In the current globalization trend, many businesses have policies to invest abroad with the purpose of expanding and developing markets and improving the ability to export goods and services. This activity is becoming increasingly popular and integration is always encouraged by the state. To invest, businesses must prepare procedures to apply for a foreign investment license. In the following article, LUAT VA KE TOAN VIET MY will answer in detail!

1. Legal basis

• Investment Law 2020;
• Decree 31/2021/ND-CP guiding the Investment Law;
• Circular 03/2021/TT-BKHDT regulates sample documents and reports related to investment activities in Vietnam, investment from Vietnam to foreign countries and investment promotion.
• Circular 25/2023/TT-BKHDT amending Circular 03/2021/TT-BKHDT regulating document and report templates related to investment activities in Vietnam, investment from Vietnam to foreign countries and promotion Investment promotion issued by the Minister of Planning and Investment.

2. Concept of foreign investment license

Investment registration certificate is understood as a business operating license, issued by a competent Vietnamese state agency to individuals and companies with foreign investment capital in Vietnam that fully meet the requirements. all conditions to conduct investment and business activities in Vietnam.

The Department of Planning and Investment will issue an Investment Registration Certificate, in written or electronic form, which will clearly state the investor’s registration notices.

Pursuant to Article 40 of the Investment Law 2020 in Vietnam, the foreign investment license includes the following important information:

• Investment project name: information about the exact name of the investment project.

• Investor: Full name of the investor or enterprise implementing the investment project.

• Investment Project Code: is a series of codes specific to that Investment Project, helping to identify the project uniquely.

• Location of investment project implementation: The specific location where the investment project will be implemented, along with the land area used.

• Objectives and scale of the investment project: a clear, concise description of the objectives and scale of the investment project.

• Capital source of the investment project: Total capital source of the project, including both investors’ contributed capital and mobilized capital.

• Operational duration of the investment project: the expected time of operation of the investment project.

• Investment project implementation progress: Including capital contribution and capital mobilization progress, as well as progress in implementing the main operational objectives of the investment project. In case the investment project is divided into stages, it is necessary to clearly stipulate the implementation progress of each stage.

• Forms of promotion and investment support: information about any discounts or supports that the investment project benefits from, along with grounds and conditions of application (if any).

• Conditions for investors: Any conditions for investors that they need to comply with or comply with during the implementation of the investment project (if any).

3. Conditions met to be granted a foreign investment license

Pursuant to the provisions of Article 60 of the Investment Law 2020, to be granted an Outward Investment Registration Certificate, the investor must meet the following conditions:

• Overseas investment activities must comply with the principles prescribed in Article 51 of the Investment Law 2020.
• Not belonging to the type of industry or profession banned from investing abroad according to the provisions of Article 53 of the Investment Law 2020 and meeting the conditions for investing abroad for the types of industries and professions subject to investment abroad. specified in Article 54 of the Investment Law 2020.
• That investor must have a commitment to arrange foreign currency themselves or have a commitment to arrange foreign currency to carry out overseas investment activities of a licensed credit institution.
• Have a decision to invest abroad according to the provisions of Article 59 of the Investment Law 2020.
•  There is a document from the tax authority confirming the investor’s fulfillment of tax payment obligations to the State. The time of confirmation by the tax authority is no more than 03 months from the date of submission of the Enterprise’s investment project dossier.

4. How many forms are there for Vietnamese enterprises to invest abroad?

• Establish a company abroad according to the laws of the country receiving investment;
• Establish a branch of a Vietnamese company abroad in accordance with the laws of the country receiving investment;
• Carrying out the implementation of BCC contracts abroad;
• Acquiring part or all of the charter capital of an economic organization abroad to participate in the management, operation and implementation of business investment activities abroad;
• Buy and sell securities and other valuable papers or invest through securities investment funds and other intermediary financial institutions abroad;
• Or other forms of investment according to the laws of the country receiving investment.

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5. Types of overseas investment projects you may want to know

Based on the amount of investment capital, investors’ investments abroad will be classified into 4 groups:

• The project does not need to be approved by the state, with an overseas investment capital of less than 20 billion VND.
• The project does not need to be approved by the state, but has an overseas investment capital of over 20 billion VND. For this type of project, it is necessary to seek advice from the State Bank of Vietnam.
• The project needs policy approval from the Prime Minister:
• In the fields of banking, insurance, securities, journalism, radio, television, and telecommunications with investment capital abroad of 400 billion VND or more;
• Investment projects outside one of the above fields with capital of VND 800 billion or more.
• The project needs policy approval from the National Assembly:
• Projects with foreign investment capital of VND 20,000 billion or more;
• Projects requiring the application of special mechanisms and policies need to be considered and approved by the National Assembly.

6. What does an application for a foreign investment license include?

For overseas investment registration, investors need to prepare the following documents:

• Document confirming outward investment registration;
• For individual investors: copy of ID card, identification card or passport; For institutional investors: copy of Certificate of Enterprise Establishment or other legal document proving legal status;
• Proposing investment projects;
• Document certifying that the investor has fulfilled its tax obligations from the time of submitting the application;
• Commitment to self-balance foreign currency capital sources or a document from a credit institution committing to arrange foreign currency capital sources for investors;
• Documents confirming the investment project location, applicable to projects such as: energy, agriculture, forestry and fisheries, minerals, construction, production and processing, real estate and facilities Infrastructure. Need documents such as: Investment license, land allocation decision, land lease contract, contract agreeing principles on land and investment cooperation from competent authorities of the State or receiving territory private;
• Deciding to invest abroad;
• For investment projects in the fields of banking, securities, insurance, science and technology: written approval from a state agency on conditions for investing abroad according to relevant laws;
• Authorization document for Viet My Law and Accounting (if necessary).

7. Procedures for applying for a foreign investment license in 2024

To be granted an investment license abroad, investors follow the following steps:

Step 1: Investors prepare all required documents;

Step 2: The investor submits the application for overseas investment certificate to the Ministry of Planning and Investment;

Step 3: The Ministry of Planning and Investment appraises the licensing documents:

• Within 03 working days from the date of receiving the investment project documents, the Ministry of Planning and Investment sends the dossier to get appraisal opinions from relevant state agencies.
• Within 15 days from the date of receiving the investment project documents, the agency can collect opinions and evaluate the contents under its management authority.
• For projects requiring the Government to decide on investment policies, within 30 days from the date of receiving the investment project documents, the Ministry of Planning and Investment shall organize the appraisal and prepare an appraisal report to submit to the Prime Minister. Prime Minister.
• For projects requiring the National Assembly to decide on investment policies: The Ministry of Planning and Investment reports to the Prime Minister to establish the State Appraisal Council (within 05 days). The State Appraisal Council organizes the evaluation and prepares an appraisal report (within 90 days) and the Government sends the dossier to decide on investment policy abroad to the appraisal agency of the National Assembly (opening ceremony). opens the 60-day National Assembly session).

Step 4: Issue a foreign investment license or written refusal (clearly stating the reason for refusing the license).

Step 5: Register for foreign exchange transactions to transfer investment money abroad:

After being granted a foreign investment certificate, investors who want to transfer capital and foreign currency abroad need to complete a foreign exchange transaction registration application with the State Bank.

8. What should you keep in mind when applying for a foreign investment registration certificate?

 Applying for a foreign investment license is often quite complicated and takes a lot of paperwork. In order for the procedure to take place quickly, investors need to pay attention to the following issues:

• For wholesale and retail distribution business projects: In the wholesale distribution section, investors can register to operate normally. However, retail activities need to be licensed for distribution by the Department of Industry and Trade.
• After completing the procedures for establishing a foreign-invested business company, the company needs to open an investment capital account and the investor must deposit an amount corresponding to his/her capital contribution.

Procedures for applying for a foreign investment license for foreign individuals and organizations are quite complicated and often take much longer than prescribed by law, not to mention the problems that will arise later. happen. Therefore, LUAT VA KE TOAN VIET MY recommends that you hire professional, reputable units to maximize time and costs. You can refer to our investment certificate application service.