Prepare the information (1-2 days)
Choose a business name and check for any duplication, determine the business sector, and prepare information on members/shareholders and organizational structure.
Fast, all-inclusive Business Registration Certificate (ERC) application service.
We offer comprehensive consulting, document preparation, and representation services – obtaining ERC within 3-5 working days for both FDI and domestic businesses, ensuring complete and accurate documentation from the start.
Overview of the Enterprise Registration Certificate (ERC)
What is an Enterprise Registration Certificate (ERC)?
An Enterprise Registration Certificate (ERC) is a document issued by the Business Registration Office under the Department of Planning and Investment, confirming that a business has been legally established according to the 2020 Enterprise Law. The ERC is considered the "birth certificate" of a business, recording core information: business name, business registration number, registered address, legal representative, and charter capital. This serves as the basis for the business to officially commence operations, sign contracts, and conduct all business transactions.
The role of ERC
01
Legal personality
Recognizing businesses as independent legal entities, they have the right to sign contracts and conduct transactions in their own name.
02
Business conditions
The basis for opening a bank account, issuing invoices, and legally filing and paying taxes.
03
Legal basis
Prerequisites for obtaining sub-licenses and specialized certifications when operating in regulated industries.
Who needs to apply for an Enterprise Registration Certificate (ERC)?
ERC is required:
- Limited Liability Company (single-member and multi-member)
- Joint Stock Company
- Partnership company
- Private enterprise
- FDI enterprises (after obtaining IRC)
Special cases:
- Change of business type
- Mergers and consolidations of businesses
- Business division and separation
Conditions for issuing ERC
Requirements for the founder:
- Individuals aged 18 and above, with full legal capacity.
- Not subject to the prohibitions on establishing and managing businesses under the 2020 Enterprise Law.
- The organization being established must have legal personality.
Capital requirements:
- Limited liability companies and joint-stock companies: no minimum capital requirement (except for certain industries).
- Industries requiring statutory capital: must meet the minimum capital level as stipulated by regulations.
- Commitment to contribute the full amount of capital within the specified timeframe (90 days from the date of ERC issuance).
Requirements regarding business name:
- The Vietnamese name must include the type of service + proper name.
- Not identical to or confusingly similar to a registered business.
- It does not violate public morals and customs, and does not use the name of a state agency.
- It is possible to register additional foreign names and initials.
Address requirements:
- Has a specific address within the territory of Vietnam (house number, alley/lane, street, ward/commune, district/county, province/city)
- The business has the legal right to use the location (ownership, lease, or loan).
- Are not It is located in an apartment building or communal housing unit that is solely for residential purposes.
- The address must be real, complete, and clear; a legitimate virtual office service may be used if needed.
Enterprise Registration File (ERC)
| No. | Document type | Content details | Legal Note |
|---|---|---|---|
| 1 | Business registration application form | According to the template in Appendix I of Circular 01/2021/TT-BKHĐT, corresponding to each type of enterprise. | Signed by the legal representative. |
| 2 | Company charter | The charter is approved by the owners, members, or founding shareholders. | Mandatory for limited liability companies, joint-stock companies, and partnerships (not required for sole proprietorships). |
| 3 | List of founding members/shareholders | List of members (limited liability companies with 2 or more members) or founding shareholders and foreign investor shareholders (joint-stock companies) | Clearly state the percentage and value of the capital contribution. |
| 4 | Personal legal documents | Copies of the citizen identification card/passport of the legal representative, owner, or individual member/shareholder. | Valid copy, notarized copy. |
| 5 | Legal documents of the organization | A copy of the establishment decision/business registration certificate of the contributing organization, along with a document appointing an authorized representative. | Applicable when the member/shareholder is an organization. |
| 6 | Investment Registration Certificate (IRC) | A copy of the IRC has been issued. | Mandatory for businesses with foreign direct investment (FDI) |
| 7 | Power of attorney | Authorization letter for an individual/entity to submit the application, along with the authorized person's identification documents. | This applies when authorizing a service provider to perform the procedure. |
One set of documents must be submitted to the Business Registration Office – Department of Planning and Investment where the enterprise is headquartered, or submitted online through the National Portal for Business Registration. For FDI enterprises, the Investment Registration Certificate (IRC) must be completed before submitting the ERC application.
The process for applying for an Enterprise Registration Certificate (ERC)
Time and cost of registering an Enterprise (ERC)
Processing time:
- Typical case: 3 working days from the date the application is deemed valid.
- The online application is complete and valid: 2–3 business days
- Complex/Additional information required: 5–7 business days
- Amendments and additions to the registration content: approximately 3 business days
The above timeframe is based on the 2020 Enterprise Law (the licensing authority will process the application within 3 working days from the date of receipt of a valid application).
Service fees:
- Comprehensive business registration servicesPackage deals with reference prices for domestic and FDI businesses.1,500,000 VND / application
- Consulting on business type, industry, and capital structure.
- Draft the Articles of Association and all registration documents.
- The representative will submit the application and monitor it until the ERC is issued.
- Assistance with seal engraving, account opening, and initial tax declaration.
Government fees
- Business registration fee occupation: 50,000 VND/time (Free if you submit your application) online via the Portal (National news on business registration)
- Labor costs Contents of business registration: 100,000 VND/time
- Assigning business registration numbers occupation (which is also the tax identification number): free of charge
Things to do after obtaining ERC.
Mandatory procedures after establishment
Additional permits may be required (depending on the industry).
- Business license for conditional business activities
- Food Safety Certificate
- Fire safety permit/approval
- Environmental permit
Frequently Asked Questions about Enterprise Registration Certificates (ERCs)
1. What is an Enterprise Registration Certificate (ERC)?
An Enterprise Registration Certificate (ERC) is a document issued by the Business Registration Office under the 2020 Enterprise Law, confirming that a business has been legally established. This certificate records the business name, business registration number, registered address, legal representative, and charter capital — considered the "birth certificate" of the business.
2. How long does it take to apply for an ERC and how much does it cost?
The processing time is 3 working days from the date of submission of a valid application (actually 3-5 days). Government fees are very low: registration fee of 50,000 VND (waived if submitted online) and publication fee of 100,000 VND; tax identification number issuance is free. If using the full service package, additional consulting fees will apply depending on the type of business.
3. What is the difference between an Enterprise Registration Certificate (ERC) and an Investment Certificate (IRC)?
IRC is a license for investment project For foreign investors, prior application is required. ERC stands for License. business establishment, This applies to all businesses in Vietnam. FDI businesses must have an International Registration Certificate (IRC) first, then apply for an Economic Registration Certificate (ERC); domestic businesses only need an ERC.
Important notes when registering a business.
Thorough preparation is necessary:
- Business name: check beforehand to avoid duplication or confusion.
- Valid registered office address (not located in an apartment building intended solely for residential use)
- Select the correct and complete business sector code (level 4 industry code).
- The registered capital level should be appropriate to the company's capabilities and industry.
- The legal documents of the owner and members/shareholders are complete and still valid.
Avoid common mistakes:
- Using a name that is identical to or confusingly similar to another name will result in your application being rejected.
- Establishing an office in a residential apartment building → not permitted.
- Declaring charter capital that is too high compared to the ability to contribute capital → increased business license fees and legal liability.
- Registration is incomplete or contains incorrect business sector codes.
- Neglecting post-establishment procedures (seal engraving, initial tax declaration) → penalties will be imposed.
Advice:
- Carefully check the name and code of the program before submitting your application.
- Choose a reasonable registered capital level (directly related to the annual business license fee).
- Complete post-licensing procedures on time (file tax returns within 30 days).
- FDI enterprises: complete the IRC before submitting the ERC application.
- It is advisable to use a consulting firm to avoid errors and the need for multiple revisions.
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