Businesses and investors
Foreign investors and foreign employees
NLP Law Firm, based in Hà Nội, advises on and carries out legal procedures for foreign investors and foreign-invested enterprises: choosing the form of investment, Investment Registration Certificates, company establishment, capital contributions, purchases of shares, and work permits for foreign employees. Lawyer Vũ Thị Hằng, Deputy Director, works directly in Chinese.
NLP Law advises on and carries out legal procedures for foreign investors, foreign-invested enterprises and export processing enterprises: choosing the form of investment; issuance and amendment of Investment Registration Certificates and company establishment; capital contributions, purchases of shares and of contributed capital; work permits for foreign employees; and post-licensing reporting and changes.
Lawyer Vũ Thị Hằng, Deputy Director, communicates and reads documents directly in Chinese. Working languages: Vietnamese; Chinese; English through interpreters.
Who is this service for?
This service is for foreign investors, foreign-invested enterprises, export processing enterprises and businesses with foreign employees.
- Foreign investors, whether individuals or organisations, planning to establish a company in Vietnam.
- Foreign investors planning to contribute capital to, or buy shares or contributed capital in, an existing business.
- Foreign-invested enterprises and export processing enterprises that need to amend a project, expand their investment or register changes.
- Businesses that need to bring in foreign managers, experts or technical workers.
- Investors who wish to communicate and send documents directly in Chinese.
What types of matters do we handle?
We work with investors from the investment plan through to operations in Vietnam. Common types of matters on which we provide advice and carry out procedures:
- Establishing a company in Vietnam for foreign individual or organisational investors to engage in trading, services or manufacturing.
- Choosing between establishing a new company and contributing capital to, or buying shares or contributed capital in, an existing business.
- Intended business lines that are subject to market access conditions for foreign investors and need to be reviewed before the business lines, ownership ratio and location are finalised.
- Amending the capital, objectives, location, schedule or investors of an operating project; expansion of investment by foreign-invested enterprises.
- Acquiring shares or contributed capital in Vietnamese companies, including bilingual Vietnamese – Chinese transfer contracts.
- Manufacturing projects structured as export processing enterprises in industrial parks and export processing zones.
- Foreign managers, experts and technical workers who need a work permit, a confirmation of exemption from work permit requirements or a notification before starting work.
- Foreign-invested enterprises wishing to review their post-licensing obligations, such as investment project reporting, capital contributions, work permit extensions and registration of changes.
The descriptions above are general types of matters intended to give you a sense of the scope of our support; they are not specific matters we have handled.
What stages does our work follow?
The work is divided into five stages; you can start with us at any stage, even if your company is already licensed and operating.
- Intake and assessmentCheck for conflicts of interest; learn about your investment plan or your need for foreign employees; identify the business lines, location, ownership ratio and work permit category; give an initial opinion on the form of investment and the sequence of procedures; draw up a list of the documents to be prepared and send a written quotation.
- Preparing the applicationGuide you through consular legalisation or Apostille certification, translation and certification of foreign documents; prepare the application for investment registration, enterprise registration, or registration of a capital contribution or purchase of shares or contributed capital, or the work permit application; draft letters of authorisation and related draft contracts, if any.
- Submission and follow-upSubmit the application under your authorisation; follow up, provide explanations, and amend or supplement the application as required by the competent state agency, and inform you whenever such a request is made.
- Receiving the outcomeReceive and hand over to you the Investment Registration Certificate, the Enterprise Registration Certificate, the document on registration of the capital contribution or the work permit issued by the state agency; advise on next steps, such as contributing capital on time, signing employment contracts and changes of members or shareholders.
- Post-licensing operationsAs agreed, prepare reports on the implementation of investment projects and applications for project amendments, investment expansion, registration of changes to enterprise details, declaration of beneficial ownership information and work permit extensions; advise on contracts and labour matters, and provide legal advice on tax and invoices during operations.
Our principles in handling investment and labour procedures
- We assess the conditions and risks of each option candidly and do not promise results or licensing dates in advance.
- The issuance of certificates and permits is decided by the competent state agencies.
- We do not assist with nominee ownership, nominee capital contributions or untruthful declarations about the positions, experience or qualifications of foreign employees.
- The scope of work for each stage and the fees are agreed in writing in the legal services contract.
- Matter information, investment plans and client information are kept confidential under the Law on Lawyers, even after the contract ends.
- Important documents are approved by a lawyer before they are issued.
What documents should you prepare?
When you first contact us, a brief summary of your request is all we need. After checking for conflicts of interest, the Firm will let you know which documents to provide. Documents commonly used for a preliminary assessment include those listed below; at this stage, copies are sufficient:
- Individual investors: passport; organisational investors: certificate of incorporation, charter and details of the representative.
- A description of the investment plan: business lines, scale, planned capital, location, schedule and number of employees.
- Documents on the investor’s financial capacity.
- The lease or agreement to lease the premises, if already in place.
- For capital contributions or purchases of shares or contributed capital: the Enterprise Registration Certificate, charter and list of members or shareholders of the company receiving the investment; the agreement in principle between the parties, if already in place.
- For work permits: the employee’s passport, qualifications and proof of experience; the position, duration and expected start date.
- Operating companies: Investment Registration Certificate, Enterprise Registration Certificate and existing work permits.
Who does the work?
- Lawyer in charge of this service group: Lawyer Vũ Thị Hằng, Deputy Director. Corporate, foreign investment, export processing enterprises, foreign employees; works in Chinese.
- Also involved: Lawyer Nguyễn Duy Linh, Director; Hoàng Tùng, Corporate Services Specialist.
Frequently asked questions
Does the Firm have a lawyer who works in Chinese?
Yes. Lawyer Vũ Thị Hằng, Deputy Director, communicates and reads documents directly in Chinese; English is handled through interpreters. For work permit applications, documents issued abroad must be consularly legalised unless exempt (for example, public documents from a country that applies the Apostille Convention with Vietnam and that bear an Apostille certificate), then translated into Vietnamese and certified; we prepare a list of the documents to be handled before you prepare them abroad.
Must a foreign investor obtain an Investment Registration Certificate before establishing a company?
Not necessarily. Under the Law on Investment No. 143/2025/QH15, effective from 01/03/2026, a foreign investor may establish an economic organisation before carrying out the procedure for the issuance of an Investment Registration Certificate but must satisfy the applicable market access conditions at the time of establishment; projects that require the Certificate must still complete that procedure before the project is implemented. The appropriate sequence depends on the business lines, location and capital contribution plan, and we compare the possible sequences with you before submitting any application.
Should I establish a new company or contribute capital to, or buy shares or contributed capital in, an existing business?
It depends on the business lines, the market access conditions, the sequence of procedures and the liabilities inherited from the existing business. When contributing capital or buying shares or contributed capital, a foreign investor must in certain cases register before the change of members or shareholders, for example where the transaction increases its ownership ratio in a company in a conditional market access business line, or results in holdings above 50% of charter capital (or increases them where it already holds more than 50%) in the cases specified by law. We compare the two options with you and determine whether the transaction requires registration.
Does a foreign national who is an owner or capital-contributing member need a work permit?
It depends on the value of the capital contribution, the type of company and the job position. Under Decree No. 219/2025/NĐ-CP, owners or capital-contributing members of a limited liability company, and the Chairperson or members of the Board of Directors of a joint stock company, with a capital contribution of VND 3 billion or more are not subject to work permit requirements, but the employer must still notify the competent authority at least 3 working days before the date on which the employee is expected to start work. In other cases, we review the job position to determine whether a work permit, a confirmation of exemption or only a notification is required.
Does the Firm commit to a timeframe for obtaining certificates and permits?
No. The issuance of certificates and permits is decided by the competent state agencies; the timeline also depends on the time needed for consular legalisation or Apostille certification and for translating documents abroad, and on any requests to amend or supplement the application. We assess the conditions and risks of each option candidly and do not promise results or licensing dates in advance. The written quotation sets out the expected timeline for the work the Firm will carry out.
How are fees determined?
Fees are agreed for each matter and clearly set out in the legal services contract, using a fee calculation method permitted under the Law on Lawyers. Court fees and charges, arbitration costs, enforcement fees and amounts payable to state agencies are not lawyers’ fees; estimated amounts are stated in the quotation. An agreement on fees is not a commitment or guarantee of any particular outcome.
Related
General information only; not a substitute for advice on a specific matter.
NLP Law
Book a consultation
Call our hotline or email us to book a consultation. Detailed capability statements for each service group are available on request.
Head office: Ground Floor, No. 10 Cầu Đất Street, Hồng Hà Ward, Hà Nội · Hotline: 0825 108 668 · Email: nlplawfirm.hn@gmail.com
Matter and client information is kept confidential under the Law on Lawyers, even after the contract ends.
Please do not send details of your matter, documents or sensitive information by email or through the form at this stage. After checking for conflicts of interest, the Firm will let you know which documents to send. View the Personal Data Protection Policy.