A company branch is a subsidiary unit of a business tasked with performing part or all of the functions of the parent company. According to the latest regulations in Decree 168/2025/ND-CP, establishing a branch helps businesses expand their scale of operations and access markets more effectively. This article provides detailed guidance on the characteristics, required documents, and registration process for company branches in Vietnam.
Understanding company branches and their basic legal characteristics.
A branch is not a legal entity or an independent business. It is essentially a subsidiary unit established by the business owner to expand operations or specialize in a particular business segment. To manage it effectively, you need to understand the following core legal characteristics:
- Dependent unit: A branch operating entirely under the management and control of the parent company. Because it has no independent assets, all financial obligations and debts arising from the branch are ultimately the responsibility of the parent company.
- Right to sign contracts: Unlike a business location, a branch has the right to sign economic and civil contracts. However, this right is only valid when the head of the branch has a legally valid written authorization from the legal representative of the parent company.
- Business lines: The branch's business activities must match or fall within the scope of the registered business lines of the parent company. For specialized niches such as bank branches or credit institutions, businesses must also strictly comply with regulations on statutory capital and subsidiary licenses.
- Name and Seal: The branch name must be written using letters from the Vietnamese alphabet, and may include the letters F, J, Z, W, numbers, and symbols. The branch name must include the business name followed by the phrase "Branch". In addition, the branch is entitled to have its own seal for independent daily transactions.
Distinguish between a branch office, a representative office, and a business location.
Choosing the wrong expansion model can lead to wasted operating costs or slow market penetration. Before making a decision, businesses need to understand the function of each type to optimize resources. Below is a table comparing the differences between these three common models:
| Criteria | Company branch | Representative Office | Business location |
|---|---|---|---|
| Function | Business, generating revenue | Transactions, marketing, promotion | Practical business |
| Stamp | It has its own seal. | It has its own seal. | No personal seal |
| Contract | Signed (when authorized) | Only sign contracts for office services. | No contract signed. |
| Tax identification number | 13 digits (dependent unit code) | 13 digits (dependent unit code) | 5-digit code (supplementary tax code) |
Note that a branch office is the optimal choice if you want to generate revenue directly in that local area, while a representative office is only suitable for market research and customer support.
Application dossier for branch operation registration under Decree 168/2025/ND-CP
Since July 1st, 2025, when Decree 168/2025/ND-CP officially comes into effect, the application process has been significantly streamlined to promote a better business environment. A valid application in 2026 will include the following documents:
- Notification of branch establishment using the prescribed form issued by the Ministry of Planning and Investment.
- Copies of the establishment decision and corresponding meeting minutes from the competent authority (Board of Members for a two-member limited liability company, Board of Directors for a joint-stock company).
- List of branch managers accompanied by copies of their personal legal documents (Citizen ID or Passport).
- Please note: If the business declares the personal identification number as stipulated in Clause 1, Article 11 of Decree 168/2025/ND-CP, the application process will be simplified by eliminating the need to submit a copy of the branch head's legal documents.
- Authorization letter for an organization or individual to carry out the application submission and receive the results (if the legal representative does not submit the application in person).
Procedures and timeframes for processing branch establishment applications.
The process of establishing a company branch is now largely digitized, allowing business owners to complete it from anywhere. The specific steps involved are as follows:
- Step 1: Prepare the documents based on the latest forms and check for consistency between the branch's information and the parent company's information.
- Step 2: Submit your application online through the National Business Registration Portal. Submitting applications online now not only saves time but also offers fee discounts.
- Step 3: The provincial business registration authority will receive and check the validity of the application. The results will be communicated to the business within 3 working days.
- Step 4: Receive the Branch Registration Certificate. If the application requires adjustments, the business will receive specific instructions for revision in writing via electronic means.
Registration fees and online discounts
Regarding government costs, the government consistently implements policies to encourage businesses to adopt digital transformation. Specifically, according to Decision 2354/QD-BTC of the Ministry of Finance, the applicable fees are as follows:
- The fee can be paid in person or by post: 50,000 VND per registration.
- Online registration: 100% completely waives business registration fees. This is a major advantage for startups and large businesses to optimize their budget when expanding multiple branches simultaneously.
Accounting methods and tax obligations of the branch
This is crucial information that directly impacts future accounting practices. Businesses need to clearly define the accounting method from the initial filing stage to avoid tax-related problems.
- Independent accounting: The branch has its own accounting department, prepares its own financial statements, and handles corporate income tax settlement in the locality where its headquarters are located. This form is suitable for large-scale branches.
- Dependent accounting: All generated data will be transferred to the parent company for consolidation into a single financial statement and centralized tax settlement. This simplifies the accounting staff at the branch.
- Value-added tax and business license fee: Regardless of the accounting method, the branch must still declare and pay value-added tax (if doing business in a different province from the parent company) as well as pay the business license fee in the locality where its headquarters are located.
Company branch establishment services at MAN – Master Accountant Network
If you don't have much time to keep track of constantly changing legal documents, the company branch establishment service at MAN – Master Accountant Network is the best solution. With a team of experienced professionals, we are committed to providing a professional experience:
- Strategic consulting: MAN helps you choose between dependent or independent accounting methods to optimize cash flow and tax obligations based on your business's industry characteristics.
- Complete and accurate application documents: We are responsible for preparing all documents in accordance with Decree 168/2025/ND-CP, ensuring a high success rate for approval on the first attempt.
- Comprehensive post-establishment support: At MAN – Master Accountant Network, clients receive free support with electronic invoicing procedures, digital signatures, and initial accounting system setup for their branches. You can find more details at [link/website]. Professional branch establishment services of ours. Additionally, if you are interested in scaling up your initial business, you can find more information here. full-service business registration To receive support right from the start.
- Professional legal representation: MAN acts on behalf of your business, working directly with the Tax Authority and the Department of Planning and Investment, allowing you to focus entirely on your business operations with complete peace of mind.
Summary and contact information for in-depth consultation.
Expanding company branches is a crucial strategy for increasing brand presence and market share. However, to ensure the stable operation of these branches, businesses need to strictly adhere to regulations regarding documentation, procedures, and tax obligations as stipulated in the latest 2026 regulations. Even a small mistake in choosing accounting methods or declaring information can lead to unnecessary legal risks.
For more detailed advice on specific cases or to answer questions regarding tax accounting between branches and parent companies, please do not hesitate to contact us. The team at MAN is always ready to accompany you on your journey to conquer new milestones. Please visit our website. contact To receive the quickest support from experts at MAN – Master Accountant Network.
Contact information for Man – Master Accountant Network
- Address: No. 19A, Street 43, Tan Thuan Ward, Ho Chi Minh City
- Mobile/Zalo: 0903 963 163 – 0903 428 622
- E-mail: man@man.net.vn
Content is moderated by: Mr. Le Hoang Tuyen – Founder & CEO of Man, CPA Vietnam Auditors With over 30 years of experience in accounting, auditing, and financial consulting...
Source:
- Article 30 of Government Decree 168/2025/ND-CP on business registration.
- Decision 2354/QD-BTC of the Ministry of Finance on business registration fees.
