The main structure for foreign investors in Vietnam is the limited liability company (LLC), registered under the Law on Enterprises with the provincial Department of Planning and Investment and supported by an Investment Registration Certificate (IRC) for foreign-invested projects. An LLC can have one member or two or more members, and a single-member LLC is common for wholly foreign-owned subsidiaries.

Compliance involves the Department of Planning and Investment for enterprise and investment registration, the General Department of Taxation and local tax departments for tax, the Social Insurance agency for payroll, customs, labour authorities and sector regulators. Vietnam's tax and investment rules have changed often, and many procedures are managed through online portals alongside paper filings.

This guide explains the annual cycle for a foreign-invested LLC. Updated November 9, 2026. Reporting deadlines for foreign direct investment (FDI) entities, VAT rates and capital contribution periods have been revised in recent years, and secondary sources do not always agree, so confirm specific dates with the tax department, the planning and investment authority or a Vietnamese accountant.

Entity compliance Vietnam: the quick answer

• Prepare audited financial statements and finalize corporate income tax (CIT) and, for withholding agents, personal income tax (PIT) generally within 90 days after year-end, which is 31 March for a calendar year.

• File quarterly provisional CIT returns and pay the tax, generally within 30 days after quarter-end.

• File VAT and PIT returns monthly or quarterly, generally by the 20th of the next month or the 30th of the next quarter.

• Submit FDI investment reports to the authorities, with semi-annual and annual reports on the dates set by the current regulation, and keep enterprise registration data up to date.

What determines a company's compliance requirements?

Sector, capital, activity and incentives determine the workload. Foreign-invested enterprises must have annual financial statements audited by an independent auditor, which differs from domestic LLCs that may not need an audit. Conditional business lines need sub-licences, and some sectors have foreign ownership caps under Vietnam's WTO and trade commitments.

Tax status also matters. VAT is generally filed monthly, but small taxpayers can file quarterly, depending on turnover. Companies in industrial zones, high-tech zones or encouraged sectors may have CIT incentives, and the project's IRC sets the incentive entitlements and conditions, which must be tracked for compliance.

Annual entity requirements in Vietnam: the core checklist

1. Capital contribution and registration data

Members must contribute the charter capital within the registration period set in the Law on Enterprises, commonly 90 days from the issuance of the enterprise registration certificate, although sources describe the timing differently depending on the investment type, so confirm the deadline for your project. Changes in capital, members, legal representative, address and business lines are notified to the registration authority.

2. Audited financial statements

Foreign-invested enterprises have their annual financial statements audited under the Vietnamese Accounting Standards by a licensed auditing firm, and the audit report is submitted with the CIT finalization. The standard fiscal year is the calendar year, and a different fiscal year can be adopted with notice to the tax authority. Financial statements are submitted to the tax department, the statistics office and the registration authority, depending on local rules.

3. CIT and PIT finalization

Annual CIT finalization is submitted within 90 days after year-end, generally 31 March for a calendar year, with the audited financial statements and the finalization return. PIT finalization for employees, where the company acts as a withholding agent, is due by the end of the fourth month after year-end in many cases. Late finalization leads to penalties and late payment interest.

4. Provisional CIT and periodic returns

Provisional CIT is paid quarterly, no later than the 30th day of the month following the quarter, and the total provisional payments must not fall short of the final CIT by more than 20 percent, or late payment interest applies. VAT and PIT returns are due on the 20th day of the following month for monthly filers or the last day of the first month of the next quarter for quarterly filers.

5. Foreign investment reporting

FDI enterprises report on their investment activity to the planning and investment authority and the statistics office. Sources describe a semi-annual report due before 10 July and an annual report due before 10 February, with the annual report sometimes aligned to later dates, so confirm the current reporting calendar for your project. Quarterly and other reports may apply depending on the sector.

Tax and indirect tax obligations

The standard CIT rate is 20 percent, with preferential rates of 10 percent, 15 percent or 17 percent for qualifying projects, and tax holidays and reductions in some cases. VAT is generally 10 percent, and a temporary reduction to 8 percent has applied to many goods and services through 31 December 2026, so confirm whether your products qualify. Vietnam also has special consumption tax, import and export duties, environmental protection tax and a business license tax, which is paid by 30 January each year based on registered capital.

Foreign contractor tax applies to payments to foreign suppliers without a permanent establishment in Vietnam, and it combines VAT and CIT elements. Withholding tax on dividends is generally not applied on profit remittances by FDI companies, but PIT applies to individual foreign investors. Transfer pricing rules require disclosure forms and documentation for related-party transactions, and thin capitalisation rules apply to related-party interest.

Foreign-owned subsidiaries

Foreign-owned companies must operate within the scope of the IRC and the enterprise registration certificate. Changes to the project's objectives, capital, duration or location require an adjustment of the IRC. Capital contributions from the parent must go through a direct investment capital account at a Vietnamese bank, and the account is used for later remittances.

Profit repatriation generally requires audited financial statements, CIT finalization and tax clearance, and the company must report the remittance to the tax authority. Loans from the parent must be registered with the State Bank of Vietnam when they meet the criteria for foreign loans. Work permits are needed for foreign managers, experts and technical workers, and the company should plan the renewal cycle.

First-year and event-triggered obligations

In the first year, obtain the IRC and enterprise registration certificate, open the direct investment capital account, register with the tax department, buy or register e-invoices, register for social insurance, and obtain business licences for conditional lines. Event-driven filings include changes of legal representative, address, capital, members, business lines and the IRC.

Dissolution requires settling taxes, debts and employee obligations, with tax clearance and removal from the register. A dormant company still needs to file returns, and failure to do so may lead to the tax authority locking the company's tax code.

Employment and local requirements

Employers must sign labour contracts, register with social insurance, health insurance and unemployment insurance, and contribute monthly at rates set by law, with the employer share generally around 21.5 percent of the insured salary within a ceiling. They withhold PIT from salaries and complete annual finalization. The Labour Code regulates working hours, overtime, annual leave, severance and termination procedures, and regional minimum wages are adjusted regularly. Foreign employees need work permits and temporary residence cards, with exemptions in some cases.

Record-keeping and governance in Vietnam

Keep the IRC, enterprise registration certificate, charter, minutes, financial statements, tax filings, e-invoices, labour contracts and social insurance records. Accounting vouchers and books are generally kept for 5 to 10 years, depending on the record type, and electronic invoices follow the e-invoice regulation. Maintain a list of the legal representative and authorised signatories, the company seal and its use log, and a calendar for tax, investment and licence deadlines. The legal representative has personal exposure for the company's compliance, so keep a record of delegations.

Build a compliance calendar for Vietnam

A compliance calendar turns the rules above into dated tasks with named owners. Start from the financial year-end and the incorporation anniversary, then add the recurring monthly and quarterly items. Review it each quarter, because deadlines, extensions and registry systems change.

• Within 30 days of any change: notify the registration authority.

• 20th of each month: monthly VAT and PIT returns.

• 30th day after each quarter: quarterly provisional CIT payment.

• 30 January: business license tax payment.

• 10 July and 10 February: FDI semi-annual and annual reports, if applicable to your project.

• 31 March: audited financial statements, CIT and PIT finalization for a calendar year.

Common mistakes

• Treating the temporary 8 percent VAT rate as permanent.

• Missing the 90 day CIT finalization date because the audit finishes late.

• Paying provisional CIT too low and incurring late payment interest.

• Remitting profits without audited accounts and tax clearance.

• Operating outside the scope of the IRC without an adjustment.

• Skipping foreign loan registration with the State Bank of Vietnam.

Entity compliance Vietnam: frequently asked questions

What is the main foreign company structure in Vietnam?

The limited liability company, supported by an Investment Registration Certificate, is the standard structure for foreign-invested projects.

Do foreign-invested companies need an audit?

Yes. Foreign-invested enterprises must have annual financial statements audited by a licensed auditing firm.

When is CIT finalization due?

Generally within 90 days after year-end, which is 31 March for a calendar year.

What is the corporate tax rate in Vietnam?

The standard CIT rate is 20 percent, with preferential rates for qualifying projects.

What is the VAT rate in Vietnam?

VAT is generally 10 percent, with a temporary 8 percent rate for many goods and services through 31 December 2026, subject to conditions.

How does a foreign parent withdraw profits?

Through the direct investment capital account after audited accounts, CIT finalization and tax clearance, with a report to the tax authority.

How CoverPin can help

CoverPin helps finance, legal and operations teams track entity obligations across countries. See our international entities overview, learn about compliance advisory, or browse more guides in our legal and compliance resources.

This article is general information, not legal, tax or accounting advice. Confirm current requirements with the relevant authority or a qualified local adviser before acting.