16.09.2026 
Establishing a non-profit organisation in Vietnam requires thorough knowledge of local law, which has no universal term for non-profit entities. A humanitarian or educational initiative starts with choosing its legal form. Each form has distinct reporting, initial capital and supervision requirements. Social funds and charity funds form a separate category. Their establishment follows Government Decree 03/2026/NĐ-CP on social funds and charity funds, effective from 1 March 2026. It revised capital requirements, founder eligibility and approval procedures.
The law offers two main routes: establish a domestic fund with its own capital, or register an overseas organisation's activities or representative office. A Vietnamese fund becomes a resident entity. It acquires its own assets, registers its charter and appoints governing bodies. Foreign non-governmental organisations (NGOs) register their activities or representative offices without creating a new legal entity.
This review details the procedure for establishing a non-profit organisation in Vietnam, preparing its documents and lawfully providing its initial assets.
Establishing a non-profit organisation in Vietnam: legislation and regulators
Decree 03/2026 is the main instrument governing domestic social funds and charity funds. It replaced earlier rules on their establishment, operation and dissolution. Decree 58/2022/NĐ-CP separately governs the registration of foreign NGOs' activities and representative offices.
The filing authority depends on the project's geographical scope and foreign participation.
Applications follow these routes:
- The Ministry of Home Affairs issues the establishment licence and recognises the charter for nationwide or interprovincial funds.
- The provincial People's Committee chair decides provincial applications and commune applications involving foreign contributions. The provincial Department of Home Affairs reviews the dossier. Domestic-only commune funds apply to their commune's People's Committee chair.
Documents sent to an authority without jurisdiction will be returned. Applicants for a social fund establishment licence in Vietnam, or the equivalent licence for a Vietnamese charity fund, must therefore choose the authority responsible for their fund's geographical scope.
Permitted activities of social funds and charity funds
Funds may serve only public-benefit purposes. The regulator may approve funds dedicated to promoting culture, preserving national heritage or supporting educational projects. Non-profit activities may also cover education, healthcare, community sport, basic science and applied technology.
The state encourages projects that launch digital services and introduce innovations. Funds may be established to support agriculture and farming communities. Those initiating a fund may also devote resources to nature conservation, environmental protection and local communities. Humanitarian relief and social welfare programmes form another area of work.
Vietnamese law distinguishes two main legal forms for registering a domestic fund. A social fund (quỹ xã hội) supports sustained development in a specific field. Founders direct resources to education, scientific research, healthcare, digital transformation or sport. This form suits long-term programmes, research grants and public infrastructure projects.
A charity fund (quỹ từ thiện) serves a different practical purpose. It provides targeted assistance to people in need. It collects donations to support people on low incomes, orphans, people with disabilities and older people. A charity fund in Vietnam can also urgently purchase medicines and supplies for relief after natural disasters, technological accidents, fires or epidemics.
Who can establish a non-profit organisation in Vietnam
Vietnamese citizens and locally registered businesses may initiate a fund. Founders must demonstrate legal capacity, a clear criminal record and lawful funding. Establishing a non-profit organisation in Vietnam cannot be completed through paperwork alone. Each founder must contribute real assets to its initial balance sheet.
Foreign participation is allowed under closer state supervision. Foreign individuals and corporations may contribute alongside Vietnamese founders. Each foreign contributor signs a commitment to observe Vietnamese law and documents the lawful origin of all contributed funds. Founders are personally responsible for document accuracy: forged certificates or illicit financing can bring sanctions and withdrawal of authorisation through the prescribed procedures.
Foreign contributions may not exceed 50% of the total initial assets. This ceiling preserves domestic control over the non-profit sector. Foreign participants establishing a social fund in Vietnam or a Vietnamese charity fund must therefore find reliable Vietnamese partners beforehand to provide at least the remaining half.
Initial asset rules and minimum capital for a social fund in Vietnam or a Vietnamese charity fund
A non-profit organisation needs its material resources arranged before launch. The law allows a broad range of contributions. These may include:
- Vietnamese dong and convertible foreign currency, converted into dong at the official rate;
- real estate, land-use rights and ready-to-use office premises;
- operating equipment, specialist machinery and production facilities;
- patent rights, software and technologies developed through scientific research;
- securities, shares and registered property rights.
Non-cash contributions require an independent valuation under the applicable rules. When establishing a non-profit organisation in Vietnam, contributors must have these assets assessed by qualified valuers to prevent inflated values.
The minimum capital for a social fund in Vietnam or a Vietnamese charity fund depends on its territory and foreign participation. Wider coverage requires a larger initial contribution.
|
Fund's area of operation |
Vietnamese founders only |
With foreign contributions |
|
Nationwide or across several provinces |
VND 8,000,000,000 (approximately USD 305,600) |
VND 10,800,000,000 (approximately USD 412,500) |
|
Within one province |
VND 1,600,000,000 (approximately USD 61,100) |
VND 4,600,000,000 (approximately USD 175,700) |
|
Within one commune |
VND 100,000,000 (approximately USD 3,800) |
VND 1,200,000,000 (approximately USD 45,800) |
A fund expanding into a wider territory must raise its assets to the higher threshold.
Internal structure: governing bodies, composition and powers
A social fund in Vietnam or a Vietnamese charity fund must organise its management under Decree 03/2026. A new fund cannot base its structure on the former rules, which no longer apply. After establishment, founders create a clear management hierarchy for continuing operations.
|
Governing body |
Composition and status |
Main responsibilities and powers |
|
Management Council |
The fund's highest collective governing body |
Sets strategy, approves budget allocations and oversees the use of funds for their designated purposes |
|
Executive management (Director) |
Executive director; also the fund's legal representative when serving as Management Council chair |
Runs daily operations and implements approved programmes |
|
Supervisory Board |
Internal supervisory body |
Oversees financial transactions and prevents misuse |
The founding documents must clearly separate each body's responsibilities. A charter that clearly defines the governing bodies' powers prevents internal disputes and ensures financial and operational transparency in a charity fund in Vietnam or a Vietnamese social fund.
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Documents for approval and registration
State registration and the launch of operations require an official dossier. All documents for establishing a non-profit organisation in Vietnam must be in Vietnamese or have a notarised translation. The regulator checks legal compliance and whether the founders' declared resources actually exist.
The main documents are:
- an establishment application on the ministry's prescribed form;
- a draft charter agreed and signed by all founders;
- a plan for establishment and operations, with a budget for the coming years;
- founders' documents: passport copies, corporate resolutions and commercial register extracts;
- asset documents: bank deposit confirmations, property valuations and auditors' reports;
- proof of the right to use the proposed headquarters;
- financial commitments from foreign partners, plus documents for establishing a social fund in Vietnam with foreign participation.
A carefully prepared charter and supporting certificates help prevent rejection at the outset. Errors in financial evidence can prolong the review by months. Once the dossier is complete, the responsible authority can proceed with its substantive review and decide whether to issue the establishment licence.
Procedure for establishing a non-profit organisation in Vietnam
The founders must follow the legally prescribed sequence. It runs from initial planning to legal establishment and the start of authorised operations.
First, define the project's main objectives and public benefit. Founders choose its geographical limits early, since these determine the initial capital. They assemble the participants, prepare financial calculations and gather the assets in parallel. This stage ends with a charter setting out detailed rules for management and use of the budget.
Once the concept is ready, founders compile the paperwork. They complete application forms, prepare financial certificates and prove the capital's lawful origin. Documents for a social fund establishment licence in Vietnam or the equivalent Vietnamese charity fund licence must include Vietnamese translations of all foreign extracts, with notarised certification.
The completed dossier goes to the responsible authority. Nationwide applications go to the Ministry of Home Affairs. Local projects apply to the relevant provincial or commune authority, with foreign contributions requiring the provincial route. At intake, officials record the application, check completeness and assign its reference number.
Officials examine the submitted information in depth. They consult other agencies to check the founders' reputation and verify the registered address. Inspectors pay particular attention to the funding sources for the fund's assets. If the regulator has questions, it formally requests further written explanations.
After successful checks, the authority issues the establishment licence. Officials sign this document, which also records recognition of the fund's charter. The founders have then obtained a social fund establishment licence in Vietnam or its charity fund equivalent. The organisation acquires legal personality at this point.
Founders must now fulfil their contribution commitments. Within 45 working days of establishment licence issuance and charter recognition, they must transfer the pledged cash to the fund's bank account or transfer rights to real estate and equipment. Regulators closely monitor whether the pledged assets are actually transferred to the fund. After transferring the assets, management applies for recognition of the fund's readiness to operate; humanitarian programmes begin once the regulator grants that recognition.
Domestic funds and foreign NGOs compared
Foreign project organisers do not always need to complete the full procedure for incorporating a Vietnamese legal entity. The law offers two separate mechanisms.
The forms and registration arrangements differ:
- A domestic social fund or charity fund registers as a resident entity. It needs its own initial assets on its balance sheet, an establishment licence and charter recognition. It may hire staff, own real estate and carry out ongoing activities.
- A foreign NGO in Vietnam uses a separate regime without creating a local entity. It registers its activities for specific projects or establishes a registered representative office.
The choice depends on the operating model. Establishing a non-profit organisation in Vietnam is necessary when a project needs to accumulate assets and act through a local entity. International programmes using overseas grants can instead register the foreign NGO or its representative office.
Statutory restrictions and operating requirements
Vietnam strictly regulates non-profits to prevent the commercialisation of social projects and unlawful use of charitable activity. Supervisory authorities monitor compliance throughout the organisation's operations.
The main restrictions and requirements include:
- Non-profit purpose: income and profits cannot be distributed to founders, Management Council members or employees. All receipts must serve charter purposes, including permissible operating expenses.
- Approved purposes: a charity fund in Vietnam or a Vietnamese social fund may not carry out activities beyond those in its officially recognised charter.
- Lawful assets: founders and donors must document the legitimate origin of every contribution and the absence of financial encumbrances.
- Charter compliance: charter amendments and changes to Management Council membership require recognition. Changes of Director or headquarters address require written notice to the licensing authority.
- Financial prohibitions: funds cannot accept deposits, make loans or contribute investment capital, or act as deposit-taking or lending intermediaries.
- State and financial oversight: before 31 March each year, funds disclose contributions and their use and submit annual organisational, operational and financial reports to the competent authorities. They must undergo an independent audit if supervisory authorities require one.
- Compulsory closure: repeated departures from charter purposes, unresolved serious internal disputes, asset-management breaches or threats to state security can bring suspension. Breaches left unremedied after the prescribed period can then lead to compulsory dissolution and loss of authorisation.
Non-compliance can result in suspension, frozen bank accounts and withdrawal of authorisation, subject to the relevant grounds and procedures.
Time and costs of establishing a non-profit organisation in Vietnam
Establishing a non-profit organisation in Vietnam involves several approval stages; the estimated overall duration is four to six months. Preparing the dossier and initial capital takes about a month. The Ministry of Home Affairs or relevant People's Committee then has up to 45 working days from a complete, valid filing to review it and consult other agencies. Once licensed, founders have another 45 working days to transfer all pledged assets and apply for recognition of readiness to operate. The regulator decides that application within a further 45 working days of receiving a complete, valid dossier.
The establishment budget includes administrative and technical expenses and the initial assets. The official licensing fee is listed as VND 0 in the published procedure. Most administrative and technical expenses cover notarised translations of foreign documents, consular legalisation, independent asset valuations and legal support. The largest financial commitment is the mandatory initial capital, ranging from VND 100 million to VND 10.8 billion according to territory and foreign participation. Cash goes into the fund's bank account; other assets require transfer of the relevant rights.
Conclusion
A humanitarian or social project in Vietnam requires thorough knowledge of legal procedures and a clear grasp of financial commitments. Decree 03/2026 offers transparent conditions for public-benefit work, allowing local and overseas participants to contribute resources and cooperate. With complete documents prepared beforehand, the required initial assets and strict adherence to charter purposes, establishing a non-profit organisation in Vietnam provides a reliable legal foundation for long-term charitable and social initiatives of any scale.
