Head Office and Business Locations: Conditions, Address Change

Quite a few company establishment dossiers are returned by the Business Registration Office not because of wrong capital or wrong business lines, but because the head office address is “invalid” — placed in a residential apartment, or a lease that cannot prove the lessor is the true owner.

Quick answer: a company head office must be a defined address in the territory of Vietnam, with a valid lease or property documents that are still in effect, signed by the true owner or an authorized person. Many apartment buildings and collective housing intended for residence do not allow a business head office — this must be checked before signing the lease, not after filing the dossier. Changing the head office address is a change registration procedure, with a 10-day deadline from the date of the change. A branch, a representative office and a business location are three different types of registration, and are not interchangeable.

What conditions must a company head office meet?

Under Article 42 of the 2020 Law on Enterprises, the enterprise’s head office is the contact location, located in the territory of Vietnam, with a defined address consisting of the house number, lane, alley, street, road or hamlet, village, commune, ward, township, district, urban district, district-level town, provincial city, province or centrally run city; telephone number, fax number and email (if any).

The law does not require the enterprise to directly carry out production or business at the head office — the head office is first of all a contact place, where state agencies send documents and serve papers. Even so, the business registration authority still cross-checks the validity of the address when receiving the dossier, and the tax authority, fire prevention and fighting authority and market management authority later all work by the registered address — so “registering one for the sake of it and working elsewhere” always carries risk when inspected or when a served document is not received by the enterprise.

Three types of address that are often rejected or require supplementary documents in practice:

• A residential apartment in an apartment building — explained in detail in the section below.
• A house that is in dispute, fully mortgaged without the bank’s consent to lease, or subject to clearance or planning where a revocation decision has been issued.
• Agricultural land, forest land, or national defense and security land that has not been converted to a use suitable for the intended business activity.

Head office in an apartment building: when is it allowed, when not?

This is the most common obstacle for newly established companies, especially in urban areas where apartment-type housing makes up a large share. Under point c, clause 8, Article 3 of Law on Housing No. 27/2023/QH15 (effective 1 August 2024), using an apartment for purposes other than residence is one of the strictly prohibited acts — including using an apartment for a head office or business location when the apartment’s purpose of use is residential.

In practice, handling differs by project type:

• Purely residential apartment buildings without a separate commercial/office area: most do not allow placing an enterprise head office in an apartment, even if the apartment owner agrees to lease it. The management board or the operating management unit has the right to refuse confirmation, and the business registration dossier may be required to be supplemented or rejected when it is found to be a residential apartment.
• Mixed-use buildings with a commercial or office podium (officetel, shophouse, areas with documents clearly stating the purpose of use as business/office): this area may be used as a head office if the lease and property documents reflect the correct commercial/office purpose of use — different from the residential apartment portion of the same building.

Before signing a lease or borrowing an acquaintance’s house address just to “have somewhere to file the dossier”, ask to see the certificate of land use rights, house ownership and other assets attached to land, to determine the purpose of use stated on it, instead of relying only on the word of the landlord or a broker.

What does a head office lease need in order to file the dossier?

Four conditions of the documents proving the head office that are often missing or wrong, causing the dossier to be returned:

1. The lessor is the lawful owner, or a validly authorized person. A contract signed by a person not named on the property documents (for example, a tenant subletting without authorization, or a family member signing on their own without the consent of the other co-owners) carries a risk regarding the validity of the contract.
2. The address in the contract matches exactly the registration information — down to house number, floor and room (if part of a building). An address written in general terms, differing from the house number on the property documents or in the population management system, is usually required to be clarified.
3. The contract is still valid at the time of filing. A contract that has expired, or is about to expire shortly, should be extended before filing, to avoid the situation where, just after obtaining the Enterprise Registration Certificate, the enterprise already has to carry out a head office change because the lease has expired.
4. A certified copy when the receiving authority requires — in some cases the business registration authority or a third party (a bank when opening an account, the tax authority during an inspection) requires a certified copy instead of an ordinary photocopy.

For professionally leased office buildings, the documents are usually more complete — with a standard contract, an appendix confirming the area, and signage — but the enterprise should still check whether the contract clearly states that registering an enterprise head office at that address is permitted, because some buildings limit the number of enterprises that may register at the same address.

Changing the head office: procedure and what to update accordingly

Changing the head office — whether just moving to another floor in the same building, or moving to another district/province — is a procedure to register changes to enterprise registration contents under Article 30 of the 2020 Law on Enterprises, with a deadline of 10 days from the date of the change (10 calendar days, not 10 working days).

Order of implementation:

1. Issue the decision/resolution to change the head office by the authority provided in the company charter.
2. Prepare a lease or property documents at the new address, meeting all the conditions described above — even when the new address is in an apartment building, the conditions for a head office must be re-checked as noted.
3. File the change registration dossier on the National Business Registration Portal (dangkykinhdoanh.gov.vn).
4. After being issued a new Enterprise Registration Certificate with the new address, update the related systems in parallel: e-invoices, digital signature (if the information is tied to the old address), bank account records, social insurance records, customs records (if there are import-export activities).
5. Notify the new address to partners with contracts in effect, usually by a contract appendix recording the change, to avoid disputes over the transaction address and invoicing address.

A commonly seen mistake: the enterprise moves its actual working office to the new address first, regarding it as “temporary”, while the Enterprise Registration Certificate still states the old address. When a document served by the tax authority or a court is sent to the old address on the certificate, the enterprise does not receive it but is still regarded as having been validly served at the registered address. The law relies on the address in the registration records, not on the actual place of work that the enterprise notifies itself through informal channels.

How do a branch, a representative office and a business location differ?

These are three separate types of registration under Article 44 of the 2020 Law on Enterprises and Decree No. 168/2025/NĐ-CP, often lumped together when an enterprise wants to “open another point of sale” without determining clearly which type is needed:

• Branch: a dependent unit of the enterprise, tasked with performing all or part of the enterprise’s functions, including the function of authorized representation. A branch has a head, may keep independent or dependent accounts, and usually has separate tax declaration obligations at its operating address.
• Representative office: a dependent unit that performs the function of authorized representation for the interests of the enterprise — liaison, trade promotion, market research. A representative office may not directly carry out profit-making business activities.
• Business location: the place where the enterprise carries out specific business activities, which may be a point of sale, a workshop or a store — attached to the registered head office or branch, with registration and termination procedures simpler than for branches and representative offices.

From 23 July 2026, under Decree No. 296/2026/NĐ-CP amending Decree No. 168/2025/NĐ-CP, the processing time for some procedures relating to branches, representative offices and business locations — including registering changes to registered operations and terminating operations — is shortened from 3 to 2 working days from the date of a valid dossier. At the same time, Law No. 76/2025/QH15 expands the authority to terminate the operation of branches and representative offices, allowing it to be done by decision of the enterprise itself or by a revocation decision of the competent state agency.

Putting up a sign “Branch of Company…” at an address registered only as a business location — or the reverse — is not merely a matter of form. When the tax authority, fire prevention and fighting authority or market management authority inspects, they cross-check against the type registered on the National Business Registration Portal, not the name on the signage. In addition, sector-specific licenses (food safety, fire prevention and fighting, conditional business) must be obtained separately for each actual place of operation, and one cannot “borrow” a license issued to the head office or another branch.

How Thái Tín helps with head offices and business locations

Thái Tín checks the conditions of the intended address — function, property documents, lease — before you pay a deposit or sign a contract, to avoid the situation where the contract is signed and only then is it discovered that the address is invalid. When you need to change the head office, or open an additional branch, representative office or business location, Thái Tín advises on choosing the right type of registration for the actual operating needs, and coordinates with a partner to prepare the dossier on time.

Looking for an address for your head office or preparing to change it? Send the intended address and its purpose of use (apartment building, private house, office building), and Thái Tín will check the conditions before you sign the lease.

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