Vietnam's Insane Economic Boom Explained
🇻🇳 Vietnam · Ho Chi Minh City
Secondaries in Vietnam
Vietnam has one of Southeast Asia’s largest startup ecosystems — and one of its clearest cases for a working secondary market.
#3Largest startup ecosystem in Southeast Asia
2 hubsHanoi and Ho Chi Minh City lead the activity
ExitsThe binding constraint — not capital deployment
A growth story with an exit problem
Vietnam has solidified its place as Southeast Asia’s third-largest startup ecosystem, anchored by Hanoi and Ho Chi Minh City and a deep bench of software talent. But like much of the region, its defining challenge isn’t raising money — it’s getting money back out. Shallow IPO markets and a limited pool of strategic acquirers leave early investors holding positions far longer than planned.
That is exactly the gap secondaries fill: selling an existing stake to another investor lets early backers recycle capital without waiting for an IPO or trade sale that may be years away.
How secondaries happen here
Most Vietnamese secondary transactions are private, negotiated deals rather than exchange trades — a shareholder sells to an incoming investor, priced against the last round. Regional secondary funds and continuation vehicles are emerging as a more structured route, and Southeast-Asia cap-table platforms are making these transfers easier to administer.
UPCoM: the stepping-stone market
Vietnam does have one structural venue worth knowing: UPCoM, the Unlisted Public Company Market operated by the Hanoi Stock Exchange. Companies that have gone public but not yet fully listed must register their shares there, creating a tradeable middle ground between private and listed — technology group VNG, one of Vietnam’s best-known tech names, registered on UPCoM in early 2023. For investors, UPCoM offers real price discovery for late-stage names, though liquidity is thin and foreign-ownership limits ("room") apply per company and per sector, so foreign buyers should always check remaining room before committing.
Tax is comparatively simple: individuals selling securities in Vietnam generally pay a flat 0.1% tax on gross sale proceeds — owed whether or not the sale was profitable — while private-company capital transfers by individuals are taxed on the gain instead. Confirm treatment for your structure before transacting.
The deal to watch
Vietnam’s marquee liquidity event in motion is at MoMo, the country’s dominant e-wallet: existing shareholders have been reported exploring a stake sale of up to 50% of the company, with Blackstone, CVC Capital Partners, and MUFG among the bidders at an implied $2–3 billion valuation. However it lands, it is the clearest demonstration yet that global buyers will underwrite Vietnamese growth assets at scale — details and sources on our deal tracker.
Watch · private markets in Asia
Curated from regional investors, platforms, and financial media
Frequently asked questions
What is UPCoM and why does it matter?
UPCoM is the Hanoi Stock Exchange’s market for unlisted public companies — a regulated middle ground where shares trade before a full listing. It gives late-stage Vietnamese names real price discovery, within foreign-ownership limits that vary by company and sector.
How do secondary sales work in Vietnam?
Almost always as private, negotiated transactions: an existing shareholder sells their stake to another investor, with the price anchored to the company’s last funding round. There is no dedicated public exchange for private startup shares.
Why are exits so hard in Vietnam?
Two structural factors: a shallow domestic IPO market and a limited pool of strategic buyers. Together they push early investors toward secondaries and continuation funds as the practical liquidity route.
Is secondary trading of private shares regulated?
Private share transfers are governed by company charters and Vietnamese company law, and often require company or board consent. There is no retail secondary marketplace, so diligence and legal review matter more, not less.
Start with the basics
New to buying and selling existing startup stakes?Secondaries Explained walks through the mechanics, pricing, and pitfalls of secondary transactions in plain language — and it applies across every market on this site, Vietnam included.