Establish enterprises with 100% foreign capital

When a foreign investor enters Vietnam to invest in a project, they must carry out procedures to apply for an Investment Registration Certificate (IRC). However, before carrying out the procedures to apply for an Investment Registration Certificate, in some cases the investor must register the investment policy under the authority of the Prime Minister or  provincial People’s Committee.

a.1. Provincial People’s Committees shall decide on investment policies for the following projects:

• The project is allocated or leased land by the State without auction, bidding or transfer; projects requiring change of land use purpose;
• Projects that use technologies on the list of technologies restricted from transfer in accordance with the law on technology transfer.

a.2. Dossier of application for approval of investment policy of the provincial People’s Committee includes:

• A written request for the implementation of the investment project;
• For individual investors: Copy of identity card, identity card or passport; For institutional investors: copy of Certificate of Establishment or other equivalent document certifying legal status;
• Investment project proposal, including the following contents: investor implementing the project, investment objectives, investment scale, investment capital and capital mobilization plan, location, duration, and investment schedule investment, labor demand, proposal for investment incentives, assessment of the project’s socio-economic impact and efficiency;
• Copy of one of the following documents: Financial statements of the last 2 years of the investor; Commitment to financial support of the parent company; Commitment to financial support of financial institutions; Guarantee of investors’ financial capacity; Documents explaining the investor’s financial capacity;
• Proposed demand for land use; In case the project does not request the State to allocate or lease land or permit the change of land use purpose, a copy of the location lease agreement or other document certifying that the investor has the right to use the site for implementation. current investment project;
• Explain on the use of technology, including the following contents: technology name, technology origin, technological process diagram; Main technical parameters, usage status of main machinery, equipment and technological lines for projects using technologies on the List of technologies restricted from transfer
• BCC contract for investment projects in the form of BCC contract.

In case projects of foreign investors in the fields of shipping business, business of telecommunications services with network infrastructure, afforestation, publishing, press, establishment of scientific and public organizations, etc. technology, science and technology enterprises with 100% foreign capital. Accordingly, in case a company with 100% foreign capital is established and related to the above issues, it must register the investment policy with the Prime Minister in accordance with the provisions of the Law on Investment 2020.

b.1. Dossier of application for approval of investment policy of the Prime Minister includes:

• The same documents as the registration of investment policy of the Provincial People’s Committee
• Plan on site clearance, migration and resettlement (if any);
• Preliminary assessment of environmental impact, environmental protection solutions;
• Evaluate the socio-economic impact and efficiency of the investment project.

c.1. Projects under the decision-making authority of the National Assembly:

• Nuclear power plants;
• Investment projects requiring change of land use purpose of special-use forests, watershed protection forests or border protection forests of 50 hectares or more; protective forests against wind, flying sand and protection forests against waves and sea encroachment of 500 ha or more; production forests of 1,000 ha or more;
• Investment projects that require migration and resettlement of 20,000 people or more in mountainous areas, and 50,000 or more people in other areas;
• Investment projects that require migration and resettlement of 20,000 people or more in mountainous areas, and 50,000 or more people in other areas.

c.2. Dossier of application for approval of investment policy of the National Assembly includes:

• Plan on site clearance, migration and resettlement (if any);
• Preliminary assessment of the impact on the environment and solutions to protect the environment;
• Evaluate the economic, social and effective impacts of the project;
• Proposing specific mechanisms and policies (if any).

Attached with the issued Investment Certificate, the investor shall register for the establishment of an enterprise according to the instructions at the establishment of the company