Vietnam's franchise regulatory framework has undergone significant refinement in recent years, creating both opportunities and compliance obligations for foreign brands entering the market. Understanding Decree 35/2024/ND-CP and its implications is essential for any brand considering Vietnam franchise expansion.
Regulatory Framework: What Changed in 2024
Under Decree 35/2024/ND-CP, foreign franchisors must register their franchise agreements with the Ministry of Industry and Trade (MOIT) before commencing operations. Key requirements include: a minimum 1-year operating history in Vietnam (or 3 years internationally), proven business model documentation, and comprehensive disclosure to potential franchisees.
Vietnam Market Fundamentals
Vietnam's food service market reached USD 30 billion in 2024, growing at 18% annually. The young, urban population (median age 28) shows strong demand for branded food and beverage experiences. Chinese brands like Mixue, GONG CHA, and KOI The have established strong footholds, but market gaps remain in premium tea concepts and health-focused beverages.
- Population: 100 million (60% under 35)
- Urban population: 38%, growing 3% annually
- Annual growth in F&B market: 18%
- Foreign franchise registration: MOIT Decree 35/2024
💡 Key Insight: Vietnam requires all franchise materials to be in Vietnamese. Marketing content, training manuals, and operational SOPs must be professionally translated and certified before submission to authorities.
Compliance Checklist for Foreign Franchisors
Registration requires: certificate of business registration ( Apostilled), franchise agreement draft, operations manual summary, brand trademark registration (Vietnam IP Office), and financial statements for 2 consecutive years. Processing time is typically 45-60 working days.
For Chinese brands, Vietnam represents a high-potential market with relatively lower competition than Thailand. Early entry with proper compliance infrastructure will establish lasting competitive advantage in this rapidly growing economy.