Establishing a sole proprietorship


Establishing a sole proprietorship

A sole proprietorship is a business model owned by an individual with unlimited liability for all debts and other financial obligations. Although this type of business in Vietnam is no longer as ‘famous’ as other types, it still has many advantages of its own. So, if you want to set up a sole proprietorship, what should you do?

How to establish a sole proprietorship

The business owner or authorized person shall carry out the procedures for sole proprietorship registration by the following methods:

a) Business registration directly at the Business Registration Office;

b) Business registration via postal service;

c) Business registration via electronic information network at the National Business Registration Portal (

Number of documents: 01 set of documents

In case the business authorizes an individual or organization to carry out business registration procedures, in addition to the business registration dossier as prescribed, there must also be a written authorization letter for the individual to carry out procedures related to business registration. This authorization letter (power of attorney) is not required to be notarized or authenticated.

Normally, within 03 working days from the date of receipt of the application, the Business Registration Authority will examine the validity of the application for business registration and grant business registration.

In case the application is not valid, the business registration agency will notify in writing the content that needs to be amended and supplemented to the applicant.

In case of refusal to register a business, the Business Registration Authority shall notify in writing to the applicant and clearly state the reasons of refusal.

Conditions for setting up a sole proprietorship

Conditions for setting up a sole proprietorship include:

• Each individual is only allowed to set up a sole proprietorship. The owner of a sole proprietorship cannot be the owner of a business household or a member of a partnership.

• A sole proprietorship may not issue shares, bonds, or any other securities.

• A sole proprietorship has no legal status. The business owner will have unlimited liability for the risks and financial obligations of the business.

• A sole proprietorship is not entitled to contribute capital to open or buy shares or capital contributions in partnerships, limited liability companies or joint stock companies.

• The owner of a sole proprietorship will be the legal representative of the business.

Notes when carrying out registration procedures for setting up a sole proprietorship

When submitting the application for registration of business establishment, business owners need to note about the registered business lines, i.e. it must not belong to the business lines that are prohibited from doing business in accordance with the law of Vietnam.

At the same time, the business owner also needs to carefully check the information in his/her application and make sure that he/she declares it correctly, truthfully and without deception.

If the application is valid, the business needs to pay the prescribed fees within the prescribed time and respond to all responses from the registration agency within the specified time (if any).

In addition, business owners also need to pay attention to the information declared on the national portal on business registration:

• The business registration information declared on the national business registration portal must be complete and accurate according to the information in the paper file.

• An application for business registration via the electronic information network must be authenticated by a digital signature or a business registration account of the person authorized to sign the business registration application or a person authorized by a person authorized to sign a written request for enterprise registration to carry out enterprise registration procedures.

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