Hong Bang Law Firm is a company with 10 years of experience of consulting in foreign investment areas. We have supported a number of foreign investors in applying for investment project approval to conduct investment activities in Vietnam. 

According to the provisions of the Investment Law 2020, in order to conduct special investment activities in Vietnam, which is under the jurisdiction of the provincial People’s Committee, Prime Minister, National Assembly, investors must conduct procedures for approval. 

Therefore, Hong Bang Law Firm would like to share with you some essential information about the procedures for investment projects approval in Vietnam. 

Legal basis

• Investment Law 2020
• Decree 31/2021/ND-CP guidance on the Law on Investment
• Circular 03/2021/TT-BKHDT stipulating the form of documents and reports related to investment activities in Vietnam, investment from Vietnam to abroad and investment promotion

Requirements

The provincial People’s Committees shall grant approval for investment guidelines of the following investment projects: 

• Investment projects that request the State to allocate or lease out land without auction or bidding for or receipt of land use rights, and investment projects that request permission to repurpose land, except for cases of land allocation, land lease or permission for land repurposing by family households or individuals not subject to the written approval by the provincial People’s Committee as prescribed in the law on land;
• Projects on construction of residential housing (for sale, lease or lease purchase) and urban areas that use at least 50 hectares of land or less than 50 hectares of land but with a population of at least 15,000 people in an urban area; or that use at least 100 hectares of land or less than 100 hectares of land but with a population of at least 10,000 people in a non-urban area; or investment projects regardless of the area of land used or population within a restricted development area or within an historic inner area (determined in accordance with urban area planning projects) of a special urban area;
• Investment projects on construction and operation of golf courses;
• Investment projects of foreign investors and foreign-invested business entities executed on islands or in border or coastal communes; in other areas affecting national defense and security.

The Prime Minister shall grant approval for investment guidelines of the following investment projects: 

• Investment projects regardless of capital sources in any one of the following cases:

• • Investment projects that require relocation of 10,000 people or more in mountainous areas or 20,000 people or more in other areas;
  • Investment projects on construction of: airports and aerodromes; runways of airports and aerodromes; international passenger terminals; cargo terminals of airports and aerodromes with a capacity of at least 1 million tones per year;
  • New investment projects on passenger air transport business;
  • Investment projects on construction of ports and wharves of special seaports; ports and wharves in which investment is at least VND 2,300 billion within the category of Class I seaports;
  • Investment projects on petroleum processing;
  • Investment projects which involve betting and casino services, excluding business in prize-winning electronic games for foreigners;
  • Projects on construction of residential housing (for sale, lease or lease purchase) and urban areas that use at least 50 hectares of land or less than 50 hectares of land but with a population of at least 15,000 people in an urban area; or that use at least 100 hectares of land or less than 100 hectares of land but with a population of at least 10,000 people in a non-urban area; or investment projects regardless of the area of land used or population within the safety perimeter of relics recognized by the competent authority as the national and special national relics;
  • Investment projects on construction and operation of infrastructure in industrial zones and export processing zones.

• Investment projects of foreign investors in the following fields: provision of telecommunications services with network infrastructure; afforestation; publication, press
• Investment projects which at the same time fall within the power of at least two provincial People’s Committees to grant approval for investment guidelines;
• Other investment projects are subject to approval for their investment guidelines or subject to issuance of decisions on investment guidelines by the Prime Minister as prescribed by law.

The National Assembly shall grant approval for investment guidelines of the following investment projects: 

• Investment projects that exert great effects or potentially serious effects on the environment, including:

• • Nuclear power plants;
  • Projects that require repurposing of special-use forests, headwater protection forests or border protection forests of at least 50 hectares; of sand-fixing and windbreak coastal forests or protection forests for wave prevention of at least 500 hectares; or production forests of at least 1,000 hectares;

• Investment projects that require repurposing of land meant for wet rice cultivation with 02 or more crops of at least 500 hectares;
• Investment projects that require relocation of 20,000 people or more in mountainous areas or 50,000 people or more in other areas;
• Investment projects that require application of a special mechanism or policy that needs to be decided by the National Assembly.

Procedures 

• The procedures for investment projects approval under the jurisdiction of the  provincial People’s Committees

Step 1: Investors submit application for approval of investment policy to the Department of Planning and Investment where the project is expected to be implemented. 

Step 2: Within 3 working days from the date on which the sufficient application is received, The Department of Planning and Investment sends the application and request to relevant regulatory agencies (the People’s Committee of the district) where the project is expected to be implemented. 

Step 3:  Within 15 days from receipt of the written request for opinions, the People’s Committee of the district shall send their appraisal opinions on the contents under their management to The Department of Planning and Investment. 

Step 4: Within 25 days from the receipt of the application, The Department of Planning and Investment has to prepare an appraisal report and submit it to the provincial People’s Committee.

Step 5: Within 07 working days from the receipt of the application and the appraisal report, the provincial People’s Committee shall grant the investment guideline approval, and provide a written explanation in the case of refusal.

Within 05 working days from the date of receipt of the decision on investment policy from the People’s Committee of the province, the investment registration authority shall grant the investment registration certificate to the investor.

• The procedures for investment projects approval under the jurisdiction of the Prime Minister

Step 1: Investors submit application for approval of investment policy to the Ministry of Planning and Investment where the project is expected to be implemented. 

Step 2: Within 3 working days from the date on which the sufficient application is received, The Ministry of Planning and Investment sends the application and request to relevant regulatory agencies. 

Step 3:  Within 15 days from receipt of the written request for opinions, the relevant regulatory agencies shall send their appraisal opinions on the contents under their management to The Ministry of Planning and Investment. 

Step 4: Within 40 days from the receipt of the application, The Ministry of Planning and Investment has to prepare an appraisal report and submit it to the Prime Minister.

Step 5: Within 07 working days from the receipt of the application and the appraisal report, The Prime Minister considers and approves the investment. 

Within 05 working days from the date of receipt of the approval on the investment project, the Investment Registration Authority shall issue the Investment Registration Certificate to the investor.

• The procedures for investment projects approval under the jurisdiction of National Assembly

Step 1: Submit application: Investors submit application for approval of investment policy to the Ministry of Planning and Investment where the project is expected to be implemented. 

Step 2: Establish the State Appraisal Council: Within 15 working days from the date on which the sufficient application is received, The Ministry of Planning and Investment make reports to the Prime Minister and request to establish the State Appraisal Council 

Step 3: Propose Appraisal Report to the Government: Within 90 days from the date of its establishment, the State Appraisal Council shall organize an appraisal of the application and prepare an appraisal report then submit it to the Government.

Step 4: The Government submit application to National Assembly’s presiding agency: At least 60 days before the opening of the meeting of the National Assembly, the Government shall prepare an application for investment guideline approval and submit it to the National Assembly’s agency presiding over validation. 

Step 5: The National Assembly considers and approves: The Government and relevant organizations or individuals shall provide sufficient information and documents serving validation; provide explanation for the project contents at the request of the National Assembly’s agency in charge of validation.

Dossiers

The application for requesting investment guideline approval proposed by an investor includes:

1. An application form for execution 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;

1. 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;
2. 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;
3. The business cooperation contract if the investment project is executed under a business cooperation contract;
4. Other documents relating to the investment project, and requirements on the eligibility and capacity of the investor in accordance with law (if any).

The application for investment guideline approval prepared by a competent authority includes: 

1. An application for approval for investment guidelines;
2. Proposal for the investment project including the following main contents: 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, conditions for land expropriation if the project is subject to land expropriation, expected demand for land use (if any); preliminary assessment of environmental impact (if any) in accordance with the law on protection of the environment protection; expected method of investor selection and conditions applicable to the investor (if any); and special regimes and policies (if any).
3. If the law on construction requires formulation of a pre-feasibility study report, the competent authority is entitled to submit the pre-feasibility study report instead of a proposal for the investment project.
4. Other relevant documents.

Services provided by Hong Bang Law Firm 

When foreign investors first come to Vietnam, there will be many difficulties about the legal procedures and business methods. Understanding language barriers and other difficulties of foreign clients, our lawyers and legal assistants at Hong Bang Law Firm can use English and other common languages fluently when advising clients about the policies, legal procedures, regulations  and  investment environment in Vietnam. Moreover, the team of lawyers and consultants of Hong Bang Law are equipped with highly specialized knowledge of policies, legal regulations and investment environment in Vietnam.

Hong Bang Law Firm will accompany customers from the first stage, with consulting support services such as:

• Consulting on organizational structure of companies with 100% foreign capital and foreign elements
• Consulting on legal regulations related to investors’ business lines
• Consulting on legal regulations on capital and location of investment projects
• Legal advice on tax incentive for foreign investment in Vietnam

In addition, Hong Bang Law Firm will prepare all documents and conduct all relevant legal procedures for the Clients:

• Prepare complete dossiers, carry out consular legalization of documents in accordance with the law.
• Prepare registration dossiers and represent customers to submit dossiers to competent state agencies.
• Representing investors to work with competent Vietnamese state agencies in the process of approving investment policies for investors’ projects.
• Comprehensive consultancy on activities arising in the process of doing business and project activities in Vietnam for investors.

If you need more detailed advice and answers as well as how to access this service, please contact directly the Deputy Director of Sales: Lawyer Nhat Nam via hotline: 0912.35.65.75, 0912.35.53.53 or call the toll free legal consultation hotline 1900.6575 or send a service request via email: lienheluathongbang@gmail.com

Wishing you and your family good health, peace and success!

Best regards!