Real Situation – When a Japanese Investor Wants to Open a Japanese Language Center in Ho Chi Minh City
A Japanese company operating in the education sector intends to establish a Japanese language center in Ho Chi Minh City, targeting Vietnamese students preparing to study or work in Japan. The company plans to:
Invest with 100% capital from Japan
Rent a location near universities
Invite Japanese teachers to deliver lessons
Use a training program developed by the parent company in Japan
They contacted DEDICA for legal consultation, but during implementation, they faced several unexpected obstacles.
Step-by-Step Procedure to Open a Foreign-Invested Language Center
Establishing a foreign-invested language center is not merely about setting up a business. In practice, many investors encounter difficulties in Vietnam, especially regarding education licensing and compliance with facility and staffing requirements. This article analyzes a specific case and provides suitable solutions for lawful and effective establishment.
Common Obstacles
Confusion Between Investment Registration and Education Licensing
Many investors assume that once they obtain an Enterprise Registration Certificate (ERC), they can immediately start teaching. However, foreign language education is a conditional business line requiring an additional education license from the Department of Education and Training.
Facilities Failing to Meet Educational Standards
Although the company had rented a modern location, the Education Department inspection deemed it non-compliant due to:
Classroom area less than 1.5m² per student
No separate office for administration and academic affairs
No medical room or standard-compliant fire safety system
Foreign Teachers Lacking Work Permits
The company planned to bring 3 Japanese teachers, but no work permits had been obtained. As a result, their education license application was denied. Additionally, the Japanese-only curriculum had not been reviewed.
Cause Analysis
Based on legal regulations, establishing a foreign-invested language center involves various legal frameworks, including:
Investment Law 2020 (capital contribution, company formation)
Enterprise Law 2020 (business registration)
Decree 86/2018/ND-CP and Circular 21/2018/TT-BGDDT (educational establishment and operation conditions)
Labor Code and Decree 152/2020/ND-CP (work permits for foreign employees)
The failure to coordinate licensing processes and lack of specialized legal advice are the main causes of difficulties.
Proposed Solution: Four Synchronised Steps
Apply for the Investment Registration Certificate (IRC)
Clearly state the goal: “to establish a foreign language training center in Vietnam,” 100% foreign ownership, project location and timeline.
Register the Enterprise (ERC)
Choose the appropriate entity type (typically an LLC with 1 or 2+ members), prepare documents and submit to the Department of Planning and Investment.
Prepare Compliant Facilities and Personnel
Secure a long-term lease, layout map, and fire safety plan
Ensure classrooms and function rooms meet standards
Foreign teachers must hold valid qualifications and work permits
Apply for the Education Operation License
Submit program syllabus, teacher profiles, operational regulations, student rules, etc.
DEDICA – Full-Service Legal Support
For the Japanese investor above, DEDICA created a full legal roadmap, including:
Advising on investment and corporate structure
Drafting all IRC, ERC, and education license applications
Reviewing premises and advising on classroom setup
Obtaining work permits for foreign teachers
Representing the client before Education Department and authorities
Within just 75 working days, the Japanese investor’s language center was officially operating legally in Ho Chi Minh City.
Final Note
Opening a foreign-invested language center involves multi-level procedures across investment, education, and labor law. Without a strong legal team, investors are prone to prolonged procedures, file rejections, or legal risks.
If you're planning to open a foreign language center, let DEDICA guide you through and resolve all legal hurdles.
📞 Hotline: (+84) 39 969 0012 (Support via WhatsApp, WeChat, Zalo)
🏢 HQ: 144 Võ Văn Tần St., Võ Thị Sáu Ward, District 3, HCMC
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