REPLY

1. What you need to open a restaurant in Vietnam

Since you are a foreigner (Italian), you cannot register your business as a sole proprietorship (only for Vietnamese citizens). Instead, you need to set up a foreign invested enterprise (e.g. Limited Liability Company or Corporation). Here are the basic steps:

Step 1: Apply for Investment Registration Certificates (IRCs)

• Purpose: This is the license that allows you to invest in Vietnam.
• Granting agencies: Department of Planning and Investment in the locality (Phu Quoc belongs to Kien Giang province, Da Nang is a centrally-governed city, Nha Trang belongs to Khanh Hoa province).
• Processing Time: About 15-30 working days.
• Documents need to be prepared:
  • Application for Investment Registration Certificate (according to form).
  • Investment project proposal (including: description of restaurant scale, location, investment capital, business plan).
  • A valid copy of your passport (notarized).
  • Financial statements or documents proving financial capacity (e.g. bank statements, personal assets).
  • Lease contract (if available) or documents proving the right to use the business location.

Step 2: Establish a business (Apply for Enterprise Registration Certificate - ERC)

Once you have IRCs, you need to register your company.

• Granting agencies: Local Department of Planning and Investment.
• Processing Time: About 3-5 working days.
• Documents need to be prepared:

1. • Business registration form (according to form).
   • Company charter (drafted by you, regulating company operations).
   • A copy of your passport (notarized).
   • Investment Registration Certificates (IRCs) have been issued.
   • Information on capital contribution (recommended minimum capital is about 300 million VND – equivalent to ~12,000 USD, depending on scale).

Step 3: Apply for sub-licenses

Once you have a company, you need the following licenses to operate a restaurant:

    1. Food safety certificate:

• • Granting agencies: Local Food Safety and Hygiene Department.
  • Profile:

• • • Application for certificate.
    • Business registration certificate (copy).
    • Food processing flow chart.
    • Employee health certificate.
  • Time: 10-15 days.

     2. Fire prevention and fighting license (if the restaurant has a large area):

• • Granting agencies: Local Fire Police.
  • Profile:
    • Application for license.
    • Fire protection system design drawings.
    • Fire safety inspection report.
  • Time: 7-15 days.

     3. Retail liquor license (if the restaurant serves alcohol):

• • Granting agencies: Economic Department of District/County People's Committee.
  • Profile:
    • Application form.
    • Certificate of business registration.
    • Contract with wine supplier.
  • Time: 7-10 days.

Step 4: Register for a tax code

After obtaining the Certificate of Business Registration, your company will be automatically issued a tax code. You need to register for an electronic tax account at Local Tax Department to ｄｅｃｌａｒｅ and pay taxes.

Step 5: Apply for visa and work permit (if you want to work in Vietnam)

If you want to directly manage the restaurant:

• • Business visa: Apply at the Vietnamese Embassy in Italy or the Vietnam Immigration Department.
  • Work permit: Your company sponsors and submits the application to the Department of Labor, War Invalids and Social Affairs.
  • Profile: Passport, photo, criminal record, health certificate, degree (if any).

2. Taxes you need to pay

When running a restaurant in Vietnam, you must pay the following taxes:

     1. Business license tax:

• • This is a fixed tax paid annually, based on the company's charter capital:

• • • Capital under 10 billion VND: 2 million VND/year.
    • Capital over 10 billion VND: 3 million VND/year.

• • Deadline: Before January 30 every year.

     2. Value Added Tax (VAT):

• • Tax rate: 10% on revenue (for food services).
  • Calculation: VAT = Revenue x 10%.
  • Pay monthly or quarterly, depending on business size.

     3. Corporate income tax (CIT):

• • Tax rate: 20% on profit (revenue – expenses).
  • Quarterly payment and year-end settlement.

     4. Personal income tax (PIT):

• • Applicable to each Vietnamese employee you hire:

• • • Tax rate: progressive from 5% – 35%, depending on salary.
    • The company is responsible for deducting and paying on behalf.

     5. Other taxes (if any):

• • Environmental tax (if using plastic packaging).
  • Import duties (if you import raw materials from Italy).

3. Potential tax breaks

Vietnam has a number of tax incentives for foreign businesses that you can take advantage of:

1. VAT reduction:
   • From July 1, 7 to December 2023, 31 (according to Decree 12/2025/ND-CP), VAT will be reduced from 44% to 2023% for some services, including food and beverage businesses. This will help reduce the tax costs you have to pay.
2. Corporate income tax incentives:
   • If your restaurant is located in special economic zone (like Phu Quoc), you can get:
     • Exemption from corporate income tax for the first 4 years.
     • 50% reduction in corporate income tax for the next 9 years.
     • Preferential tax rate of 10% for 15 years.
   • Conditions: Investment in encouraged sectors (tourism, food services are often prioritized).
3. Business license tax exemption:
   • Newly established enterprises are exempt from business license tax in the first year.
4. Agreement to avoid double taxation:
   • Vietnam and Italy have signed a Double Taxation Avoidance Agreement (if you transfer profits to Italy). You need to check the details with the Italian tax authorities to apply.

4. Detailed instructions for self-implementation

Here is the process you can do yourself:

Prepare in advance

• Determine rental locations in Phu Quoc, Da Nang, Nha Trang (sign long-term lease contracts).
• Business plan (restaurant size, investment capital, menu).
• Prepare capital: Minimum 300 million VND (~12,000 USD) for each location, not including operating costs.

Take it step by step

1. Apply for IRCs:
   • Download the application form at the website of the Department of Planning and Investment (for example: dpi.kiengiang.gov.vn for Phu Quoc).
   • Submit directly or via the online public service portal (dangkyquamang.dkkd.gov.vn).
2. Business registration:
   • After having IRCs, submit the application at the same Department of Planning and Investment.
3. Please give me permission:
   • Contact the Department of Food Safety and Hygiene, Fire Police, and the local Economic Department to submit your application.
4. Tax registration:
   • Register an account at thuedientu.gdt.gov.vn to ｄｅｃｌａｒｅ taxes.
5. Recruitment and Operations:
   • Hire employees, purchase equipment, and start your business.

Important note

• Language: Documents must be in Vietnamese. You can hire a translation service if needed.
• Time: Total time from 1-2 months for all procedures.
• Treatment cost: About 20-50 million VND (~800-2,000 USD) for legal procedures, depending on the locality.