Vietnam, with its rich cultural heritage, stunning natural landscapes, and rapidly growing tourism industry, has become an attractive destination not only for travelers but also for foreign investors seeking business opportunities in the travel sector. However, investing in and operating travel services in Vietnam involves navigating a complex legal framework, particularly for non-Vietnamese entities. This article explores the current legal landscape governing foreign investment in the tourism industry, clarifying the conditions, limitations, and procedures applicable to foreign investors wishing to establish or participate in travel businesses in Vietnam.
1. Conditions for Foreign Investors Operating Travel Services in Vietnam
According to Government Decree No. 31/2021/ND-CP dated March 26, 2021—guiding the implementation of the 2020 Law on Investment—travel services are classified as a conditional business line with market access restrictions for foreign investors. Therefore, foreign investors may only establish travel service enterprises in Vietnam through capital contribution or joint ventures with Vietnamese partners, in accordance with Vietnamese law and international treaties to which Vietnam is a signatory, as stipulated under Article 38 of the 2017 Law on Tourism.
In addition, Article 30 of the Tourism Law limits the scope of operations for foreign-invested enterprises to international travel services for inbound foreign tourists, unless otherwise provided by international treaties. This means that foreign investors may not operate outbound or domestic travel services, but may organize tours for foreign tourists visiting Vietnam.
In summary, to participate in the tourism sector in Vietnam, foreign investors must partner with Vietnamese entities to establish a foreign-invested enterprise. This enterprise is permitted to provide international travel services solely for foreign tourists entering Vietnam.
Foreign-invested enterprises licensed to provide international travel services enjoy the same rights and obligations as domestic firms, as outlined in Article 37.2 of the Tourism Law. These include the rights to:
- Design, market, and organize travel services and tours as licensed;
- Notify the licensing authority of any change in the person in charge of travel services within 15 days and submit the new appointee’s dossier;
- Provide accurate information on itineraries, services, and destinations;
- Purchase travel insurance for tourists, or ensure they have equivalent coverage;
- Hire licensed tour guides and take responsibility for their actions during the tour;
- Ensure tourists comply with local laws, promote respectful behavior, and coordinate with authorities when needed;
- Fulfill legal obligations on reporting, accounting, and recordkeeping;
- Implement safety measures and promptly report incidents to authorities;
- Manage tours in line with the agreed itinerary; and
- Assist tourists with immigration, customs, and transit procedures.
2. Legal Conditions for Obtaining an International Tour Operator License
As per Articles 31 and 33 of the Tourism Law, the company established by you and your Vietnamese partner must fulfill the same legal conditions and licensing procedures as domestic enterprises, but may only apply for an international travel services license. To qualify, your company must:
- Be legally established under the Law on Enterprises;
- Maintain a security deposit at a commercial bank in Vietnam; and
- Have a person in charge of travel operations who either holds a college degree (or higher) in tourism or possesses a valid certificate in international tour operations if holding a degree in another field.
3. Deposit Requirement and Procedure
According to Article 14.2 of Decree 168/2017/ND-CP (which details the implementation of the Tourism Law), your company must place a security deposit of VND 250 million in order to be licensed for international travel services.
This deposit must be made in Vietnamese dong at a legally operating commercial bank, cooperative bank, or foreign bank branch in Vietnam. The deposit must be maintained for as long as your company provides international travel services. Interest on the deposit may be earned, subject to agreement with the bank and compliance with Vietnamese law.
To make the deposit, your company will enter into a deposit contract with the selected bank. Based on this contract, the bank will block the deposited amount and issue a certificate of deposit using Form 01 provided in the Appendix to Decree 168/2017/ND-CP.
The contract must include key information such as the names and addresses of both parties, legal representatives, deposit amount and purpose, interest terms, conditions for withdrawal and refund, responsibilities of each party, and any other lawful provisions not contrary to Vietnamese law.
4. Application Procedures for the International Tour Operator License
After completing the deposit, your company must submit an application dossier to the Vietnam National Authority of Tourism (VNAT) to obtain the international tour operator license. The dossier must include:
- A completed application form (as prescribed by the Ministry of Culture, Sports and Tourism);
- A certified copy of your enterprise registration certificate or investment registration certificate;
- A certificate of deposit payment for international travel services;
- Certified copies of educational and professional qualifications of the person in charge of travel services; and
- A certified copy of the appointment decision or labor contract between your company and the designated travel service manager.
According to Article 33 of the Tourism Law, the VNAT will review and appraise the application within 10 working days from the date of receiving a valid and complete dossier. If the application is approved, the license will be issued, and the provincial tourism authority where the company is headquartered will be notified. In case of rejection, a written explanation will be provided.
If you are a foreign investor looking to enter Vietnam’s dynamic tourism sector, navigating the legal procedures can be complex. At TLA Law Firm, we provide comprehensive legal services to support you through every stage—from advising on investment structures, drafting joint venture agreements, to obtaining international tour operator licenses. With our in-depth knowledge of Vietnamese law and practical experience in business setup, we are ready to help you establish and operate your travel enterprise smoothly and in full compliance with local regulations.
Contact TLA today to begin your investment journey with confidence.
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CONTACT LEGAL CONSULTANT:
TLA Law is a leading law firm with a team of highly experienced lawyers specializing in criminal, civil, corporate, marriage and family law, and more. We are committed to providing comprehensive legal support and answering all your legal questions. If you have any further questions, please do not hesitate to contact us.
1. Lawyer Vu Thi Phuong Thanh, Manager of TLA Law LLC, Ha Noi Bar Association
Email: vtpthanh@tlalaw.vn
2. Lawyer Tran My Le, Chairman of the Members’ Council, Ha Noi Bar Association
Email: tmle@tlalaw.vn.
– Nguyen Huong Huyen-