Procedures · Companies
Setting up a single-member limited liability company in 2026: documents, filing online, fees
Translated from the Vietnamese original; where they differ, the Vietnamese text and the law prevail.
Awaiting review by a lawyer. Each rule cites its source; where the texts are unclear, the page says so.
A single-member limited liability company (công ty TNHH một thành viên) is owned by one individual or one organisation. You submit the file to the Business Registration Office (Phòng Đăng ký kinh doanh) of the Department of Finance (Sở Tài chính) where the head office is located; the most common way is online on the National Business Registration Portal (Cổng thông tin quốc gia về đăng ký doanh nghiệp), logging in with VNeID. The Enterprise Registration Certificate (Giấy chứng nhận đăng ký doanh nghiệp) is issued within 3 working days. You pay a publication fee of 100,000 đồng; the registration fee of 50,000 đồng is currently reduced to 25,000 đồng and is waived when filing online.
Who can set up a company
Vietnamese and foreign individuals and organisations may set up an enterprise, except in the cases in Article 17(2) of the Law on Enterprises 2020 (khoản 2 Đ.17 Luật Doanh nghiệp 2020), for example:
- Cadres, civil servants and public employees; officers, professional soldiers and police workers in state agencies and the armed forces.
- Minors, and people with limited or lost civil act capacity.
- People being criminally prosecuted, serving a prison sentence, or banned from doing business.
The owner is liable up to the amount of charter capital contributed. The capital must be fully contributed within 90 days of the certificate being issued (khoản 2 Đ.75).
Where to file
The Business Registration Office of the Department of Finance of the province or city where the company's head office is located (điểm a khoản 1 Đ.20 NĐ 168/2025/NĐ-CP). Enterprises in a high-tech park register with the high-tech park management board.
What changed from 1/7/2025: the Department of Planning and Investment (Sở Kế hoạch và Đầu tư) was merged into the Department of Finance. Nghị định 168/2025/NĐ-CP replaces Nghị định 01/2021/NĐ-CP and has been amended in some articles by Nghị định 296/2026/NĐ-CP.
How to file online
- Go to dangkykinhdoanh.gov.vn, choose online registration, and log in with your VNeID electronic identification account (Đ.37 NĐ 168/2025).
- Choose "Đăng ký thành lập doanh nghiệp" (Register a new enterprise), company type single-member LLC.
- Enter the details: name, head office, business lines, charter capital, owner, legal representative, and beneficial owner.
- Upload the charter and required papers. Under NĐ 296/2026, the file can use electronic documents and electronic data, with fewer digital signature requirements.
- Authenticate and pay the publication fee online.
- Follow the notifications. If the file is valid, you receive the electronic Enterprise Registration Certificate and can also get a paper copy.
You can also file in person or by post (khoản 1 Đ.26 Luật Doanh nghiệp).
Documents to prepare
- The enterprise registration application form on the template of Thông tư 68/2025/TT-BTC.
- The company charter (điều lệ).
- Legal papers of the owner, if an individual, and of the legal representative. If you have given the personal identification number, you do not need to submit copies of these papers, because the information is checked against the National Population Database (Đ.11 NĐ 168/2025).
- Owner is an organisation: the organisation's legal papers, a document appointing its authorised representative, and that person's legal papers.
- Information on the company's beneficial owner (chủ sở hữu hưởng lợi), under Law No. 76/2025/QH15 and Đ.17 NĐ 168/2025.
- Foreign investors: an Investment Registration Certificate where required.
A single-member LLC does not need a list of members (khoản 3 Đ.24 NĐ 168/2025).
Processing time and fees
| Item | Amount | Basis |
|---|---|---|
| Issuing the certificate | 3 working days from receiving a valid file | khoản 5 Đ.26 Luật Doanh nghiệp |
| Files submitted after working hours, at weekends or on public holidays | Counted from the next working day | khoản 3 Đ.38 NĐ 168/2025 |
| Enterprise registration fee | 50,000 đồng | TT 47/2019/TT-BTC |
| Rate applied until 31/12/2026 | 25,000 đồng (50% reduction) | TT 64/2025/TT-BTC |
| Registration online | Registration fee waived | TT 47/2019/TT-BTC |
| Fee to publish the registration details | 100,000 đồng | TT 47/2019/TT-BTC |
| Deadline to contribute the full charter capital | 90 days from the certificate issue date | khoản 2 Đ.75 Luật Doanh nghiệp |
We have not read the full text of Circular 47/2019 to cite the article number for the online filing waiver, and have not confirmed whether the publication fee is reduced under TT 64/2025. The final amount is shown on the system when you file.
What you receive
The Enterprise Registration Certificate. The enterprise code is also the tax code. The registration details are published on the National Business Registration Portal (Đ.32 Luật Doanh nghiệp).
Things to do straight away: contribute the full capital within 90 days, open the company's bank account, register for electronic invoices, file tax returns, and put up a sign at the head office. From 1/1/2026, enterprises no longer pay the business licence fee (lệ phí môn bài) (Đ.10 Nghị quyết 198/2025/QH15).
Common mistakes
- A name identical or confusingly similar to an existing enterprise (Đ.41). Check the name before filing.
- Putting the head office in a residential apartment. Housing law does not allow residential apartments to be used for business purposes.
- Leaving the beneficial owner information blank.
- Registering a high charter capital and not contributing it in full within 90 days. You must register a capital reduction within the following 30 days (khoản 3 Đ.75).
How long does it take to set up a single-member LLC?
3 working days from when the Business Registration Office receives a valid file (khoản 5 Đ.26 Luật Doanh nghiệp). If the file must be corrected, the time starts again from when you submit the corrected version.
What is the minimum charter capital?
The Law on Enterprises sets no minimum capital. Only certain conditional business lines require legal capital, such as banking, insurance and real estate business.
Should a household business convert into a single-member LLC?
It depends on size and revenue. A household business (hộ kinh doanh) can convert into an enterprise and is exempt from the first registration fee. See converting a household business into an enterprise and registering a household business.