FDI in the International Fast-Food Chain Sector in Vietnam

Foreign direct investment (FDI) into international fast-food chains in Vietnam is becoming a “hot spot” in the services and franchising industry. So how can foreign enterprises seize this investment opportunity, comply with legal requirements and succeed in this food-service market full of potential? In the article below, we will explore in more detail the legal aspects, risks and legal-advisory solutions that DEDICA Law can accompany you on.

Issues, Concepts and Risks when Investing FDI into Fast-Food Chains
Investing FDI into fast-food chains in Vietnam is not only an inevitable trend as international brands continuously expand their markets, but also a complex legal puzzle that requires thorough preparation. Before entering this highly potential field, investors need to fully understand the nature of FDI in the food service sector and the associated legal constraints.

Concept and Market Landscape
Firstly, foreign direct investment (FDI) in the fast-food chain industry means that an international company or brand participates directly in establishing, operating or franchising a store system in Vietnam with equity or full investment capital.
The food & beverage (F&B) market together with fast-food chains in Vietnam is experiencing strong growth. According to assessment, Vietnam’s F&B industry is rising thanks to an expanding middle class, modernization of consumption and the fast-food – convenience trend.
Notably: Vietnam does not limit foreign investors’ equity ownership in the food and beverage service sector – under WTO commitments and the new Investment Law.

Reasons Attracting Investment and Simultaneously the Risks
Reasons attracting:

• The fast-food consumption market is expanding, demand for quick-service meals, takeaway food and franchising is increasingly popular.

• The investment-opening mechanism in the F&B sector is quite flexible. For example: the food service sector belongs to the CPC 642/643 group, not restricted in terms of foreign capital scale.

• Many international franchise opportunities, global brands wanting to enter Vietnam.
  But the risks are also significant:

• Legal and procedural requirements for investment, franchising still demand strict compliance: operating permits, food safety hygiene, fire-prevention.

• Culinary culture and Vietnamese consumer preferences differ – without thorough research, a brand can easily mis-align with the market.

• Cost of premises, rent, manpower and running a chain store in large cities like Ho Chi Minh City can be high – requiring a clear strategy.

• Managing a chain, personnel, international franchise operations needs experience and standardization to ensure efficiency and avoid disputes.

Legal Risks to Note
In terms of investing foreign-owned enterprises into the fast-food sector:

• Although 100% foreign investment is permitted, still must register an Investment Project, apply for Investment Registration Certificate (IRC) and Business Registration Certificate (ERC).

• Fast-food operations separate from production – the food service sector remains a “conditional field” because of food safety, hygiene, fire-prevention requirements.

• International franchise: must comply with the decree on franchising, written clearly in Vietnamese, with clear agreement.

With the above content, you can see that investing FDI into fast-food chains in Vietnam is a great opportunity but if not well-prepared can easily meet risks. In the next section, we will analyze solutions – how DEDICA Law helps enterprises overcome challenges and succeed.

Solutions by DEDICA Law Consulting and Supporting FDI Enterprises in the Fast-Food Chain Industry
To help foreign investors minimise risks and optimise effectiveness when entering the Vietnamese fast-food market, DEDICA Law offers comprehensive legal solutions — from investment advisory, dossier preparation, to operational support and compliance throughout the process.

Guiding the Investment Process with Specific Steps
For foreign enterprises or international brands wishing to enter the Vietnamese fast-food chain market to implement smoothly, DEDICA Law recommends the following process:
Preparing investment procedures and establishing the enterprise

• Determine the model: 100% foreign capital or joint venture with a Vietnamese partner. In the food service sector, foreign enterprises may wholly own.

• Apply for Investment Registration Certificate (IRC): submit investment proposal, plan, location, capital.

• Apply for Business Registration Certificate (ERC) after obtaining IRC.

• Register the correct industry code (food service, fast-food chain), clearly define business field.

Completing specialised permits and ensuring operational compliance

• Issue certificate of food-safety conditions (CFSC) or certificate of establishment meeting food-safety conditions, according to business type.

• Fire-prevention permit, construction or business location usage permit as required.

• In the case of franchising or opening a chain: comply with the franchising law, brand regulations, franchise contract in Vietnamese, register brand protection.

• Comply with environmental regulation, local culinary culture, premises conditions.

Strategy & Brand Architecture Considerations
Investment is not just legal procedures — strategy determines success. DEDICA Law advises enterprises to focus on:

• Cultural fit: research Vietnamese consumer tastes, adapt international brand into an attractive version in Vietnam.

• Chain operation: from recruitment, training, management system to food quality — staff and standardized processes are key.

• Selective franchising: if opening a fast-food chain via franchising model, choose reputable local partner, build contract and brand control strictly.

• Cost optimisation: premises, logistics, manpower in Vietnam can be flexible but need cost-increase risk control.

• Legal compliance and risk governance: always update investment law, enterprise law, food-safety law, avoid penalties, reputation impact.

Comprehensive Legal Services from DEDICA Law
As a professional law firm in Ho Chi Minh City with a team of experienced lawyers, DEDICA Law provides:

• Regular legal advising for enterprises (outsourced legal department), helping FDI enterprises in the fast-food industry operate with confidence.

• Advisory on establishment & registration of investment enterprises in Vietnam, supporting the IRC, ERC process and specialised permits.

• Support for M&A (mergers & acquisitions) of international brands or domestic fast-food chains.

• Advisory on obtaining & adjusting permits (food-safety, franchising, brand protection).

• Participation in litigation & dispute resolution if there are legal risks or franchise contract violations.

Are you planning to invest in a fast-food chain in Vietnam or have legal issues?
Contact DEDICA Law Firm for in-depth legal advisory!
📞 Hotline: (+84) 39 969 0012 (Support via WhatsApp, WeChat, Zalo)
🏢 Head office: 144 Võ Văn Tần Street, Xuân Hòa Ward, Ho Chi Minh City
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