Setting up a manufacturing company in Vietnam: site, documents and approvals

Setting up a manufacturing company in Vietnam involves more than registering a legal entity. The proposed product, production process, factory site, capacity and environmental profile determine which investment and operating requirements need to be addressed.

This guide is for foreign manufacturers establishing a first plant, leasing a ready-built factory, relocating a production line or acquiring an existing operation. It sets out the information to prepare and the decisions to resolve before committing to a lease or delivery schedule.

Define the production model first

Describe what the Vietnamese business will physically do. Assembly from imported components, contract processing, manufacturing finished products and buying goods for resale are not interchangeable. Identify which entity owns materials and finished goods, who invoices customers and whether sales will be domestic, export or both.

• List products and intended capacity, by production line and phase.
• Describe principal inputs, chemicals, technology, machinery and utilities.
• Identify waste streams, wastewater, emissions, noise and hazardous materials.
• State whether any special customs or export-processing status is being considered.
• Separate manufacturing from any additional trading, repair, warehousing or other service.

This information supports market-access classification and the project description. An activity that appears unrestricted at ownership level can still require product, premises, environmental or other operating approvals. Do not present “manufacturing” as a blanket permission to make any product.

Check the site before the long-term commitment

Ask for a site document pack before agreeing a non-refundable deposit or an unconditional long lease. A ready-built factory can reduce construction work, but it does not establish that your particular process and capacity are permitted there.

• Rights and lawful use: identify the landlord, its right to lease or sublease, the property documents, permitted use and lease term.
• Planning and location: check whether the intended industry can operate at the address and whether the site is inside a relevant industrial or economic zone.
• Building and fit-out: obtain existing approvals and identify proposed alterations, structural works and equipment installation.
• Environmental and fire position: inspect the existing documents and confirm which belong to the landlord, infrastructure operator or your project company.
• Infrastructure: compare available electricity, water, wastewater treatment, access and storage with the actual production specification.

As a practical contracting measure, consider conditions dealing with legal suitability, document delivery, required consents and what happens if the proposed operation cannot be approved. Obtain a lease and contract review before committing to responsibilities that depend on unresolved approvals.

Build the project document pack

The initial checklist below helps organise the project. The statutory dossier must be confirmed for the chosen registration or approval procedure; it may differ for a new project, an expansion or an acquisition.

Investor and funding pack

• Investor identification or corporate documents, ownership chart and authority of the signatory.
• Proposed company structure, legal representative and registered office.
• Funding evidence and a capital plan separating equity, borrowing, premises, machinery and working capital.
• Proposed contribution and implementation schedule, with realistic procurement and fit-out assumptions.

Site and technical pack

• Site agreement and supporting landlord or infrastructure documents.
• Product list, annual capacity, process flow, machinery list and technology description.
• Land or floor-area requirements, utilities, staffing and phased implementation.
• Environmental inputs and existing site documents; identify missing surveys or technical reports.

Existing-operation pack, where relevant

• ERC, IRC and project decisions; current operating and site approvals.
• Asset, machinery and land-use records; leases and material supply or customer contracts.
• Compliance history, outstanding conditions, workforce arrangements and planned changes in capacity or ownership.

Foreign-issued documents may need translation, certification or legalisation depending on the document and available exemption. Keep names, capital, addresses and signatory details consistent across all packs.

Coordinate company, project and operating procedures

1. Feasibility review: confirm the activities, ownership conditions, site and whether investment policy approval or another project decision is required.
2. Company and investment registration: select the applicable ERC/IRC route. The 2026 framework permits company establishment before IRC in qualifying circumstances; this does not remove the investment procedure or authorise premature project implementation.
3. Technical workstreams: identify environmental, construction, fire-safety, technology and product requirements for this facility and process.
4. Readiness review: record which documents and conditions must be in place before construction, trial operation, production and sale.

The responsible investment authority depends on the project and location, including whether a relevant zone management board has jurisdiction. Confirm the current authority and submission arrangements instead of reusing the name of an agency from an older project.

See IRC assistance and foreign-invested company formation for the registration workstreams.

Environmental and factory readiness are project-specific

Do not assume every factory requires the same environmental procedure or that a landlord’s paperwork covers the tenant’s production. Classification depends on the project’s nature, scale, capacity, technology, discharges and applicable law. A change in the process or capacity can require reassessment.

The Ministry of Agriculture and Environment’s published response on a phased factory project confirms that environmental licensing and environmental registration have separate legal tests. Its answer directs the operator to examine the statutory criteria and consult the competent local authority. This is why technical facts should be gathered before an opening date is promised.

Identify qualified technical providers where reports, design work, testing or specialist assessments are needed. Legal registration support should not be described as including engineering, construction, environmental design or fire-system certification unless those services have separately been agreed with suitable providers.

Budget around dependencies, not just certificates

Separate preparation, authority processing, site work, installation and operational commissioning in the schedule. An application processing period is not the time needed to obtain foreign documents, remedy a site issue or construct a treatment system. Requests for further information can affect the planned sequence.

For a quotation, identify the site, production lines, project phases, investor structure and requested deliverables. Ask which registration applications are included and how technical providers, translation, certification, authority charges and premises costs are treated. There is no useful one-price estimate before the scope is known.

Plan obligations after registration

Maintain a responsibility list for capital contribution, project milestones, investment reporting where applicable, accounting and tax, customs, labour, environmental conditions and product compliance. Immigration and work authorisation for foreign personnel need their own review.

Before adding a production line, changing inputs, expanding capacity, relocating or buying an existing plant, compare the intended operation with the approved project and existing permissions. The fact that machinery fits inside the building does not establish legal permission to operate it.

For the operating stage, see accounting and tax compliance and employment legal services. When the project changes, use the investment lifecycle service overview to identify the next review.

Send a project brief for the next step

Start with the investor country, product, process, proposed capacity, intended location, ownership structure and target timetable. Include any site proposal and existing approvals. Duong Tri Law can discuss the legal review and procedural assistance required, then agree responsibilities, deliverables and exclusions for the engagement.

Sources and related reading

• Law on Investment 143/2025/QH15 and Decree 96/2026/ND-CP.
• Official response on environmental procedures for a phased manufacturing project.
• Duong Tri Law’s manufacturing and industry reference page (Vietnamese).