.

2. Pregnancy Test Leave Allowance: Recognising the importance of regular health check-ups during pregnancy, the policy also covers leave for pregnancy tests. The allowance for this leave is calculated proportionally, based on the average salary for social insurance contributions prior to the pregnancy test, ensuring that women do not face financial hurdles in seeking necessary medical care.

3. Miscarriage or Abortion Leave Allowance: In the unfortunate event of a miscarriage or abortion, the policy provides a safety net, allowing women to take the time they need to recover, both physically and emotionally. The allowance for this period is sensitively designed, based on the average salary contributed towards social insurance prior to the incident, ensuring that the financial burden does not add to the emotional stress during such times.

Allowance from Social Insurance Authority = Average of Salary for Social Insurance contributed within 6 months before miscarriage/30* total of miscarriage days

Paternity leave

Male employee are entitled to the following paternity leave:

• 5 days (applied for born baby by usual method)
• 7 days (applied for born baby by surgery method)

Allowance from Social Insurance Authority = Average of Salary for Social Insurance contributed within 6 months before wife born baby/24* total of paternity leave (5 or 7 days)

National Service

Conscription in Vietnam has existed since 1975 and requires male citizens between the ages of 18 and 25 (18 to 27 for those who attend colleges or universities) to perform compulsory military service. Women are not required to perform military service, but they may voluntarily join the military.

The Minimum Basic Wage in Vietnam from 2024 is 1.800.000 VND/month.

The working week in Vietnam is Monday to Friday from 9:00am to 6:00pm.

There are no statutory provisions that prescribe maximum working hours.

The EO does however provide that in addition to paid statutory (public) holidays, an employee is entitled to no less than one rest day in every period of seven days.

There are multiple statutory holiday schedules within Vietnam. Below are the statutory national holidays in Vietnam for 2024.

Foreign employees in Vietnam are entitled to 01 traditional public holiday and 01 National Day of their country.

Expenses

Travel expenses claimed by employees may be included in the monthly payroll.

13th-Month Salary (Tet Bonus)

A common practice in Vietnam is the payment of a 13th-month salary or Tet bonus, which is a form of year-end bonus typically given before the Lunar New Year. Although not legally mandated, it's a widely practiced tradition and acts as a reward for employees' contributions throughout the year.

Meal Allowances

In Vietnam, significant legislative changes in the tax domain are set to take effect for the tax year 2024. Notably, the country is adjusting its tax framework to align with global standards and support the local economy. Here are the key updates:

Adoption of the Global Minimum Tax

• Vietnam will implement a global minimum tax from 1 January 2024, following the adoption of Resolution 107/2023/QH15 by the National Assembly. This is in line with the OECD’s Global Anti-Base Erosion (GloBE) rules and includes both a Qualified Domestic Minimum Top-Up Tax (QDMTT) and an Income Inclusion Rule (IIR). The global minimum tax rate is set at 15%, and it targets multinational enterprises with substantial annual revenues. Essentially, if a company's effective tax rate falls below 15%, a top-up corporate income tax will be imposed in Vietnam​

Please note that this document gives general guidance only and should not be regarded as an authoritative or complete statement of the law, regulations or tax position in any country. You should always seek specific advice for each specific situation. This document should not be relied upon as professional advice and activpayroll accepts no liability for reliance on its contents.