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Pillar guide · Individual investors

Can foreigners open a restaurant or café in Vietnam?

Yes. A foreigner can own 100% of a restaurant or café business in Vietnam — but only through a Vietnamese company, not as a sole trader, and not in a Vietnamese friend's name. The rules changed on 1 March 2026, and much of what is online still describes the old process. Here is how it works now.

The short answer: yes, through a company

Under Vietnam's WTO commitments, foreign investors may own 100% of a company providing restaurant and beverage-serving services. Until 2015 a foreign investor also had to invest in a hotel; that condition lapsed eight years after Vietnam joined the WTO.Source: VCCI WTO & Integration Centre, commentary on Vietnam's WTO services commitments (Part IX, Tourism) (10 Feb 2009) · Vietnam Briefing (Dezan Shira & Associates) (6 Mar 2015)

The Investment Law in force since 1 March 2026 gives foreign investors the same market access as Vietnamese investors except for sectors on a restricted list (Article 8). Restaurants and cafés are not named on that list in Decree 96/2026. The closest entry is “tourism services”, which is conditional; whether restaurants fall under it is an interpretation, and if they do the conditions are the WTO ones above.Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025) · Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026) · Allen & Gledhill (15 May 2026)

What changed in 2026

Law on Investment 143/2025/QH15 took effect on 1 March 2026, replacing the 2020 law. Decree 96/2026, effective 31 March 2026, replaced Decree 31/2021 and now holds the market-access list.Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025) · Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026) · Allen & Gledhill (15 May 2026)

A foreign investor may now set up the company first and obtain the Investment Registration Certificate (IRC) afterwards, provided it meets the market-access conditions (Law 143/2025, Article 19(2); Decree 96/2026, Article 72). Guides that say the IRC must come before the company, or that it takes 15 days, describe the old regime.Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025) · Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026) · Rajah & Tann Asia (28 Aug 2026)

The steps

  1. Register the company (Enterprise Registration Certificate). A company more than 50% foreign-owned also needs an IRC (Law 143/2025, Article 26(1)).Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025)
  2. Obtain the IRC within 12 months of setting up the company — and do not open the outlet until it is issued (Decree 96/2026, Article 72(4)).Source: Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026) · Allen & Gledhill (15 May 2026)
  3. Apply to the provincial Department of Finance, which issues IRCs outside industrial zones; for a café or restaurant it has 10 working days from a valid dossier (Law 143/2025, Article 27(2); Decree 96/2026, Article 39(3)). The dossier needs proof of the right to use the premises, such as a lease, and proof of financial capacity.Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025) · Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026)
  4. Then obtain the outlet's own licences: food safety, fire safety and, if you sell take-away spirits, an alcohol licence (see below).

Two shortcuts that are not allowed

A household business (hộ kinh doanh), the simplest form for a small shop, is only for Vietnamese citizens (Decree 168/2025, Article 82).Source: Decree 168/2025/ND-CP on enterprise registration (Government legal documents portal) (30 Jun 2025)

Putting the business in a Vietnamese friend's or partner's name while you provide the money is now expressly prohibited: Decree 296/2026, in force from 23 July 2026, bans nominee arrangements and tightens beneficial-ownership disclosure.Source: Decree 296/2026/ND-CP amending Decree 168/2025 (Government legal documents portal) (23 Jul 2026) · Rajah & Tann Asia (28 Aug 2026)

How much capital you need

We found no legal minimum capital for restaurants or cafés. Instead, the IRC application must prove your financial capacity — for example with financial statements or a bank or parent-company commitment — and the company's charter capital does not have to equal the project's investment capital (Decree 96/2026, Articles 32(1)(c) and 72(5)).Source: Decree 96/2026/ND-CP guiding the Law on Investment (full text hosted by Apolat Legal) (31 Mar 2026) · Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025)

Licences for the outlet itself

Food safety: most food-service outlets need a Certificate of Food Safety Eligibility. Decree 15/2018 still governs this — the government suspended its planned replacement in April 2026 — and exempts, among others, restaurants inside hotels, street vendors and outlets certified to HACCP or ISO 22000.Source: Government news portal (baochinhphu.vn) (8 Apr 2026) · Decree 15/2018/ND-CP, Article 12 (text via hethongphapluat.com) (2 Feb 2018)

Fire safety: an F&B outlet of 100 m² or more is an establishment under fire-safety management; from 300 m² it must buy compulsory fire-and-explosion insurance; from 3,000 m² its fire design must be appraised (Decree 105/2025).Source: Decree 105/2025/ND-CP on fire prevention, Official Gazette (Appendices I and III) (15 May 2025) · Decree 105/2025/ND-CP, Official Gazette (Appendix VII, compulsory fire and explosion insurance) (15 May 2025)

Alcohol: serving alcohol for consumption on the premises needs registration, not a licence; selling bottled spirits to take away needs a retail alcohol licence, issued by the commune-level People's Committee since 1 July 2025.Source: Viet An Law (1 Jan 2025) · Tạp chí Công Thương (Ministry of Industry and Trade journal) (13 Jun 2025)

Decree 342/2026 (retail outlet licences for foreign-invested companies) defines retail as selling goods, so a standard café or restaurant is probably outside it; a café that also sells packaged goods such as coffee beans may be caught. No authority has confirmed this yet.Source: Decree 342/2026/ND-CP, official signed text (Government of Vietnam) (3 Sept 2026) · Baker McKenzie (14 Sept 2026)

Working in your own café: work permit and visa

An owner or capital-contributing member who puts in VND 3 billion or more is exempt from a work permit, though the exemption must still be confirmed. Below VND 3 billion you need a work permit, but you skip the job-advertising and labour-needs steps (Decree 219/2025, Articles 2 and 7).Source: Decree 219/2025/ND-CP on foreign workers (English translation, LuatVietnam) (7 Aug 2025) · Baker McKenzie (1 Aug 2025)

Investor visas are tiered by capital: DT4 below VND 3 billion (up to 12 months, no temporary residence card), DT3 from VND 3 billion, DT2 from VND 50 billion, DT1 from VND 100 billion. These thresholds come from the 2019 amendment of the Immigration Law; check the current consolidated text before you apply.Source: Vietnam Investment Review (2 Dec 2019)

What it costs: the numbers that exist

No reputable published survey of the cost of opening a café or restaurant in Vietnam exists, so we do not quote one. What is measured is rent in prime shopping centres: in Q2 2026 ground-floor asking rents averaged US$238.2 per m² per month in central Ho Chi Minh City and US$66.8 on the fringe; in Hanoi, US$133.1 and US$55.4. Street-front shophouses are not covered by these figures.Source: JLL (14 Aug 2026) · JLL (14 Aug 2026)

Rents are still rising: CBRE reports Ho Chi Minh City CBD retail rents up 4.1% year on year in Q1 2026.Source: CBRE Vietnam (18 May 2026)

The market is large but fragmented: an industry survey put Vietnam's F&B market at about VND 726.5 trillion in 2025, with independent outlets taking 91.7% of revenue.Source: VCCI, citing the iPOS.vn × Nestlé Professional 2025 F&B market report (13 Apr 2026)

The risks

More than 50,000 F&B outlets closed in the first half of 2025, leaving just under 300,000; Hanoi and Ho Chi Minh City each shrank by more than 11%, according to an industry survey reported by Vietnam Investment Review.Source: Vietnam Investment Review, citing the iPOS.vn × Nestlé Professional H1 2025 report (13 Oct 2025)

The U.S. International Trade Administration flags street-food competition — typical local meals cost US$2–3 — low brand loyalty and the difficulty of finding affordable locations.Source: U.S. International Trade Administration (31 Mar 2026)

The franchise route

Buying a franchise does not remove the company steps: a foreign franchisee still needs its own Vietnamese company, and an IRC if it is more than 50% foreign-owned. The franchisor must give you its disclosure document and sample agreement at least 15 working days before you sign, unless you agree otherwise.Source: Law on Investment No. 143/2025/QH15 (full text hosted by Apolat Legal) (11 Dec 2025) · Decree 35/2006 consolidated text, VBHN 15/VBHN-BCT (Ministry of Industry and Trade) (25 Apr 2014)

Most famous brands are not open to individual franchisees in Vietnam; brands that are actively seeking partners list themselves on franchising.vn.

Frequently asked questions

Can a foreigner own 100% of a restaurant in Vietnam?

Yes, through a company. Vietnam's WTO commitments allow 100% foreign ownership of restaurant and beverage services, and the hotel-investment condition lapsed in 2015.

Can a foreigner open a café in Vietnam as a sole trader or household business?

No. Household businesses are only for Vietnamese citizens (Decree 168/2025, Article 82). A foreigner needs a company.

Can I put the café in a Vietnamese friend's name?

No. Decree 296/2026, in force from 23 July 2026, expressly prohibits nominee arrangements.

How long does the Investment Registration Certificate take?

For a café or restaurant, 10 working days from a valid dossier (Decree 96/2026, Article 39(3)). Since March 2026 the company can be set up first, but the IRC must follow within 12 months and before the outlet opens.

What is the minimum capital to open a restaurant in Vietnam as a foreigner?

We found no legal minimum. You must prove financial capacity in the IRC application.

Do I need a work permit to work in my own café?

Not if you contributed VND 3 billion or more (the exemption must be confirmed). Below that you need a work permit, without the labour-market test (Decree 219/2025).

Does a café need a retail licence under Decree 342?

Probably not: Decree 342 defines retail as selling goods. A café that also sells packaged goods may be caught. Confirm with counsel.

How much does it cost to open a café in Vietnam?

No reputable survey exists. Prime shopping-centre ground-floor rents averaged US$238.2 per m² per month in central Ho Chi Minh City in Q2 2026 (JLL); street-front rents are not covered.

Sources