Introduction
Vietnam’s dental care market is experiencing rapid growth, driven by rising middle-class income, increasing health awareness, and a shortage of high-quality dental services. For US investors, Vietnam presents a compelling opportunity to establish or invest in dental clinics. This guide explains the legal framework, investment structures, and licensing requirements for US investors looking to open a dental clinic in Vietnam.
Legal Framework for Foreign Investment in Healthcare
Foreign investment in Vietnamese healthcare — including dental clinics — is governed by multiple legal instruments:
- Law on Investment 2025;
- Law on Enterprises 2020 (as amended in 2025);
- Law on Medical Examination and Treatment 2023;
- Decree No. 96/2023/ND-CP — establishes licensing conditions for medical facilities including dental clinics;
- Vietnam’s WTO commitments and the US-Vietnam Bilateral Trade Agreement (BTA) — which conditionally allow foreign-owned healthcare service providers.
Under Vietnam’s investment law, the establishment of a medical examination and treatment facility (including dental clinics) is classified as a conditional business activity. US investors must satisfy both investment law requirements (investment registration, enterprise establishment) and healthcare regulatory requirements (facility licensing).
Investment Structures Available to US Investors
US investors can enter the Vietnamese dental market through the following structures:
- 100% Foreign-Owned Company: Under Vietnam’s commitments under the WTO and the US-Vietnam BTA, foreign investors including US nationals may establish 100% foreign-owned medical examination and treatment facilities, subject to conditions. This is the most straightforward structure for US investors seeking full control.
- Joint Venture with Vietnamese Partner: US investors may also establish a joint venture company with one or more Vietnamese partners, contributing capital and sharing ownership of the dental clinic.
Both structures require an Investment Registration Certificate (IRC) and an Enterprise Registration Certificate (ERC) before proceeding to facility licensing.
Licensing Requirements for a Dental Clinic (Phòng Khám Răng Hàm Mặt)
Under Article 39 and Article 47 of Decree No. 96/2023/ND-CP, a dental clinic (Phòng khám răng hàm mặt) must satisfy the following conditions to obtain an Operating License:
Physical Facility Requirements (Article 40, Decree 96/2023/ND-CP):
- Fixed premises compliant with structural safety, fire prevention, infection control, environmental protection, and radiation safety standards;
- Adequate electricity and water supply;
- Clearly displayed signage, floor plans, and directional signs to clinical departments.
Specific Dental Clinic Requirements (Article 47, Decree 96/2023/ND-CP):
- Reception area for patients;
- Minimum examination room area: 10 m²;
- At least one dental chair; each dental chair requires a minimum area of 5 m²;
- If dental implant (implant) procedures are performed: a separate dedicated implant room with a minimum area of 10 m²;
- Emergency anaphylaxis kit and adequate emergency medications.
Equipment Requirements:
- Medical equipment appropriate to the registered technical scope and clinical services offered.
Personnel Requirements:
- The person responsible for professional and technical management of the dental clinic must be a licensed doctor with a scope of practice in dentistry (răng hàm mặt) or specialized dental surgery (chuyên khoa răng hàm mặt), per Article 47.2 of Decree 96.
Step-by-Step Process for US Investors
- Market Research and Business Planning: Identify location, target market, and service scope for the dental clinic.
- Investment Registration: Apply for an Investment Registration Certificate (IRC) from the provincial Department of Planning and Investment (or the Management Board of Industrial/Economic Zones if applicable).
- Enterprise Registration: Establish the legal entity (e.g., LLC) and obtain the Enterprise Registration Certificate (ERC).
- Facility Preparation: Lease or purchase premises and fit out the clinic in accordance with Decree 96/2023/ND-CP requirements.
- Personnel Recruitment: Recruit qualified dental professionals holding valid Vietnamese medical practice licenses.
- Operating License Application: Submit dossier to the Department of Health for an Operating License for the dental clinic.
- Additional Regulatory Compliance: Obtain fire safety permits, radiation safety permits (for X-ray equipment), infection control certification, and environmental compliance.
Required Documents for the Operating License
Under Decree 96/2023/ND-CP, the operating license dossier for a foreign-invested dental clinic includes:
- Application form (Form No. 02, Appendix II);
- Certified copy of the Investment Certificate or Enterprise Registration Certificate;
- Certified copies of medical practice licenses of the responsible person and clinical staff;
- Declaration of physical facilities, medical equipment, and personnel (Form No. 08, Appendix II);
- List of practitioners registered at the facility (Form No. 01, Appendix II);
- Proposed technical and clinical scope of services.
Conclusion
US investors can successfully open and operate dental clinics in Vietnam — including as 100% foreign-owned entities — subject to compliance with investment law, healthcare regulations, and facility licensing requirements under Decree 96/2023/ND-CP. The process requires coordinated legal, regulatory, and operational planning.
TTVN Legal’s healthcare investment team provides end-to-end advisory services for US investors entering Vietnam’s dental market, from investment registration to operating license issuance and ongoing compliance.
📞 Contact TTVN Legal – Healthcare Setup Vietnam
📍 101 Nguyen Van Thu, Tan Dinh Ward, Ho Chi Minh City, Vietnam
📱 +84 349661336
📧 tham@ttvnlegal.com.vn
🌐 https://ttvnlegal.com.vn/

