What it pauses
During a properly notified suspension, the enterprise should generally stop:
- Signing and performing new commercial transactions.
- Selling goods or providing services.
- Issuing invoices for new business activity.
- Carrying out the suspended business lines.
- Operating suspended branches, business locations, or representative offices, if they are separately suspended.
A suspension does not mean the business is dissolved or that its Enterprise Registration Certificate disappears. The company remains a legal entity and can resume operations after the notified period or earlier by making the required notification.
What it does not pause
Suspension does not automatically eliminate or freeze:
- Existing debts and loan obligations.
- Previously signed contracts.
- Customer, supplier, landlord, and contractor obligations.
- Tax debts, tax audits, assessments, and penalties.
- Employee entitlements and employment-related obligations.
- Social insurance, health insurance, and unemployment-insurance obligations that have already accrued.
- Disputes, litigation, investigations, or administrative proceedings.
- Sector-specific permits, environmental obligations, or duties to preserve assets.
- Obligations to cooperate with tax, customs, labor, or other authorities.
The enterprise should review each continuing contract. Some parties may agree to defer performance, but the suspension filing itself does not rewrite the contract or excuse non-performance.
Tax and accounting effect
A valid suspension can reduce routine filing and license-fee exposure, but it is not a universal tax holiday. Generally:
- No new VAT, corporate-income-tax, or other periodic filing may be required for a complete tax period in which the company has properly suspended and conducted no relevant activity.
- A return may still be required for the month, quarter, or year in which suspension begins or ends.
- Tax declarations and payments for activity before suspension remain due.
- Tax debts and late-payment interest continue.
- Payroll, withholding, customs, and other activity-based obligations may still arise if the company continues the relevant activity.
- The annual license fee exemption depends on the applicable conditions and timing; do not assume it applies merely because the company stopped trading.
Vietnamese guidance specifically notes that suspension does not erase outstanding taxes and that filing treatment can depend on whether the suspension covers the whole relevant tax period.
Employees and foreign staff
Suspension does not automatically terminate employment contracts. The company must address:
- Whether employees remain employed, are temporarily suspended from work, or are lawfully terminated.
- Salary, allowances, severance, and notice issues.
- Social-insurance reporting and payment.
- Health and unemployment insurance.
- Work permits, exemption status, visas, and temporary residence for foreign employees.
A company should not simply stop paying employees or stop reporting insurance because it filed a business-suspension notice. Those are separate employment and social-insurance issues.
How long, and how much notice
Under Decree 168/2025/ND-CP, an enterprise generally files its suspension notification with the provincial-level business-registration authority at least three working days before the suspension begins, and each notified period is generally no longer than 12 months.
There is an important current-law update: Decree 296/2026, effective July 23, 2026, reportedly limits consecutive business suspension to 24 months in total. Because this amendment is recent, the company should confirm the applicable filing form and transition rules with the current business-registration authority before relying on a longer suspension.
The same advance-notice principle generally applies when:
- Resuming before the notified end date.
- Continuing the suspension after the notified period.
- Suspending or resuming a branch, business location, or representative office.
Practical checklist
Before filing, the company should:
- Set the suspension start and end dates.
- Check whether the company, branches, business locations, or representative office require separate notifications.
- Notify the business-registration authority at least three working days in advance.
- Coordinate the filing with the tax, accounting, payroll, and social-insurance teams.
- Prepare a schedule of outstanding debts, contracts, taxes, employees, and licenses.
- Stop issuing invoices and accepting new business orders unless counsel confirms the activity is permitted.
- Maintain the registered address, statutory records, bank controls, and corporate governance.
- Calendar the resumption or renewal deadline — especially in light of the reported 24-month consecutive-suspension limit.
The key distinction is: suspension stops new operating activity; it does not stop the company's legal, contractual, tax, labor, or creditor obligations. If the business has no realistic restart plan or cannot deal with its liabilities, suspension may only postpone the need to restructure or dissolve.