Corporate Legal Services

Hidden Formation Costs: What Investors Forget

Calculator on cost calculation documents (illustrative)

Scenario: a Korean investor budgets for setting up a company in Bac Ninh with just two line items: state fees and a fixed legal-services package. Three months later, actual spending exceeds the budget by nearly 40%. The gap comes from costs he had never heard of: certified translation, consular legalization, digital signatures, e-invoices, signboards, office deposits. This article lists the cost groups foreign investors most often forget.

State fees: small, but count them correctly

State collections for business registration follow the fee schedule issued with Circular 47/2019/TT-BTC of the Ministry of Finance. What investors often miss is the current fee reduction: under Article 1 of Circular 64/2025/TT-BTC, from 1 July 2025 through 31 December 2026 the business registration fee for paper filing is only VND 25,000 per filing (50% of the VND 50,000 standard rate); online filing is exempt under Article 5 of Circular 47/2019/TT-BTC. The fee for publishing registration contents is VND 100,000 per publication, payable when the dossier is filed (Clause 3, Article 73 of Decree 168/2025/ND-CP). From 1 January 2027 the rates revert to Circular 47/2019/TT-BTC unless a new instrument says otherwise.

Another major change: collection of the business license tax ended on 1 January 2026 under Resolution 198/2025/QH15 of the National Assembly. Many old budget templates still carry a “first-year license tax” line — that charge no longer exists and should be removed from the budget.

The most commonly forgotten cost groups

In practice, eight cost groups are routinely absent from foreign investors’ first budgets. First, certified translation plus consular legalization (or Apostille certification since 11 September 2026) for all foreign-issued documents — charged per page and per document, rising fast with thick dossiers. Second, a digital signature for e-tax filing and e-invoice signing. Third, an e-invoice package bought by volume. Fourth, seal engraving — note that Enterprise Law 59/2020/QH14 no longer requires companies to have a seal, so this is optional. Fifth, making and mounting the office signboard as required. Sixth, opening a direct investment capital account (DICA) and first-year bank charges. Seventh, visas, work permits and temporary residence cards for expatriate managers. Eighth, deposits for office or factory leases — market practice commonly demands deposits equal to several months’ rent.

Law versus practice: do not confuse “fees” with “total cost”

Two cost layers must be kept distinct. The first layer is state collections — fixed by the schedules above and usually totalling only a few hundred thousand dong. The second layer is market service costs (translation, advisory, digital signatures, office rent) — with no statutory price frame, varying by provider and dossier complexity. The common mistake is budgeting only the first layer and concluding that “formation is cheap”, when the second layer dominates. The law does not regulate service prices, so the only safeguard is demanding an itemized quotation for every line before signing a service contract.

Action: a budget checklist before you start

Before filing, build a budget with all ten lines: business registration fee, publication fee, certified translation, legalization/Apostille, digital signature, e-invoices, seal (if used), signboard, bank/DICA charges, and expatriate costs (visa, work permit). Add a 15–20% contingency — experience shows FDI dossiers almost always require supplementary documents beyond the first estimate.

Frequently asked questions

What is the business registration fee in 2026?
Paper filing: VND 25,000 per filing through 31 December 2026 (Circular 64/2025/TT-BTC); online filing is exempt (Article 5, Circular 47/2019/TT-BTC). Publication of registration contents: VND 100,000 per publication.

Must a newly formed FDI company pay the business license tax?
No. Collection of the business license tax ended on 1 January 2026 under Resolution 198/2025/QH15. Any license-tax arrears for 2025 and earlier (if any) remain payable.

Is engraving a company seal mandatory?
No. Enterprise Law 59/2020/QH14 no longer requires companies to have a seal as the old law did; each enterprise decides for itself. Budget this only if the company chooses to use a seal.

How are certified translation costs calculated?
Per page and per document, under the fee schedules of notarial offices and translation providers. Thicker dossiers with more foreign documents cost more — consolidate everything needing translation into a single batch instead of translating piecemeal.


This article has been quality-reviewed by the FLAW AI Legal Council