Vietnam Construction Entry: Company Capacity and Individual Qualifications

A newly incorporated foreign-invested construction company should not build its Vietnam launch plan around obtaining a Class III organisational capacity certificate. Under the Construction Law No. 135/2025/QH15 and Decree No. 212/2026/ND-CP, the regime applicable from 1 July 2026 replaces organisational capacity certification with self-disclosure. Individual qualifications and the permit regime for foreign contractors remain separate questions.1 2

For a renovation business, the useful starting point is the first contract: who will sign it, what work is included, and who will take technical responsibility? Those answers matter more than the general label “construction company”.

Company establishment does not settle technical eligibility

Keep the company-establishment file separate from the construction-compliance file. Article 19 of the Investment Law addresses formation by foreign investors and market-access conditions; Article 26 addresses projects requiring an Investment Registration Certificate. Neither substitutes for the construction rules governing responsible individuals and contractors.7

Before filing or extending business activities, separate physical construction from design, design verification, surveying, supervision and architectural services. Describe what the company will undertake itself and what another provider will perform. Avoid assuming that registering construction activities covers every professional service in a design-and-build package.

Royce Consulting’s Vietnam investment-registration guide covers the wider establishment question. Here, the narrower issue is whether the proposed delivery team and contracting arrangement meet construction requirements.

Organisational capacity is now disclosed, not newly certified

Article 88 of the Construction Law makes the project owner responsible for selecting participating organisations and individuals. It requires organisations to disclose capacity information on the Ministry of Construction’s website so that project owners can use it when selecting contractors.1

Article 41 of Decree 212 specifies disclosure at the national construction information platform. The information includes the organisation’s name, headquarters address, legal representative, enterprise code or establishment decision, capacity information collected through the system, and the class and field of any capacity certificate previously issued. The legal representative bears responsibility for accuracy and truthfulness; changes must be logged.2

The reference to a previously issued certificate, if any, does not create a requirement for a new entrant to obtain one. Nor should self-disclosure be presented as government endorsement of the company’s ability to deliver a particular project.2

Prepare evidence before completing the profile. Distinguish the new Vietnamese company’s completed work from its parent’s projects and employees’ personal experience. Identify whose experience each document demonstrates. For tender questionnaires still asking for an organisational Class III certificate, request clarification of the current legal basis and acceptable evidence rather than making an unsupported certification claim.

Class III still matters for people and their permitted roles

Class III, or hạng III, has not disappeared from construction regulation. Individual practising certificates remain classified, and Decree 212 also uses classes for the competence of project managers and site commanders. These are not interchangeable with an organisational certificate.1 2

For an individual seeking a Class III practising certificate, Article 33 sets a general minimum of two years of relevant experience for a university graduate or three years for a college graduate, alongside appropriate professional education. Field-specific experience conditions also apply. Time served alone is not sufficient.2

For example, Article 36 requires a Class III design applicant to have participated in relevant design or design verification for three works of Grade III or above, or five Grade IV works. Certificate class, building grade and project group describe different things. Match the individual’s field and permitted role to the actual work, using the decree’s annexes rather than the contract price as a shortcut.2 3

The principal certificate fields under Decree 212 are surveying, urban and rural planning, construction design and construction supervision. Architectural practice is addressed separately under architecture legislation. Site commanders and construction investment project managers must meet professional competence and experience conditions, but these roles do not require practising certificates under the decree.2 3

For a construction-only contractor, prioritise the proposed site commander’s education, relevant experience and authorised scope. Do not demand a supervision certificate merely because someone manages a site, or assume that their site-management competence qualifies them to provide a separate supervision service.

Renovation requires a task-level assessment

Article 27 provides an exemption from practising certificates under Decree 212 for design, design verification and supervision of finishing work, including plastering, tiling, painting and door installation. It also covers those activities for work that does not affect the load-bearing structure.2

That is not a blanket exemption for anything marketed as a fit-out. A package involving structural openings, reinforcement or substantial equipment installation needs its own assessment. Split cosmetic work from structural and technical components before deciding which exemption applies.

Record the drawings and technical assessment supporting any non-structural classification. The decree also limits participation by people without certificates to activities appropriate to their training and prevents them from occupying roles that require certificates.2

A personal-certificate exemption does not answer whether the project needs a construction permit or other approvals. The law defines a construction permit separately as an authorisation issued to the project owner for construction, repair, renovation or relocation.1

Foreign ownership is not the foreign-contractor test

Article 3 of the Construction Law defines a foreign contractor by foreign-law establishment, or foreign nationality for an individual, and participation in contracting and managing construction work in Vietnam. A company incorporated under Vietnamese law is not a foreign contractor merely because its shareholders are foreign.1

If the offshore parent signs and performs the construction contract instead, assess that entity under the foreign-contractor regime. Decree 212 requires a foreign contractor to obtain a construction operation permit before operating. Its conditions include an award or selection decision and a Vietnamese joint venture partner or subcontractor, subject to the stated exception where domestic contractors lack capacity for any work in the package.2

The subsidiary’s disclosure does not replace its parent’s permit. Map the contracting parties and work allocation explicitly. The branch-versus-subsidiary guide provides context for the wider entity choice.

Check foreign professionals and transition dates

For foreign professionals already holding an overseas practising authorisation, Article 27 distinguishes practice in Vietnam for less than six months from six months or more. The shorter-term route requires legalised qualifications and authorisations with appropriately certified Vietnamese translations; the longer-term route requires certificate conversion. Assess professional recognition separately from immigration and employment permission.2

Consult the Vietnam work-permit guide for that separate employment issue. Previously issued individual construction certificates can continue within their stated field and scope until expiry, subject to the decree’s transition provisions.2

Do not read the original law without its transitional measures. Resolution 66.18 removes the certificate condition for the lead construction-cost role and specified competence conditions for the lead construction-inspection role. Its transitional period runs to 28 February 2027, subject to replacement provisions. Law No. 24/2026/QH16 has already enacted changes to Article 88, but those changes take effect on 1 March 2027, not during November 2026.4 5 6

Before accepting the first contract

• Identify the signing entity and assess any offshore contractor’s permit position.
• Separate construction, design, supervision and architectural responsibilities.
• Confirm building classification and match each responsible individual to the relevant field and scope.
• Assemble truthful organisational disclosure evidence and assign responsibility for updates.
• Document any renovation exemption and check project approvals separately.
• Verify foreign professionals’ recognition, employment position and certificate validity.

Focused FAQs

Does hiring a certified engineer give the company Class III status?

No. The practising certificate belongs to the individual. Their qualifications may support the delivery team, but the organisation follows the disclosure regime.1 2

Can the company borrow someone’s certificate for a tender?

No. Article 32 prohibits allowing others to rent, borrow or use an individual’s practising certificate. Appoint people who genuinely perform the relevant roles.2

Is removing organisational certification enough to start work?

No. It removes that certification requirement, not the need to assess responsible personnel, the contracting entity and the project’s approvals.1 2

References

• 1 National Assembly: Construction Law No. 135/2025/QH15, Articles 3, 88 and 94
• 2 Government of Vietnam: Decree No. 212/2026/ND-CP, Articles 27, 28, 32, 33, 36, 38, 41 to 44, 55 and 57
• 3 Government of Vietnam: Decree No. 212/2026/ND-CP, professional fields and scope annexes
• 4 Government of Vietnam: Resolution No. 66.18/2026/NQ-CP, Annex I.8, construction qualification reductions
• 5 Government policy portal: Resolution No. 66.18/2026/NQ-CP and its transitional effectiveness
• 6 National Assembly: Law No. 24/2026/QH16, Article 2 and future-effective Construction Law amendments
• 7 National Assembly: Investment Law No. 143/2025/QH15, Articles 19 and 26