Procedures for issuance of investment registration certificate for projects not subject to approval of investment guidelines

I.  Subject implementing the procedure

Investors whose investment projects are not subject to investment guideline approval of the National Assembly, the Prime Minister, or the provincial People's Committee as prescribed in Articles 30, 31 and 32 of the Law on Investment 2020 must implement procedures for applying for a Investment Registration Certificate in the following cases:

1.  Investment projects of foreign investors;

2.  Investment projects of economic organizations: Economic organizations must meet the conditions and carry out investment procedures as prescribed for foreign investors when investing in the establishment of economic organizations; investment in capital contribution, purchase of shares or contributed capital of economic organizations; investments under BCC contracts in one of the following cases:

3.  Having foreign investors holding more than 50% of charter capital or having a majority of general partners being foreign individuals, for economic organizations being partnerships;

4.  Having an economic organization prescribed (a) holding more than 50% of charter capital;

5.  There are foreign investors and economic organizations specified in (a) holding more than 50% of charter capital.

II.  Conditions for issuance of investment registration certificate

1.  Not belonging to sectors or trades banned from business investment under the provisions of the Law on Investment 2020 and treaties on investment;

2.  Having the location for implementation of an investment project is determined on the basis of a valid copy of papers on land use rights or a valid copy of the lease agreement on the place or other documents defining the right to use the place for the implementation of the investment project;

3.  Assessment of the conformity of the investment project with national planning, regional planning, provincial planning, urban planning and special economic - administrative unit planning (if any);

4.  Satisfy the conditions on investment rate on a land area prescribed by the Provincial People's Committee based on the actual conditions of the locality and approved by the Standing Committee of the Provincial People's Council (if any); number of employees employed (if any);

5.  Satisfy the conditions of market access for foreign investors.

III.  Records for the procedure

1.  An application form for implementation of the investment project, including a commitment to incur all costs and risks if the project is not approved;

2.  A document concerning the legal status of the investor;

3.  Document(s) proving the financial capacity of the investor including at least one of the following documents: the investor’s financial statements for the last two years; commitment of a parent company to provide financial support; commitment of a financial institution to provide financial support; guarantee for the investor’s financial capacity; other document proving the investor’s financial capacity;

4.  Proposal for the investment project including the following main contents: investor or method of investor selection, investment objectives, investment scale, investment capital and plan for raising capital, location, duration and schedule of the investment project, information about the current use of land in the location of the project and proposed demand for land use (if any), demand for labor, proposal for investment incentives, impact and socio – economic efficiency of the project and preliminary assessment of environmental impact (if any) in accordance with the law on environment protection.

If the law on construction requires formulation of a pre-feasibility study report, the investor is entitled to submit the pre-feasibility study report instead of a proposal for the investment project;

5.  If the project does not require the State to allocate or lease out land or to permit land repurposing, a copy of the document regarding the land use rights or other document identifying the right to use the location for execution of the investment project is required to be submitted;

6.  Contents of the explanation for the technology to be used in the investment project if the project requires appraisal and collection of opinions on the technology in accordance with the Law on Technology Transfer;

7.  The business cooperation contract if the investment project is executed under a business cooperation contract;

8.  Other documents relating to the investment project, and requirements on the eligibility and capacity of the investor in accordance with law (if any).

Note: If the investment project has commenced, the investor shall submit the records as mentioned above in which the investment project proposal is replaced with a report on project implementation from the date of commencement to the date of the application for issuance of the Investment Registration Certificate.

IV.  The legal basis

1.  Law on Investment No. 61/2020/QH14 on 17^th June 2020;

2.  Decree No. 31/2021/ND-CP on 26 March 2021 detailing and guiding the implementation of a number of articles of the Investment Law;

3.  Circular No. 03/2021/TT-BKHDT on 09^th April 2021.