ERC first, but the bank wants an IRC for DICA

In plain termsA DICA (direct investment capital account) is the lawful inbound channel for foreign-invested capital. Many banks will not open it on an ERC (Enterprise Registration Certificate) alone. They wait for the IRC (Investment Registration Certificate). That is operational friction, not a rumour.

Start here — three checks

Ask the target bank, in writing, whether IRC is required to open DICA. Do not assume your lawyer’s last deal still holds.
If IRC is required, stop promising founders a capital date based on ERC alone
Align charter-capital 90-day timing with the realistic DICA-open date, not the incorporation date you wished for

Decision map

Signal	Lock now	If skipped
Bank checklist lists IRC as a DICA condition	Put IRC completion on the critical path for any inbound FDI funds.	Shareholders wire money that the bank will not book on DICA.
ERC exists; no IRC number yet	Keep capital offshore or in a documented holding pattern. Do not use a personal account as a workaround.	Informal inflows become FX and investment-compliance problems later.
Charter capital is due before the bank will open DICA	Start the late-contribution recovery options now, in parallel with IRC.	You breach the 90-day company-law clock while still waiting on a bank form.
Bank will open a current account but not DICA	Treat the current account as operating cash only. It is not a substitute inbound-investment channel.	Founders “contribute” through the wrong account and cannot prove lawful capital.
Currency on IRC, ERC, and bank forms already disagree	Fix currency alignment before the first SWIFT, using the currency-mismatch page.	DICA opens, then the first credit is rejected.

Scenario triage

Scenario	Looks safe	Real risk
100% foreign-owned services company	ERC is done; a VND current account is open.	Inbound charter capital still needs DICA. A current account does not legalise FDI inflow.
Founder wires USD to a personal Vietnam account “for now”	Money is in the country and can be lent to the company later.	That path is not a DICA contribution. Reconstruction later is slow and sometimes impossible.
Bank says “IRC in progress is enough”	A verbal relationship manager promise.	Compliance desks often override RM promises at booking time. Get the condition in the bank’s written list.

Common wrong movesWhere people lose time on this exact question.

Using a personal or current account as a temporary DICA.
Telling shareholders the 90-day capital date is safe because the ERC already exists.
Switching banks after the first refusal without first checking whether IRC is the real blocker.

If this fails, do this nextRecovery order — not a generic legal memo.

Get the bank’s DICA condition list on paper. If IRC is mandatory, IRC becomes the capital-critical task.
Pause inbound wires. Do not invent a side channel.
If the 90-day charter clock cannot wait, open the late-contribution recovery door the same week.

Published gapWhat we do not invent on this page.

State Bank FX rules require investment capital to move through the proper account. Exact bank checklists vary by institution and are not a single published national form. Record the bank’s written conditions; do not treat one bank’s practice as law.

12-month ERC-first windowWhy IRC timing is not optional after ERC.DICA currency mismatchWhen the account opens but the currency still blocks the wire.Charter-capital deadlineThe 90-day clock that does not pause for bank friction.

Common questions

Does a Vietnam bank require IRC to open DICA after ERC-first incorporation?

Often yes in practice. The ERC proves the company exists. Many banks still want the IRC before they will open the direct investment capital account. Confirm in writing with the bank you will actually use.

Can I contribute charter capital through a normal current account?

Do not treat that as the FDI channel. Charter capital from a foreign investor is expected through DICA. A current-account credit is a different story and is hard to re-label later.

What if DICA cannot open before the 90-day capital deadline?

That is a dual-clock failure. Push IRC and bank conditions in parallel, and prepare charter-capital amendment or recovery before day 90, not after.