Placing a regional headquarters in Vietnam instead of Singapore sounds contrarian, but it has its own logic: Vietnam hosts the group’s largest plant, customers and workforce in the region, and a Vietnamese holding managing subsidiaries across Southeast Asia puts management decisions next to real operations. The price of that choice sits in tax on foreign-source income and outbound investment procedures that Singapore imposes far more lightly.
A Vietnamese holding investing across the region: the procedural frame
A Vietnamese company that wants to hold shares in and manage subsidiaries in other countries must follow outbound investment procedures under Investment Law 143/2025/QH15: an outbound investment registration certificate for each outbound project, an outbound investment capital account, and capital transfers through authorised banks under foreign exchange rules. This is the largest procedural difference from a Singapore holding, where buying regional shares is close to an ordinary corporate transaction.
In the reverse direction, when foreign subsidiaries pay dividends back to Vietnam, that income is taxable outbound investment income for corporate income tax in Vietnam, with a credit mechanism for tax already paid abroad within prescribed limits. Investors used to Singapore’s dividend exemption routinely underestimate this tax layer when comparing the two headquarters options.
Comparing Vietnamese and Singapore tax for a regional hub role
Singapore charges 17% corporate tax but exempts qualifying dividends from foreign subsidiaries and levies no capital gains tax when subsidiaries are sold. Vietnam applies the standard 20% corporate rate under Corporate Income Tax Law 67/2025, taxes resident enterprises on worldwide income with a foreign tax credit rather than an exemption, and when a Vietnamese holding sells a foreign subsidiary the transfer gain is taxable income in Vietnam.
The practical conclusion is that a Vietnamese holding fits when the regional centre has real operations in Vietnam, such as supply chain management, a shared service centre and executives based in Vietnam, because the extra tax layer then buys genuine operational value. If the centre only holds shares, Singapore still wins decisively on tax and procedure.
Regional executive staff based in Vietnam
Foreign executives working at the Vietnamese holding need work permits under Decree 219/2025/ND-CP, or permit exemption confirmation for management titles in statutory cases, together with temporary residence cards under the labour or investment category matching their role. The legal representative and management titles of a Vietnamese company may be foreigners, although conditional business lines of domestic subsidiaries can carry their own personnel conditions.
Personal income tax of the executive team must also be priced in advance: foreign experts resident in Vietnam are taxed on worldwide income under Personal Income Tax Law 109/2025, which replaced Law 04/2007, and regional pay packages often need gross-up redesign when moved from Singapore to Vietnam to keep key staff whole on net pay.
Frequently asked questions
1. Can a Vietnamese holding realistically manage a whole region?
Legally yes: a Vietnamese company may invest abroad and hold and manage regional subsidiaries after obtaining an outbound investment registration certificate for each project under Investment Law 143/2025/QH15. Economic sense depends on whether the centre has real operations in Vietnam or merely holds shares.
2. How does a Vietnamese holding’s tax compare with Singapore’s for holding regional subsidiaries?
Vietnam taxes at 20% on worldwide income including dividends and gains on selling foreign subsidiaries, with a capped foreign tax credit. Singapore charges 17%, exempts qualifying foreign dividends and taxes no capital gains, so purely on tax Singapore is stronger for a share-holding-only holding.
3. What visas and papers do regional executives based in Vietnam need?
They need work permits under Decree 219/2025/ND-CP or exemption confirmation, and temporary residence cards under the labour or investment category matching their title. Resident experts must also declare personal income tax on worldwide income under Law 109/2025.
4. How does a Vietnamese holding transfer capital out to buy a foreign subsidiary?
It needs an outbound investment registration certificate for the project, an outbound investment capital account at an authorised bank, and transfers through that account on the registered schedule. Moving money through ordinary payment channels will not be recognised as lawful outbound investment capital.
5. When should Vietnam be chosen over Singapore as the regional centre?
When the group’s real operational weight sits in Vietnam: the largest plant, a shared service centre and executives living in Vietnam. Then the extra tax and procedure are offset by management efficiency and genuine presence, while a shares-only centre is still better placed in Singapore.
This article has been quality-reviewed by the FLAW AI Legal Council