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Foreign investors establishing or operating a company in Vietnam may require assistance in appointing a director, manager or legal representative who is available in Vietnam and capable of performing the relevant statutory functions.
The expressions “nominee director” and “nominee legal representative” are sometimes used commercially to describe this type of support. However, under Vietnamese law, a director or legal representative cannot merely lend his or her name, identity or signature to a company.
Any person appointed to such a position must be lawfully registered, understand and accept the appointment, genuinely perform the applicable duties, and comply with Vietnamese enterprise, investment, tax, accounting and other relevant laws.
ASL LAW does not provide sham appointments or name-lending arrangements. We may assist clients with identifying, appointing and supporting qualified directors or legal representatives under a transparent and legally compliant governance framework.
Nominee shareholder, nominee director and legal representative are different
A shareholder or company member is an owner of shares or contributed capital. A director is a person responsible for managing the company, while a legal representative acts for the company in transactions, proceedings and other matters prescribed by law and the company charter.
Vietnamese law prohibits owners, shareholders and company members from standing in another person’s name to contribute capital to an enterprise. Accordingly, ASL LAW does not provide nominee shareholder arrangements under which one person is registered as the owner of shares or capital on behalf of an undisclosed beneficial owner.
The appointment of a director or legal representative is legally different from share ownership. Nevertheless, such appointment must be genuine. A director or legal representative must not be used merely as a name holder to conceal the person actually controlling the company or to facilitate inaccurate enterprise registration.
ASL LAW may assist foreign-invested companies in appointing and maintaining a qualified legal representative or director where this is required for lawful corporate governance and business operations in Vietnam.
Corporate services in Vietnam
In addition, we are also providing the corporate services to our clients, investors so that they can easily manage their business in Vietnam efficiently and economically.
Our corporate services in Vietnam as the follows:
| No. | Job descriptions | Fees (USD) | Remark |
| 1 | Register insurance for Vietnamese staff | ||
| 1.1 | From 01 to 4 employees | ||
| 1.2 | Establish Trading Union | Must establish Trading Union when have 05 and more employees | |
| 1.3 | Software (For submitting Insurance report via internet) | ||
| 1.4 | – Submitting all documents to authorities when the company changes labor – Closing insurance book when employee leaves the job – Applying PIT code for employees – Advice on labor regulations – Payroll – PIT calculation | ||
| 2 | Accounting services (through our partners) | ||
| 2.1 | Monthly tax report (in case has no revenue) | ||
| 2.2 | Financial Report (CIT finalization and PIT finalization) (in case has no revenue) | ||
| 2.3 | Monthly Tax Report (in case has revenue) | ||
| 2.4 | Financial Report (CIT finalization and PIT finalization) | ||
| 2.5 | Virtual office address for opening a new company in Hanoi and Ho Chi Minh |
If you need nominee services or corporate services in Vietnam, please do not hesitate to contact us.
