Procedures for granting foreign investment certificates in Vietnam. Offshore investing has become a popular trend in today’s era of globalization, as companies and investors seek opportunities to expand their markets and optimize profits internationally. In this context, the issuance of foreign investment certificates in Vietnam plays an important role, creating favorable conditions for attracting and protecting investment funds from other countries and regions.
The procedure for issuing offshore investment certificates in Vietnam is not only an important part of creating a competitive business environment, but also proves the government’s commitment to promoting sustainable development, a sustainable and diverse economy There are also things. Investing abroad not only brings opportunities to share technology, management and experience, but also contributes to accelerating the transformation of Vietnam’s development model from dependence on cheap labor to creativity and innovation.
However, the procedure for issuing an offshore investment certificate is not always easy. This process requires an understanding of legal regulations, administrative procedures and technical requirements, and requires close interaction between authorities to ensure transparency and efficiency of the process. To better understand the procedure for issuing an offshore investment certificate in Vietnam, please refer immediately to the following provisions of the Quoc Bao Law:
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Mục lục
- 1 Procedures for granting investment certificates to foreign investors
- 2 Related questions about investing abroad ?
- 3 New regulations regarding the issuance of investment securities
- 4 Steps to apply for investment license in Vietnam
- 5 Investment certificate application documents
- 6 Which projects should be granted an investment certificate ?
- 7 Investment license application, business establishment services – Quoc Bao Law
Procedures for granting investment certificates to foreign investors
The main forms of foreign direct investment are:
Investors who engage in foreign direct investment activities in the following forms are required to complete the procedures for issuing a foreign investment certificate.
- Establishing a company branch in a foreign country .
- Establish a company in a foreign country .
- Signing a BCC contract overseas .
- Acquiring part or all of the charter capital of a foreign economic entity in order to participate in the management and implementation of business investment activities abroad .
Conditions for issuing offshore investment registration certificate
- Offshore investment activities are subject to the laws of the host country and are governed by the Investment Law 2020 .
- Foreign investment activities are not industries and transactions in which investment and business are prohibited according to the host country’s regulations and Vietnam’s laws .
- The investor undertakes to arrange foreign currency himself or herself or is authorized to arrange foreign currency from a licensed credit institution for carrying out foreign investment activities. If the capital amount in foreign currency remitted abroad is equivalent to VND 20 billion or more and is not part of a project with the authority to determine the outward investment policy, the Ministry of Planning and Investment will take the following measures :
- There is a document from the tax authority proving the investor’s tax liability up to the time of filing the investment project documentation .
Procedures for issuing offshore investment certificate in Vietnam
Foreign direct investment procedures
Step 1: Prepare overseas investment documents
Investors must prepare the necessary documents for their overseas business project in order to prepare the procedure for issuing an offshore investment certificate. The main information to prepare is:
- Investment project name/foreign company name;
- Information regarding the location of the project overseas .
- Business fields in foreign countries .
- Information about foreign partners .
- Information regarding funds invested abroad .
Investors contact foreign business registration agencies, foreign lawyers, or Quoc Bao Law to learn about the procedures and documentation for business registration in a foreign country.
Step 2: Apply for an offshore investment certificate
The offshore investment certificate application file includes the following documents:
| STT | file name | request |
| beginning. | Foreign investment registration documents | According to the sample, the original |
| 2. | Documents proving legal status – For individual investors : a copy of your identity card, identification card or passport. – For institutional investors : Copy of business registration certificate. Investment certificate (if any) | customer’s voice |
| 3. | Documents proving the financial ability of the investor : – Check bank account balance – Financial statements of the corporate investor for the past two years.
| customer’s voice |
| Four. | A commitment to a self-balancing foreign currency source or a written commitment from a licensed credit institution to arrange foreign currency arrangements for investors.
| customer’s voice |
| Five. | Documents from the tax authorities certifying that the investor has fulfilled his tax obligations up to the time of submission of the investment project documents. | customer’s voice |
| 6. | Decisions to invest abroad. | original |
| 7 . | In the case of offshore investment projects in the field of banking, securities, insurance, science and technology, investors must receive written approval from the competent state authority on meeting the investment conditions in order to invest abroad in accordance with the provisions of the Credit Law. It must be submitted. Institutions, Securities Law, Science and Technology Law, Insurance Business Law | customer’s voice |
| 8. | Overseas business registration certificate (if available) | customer’s voice |
| 9. | National Security Law Authorization Letter | original |
Document receiving and processing agency : Ministry of Planning and Investment.
Timing of issuance of investment registration certificate :
- The Ministry of Planning and Investment shall, within three working days from the date of receipt of the investment project related documents, send the related documents to the relevant state agencies for evaluation opinions .
- Within 15 days from the date of receipt of investment project documents, the consulted body shall submit evaluation opinions on the contents under its control .
- If the capital amount in foreign currency remitted abroad is equivalent to VND 20 billion or more, the Ministry of Planning and Investment shall obtain a written opinion from the State Bank of Vietnam .
- For projects for which the government needs to determine investment policy, the Ministry of Planning and Investment shall organize the evaluation, prepare an evaluation report, and submit it to the Prime Minister within 30 days after receiving the investment project documents .
- For projects that require investment policy decisions by the National Assembly: The Ministry of Planning and Investment will report to the Prime Minister and establish a National Evaluation Council (within 5 days). The National Evaluation Council will organize the evaluation and prepare the evaluation report (within 90 days), and the government will send the decision document on the foreign investment policy to the body responsible for parliamentary verification (before the declaration is made). (Opening of the 60-day parliamentary session) .
Step 3: Register foreign exchange transactions related to offshore investment activities.
After obtaining an offshore investment certificate or foreign business license, the investor must register foreign exchange trading, investment capital and capital accounts with the investor’s state bank and with a licensed credit institution to carry out investment activities abroad. Open investment must be registered. Progress of overseas remittance of investment funds.
Registration documents for foreign exchange transactions related to offshore investment activities include:
- Application for registration of foreign exchange transactions related to offshore investment activities .
- Copy of offshore investment certificate .
- Copies of foreign languages, written approvals, business licenses or Vietnamese translations of documents evidencing the right to invest in the host country .
- The original written certification from a licensed credit institution regarding the opening of the investor’s investment capital account, specifying the account number and foreign currency .
- An original written certification from a recognized credit institution regarding the amount remitted abroad by the investor before the Offshore Investment Registration Certificate was granted .
- When transferring investment funds overseas in Vietnamese dong, we will explain in writing that the investment funds need to be transferred overseas in Vietnamese dong .
Step 4: Transfer investment funds overseas
After completing the registration of foreign exchange transactions, investors will remit their investment funds overseas according to the progress of the registered projects.
Any changes to the capital transfer schedule must be registered with the competent state bank.
Step 5: Implementation of offshore investment reporting system
After obtaining the Offshore Investment Registration Certificate, the investor registers to be granted an account to access the National Investment Portal in order to carry out the regular reporting regime in accordance with the regulations.
Related questions about investing abroad ?
Can an individual apply for an offshore investment license ?
According to the provisions of Article 68 of Decree 31/2021/ND- CP , individuals have full rights to carry out foreign investment procedures and apply for investment licenses abroad.
Investor A is a Vietnamese individual living abroad to establish a company, does not transfer funds from Vietnam to overseas for business, and needs to apply for an offshore investment certificate.
According to the provisions of Article 3 of the 2020 Investment Law, offshore investment refers to investors transferring investment funds from Vietnam to overseas countries and using the profits obtained from this investment funds to carry out other activities . Therefore, Investor A does not need to undergo procedures for issuing an offshore investment certificate.
Where should I submit my application for an Offshore Investment Certificate ?
Investors submit applications for offshore investments to the Ministry of Planning and Investment.
Which overseas account do you want to transfer your investment funds to ? What institutions should I ask for permission ?
Investors must open an offshore direct investment funds account to transfer their investment funds overseas.
Before transferring capital abroad, the investor (not the credit institution) submits an application to register the capital transfer with the state bank branch of the province / city where the investor’s domicile / head office is located .
What happens if there is a delay in investing overseas?
Investors who have been issued a foreign investment certificate but have not yet made a planned investment overseas must complete the renewal procedure on the national investment information system.
New regulations regarding the issuance of investment securities
What is an investment license ?
An investment license is a document that records an investor’s investment and business activities in a specific territory and for a specific period of time. Therefore, the salient features of the investment license are:
There are two types of investment licenses: investment licenses issued for investment activities in Vietnam, called investment registration certificates, and investment licenses issued for overseas investments, called investment registration certificates.
The Ministry of Planning and Investment is authorized to issue foreign investment registration certificates, and the Ministry of Planning and Investment /BQLKCN is authorized to issue investment registration certificates.
divides the investment license procedure into two cases.
One is when investment registration is required.
The second is a case where investment registration is not required, but even if the investor applies for an investment registration certificate, it will be approved by the investment management agency (applicable to domestic investment projects).
Procedures for issuing offshore investment certificate in Vietnam
Steps to apply for investment license in Vietnam
What is the investment license procedure ?
The investment license process typically follows these steps:
Step 1: Investor establishes investment location and investment project information
Step 2: Submit an application for an investment license to the competent authority
Step 3: Obtain an investment license and carry out the necessary legal formalities
Step 4: Invest and develop investment projects according to the licensed content
Investment certificate application documents
What documents are required for an investment license ?
Application for investment registration certificate includes:
- A written request to implement an investment project .
- Investment project proposal .
- Reporting on the financial capacity of investors .
- Documentation of the legal status of investors .
- Investment decision .
- Documentation regarding the location of the investment project .
Which projects should be granted an investment certificate ?
37 of the 2020 Investment Law , the procedure for issuing an investment registration certificate is as follows:
“ Article 37 When performing procedures for issuance of investment registration certificate.”
The following cases require procedures for issuing an investment registration certificate:
- a) Investment projects of foreign investors.
- b) Investment projects of economic organizations specified in Clause 1 , Article 23 of this Law .
Cases in which the procedure for issuing an investment registration certificate is not required include the following:
- a) Investment projects of domestic investors.
- b) Investment projects of economic organizations specified in Clause 2 , Article 23 of this Law .
- c) Investment through investment, purchase of stocks, purchase of capital invested by economic organizations, etc.
For investment projects prescribed in Article 30, Article 31 and Article 32 of this Law, domestic investors and economic organizations prescribed in Article 23, Paragraph 2 of this Law shall , after the investment policy is approved , shall be implemented.
an investor wishes to issue an investment registration certificate for the investment project specified in Clause 2 a and b of this article , the investor shall carry out the procedures for issuance of an investment registration certificate. This law. ”
23 of the Investment Law 2020 , it stipulates as follows:
“ Article 23 “Investment activities of foreign investment economic organizations”
- If an economic organization invests in the establishment of another economic organization, it must meet the conditions and follow investment procedures established for foreign investors. Make an investment, purchase shares, or purchase an investment portion of another economic organization. If the economic organization falls under any of the following cases, the investment must be made in the form of a BCC contract .
- a) In the case of an economic organization that is a partnership, there are foreign investors who hold more than 50% of the charter capital or the majority of the general partners are foreigners .
- b) Economic organizations specified in point a of this article hold at least 50% of the charter capital ;
- c) Foreign investors and economic organizations specified in point a of this article hold more than 50% of the charter capital .
- Economic organizations other than those specified in points a, b, and c of Clause 1 of this Article shall comply with the investment conditions and procedures prescribed for domestic investors when making investments for establishment of the organization. Investments in the form of capital contributions, purchase of shares, purchase of contributions of other economic entities. Investment in the form of a BCC contract .
- If a foreign-invested economic organization that has already been established in Vietnam wishes to start a new investment project, the implementation procedures for the investment project shall be carried out without establishing a new economic organization .
- The Government shall provide in detail the investment order and procedures for the establishment of economic organizations and the implementation of investment activities by foreign investors and foreign-invested economic organizations. ”
Therefore, procedures for issuing an investment registration certificate are required in the following cases:
– Investment projects of foreign investors.
– Investment projects of economic entities must meet the conditions and comply with the investment procedures established for foreign investors when investing to establish other economic entities. Make an investment, purchase shares, or purchase an investment portion of another economic organization. Investment in the form of a BCC contract in any of the cases specified in Article 23 , Paragraph 1 of this Law .
What is the procedure for granting an investment registration certificate ?
38 of the Investment Law 2020 , the steps to grant an investment registration certificate are as follows:
(1) The investment registration authority shall issue an investment registration certificate to the investment project within the following deadlines, subject to the approval of the investment policy stipulated in Articles 30, 31 and 32 of the Investment Law : shall be taken as a thing.
– 05 business days from the date of receipt of the written approval of the investment policy simultaneously with the approval of the investor for the investment project subject to the issuance of an investment registration certificate.
– For investment projects that do not fall under the cases specified in point a of this article , 15 days from the date of receipt of the investor’s request for an investment registration certificate.
(2) For investment projects that are not subject to investment policy approval as prescribed in Articles 30, 31 and 32 of the Investment Law of 2020, investors who meet the following requirements will receive an investment registration certificate : will be granted. :
– Investment projects outside of industries and industries where business investment is prohibited.
– Having a place to implement investment projects.
– The investment project complies with the plan stipulated in Article 33 , Clause 3 , a of the Investment Law 2020 .
– Meeting the conditions regarding investment rate per land area and number of employees (if any).
– Meeting market access conditions for foreign investors.
(3) The Government shall specify the conditions, documents, orders and procedures for granting investment registration certificates.
Furthermore, the procedure for granting investment registration certificates also complies with Section 1 , Point 2 of Official Gazette 8909/BKHĐT-PC 2020 .
Which authority is authorized to issue investment registration certificates ?
39 of the Investment Law 2020 provides the authority to issue investment registration certificates as follows:
(1) Management committees of industrial parks, export processing zones, high-tech parks and economic zones shall issue, adjust and cancel investment registration certificates for investment projects in industrial parks or export processing zones. However, this excludes the cases stipulated in Paragraph 3 of this article.
(2) The Department of Planning and Investment shall issue, adjust and cancel investment registration certificates for investment projects outside industrial parks, export processing zones, high-tech zones and economic zones, except in the following cases: This article.
(3) An investment registration agency through which an investor implements an investment project, or an investment registration agency that has established or plans to establish a secretariat for the implementation of an investment project, shall issue, coordinate, and issue investment registration certificates for the following investment projects: Make a cancellation.
– Investment projects implemented by two or more provincial-level administrative units.
– Investment projects carried out within and outside industrial parks, export processing zones, high-tech zones, economic zones.
– Investment projects in industrial parks, export processing zones, high-tech zones, economic zones where the management committee of industrial parks, export processing zones, high-tech zones, economic zones has not been established or is not under the control of industrial parks, export processing zones Management of districts, high-tech zones, economic zones management committees.
(4) Except as provided in Articles 34 and 35 of this Law , the agency receiving investment project documents is the agency competent to issue investment registration certificates.
Furthermore, the authority to issue investment registration certificates is also pursuant to Article 34 of Decree 31/2021/ND-CP .
Investment license application, business establishment services – Quoc Bao Law
Quoc Bao Law’s investment license application and business establishment services provide comprehensive and professional solutions for investors and companies looking to enter the Vietnamese market. Combining solid legal knowledge and practical experience, we are committed to supporting you every step of the complex administrative process.
Law Quoc Bao ensures that all processes run smoothly and efficiently, from consulting and document preparation to handling formalities related to authorities. We work with you to define legal requirements, develop detailed plans, and ensure compliance with applicable regulations.
We are not only legal experts, but also a trusted partner to drive your business success. With Quoc Bao Law, facing legal issues is no longer a burden, but an opportunity to focus on growing your business in a sustainable and effective manner .
Begin your journey of discovery regarding investment procedures in Vietnam, where opportunities await and success is not far away !
Do you need advice or support on what you are looking for ? For help setting up a business in Vietnam, investing, applying for temporary residence cards and visas, entry permits and work permits, please contact Vietnam Contact Luật Quốc Bảo .
Please contact hotline /zalo : 0763387788 .
Address : 528 Le Van Sy , District 14 , District 3 , Ho Chi Minh City
Facebook fan page : https://www.facebook.com
