Note to Franchise in Vietnam: What You Need to Know

Thinking about bringing your business—or jumping into someone else’s—via franchising in Vietnam? It’s a hot trend here, with global brands and local gems popping up everywhere. But before you dive in, there are some key notes to know. At La Défense, we’ve guided franchisees and franchisors through Vietnam’s rules, and we’re here to make it simple for you. Let’s unpack what franchising in Vietnam looks like in 2025—laws, steps, and tips included!

What’s Franchising in Vietnam?

Franchising is when a brand (the franchisor) lets someone (the franchisee) use its name, logo, and system to sell goods or services—for a fee, of course. Think fast-food chains, coffee shops, or retail stores. Vietnam’s been franchise-friendly since Decree 35/2006/ND-CP kicked in, and it’s booming thanks to a growing middle class and urban buzz. But there’s a legal twist you’ve got to get right.

Note 1: You Must Register Your Franchise

Here’s the biggie: Vietnam requires franchisors to register their franchise activities with the Ministry of Industry and Trade (MOIT). This isn’t optional—whether you’re a local business or a foreign brand, you need MOIT’s nod before franchising. What’s involved?

Franchise Description: Your business model, fees, and support details.
Legal Docs: Company certificate (foreign docs need legalization), trademark proof, and financials.
Franchise Agreement: The contract template you’ll use with franchisees.

Submit via MOIT’s online portal or in person. Takes about 20 working days if complete—longer if they ask for fixes. Skip this, and you’re breaking the law—fines start at VND 10 million (USD 400). At La Défense, we’ve got this covered for you.

Note 2: Foreigners Are Welcome—With Rules

Good news: foreigners can franchise in Vietnam, no citizenship needed! The Law on Enterprises 2020 and Decree 35 let you set up as a 100% foreign-owned franchisor or franchisee. But:

Local Presence: Foreign franchisors must register a company or rep office in Vietnam first—takes 1–2 months (see our “Foreigners Register a Company” post!).
Trademark: Your brand name or logo must be trademarked (in Vietnam or internationally) to franchise it here. NOIP registration? We can help.

No caps on ownership—franchising’s fully open unless it’s a “conditional” sector (e.g., telecom). Vietnam’s WTO commitments make it smoother for global players too.

Note 3: Franchise Agreements Matter

Your franchise contract’s the backbone—Vietnam law demands it’s clear and fair. Must-haves:

Fees: Upfront costs, royalties, marketing contributions.
Rights: What the franchisee can use (name, system, etc.).
Duration: Usually 5–10 years, renewable.
Termination: Rules for ending it early.

No mandatory Vietnamese language (unless disputed in court), but we recommend it for clarity. Disputes happen—having a solid agreement saves you. La Défense drafts these tight as a drum.

Note 4: Costs and Timeline

Franchising’s not cheap or instant:

Registration Fee: Around VND 1,000,000 (USD 40) for MOIT filing.
Setup Costs: Company registration (if foreign) starts at VND 100,000 (USD 4), plus capital investment.
Timeline: MOIT approval in 20 days, but prepping (company setup, trademark) can take 2–3 months.

Franchisees? You’ll pay the franchisor’s fees—varies wildly (think thousands to millions USD). Budget smart!

Note 5: Watch the Restrictions

Vietnam’s chill, but not wide-open:

Conditional Sectors: Education, healthcare, or logistics might need extra licenses or local partners—check Decree 31/2021/ND-CP’s list.
Tax: Franchise income faces corporate tax (20%)—no special breaks here.
Compliance: Annual reports to MOIT on franchise growth—miss it, and penalties kick in.

Tricky stuff? We at La Défense keep you on the right side of the law.

Why Franchise in Vietnam?

It’s a goldmine—100 million people, young consumers, and cities like Hanoi and HCMC screaming for brands. Franchising cuts startup risks—proven systems, instant recognition. Foreign brands like Starbucks thrive here, and local ones like Phở 24 are expanding too. Your turn?

Tips for Success

Research: Is your brand a fit? Vietnam loves food, retail, and education franchises.

Trademark First: Protect your name via NOIP—takes 20–24 months (see our trademark posts!).

Localize: Tweak your model—Vietnamese tastes lean affordable and fast.

Challenges? We’ve Got Solutions

Red Tape: MOIT’s picky—missing docs delay you. We nail it first try.

Culture Gap: Foreigners miss local quirks. Our team bridges that.

Disputes: Franchisee issues pop up—we mediate or fight for you.

Ready to Franchise?

Franchising in Vietnam’s a yes for foreigners and locals—register with MOIT, set up legally, and you’re off. Costs start low, but prep takes time—think 2–3 months total. At La Défense, we’ve mastered this game—registration, contracts, compliance, done. Don’t wing it—contact us today, and we’ll get your franchise rolling in Vietnam’s hot market. Your brand’s ready to shine—let’s make it happen!

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