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Optimizing Governance Structures for Foreign-Invested Hospitals in Vietnam

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Establishing a medical facility in a foreign market is not just a financial or clinical challenge—it is a structural one. For international investors, a robust hospital governance Vietnam framework is the backbone that ensures clinical excellence, financial transparency, and strict adherence to the local legal landscape.

In this fourth installment of our series, HealthCare Setup VN delves into how foreign hospitals should structure their leadership and oversight to thrive within Vietnam’s unique regulatory environment, particularly under the new Law on Medical Examination and Treatment (2023).

1. The Dual-Pillar Governance Model

In Vietnam, a successful foreign-owned hospital must balance two distinct but overlapping governance pillars: Corporate Governance (Business) and Clinical Governance (Medical).

Corporate Governance

Following the Law on Enterprises, most foreign hospitals operate as Limited Liability Companies (LLCs). The structure typically includes:

  • The Board of Members/Directors: Responsible for high-level strategy, capital allocation, and long-term ROI.

  • The CEO: Focuses on operational efficiency, marketing, and financial performance.

Clinical Governance

This is the heart of the hospital. It ensures that medical services are safe, effective, and patient-centered.

  • The Medical Council: A mandatory body under Vietnamese law that advises the Director on professional activities, technical protocols, and pharmacy management.

  • Quality Control Committees: Focused on infection control, medical ethics, and patient safety.

2. The Role of the Medical Director: A Legal Mandate

One of the most critical aspects of hospital governance Vietnam is the appointment of the Medical Director (or Professional Lead).

According to Vietnamese regulations:

  • The person in charge of professional technical activities must hold a valid Practicing License (Giấy phép hành nghề) relevant to the hospital’s scope.

  • They must have a minimum of 54 months of clinical experience in that specialty.

  • For foreign investors, while the CEO can be an international business expert, the Medical Director must deeply understand Vietnamese medical regulations and often acts as the primary liaison with the Ministry of Health (MOH).

3. Compliance and Ethical Governance

Transparency is a major concern for international investors. A strong governance structure must include “Check and Balance” mechanisms to prevent common risks:

  • Anti-Corruption Policies: Ensuring that relationships with pharmaceutical suppliers and medical device vendors are transparent and compliant with both Vietnamese law and international standards (like the FCPA).

  • Patient Rights & Data Privacy: With the recent Decree 13/2023/ND-CP on Personal Data Protection, hospital governance must now include a dedicated data protection framework for sensitive patient records.

  • Medical Ethics Committee: Vital for hospitals engaging in clinical research or high-risk surgical procedures.

4. Adapting to the Law on Medical Examination and Treatment 2023

The updated law has introduced new requirements that directly impact hospital governance Vietnam:

  1. Clinical Audit Requirements: Hospitals are now encouraged to perform regular internal audits of clinical outcomes.

  2. Ranking and Accreditation: The governance board must now oversee the mandatory “ranking” process of the hospital, which affects the scope of technical services the facility is allowed to provide.

  3. Human Resource Governance: There are stricter rules on the working hours and continuous medical education (CME) for doctors, requiring a more sophisticated HR oversight within the governance structure.

5. Why Local Expertise in Governance Matters

Many foreign projects fail not because of poor medical care, but because of a “governance gap”—a misunderstanding of how local authorities oversee private healthcare.

HealthCare Setup VN helps investors bridge this gap by:

  • Drafting Charters and Internal Regulations that comply with both the Law on Enterprises and the Law on Medical Examination and Treatment.

  • Assisting in the selection and vetting of the Medical Director and key clinical leads.

  • Setting up Standard Operating Procedures (SOPs) for administrative and professional coordination.

Conclusion

A well-defined hospital governance Vietnam structure is the best insurance policy for your investment. It protects the facility from legal risks, ensures the highest standards of patient care, and creates a clear roadmap for operational success.

Does your hospital structure meet the latest 2024-2026 standards? Let the experts at HealthCare Setup VN review your plan.

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