Corporate secretarial
& compliance services
in Vietnam.
Stay compliant with local and global regulations and avoid hefty penalties. Through our corporate secretarial & compliance services, we will handle time-consuming and complex tasks such as preparation of minutes, resolutions, decisions to support corporate & charter obligations, and more.
Run your business efficiently with
a dedicated company secretary.
Guidance at every step
Leverage our years of secretarial experience to achieve compliance for your business. No matter your company’s size, we can support and guide you in protecting your business interests.
Deadline reminders
Never worry about late filings or penalties again. With our proactive monitoring, we will notify you of approaching deadlines throughout the year and clarify the requirements.
Document safekeeping
As your secretary, we will safekeep hard copies of your company documents in accordance with the local laws and provide soft copies for your reference upon request.
Secretarial services
Providing and acting as your company secretary.
Although a company secretary is not required to establish a business in Vietnam, having an appointed person to stay on top of maintaining the statutory books and records of your company and ensuring the company’s global compliance is crucial.
Essential company secretarial services.
By providing independent ongoing review services to identify risks and issues with secretarial compliance and procedures, we can make sure the company’s activities proceed well. The annual services include:
- Preparing, online submitting and supporting for payment order to the Tax Department by 30 January of the following year, detailing the company’s capital and applicable Business License Tax payable
- Preparing and maintaining ownership documents in compliance with Vietnamese laws (Shareholding Book/Share Certificate, etc.)
- Preparing decisions of company’s director (for up to three decisions per year)
- Preparing appointment decisions for management positions (director/general director, deputy director/general director, chief accountant) in the company as per the company’s requirement
- Quarterly report on the works that have been provided
- Periodic reports to registry offices and local statistical agencies on the project execution, which specify: capital, investment results, employees, payment to government budget, investment in R&D, environmental protection, and other professional indicators of investors and business organisations executing investment projects under the applicable Law on Investment
Additional one-off services.
You may be interested in additional, one-off services, for which we charge a fixed fee. We will send a formal proposal once we have discussed your needs with you.
Investment project management services
Decision/resolution of the foreign investor
Amendment/extension/termination of the investment project
Corporate management services
Advise and prepare an authorisation letter
Review, draft and/or amend the company’s charter
Prepare and lodge amendment to the registered details of the company (e.g. address, capital etc.)
As your compliance consultant, we will additionally help advise you on corporate governance and best practices for your business in Vietnam.
FAQ
Common questions.
Appointing a company secretary is not mandatory under Vietnamese law. However, foreign-invested companies typically rely on professional secretarial support to manage the compliance obligations that accumulate during normal operations. Core responsibilities include:
- Maintaining statutory ownership records including the Member Register and share certificates
- Preparing formal director decisions and resolutions required for corporate actions
- Filing periodic investment reports with government agencies through the National Investment Information System (NIIS)
- Managing ongoing corporate governance requirements in Vietnamese
For multinational companies, aligning the Vietnamese entity’s governance practices with group-level standards adds further complexity. Professional secretarial support provides independent review of compliance procedures, regular reporting on the company’s secretarial status and proactive monitoring of deadlines throughout the year.
Under the Law on Enterprises 2020, key corporate actions in a Vietnamese limited liability company require formal written decisions by the owner, members’ council or director within their delegated authority. These must be prepared in Vietnamese, properly signed and retained in the company’s records. They are required for actions such as appointing or removing management positions, approving significant contracts, opening or closing bank accounts and amending company procedures.
Vietnamese authorities, banks and counterparties routinely require certified copies to process transactions and filings. Poor documentation is a common issue in foreign-owned companies and can delay corporate actions and create compliance risk. For a full overview of the decision-making framework, see our guide to business entities in Vietnam for foreign investors.
Under the Law on Enterprises 2020, all Vietnamese companies must maintain a statutory ownership register. For limited liability companies this is the Member Register; for joint stock companies it is the Shareholding Book. Both record the names, addresses and holdings of all current and past shareholders or members, including the dates of any changes.
The register must be kept at the company’s registered office and updated whenever ownership changes, including capital contributions, share transfers or new investor entries. It serves as proof of ownership for regulatory filings with the Business Registration Division and for investor due diligence. Share certificates provide supporting evidence where issued.
Foreign-invested companies in Vietnam must submit periodic investment reports under the Law on Investment 2025 through the National Investment Information System (NIIS). Required reporting covers:
- Total invested capital and investment disbursement progress
- Employee headcount
- Payments to the government budget
- Research and development investment
- Environmental protection measures
The frequency and specific requirements depend on the approved investment project and business activities. Failure to submit accurate reports can lead to penalties and affect Investment Registration Certificate (IRC) renewals. All filings must be made electronically. For a broader overview of the compliance framework, see our guide to bookkeeping and accounting in Vietnam for international investors.
Several categories of corporate change require formal registration with the Business Registration Division to update the Enterprise Registration Certificate (ERC). These include changes to the company name, registered address, charter capital, business lines and management structure. Each requires a formal decision by the owner, members’ council or board of directors, with documents prepared in Vietnamese and properly executed.
Where a change affects investment capital or business activities, a corresponding update to the Investment Registration Certificate (IRC) may also be required. Both the ERC and IRC must be kept current throughout the company’s operations. Delays in registration can affect the company’s ability to transact with banks and government agencies. For a full overview of the post-registration process, see our guide to establishing a company in Vietnam.
