Hiring an employee in Vietnam without incorporating is possible only through an arrangement that fits the person, work and employer. An employer of record (EOR) needs a legal basis for the actual assignment. A foreign company's licensed representative office can also employ staff for its permitted activities, without creating a Vietnamese subsidiary.
The first decision is therefore who can employ this person and for what work. Set the start date after that decision. Vietnam's restrictions on labor outsourcing make an unrestricted promise to hire any employee through an EOR unreliable.
Rules checked: October 30, 2026.
Can you hire an employee in Vietnam without incorporating?
Yes, conditionally. If a Vietnamese provider employs the worker while your company directs their work, assess the arrangement against the labor outsourcing rules in Labor Code Articles 52 to 58. Those rules require a licensed outsourcing enterprise, an eligible assignment and permitted work. The maximum outsourcing term for an employee is 12 months.
There is also a narrower direct route. Under Commercial Law Article 17, a foreign trader's representative office may recruit Vietnamese and foreign employees. It is a dependent office of the foreign trader, with a license and local obligations. Its activities must stay within its permitted purpose; it cannot directly conduct profit-making activities in Vietnam.
Incorporation creates a company. Employer tax and insurance registration enable statutory administration. A representative office establishes a local presence. These are separate steps. A foreign supplier's tax registration also does not, by itself, establish a complete employment route.
Choose a permitted employment route
| Route | When available | Who is the legal employer | What must be in place |
|---|---|---|---|
| EOR operating through licensed labor outsourcing | The actual duties, purpose, duration and client arrangement meet the applicable outsourcing rules | The Vietnamese outsourcing enterprise signing the employment contract | Valid outsourcing license; eligible job classification; written outsourcing agreement; worker eligibility; payroll and insurance administration |
| Direct employment through a representative office | The foreign trader has a licensed office and the employee works within its permitted activities | The foreign trader acting through its representative office | Office license, authorized signatory, employer tax and insurance arrangements, employment contract and lawful worksite |
| Direct offshore employment using payroll registration alone | Not established here as a generally usable route for an overseas company with no Vietnamese presence | The overseas company, if the particular structure is accepted | Specific confirmation of employer registration, compulsory insurance, withholding and permission for the underlying activities |
| Vietnamese subsidiary | Where a local company is appropriate for the business and role | The subsidiary | Incorporation, any investment or sector approvals, and employer registrations; outside this article's no-incorporation objective |
Do not treat the third row as a categorical statutory ban. The issue is whether the proposed employer can complete every required function. Obtain a documented registration basis before offering direct offshore employment.
A payroll bureau can administer an employer's payroll; it does not create that employer. Calling a supervised employee a contractor is also ineffective: Article 13 looks at paid work and management, direction or supervision, including agreements given another name.
Confirm the person, job and work location are eligible
Before an unconditional offer, establish:
- Worker category: Confirm citizenship and identity. For a foreign national, verify permission for the actual employer, position and work location. Residence permission alone does not establish permission for this job. Decree 219 governs work permits and relevant exemptions; an EOR contract does not create an exemption.
- Actual duties: For outsourcing, map the duties to Decree 145's Appendix II. Its 20 categories include administrative assistance and project support. Programming manufacturing machinery systems is a specific category, not a blanket description of software development. Assess the substance of a proposed project-support role rather than relying on its title.
- Assignment purpose and duration: Article 53 permits outsourcing for a temporary demand increase, specified employee absences, or a need for highly qualified technical or professional workers. It bars replacing striking workers or specified workers made redundant, and onward placement with another employer. The parties must agree occupational accident and disease compensation responsibilities. A permanent assignment cannot simply ignore the 12-month ceiling.
- Client and industry: Require the proposed legal employer to establish why your actual overseas client structure is eligible. Separate this from its possession of a license. Check any regulated activity independently.
- Worksite and office scope: Identify the actual address and any remote arrangement. A representative office's market research employee must not quietly become a customer delivery team or local trading operation.
The practical stop condition is a failed route check. If the duties cannot be supported under the proposed outsourcing category, do not start work while the classification is being reconsidered. For a representative office, work outside its licensed activities requires a different arrangement.
Prepare the offer and country employment terms
The legal employer should own the employment document. Your company supplies the accurate job, location, reporting structure and commercial budget.
Articles 13, 14, 18 and 21 establish the contract, signature and core-content requirements. Use a written contract for the continuing hire considered here. A Vietnamese version with an aligned English translation is a practical drafting choice, not a claim that the Code imposes one universal bilingual format.
| Decision or document | Required information | Responsible party | Deadline or dependency |
|---|---|---|---|
| Employer and signing authority | Legal name, address, signatory and authority; representative office license or outsourcing employer details | Legal employer; client supplies corporate documents | Confirm before signing |
| Role, worksite and duration | Duties, actual location, start date and contract term | Client and legal employer; worker agrees | Employment contract concluded before work begins, Article 13 |
| Salary and payday | Gross salary, allowances, payment method, recurring payday and salary review arrangements | Legal employer and worker; client approves budget | Agree before signing; Articles 21 and 97 |
| Hours, rest and benefits | Schedule, leave, insurance, protective equipment and relevant training | Legal employer; client supplies work requirements | Include applicable terms before work |
| Work permission | Permit or applicable exemption evidence matching the arrangement | Legal employer and worker | Complete applicable authorization requirements before work |
| Payroll and personal data | Identity, payment account, insurance history, tax identification and relevant deduction information | Worker supplies; employer validates securely | Before payroll processing; resolve identifiers before funding approval |
For Vietnamese employees, contract and payment currency is VND under Article 95. Check the relevant locality under the 2026 minimum wage rules: monthly floors range from VND 3,700,000 to VND 5,310,000. Do not assign one floor to the entire country or assume a broad city name settles the locality.
For outsourced employees, Article 56 also requires the outsourcing employer to pay at least the wage of the client's employee with the same qualifications doing the same work or work of equal value. Include that comparison in the offer approval where applicable.
Complete the hire from agreement to first payroll
Use the following sequence after choosing a supportable route. The dates illustrate one hire, rather than a universal onboarding duration.
Hypothetical hire: An overseas company employs an adult Vietnamese citizen as a market research assistant at its licensed Ho Chi Minh City representative office. The foreign company, acting through that office, is the legal employer. Assume the license covers the proposed liaison and market research work, the chief representative has signing authority, and the worker has no competing employment affecting insurance treatment. The intended start is Tuesday, December 1, 2026, on an indefinite contract at VND 20,000,000 gross per month, working eight hours daily, Monday to Friday, with no probation.
- Clear the route and company documents. The foreign company and chief representative check the office license, parent registration, appointment and signing authority against the job description. Completion evidence is an approved role and employer file. If the office is not licensed or the job falls outside its scope, the company defers the start.
- Complete employer administration. Assume the office receives its license on Monday, November 2 and submits employer tax registration, including parent ownership schedule BK07-ĐKT, on Friday, November 6. Current tax guidance requires the initial filing within 10 working days of licensing. Assume tax registration, the operating bank account and employer insurance administration are confirmed by November 20. The chief representative retains the confirmations.
- Validate the worker file and sign. The worker provides identity, bank and existing insurance information; payroll validates the tax identifier. The authorized representative and worker sign paper copies on Thursday, November 26, recording the December start and payday. Each keeps a copy. Missing authority or an unsigned contract stops commencement.
- Release the start. On December 1, the chief representative confirms the approved duties, workplace, safety instructions and work schedule. The worker starts only after the preceding gates have passed. The local manager keeps the start confirmation and attendance record.
- Enroll and calendar filings. The employer submits the employee insurance dossier on Wednesday, December 2 and retains its receipt. Social Insurance Article 28 gives the employer 30 days from the worker becoming subject to compulsory social insurance to submit the dossier. This post-start deadline is separate from permission to work. The employer corrects rejected filings promptly; it does not erase the worker's start or postpone salary.
- Approve and fund payroll. Assume an internal data cutoff of Friday, December 18 and cleared VND funding by Thursday, December 24. The manager approves attendance and changes, payroll supplies gross-to-net calculations and employer charges, and finance confirms cleared funds. These are example operating dates, not statutory deadlines or a provider commitment.
- Pay and reconcile. On Thursday, December 31, the employer pays the calculated net December salary from the agreed VND 20,000,000 gross and issues the itemized payslip. Payroll reconciles the payment and schedules statutory remittances under their applicable calendars. Bank confirmation and the payslip close the first-payroll gate.
| Milestone | Must be complete | Evidence | Who confirms |
|---|---|---|---|
| Before commitment | Lawful route, duties and employer identified | License and role file; outsourcing classification if relevant | Company and legal employer |
| Before December 1 | Employer setup, worker checks, authority and contract | Registration confirmations, validated worker file, signed copies | Chief representative |
| After commencement | Employee insurance dossier submitted within its legal window | December 2 submission receipt and follow-up record | Employer payroll owner |
| Before payment release | Accurate payroll, account validation and cleared funds | Approved payroll and bank balance confirmation | Payroll and finance |
| December 31 | Salary delivered and payslip issued | Transfer confirmation and payslip | Legal employer |
This example reaches first payment under its assumptions. December 24 and 31 are weekdays; neither is a statutory Vietnamese holiday for this Vietnamese employee. Confirm the sending bank's overseas holiday schedule separately. If the December 24 funding target is missed, finance must arrange payment in time for December 31. A commercial cutoff does not move the agreed wage obligation.
Budget and prepare the first payment
Separate the employer's funding requirement from the worker's take-home pay. A net salary promise needs a gross-up calculation before it becomes an offer.
| Cost layer | Treatment | What to obtain before funding |
|---|---|---|
| Gross salary and allowances | Recurring employee remuneration | VND amounts, salary period, payday and any prorating basis |
| Employer statutory charges | Recurring; separate from employee deductions | Social, health, unemployment and occupational accident insurance treatment, contribution bases and caps; applicable trade union funding |
| EOR or payroll administration | Commercial recurring fee | Written fee, currency, taxes and included services; a payroll fee does not include legal employment automatically |
| Setup and conditional items | One-time or event driven | Office setup, translations, equipment, agreed benefits or foreign-worker procedures, where relevant |
| Payment costs | Recurring or transaction based | Currency conversion, transfer charges and cleared-funds requirement |
For the example, reserve the VND 20,000,000 gross salary plus the calculated employer charges and agreed administration costs. Employee tax and insurance deductions come out of gross remuneration; they are not an additional copy of the same salary expense. No EOR fee arises in this direct representative office example unless a separate relevant service is purchased.
The Social Insurance Law makes contribution treatment depend on covered status and the contribution salary. Require payroll to show its bases rather than applying an unexplained percentage to the entire invoice. Keep each fund's payment calendar separate from salary day.
Monthly employees must be paid monthly or twice monthly on an agreed recurring date under Article 97. The December example assumes a full month, no unpaid absence, no overtime and no additional bonus. The final payroll approval must still show the actual deductions, employer charges and net transfer.
What your company still manages after the hire
Keep an operating owner for:
- Accurate duties, location, working time, leave and safety information.
- Changes to salary, assignment or employer, approved before implementation.
- Outsourcing duration and the next employment route before its limit expires.
- Representative office activities remaining within the license.
- Access to employee data and equipment, with clear confidentiality responsibilities.
- The company's own regulated activities, customer negotiations and tax position.
An EOR arrangement does not decide permanent-establishment exposure. Vietnam's corporate tax law separately addresses foreign enterprises and permanent establishments. Review the actual functions, authority, business presence and relevant treaty before giving the employee revenue-generating or contract-negotiating responsibilities. Employment administration cannot supply a missing business authorization.
Questions about hiring without an entity in Vietnam
Can we use an EOR for an indefinite remote role?
Do not assume an indefinite employment contract permits an indefinite outsourcing assignment. The employee's contract and the client assignment are different instruments; the outsourcing ceiling remains 12 months. Establish the permitted duties, purpose and route beyond that period before committing.
Does a representative office qualify as hiring without incorporation?
It avoids incorporating a Vietnamese subsidiary, but creates a licensed local presence. It suits work within the office's permitted functions. It is not a general replacement for a trading or service-delivery business.
Can a payroll service register an overseas company automatically?
A service proposal should identify the legal employer and the actual tax, insurance and registration mechanism. Until those functions are supported for your structure, a payroll-only quote is insufficient readiness evidence.
Can a foreign resident start while work permission is being processed?
Residence alone is insufficient. The employer must establish the applicable permit or exemption and complete the required steps for the particular work before commencement. Changing the named employer may require a new process.
What if we miss the first payroll cutoff?
Escalate to finance and the legal employer immediately. Before work starts, adjust the start only through properly agreed terms. Once employment begins, a missed internal cutoff does not cancel accrued wages or authorize routine late payment.
Bring Borderless AI the job description, worker nationality, worksite, intended duration and proposed client structure for an arrangement assessment. Our EOR service covers employment agreements, onboarding, payroll and benefits administration. Confirm whether the specific Vietnam arrangement is supportable before agreeing a start date.
