Behind many Vietnamese companies sits a small structure of dependent units: branches that trade, representative offices that may not trade, and business locations where the company operates. A dependent unit that registers for tax receives a 13-digit code made of the parent's 10 digits plus three more. Knowing which kind of unit you are dealing with tells you whether it may invoice you, where its tax is declared and who is ultimately liable — always the parent company.
For foreign-invested companies the question runs both ways. Suppliers and customers often deal with you through a branch or factory in another province, and your own group may have added units over the years that nobody at head office tracks closely. This guide explains how to read the structure from public data, how each type of unit is treated for invoicing and tax, and what goes wrong when units are opened, moved or closed.
Three kinds of dependent unit
| Unit | What it may do | Typical tax position |
|---|---|---|
| Branch | Carry out some or all of the company's business lines, including selling and signing contracts under authorisation | Registers for tax, usually with a 13-digit code; may issue invoices in its own name if registered to do so |
| Representative office | Liaison and representation for the company; may not carry out business to earn revenue | No sales revenue, so no output VAT; still withholds personal income tax for its staff |
| Business location | A place where the company carries out a specific business activity | Depends on how it is registered; some declare tax separately, others through the head office or a branch |
A branch is not a separate legal entity. Contracts it signs bind the company, debts it owes are the company's debts, and its tax obligations are ultimately the company's. The 13-digit code is an administrative convenience for declaring and paying tax where the activity takes place, not a sign of legal independence.
A representative office of a foreign company is a different animal: it is licensed separately, represents a company that has no legal entity in Vietnam, and likewise may not trade. If an overseas group's representative office starts invoicing customers or receiving sales proceeds, it is operating outside what it is licensed for, and the group should restructure rather than let it continue.
Reading the structure from public data
Start from the tax code on the document in front of you:
- If it has 13 digits, the first 10 identify the parent. Look up both: the unit for its own status and managing tax office, and the parent for the legal representative, business lines and overall status.
- If it has 10 digits, you are dealing with the company itself; look for the units registered under it where the lookup shows them.
- Check that the unit's status is consistent with the parent's. A branch recorded as active under a parent that has stopped operating, or the reverse, deserves a question.
- Note the province of each. A factory branch in one province and a head office in another is common, and it affects where tax is declared.
Our sister site ThueSo.com (in Vietnamese) explains how codes are assigned to branches and dependent units in more detail.
Who can invoice you, and whose name should be on the invoice
An invoice carries the seller's name and tax code. When a supplier sells through a branch, three combinations are normal:
- The head office invoices under its 10-digit code, even though the goods came from a branch. Common where invoicing is centralised.
- The branch invoices under its 13-digit code, in the branch's registered name, which includes the parent's name. Common where the branch declares VAT itself.
- Either, depending on the product line, in groups with several factories.
What is not normal: an invoice from a representative office, which has no business revenue to invoice; an invoice from a unit whose code does not match the parent named in the contract; or invoices for the same delivery from both the branch and the head office. Each of these is worth a call before payment.
Your contract should name the company, and where a branch performs it, say so. Payment should go to an account in the company's or the branch's registered name — never to an individual.
How branches and locations file tax
The general principle is that tax is declared where the activity is managed, with rules for allocating tax to the province where production or sales take place when the head office is elsewhere. How a particular branch declares VAT, whether it withholds personal income tax for its own staff and how corporate income tax is allocated between provinces all follow the Law on Tax Administration (Law 38/2019/QH14) and its implementing documents, currently including Decree 252/2026/NĐ-CP and Circular 89/2026/TT-BTC. We do not summarise those rules here; the choice between declaring at the branch or centrally has conditions, and your adviser should confirm the position for each unit.
Deadlines do not change because a unit exists: monthly returns are due by the 20th of the following month and quarterly returns by the last day of the first month of the following quarter under the Law on Tax Administration. What changes is the number of returns and the number of places they must reconcile. A group with a head office and four branches that each declare VAT has five sets of monthly or quarterly returns, five sets of e-invoices and five tax accounts to check.
The 2025 provincial merger and your units
Since 1 July 2025 Vietnam has 34 provinces and centrally run cities, and no district level. The tax administration works in three tiers — the central Tax Department, provincial and city tax offices, and grassroots tax offices. For multi-site companies this has two practical effects.
First, some units that used to be in different provinces are now in the same one. Arrangements that existed because of a provincial boundary — a branch registered specifically to declare tax in a neighbouring province, for example — may no longer be needed, or may be treated differently under the current guidance. Check before assuming the old arrangement still applies, and before closing anything.
Second, managing tax offices and addresses changed for many units. Look up each unit's code and confirm which office manages it now, update addresses in your own records, and make sure correspondence from the tax authority reaches someone. Missed letters are how a dormant branch ends up recorded as not operating at its address.
Opening, moving and closing units without leaving loose ends
Most problems with dependent units come from their life cycle, not their daily operation.
- Opening. Register the unit, register it for tax, decide how it will declare VAT and whether it will issue invoices, and set up its e-invoice and digital signature arrangements before the first sale.
- Moving. A move within the same province is an update; a move to another province may mean a change of managing tax office with its own procedure. Update registrations before the move, not after the first missed letter.
- Closing. Close the unit's tax obligations — final returns, payment of outstanding amounts, invoices settled — and complete termination of the unit's tax code, then close the registration. A branch closed in the business registry but left with an open tax code is a common source of later status problems, for the branch and, in the tax authority's view, for the parent.
The tax code clean-up campaign under Official Dispatch 18/CĐ-CT of 13 July 2026 focuses on taxpayers that have stopped operating without completing closure or that are not at their registered address. Dormant branches with open codes fit that description exactly. If your group has any, 2026 is a good year to close them properly.
Where to check
- Taxpayer information lookup — each unit's status and managing tax office, by 10- or 13-digit code.
- National Business Registration Portal — the parent company's record and its registered units.
- Your company's e-tax account — returns and payments for each unit that declares separately.
- The tax authority's e-invoice portal — invoices issued under each code.
A one-page register of all units — code, type, address, managing tax office, how it declares, who is responsible — kept up to date at head office, prevents most of the problems described above. Review it whenever someone joins or leaves the finance team, because the person who knew why a unit exists is often the only record of it.
Frequently asked questions
Is a Vietnamese branch a separate company?
No. A branch is a dependent unit of the company. Its contracts, debts and tax obligations are ultimately the company's, even if it has its own 13-digit tax code.
Can a representative office issue us an invoice?
A representative office may not carry out business to earn revenue, so it should not be invoicing sales. If it does, ask why, and deal with the company or a branch instead.
Our supplier's branch and head office both sent invoices for one delivery. What now?
Only one invoice should cover a supply. Ask the supplier to cancel or adjust the duplicate under the invoice rules and do not claim input VAT on both.
Does every branch need to file its own tax returns?
Not necessarily. Whether a unit declares separately or through the head office depends on the type of tax, the activity and the conditions in the current rules. Confirm the position unit by unit with your adviser.
Our factory branch and head office are now in the same province after the merger. Do we need to change anything?
Possibly. Check how the current guidance treats units that are now in the same province, confirm the managing tax office for each code, and update addresses in your records before changing any registration.
How do we close a branch properly?
Settle its tax obligations, file final returns, complete termination of its tax code and then close the registration. Closing only in the business registry leaves an open tax code that can later be recorded as non-operating.