Logistics & Compliance · Seller of Record
Sell in Vietnam without a Vietnamese company.
A Vietnamese entity we control becomes the registered seller on Shopee or TikTok Shop, issues the VAT invoices, and carries the tax and platform obligations that come with that position. Your goods stay your property until a customer buys them. We never take title, and we are never your importer.
15M VND setup, then 15M VND/month + 3% NMV, on top of your operating retainer.
Vietnam-market specialist · Founded 2019 · Shopee Partner · TikTok Shop Partner
Is this you?
Three situations where the entity is the only thing standing in the way.
This is for you if
- You want to sell on Shopee or TikTok Shop, but you have no Vietnamese legal entity and incorporating one for a market test is not proportionate.
- You already have an importer in Vietnam holding your product registration, but nobody who can be the named seller on the marketplace.
- You have been offered a distributor deal where someone buys your stock outright, and you would rather keep title, keep the margin, and keep control of pricing.
Looking for something else?
You already operate a Vietnamese legal entity that can hold the seller account.
Managed Marketplace OperationsYou do not need this service. Put your own entity on the store and buy the operations layer alone.
You have not yet decided whether Vietnam is worth entering at all.
Market ResearchThat is a market-entry decision. Answer it before you pay to build a legal structure for it.
What we deliver
An entity, and the four mechanisms that make it safe to use.
The entity is the easy part. The protections around it are the reason this works.
The registered seller
A Vietnamese nominee entity holds the Shopee or TikTok Shop seller account and the advertising account, issues VAT invoices to buyers, files monthly and annual tax returns, and answers to the platform for compliance.
Your goods stay yours
The nominee sells in its own name but for your account, as a consignment agent. It never takes title. Ownership passes from you straight to the end customer at the moment of sale, and we keep the documentation that evidences it.
Ring-fenced money
A bank account dedicated to your project alone, never commingled with the nominee's own funds or any other client's. A dedicated e-invoice series so your record is separable and independently auditable.
One counterparty
You contract with LMC and only with LMC. We guarantee the nominee's performance and remain liable for it as if it were our own. You never have to chase a thin single purpose company in a country you do not operate in.
What this is not
Two boundaries, stated before you ask.
These are the two things clients most often assume are included. Neither one is, in any engagement, at any price.
We do not file customs declarations, do not hold your product notification, and do not carry import documentation or tariff risk. You appoint an importer, or we introduce one. We coordinate the paperwork between them, the platforms, and you.
LMC does not hold inventory in any engagement. Ad spend runs from a prepaid fund inside your own project account, passed through at the platform's own billing with zero markup. When the fund empties, ads pause. We do not lend.
How we deliver
Screened first, quoted second.
Four conditions decide whether this is possible at all. We check them before we send a price, and we tell you plainly if the answer is no.
Eligibility screen
Brand authorisation in writing, an importer appointed, product registration filed or scheduled, and purchase invoices proving provenance. All four, or we decline. You get the assessment in writing and it costs nothing.
Nominee designation
We name the entity in your Service Order with its legal name, tax code, and project account, chosen against its free store slots, its accounting load, and its tax standing. The entity does not sign; LMC guarantees it.
Financial ring-fencing
Dedicated project bank account opened, dedicated VAT invoice series registered, and the consignment documentation set built before a single order is taken.
Registration and go-live
Seller account registration, business verification, brand authorisation filing, and the advertising account. Folded into the build schedule if you are also buying a store build.
Monthly reconciliation
Every deduction visible: platform fees, payment fees, fulfilment, advertising, our fees, entity upkeep. Statements monthly so you can see your position; remittance quarterly so you are not paying international transfer costs twelve times a year.
Handover on exit
Seller account, advertising account, and buyer data transfer to you or to a party you nominate, on a defined timetable, subject to the platform's eligibility rules.
How it is priced
Three layers, nothing hidden inside another.
This fee is for the entity and its compliance apparatus. It is added to your operating retainer, and it does not replace any part of it.
Seller of Record
One brand, one nominee entity, one project
- Nominee entity as registered seller
- Dedicated project bank account
- Dedicated VAT e-invoice series
- Consignment documentation set
- Monthly tax and invoice compliance
- Monthly reconciliation statement
- Audit rights over the project account
- Handover procedure on exit
What it costs in practice
The number you will actually pay.
- With Managed Marketplace Operations 15M SoR plus 15M operations. Commission 3% plus 4%.
- 30M/mo + 7%
- With Multi-channel Growth Accelerator 15M SoR plus 38M accelerator. Commission 3% plus 3%.
- 53M/mo + 6%
- With Full-Stack Partnership 15M SoR plus 65M partnership. Commission 3% plus 2%.
- 80M/mo + 5%
- The 15,000,000 VND setup fee applies where an existing nominee entity has a free store slot. If your category or timing requires a newly incorporated entity, that is quoted separately before you commit.
- Advertising runs from a prepaid fund inside your project account, seeded with 60 days of the approved budget and topped up when it falls below 30 days. Platform billing is passed through at cost. If the fund empties, advertising pauses.
- Vietnamese taxes arising on revenue recognised through the nominee are your economic burden, and you indemnify us for any assessment relating to your goods. Read the scope page before you sign; this clause is material.
- The term runs with your operating retainer. Entity upkeep and, where applicable, dissolution costs are billed per the schedule annexed to your Service Order.
- All prices in VND, exclusive of VAT.
All prices in VND, exclusive of VAT.
What has to sit underneath it
The entity does not sell anything on its own.
Always bought with an operating retainer
A nominee entity's account health is shared infrastructure. We do not rent out a legal position and let someone else operate the store on it, because one penalty lands on every brand sharing that entity.You are launching one brand on one platform for the first time.
The launch bundle covers research, the store build, and a three-month operating sprint.
You want the store run day to day.
Listings, ads, campaigns, creators, reviews, and buyer chat under one retainer.
You are running several brands or several stores.
Multi-store operations, up to six stores, with 3PL coordination included.
You need the storefront designed and built before launch.
Store architecture, listings, and conversion layout on the nominee's account.
Your stock needs warehousing and fulfilment in Vietnam.
3PL coordination, with warehouse costs passed through at cost.
Frequently asked questions
What clients ask before signing a Seller of Record arrangement.
Why can't LMC's own company just be the seller?
Two reasons. Shopee and TikTok Shop each cap a single legal entity at five seller accounts, so using our operating company would burn finite slots and eventually block us from serving anyone. More importantly, being the named seller carries tax and platform liability for someone else's goods. Ring-fencing that inside a dedicated nominee keeps your operation clean and keeps other brands' problems away from yours.
Who owns the goods?
You do, at every point until a customer buys. The nominee is a consignment agent: it sells in its own name but for your account and never acquires title. Ownership passes from you directly to the end consumer at the moment of sale. Nothing in the arrangement is a sale of your goods to us.
Can we contract directly with the nominee entity?
No, and it is worth understanding why that is in your favour. The nominee is a thin, single purpose vehicle whose only real asset is your project account. A claim against it is worth less than a claim against LMC, an operating company with real assets and revenue. You get LMC as your counterparty, plus a dedicated account, a dedicated invoice series, audit rights, and a step-in right if we fail.
What happens to our store if we stop working with you?
The Service Order annexes a handover procedure covering the seller account, the advertising account, and buyer data, with a defined timetable. Transfer is subject to the receiving party meeting the platform's own eligibility requirements, which is a platform rule rather than ours.
Why do we have to prepay advertising?
Because the advertising account belongs to the nominee, not to you, so our normal model of the client paying the platform directly is not available here. The substitute is a prepaid fund held inside your own ring-fenced project account, reported separately, spent against the platform's own billing at cost, and refunded net of spend when you leave. We do not advance it, and we do not mark it up.
Does this fee replace the operations retainer?
No. It is added to it. The Seller of Record fee pays for a Vietnamese entity to carry your tax, invoicing, and platform obligations. The operating retainer pays for the work that makes the store sell. They are different costs, and we quote them as two lines so you can see both.
We sell branded goods but do not own the brand. Is that a problem?
Yes, and it is usually the end of the conversation. The platforms require brand authorisation to list branded goods and the rights holders enforce it actively. The penalty falls on the entity named as seller, and would spill onto every other brand sharing that entity. Without written authorisation from the brand owner we decline, regardless of budget.
How long do we have to commit for?
The Seller of Record term runs with whichever operating retainer it is attached to. There is no separate lock-in. Because we default to an existing nominee entity, leaving frees a store slot rather than triggering a company dissolution, which is what usually forces long minimum terms in arrangements like this.
Find out in one call whether this is even possible for your brand.
A 30-minute call costs nothing. We walk the four eligibility conditions with you, tell you straight whether we can act, and if we cannot we will say so rather than sell you a research project instead.
Prefer not to book a call yet? Send us your questions and we'll point you to the right next step.
15M setup + 15M/mo + 3%
Book a scoping call