Vietnam Factory Licensing and Approvals: Complete Sequence Guide for Foreign Manufacturers

Attorney Vu Manh Quynh is the Managing Partner of ECOVIS Vietnam Law, advising international investors on Foreign Direct Investment (FDI), corporate governance, and regulatory compliance in Vietnam.

Part of our guide: Manufacturing Investment in Vietnam

The licensing and approvals phase of a Vietnam factory setup project is where most project delays originate — and where most legal risk concentrates. The challenge is not the difficulty of any individual approval; it is the interaction between multiple sequential approvals, issued by different authorities on different timelines, where a delay or sequencing error in any one approval cascades through the entire project plan.

This article covers the 10 most important questions about licensing, approvals and regulatory compliance during the factory setup phase — from IRC application through to production commencement clearance.

Q31. What is the correct sequence of approvals for a foreign-invested manufacturing factory in Vietnam?

A practical licensing sequence for a foreign-invested project in Vietnam should normally be structured as follows:

1. Confirm foreign investment conditions, business lines and project feasibility.
2. Select the intended location and review zoning, land, industrial zone and environmental suitability.
3. Prepare the investment project proposal and investor documents.
4. Apply for the Investment Registration Certificate where required.
5. Apply for the Enterprise Registration Certificate and establish the Vietnamese enterprise.
6. Complete post-licensing steps, including seal, tax, bank account, direct investment capital account, digital signature and e-invoice setup.
7. Complete project-specific approvals such as environmental, construction, fire safety, customs, labour and sector licenses where applicable.
8. Review whether the company is legally ready to import machinery, hire staff, issue invoices, construct, produce, export or commence commercial operations.

This sequence should be adapted to the current law and authority practice in force at the time of filing. It should not be treated as a fixed statutory timeline for every project.

Since 1 March 2026 the ERC may also be obtained before the IRC, provided the foreign investor meets the market-access conditions at incorporation; IRC procedures must then be completed within 12 months (Law 143/2025, Art. 19(2); Decree 96/2026, Art. 72(4)) — see our IRC vs ERC guide.

Q32. What documents are required for an IRC application in Vietnam?

The IRC application dossier for a project that does not require investment policy approval is set by Decree 96/2026/NĐ-CP, Article 39(1), which applies the contents listed in Article 32(1). (Decree 31/2021/NĐ-CP, cited in earlier versions of this guide, ceased to be effective on 1 March 2026.) The required documents are:

Written request: a written request to implement the investment project, including the investor’s undertaking to bear all costs and risks if the project is not approved (Decree 96/2026, Article 32(1)(a)), in the currently prescribed form — confirm the template in use with the registration authority before filing.

Investor identity documents:

• For corporate investors: Certified copy of business registration certificate (legalised — for German documents consular legalisation remains required, as the Apostille Convention does not apply between Germany and Vietnam — and notarially translated into Vietnamese); evidence of financial capacity — at least one of: financial statements for the most recent 2 years, a parent-company or financial-institution commitment of financial support, a guarantee of financial capacity, or other evidence (Decree 96/2026, Article 32(1)(c)); board resolution authorising the investment; power of attorney for the authorised representative
• For individual investors: Certified copy of passport; evidence of financial capacity

Investment project proposal: A substantive document (typically 20–40 pages) covering: investment objectives and rationale; market analysis; production plan; investment capital structure (charter capital and loan components); technology description; environmental management approach; and implementation schedule with phased milestones

Land commitment letter: Formal letter from the industrial park developer confirming that land is available for the investor’s project and committing to enter into a sub-lease agreement subject to IRC issuance

Sector-specific documents (for conditional sectors): Pre-approval from the relevant ministry confirming that the investor’s sector qualifies for FDI under applicable conditions

Common documentation errors that extend processing time:

• Foreign documents not properly authenticated — apostille where the Apostille Convention applies between the two states; consular legalisation otherwise, including for German documents (see Apostille Vietnam–Germany)
• Financial statements not certified by an independent auditor
• Investment project proposal that does not address the environmental management section
• Power of attorney not notarised and legalised
• Vietnamese translations not performed by an authorised translator

Q33. What is the statutory timeline for IRC approval and what are the realistic processing times?

Law on Investment No. 143/2025/QH15 and Decree 96/2026/NĐ-CP set the following statutory timelines:

• Standard projects (not requiring investment policy approval): 10 working days from receipt of a valid dossier (Decree 96/2026, Article 39(3))
• Conditional sector projects: the same 10-working-day statutory period applies; the registration authority consults other authorities where necessary within that procedure, and the project must meet market-access and other listed conditions (Decree 96/2026, Article 39(3)). Sector licences issued by line ministries follow their own procedures.
• Projects requiring investment policy approval (by the National Assembly, the Prime Minister, the provincial People’s Committee Chairman or, inside zones, the zone management board — Law 143/2025, Article 25): the IRC is issued within 5 working days after the registration authority receives the investment policy approval decision (Decree 96/2026, Article 38(1)(a)); the policy-approval stage itself takes considerably longer.

Realistic processing times (ECOVIS Vietnam Law practice experience):

• Well-prepared standard applications in VSIP, Amata or Deep C (IPAs with strong administrative capacity): 3–4 weeks from first submission
• Standard applications in provincial IPAs with higher processing loads: 5–8 weeks
• Applications requiring re-submission due to documentation deficiencies: add 2–4 weeks per re-submission cycle
• Conditional sector applications (requiring ministry opinion): 8–12 weeks from first submission

The critical variable is first-submission completeness. Applications that are returned for corrections — even minor ones — restart the clock and add weeks to the timeline. This is where experienced legal counsel provides the most direct value: ensuring complete, correctly formatted applications that are accepted on first submission.

Processing time should be treated as an indicative planning assumption only. Actual timing depends on the project scope, location, authority workload, document readiness, environmental classification, construction plan, sector conditions and any changes in administrative practice. Investors should build buffer time into the implementation plan and avoid making binding commercial commitments before key approvals are confirmed.

Q34. Which authority approves the IRC for a manufacturing project in Vietnam?

The IRC-issuing authority depends on the project’s location and scale:

For projects within industrial parks, export-processing zones, hi-tech zones and economic zones (most common): the zone management board (Ban Quản lý Khu công nghiệp — often called the IPA) of the relevant province issues the IRC under its own statutory competence (Law 143/2025/QH15, Article 27(1); Decree 96/2026/NĐ-CP, Article 36(3)). The IPA is the single-window authority for in-park foreign investment projects and handles IRC issuance, amendment and reporting functions.

For projects outside these zones: the provincial Department of Finance issues the IRC (Law 143/2025, Article 27(2)). The Department of Finance took over the investment-registration function of the former Department of Planning and Investment (DPI). Multi-province projects, projects both inside and outside a zone, and zones without a management board follow Decree 96/2026, Article 36(2) and (4).

For projects requiring investment policy approval: Law 143/2025/QH15, Article 24 lists the project types that need investment policy approval (for example, projects requesting State land allocation or lease without auction or tender, or a change of land-use purpose — Article 24(8), subject to the exceptions listed there), and Article 25 allocates approval to the National Assembly, the Prime Minister, the provincial People’s Committee Chairman or, inside zones, the zone management board. The new Law’s list is defined by project type rather than by a general capital threshold.

Common mistake: Submitting the IRC application to the provincial Department of Finance when the project is in an industrial park (the zone management board has jurisdiction), or vice versa. This does not simply delay the application — the incorrect authority cannot process it and must redirect it, adding time. A project in Song Than Industrial Park is processed by the competent industrial park management board, not the provincial Department of Finance.

Q35. What triggers an Environmental Impact Assessment (EIA) and how long does it take?

Whether an EIA is required is determined under the Law on Environmental Protection 2020 and its implementing decrees, which classify investment projects by environmental risk. The key criteria include:

• Project scale and production capacity: thresholds differ by sector
• Type of emissions: industrial wastewater, hazardous waste or significant air emissions
• Environmental sensitivity of location: projects near rivers, lakes, protected areas or residential zones face stricter thresholds

Exact thresholds should be checked against the annexes currently in force for the specific project. Since March 2025, EIA appraisal sits with the Ministry of Agriculture and Environment or, at provincial level, the Department of Agriculture and Environment.

EIA timeline breakdown (practice experience):

• Baseline environmental surveys: 4–8 weeks
• EIA report preparation by licensed environmental consultant: 8–12 weeks
• Public consultation, where required: 4–6 weeks (can overlap with report preparation)
• Government appraisal, queries and re-submission: several weeks to a few months
• Total realistic timeline: 5–8 months for a standard manufacturing EIA

Practitioner note: The EIA must be approved, not merely submitted, before construction begins. Projects that submit the EIA and begin site preparation before approval — on the assumption that approval is assured — face enforcement risk. Even if the EIA is ultimately approved, pre-approval construction can be treated as a violation by the environmental authority.

Q36. What is the construction permit process for a factory in Vietnam?

Since 1 July 2026 factory construction is governed by Construction Law No. 135/2025/QH15, which replaced the Construction Law 2014 (as amended by Law No. 62/2020/QH14); documents, competent authority and timelines should be checked against the new Law and its implementing regulations. In practice the application typically includes:

Required documents for the construction permit application:

• Construction permit application form
• Land use documentation (sub-lease agreement for in-park projects)
• Architectural design drawings certified by a licensed Vietnamese design firm
• Structural calculation documents
• MEP (mechanical, electrical, plumbing) design documents
• Fire safety design approval certificate (from Fire Police — this must be obtained before construction permit)
• Environmental approval (EIA approval certificate, where required)

Issuing authority: For in-park projects, the IPA typically handles the construction permit as part of the single-window service. For out-of-park projects, the provincial Department of Construction issues the permit.

Common complication — design certification: Architectural designs for factories in Vietnam must be certified (thẩm tra thiết kế) by a licensed Vietnamese design verification entity before the construction permit can be issued. Foreign architectural firms designing the factory must work through a licensed Vietnamese partner for the certification step. This is a frequently underestimated timeline item — design certification adds 3–6 weeks to the construction permit process.

Q37. What fire safety approvals are required for a factory in Vietnam?

Fire safety compliance for factories involves two distinct approval phases:

Phase 1 — Pre-construction design approval: Before construction begins, fire safety design documents must be submitted to and approved by the provincial Fire Police (Cảnh sát PCCC). Approval confirms that the factory design complies with National Technical Regulation QCVN 06:2022/BXD (as amended) (fire safety for buildings) and relevant TCVN standards. The fire safety design must cover: structural fire resistance, active suppression systems (sprinklers, where mandatory), detection systems, emergency exits and evacuation routes, firefighting water supply and fire access road dimensions. Processing time in practice: typically 4–6 weeks.

Phase 2 — Post-construction acceptance inspection: After construction is complete and fire safety systems are installed and commissioned, the Fire Police must inspect the factory and issue an acceptance certificate (biên bản nghiệm thu phòng cháy chữa cháy) before production commences. The acceptance inspection involves a physical site inspection, system testing (sprinkler activation, detector sensitivity, emergency lighting) and documentation review (system commissioning records, equipment certificates). In practice, physical inspection slot availability can add 4–8 weeks of queue time in high-activity industrial zones.

Common deficiencies found at acceptance inspection:

• Fire access road width or turning radius below the QCVN requirement
• Firefighting water storage insufficient for the factory’s risk category
• Sprinkler coverage gaps in mezzanine or storage areas added during construction
• Missing or non-certified commissioning records for fire safety systems
• Emergency exit signage non-compliant with Vietnam standards

Q38. Can a foreign company import and install machinery before receiving the ERC?

No. This is an absolute rule with significant practical implications for project timelines.

Customs import clearance for machinery requires:

• A valid Enterprise Registration Certificate (ERC) — the customs importer of record must be a legally registered Vietnamese entity
• A tax code — issued only after ERC issuance
• Customs registration — the company must be registered in the VNACCS/VCIS customs system before filing import declarations

None of these can exist before ERC issuance. Therefore, no machinery can be legally imported in the company’s name until after the ERC is issued and tax/customs registrations are completed.

The project timeline implication: The IRC and ERC approval sequence adds 6–10 weeks to the project critical path before machinery procurement can begin with Vietnamese customs clearance. Investors who sign machinery supply contracts with delivery dates that assume immediate import after the investment decision will routinely face machinery sitting in port awaiting import clearance while the ERC is processed.

Possible workarounds (with limitations):

• Bonded warehouse storage: Machinery can be imported into Vietnam and stored in a customs-bonded warehouse (kho ngoại quan) before the ERC is issued. The machinery enters bonded storage rather than the domestic customs territory. The ERC-registered company then customs-clears the machinery from bonded storage after registration is complete. This avoids port demurrage but adds bonded storage costs and a second customs clearance step.
• Advance equipment procurement offshore: Equipment can be procured and stored in a third-country logistics hub pending ERC issuance and direct shipment to Vietnam after customs registration is in place.

Q39. What sector-specific approvals are required beyond the IRC and ERC?

In addition to the standard IRC/ERC and construction/environmental approvals, many manufacturing sectors require additional sector-specific approvals. These must be identified and planned for at the project feasibility stage:

Food and beverage manufacturing: Food safety certification from the Ministry of Health (MoH) or Ministry of Agriculture and Environment (which absorbed the former MARD in March 2025), depending on the product category. GMP (Good Manufacturing Practice) certification for certain categories. Product registration for specific food categories.

Pharmaceutical and medical device manufacturing: GMP certification and manufacturing licence from the Ministry of Health — a lengthy process that typically takes 12–18 months and requires demonstration of facility readiness, quality systems and trained personnel.

Chemical manufacturing: Chemical safety declarations (bản khai báo hóa chất) for hazardous chemicals above threshold quantities under the chemicals legislation currently in force. Special chemical manufacturing licences for precursor chemicals.

Automotive manufacturing and assembly: Type approval for each vehicle model, now under the Ministry of Construction (which absorbed the former Ministry of Transport in March 2025). Vehicle safety testing certification. This is a time-consuming process — automotive manufacturers typically plan 12–24 months for initial type approval on new models.

Electronics manufacturing: While most electronics assembly does not require specific manufacturing licences, products sold in Vietnam must meet technical standards and obtain quality certification (QCVN certification) from the Ministry of Science and Technology (which absorbed the former Ministry of Information and Communications in March 2025) or another line ministry, depending on the product category.

Radiation-emitting equipment manufacturing: Licences from the Vietnam Agency for Radiation and Nuclear Safety (VARANS) under the Ministry of Science and Technology.

Q40. What happens if the approved project scope needs to change after IRC issuance?

The IRC is a dynamic document — it must reflect the current state of the approved investment project at all times. Significant changes to the investment project require IRC amendment before implementation.

Changes that require IRC amendment:

• Increase in total investment capital (most common — for production expansion, additional equipment)
• Addition of new product lines or manufacturing categories not covered in the original IRC
• Increase in approved production capacity above the IRC’s stated figures
• Extension of the implementation schedule (if milestones cannot be met within the approved schedule)
• Change in investment location (additional production site, relocation)
• Change in investor identity (capital transfer to a new investor)
• Change in investment form (e.g., adding a joint venture partner)

Changes that do NOT require IRC amendment:

• Minor capital increases within the approved total investment capital
• Changes to production methods or equipment within the same product category
• Changes to the company’s internal organisation (management restructuring, personnel changes)

The enforcement risk: Operating outside the approved IRC scope — even with an amendment application already submitted — constitutes a violation of the Investment Law and is subject to administrative sanctions under the applicable investment-sector penalty rules. The amendment must be issued and in hand before the expanded activity commences. “We submitted the amendment application” is not a defence to a violation finding.

Practical approach: Investors should build flexibility into the original IRC where possible. For example: approving a production capacity range (“annual capacity of 500,000 to 2,000,000 units”) rather than a fixed figure; approving a broad product category (“electronics components and assemblies”) rather than a narrow product list; and approving a capital range with the upper bound representing planned expansion capital. This flexibility reduces the number of IRC amendments required over the project lifecycle.