The procedure for obtaining an investment certificate is the first to help your investment project go into normal operation. Only when there is an investment registration certificate in hand, can the new business feel free to put its investment into it. This is a necessary procedure when you want to set up a foreign company in Vietnam. However, the problem that all individuals and businesses encounter is not having a full understanding of the provisions of the law so it cannot be implemented by itself. That’s why you need to go to HNLAW & PARTNERS LAW FIRM
We provide you with the best legal consultancy services, helping you apply for the fastest, most accurate and complete investment certificate. Here are some investors’ information to know:
CASES MUST APPLY FOR INVESTMENT CERTIFICATE
- Investment projects of foreign investors.
- Foreign investors contribute capital to a Vietnamese company and hold 51% or more of the charter capital or have a majority of partners being foreign individuals.
- Foreign investors contribute capital to Vietnamese companies and conduct conditional business lines.
PROCEDURES FOR GRANTING INVESTMENT CERTIFICATES
1. Issuance of investment certificates for investment projects not subject to investment policy decisions.
1.1. Documents You need to provide:
Investors are individuals: Copies of people’s identity cards (for Vietnamese people); Copies of validated consular passport of foreign individuals; Confirm the bank account balance at least equal to the invested capital through the direct investment account.
Investors are legal entities: Business operation licenses, audited financial statements for the last 2 years in the year of applying for licenses; Commitment to financial support from the parent company; Commitment to financial support of financial institutions; storm of financial capacity; Company charter (if any) (carry out consular legalization procedures at the Vietnamese Embassy in the host country or the local embassy in Vietnam).
1.2. The documents to be drafted include:
- Written proposal of investment project (according to Form I.2 of Circular 16/2015 / TT-BKHDT Regulating the form to implement investment procedures and reporting investment activities in Vietnam) Including contents : Name of project, location of project implementation, project objectives (business lines), investment scale (designed capacity, products and services provided, area of land, water surface, ground level use ants, construction architecture scale), propose land use demand (Location of the land plot, structure of current land use status, expected land use demand, explanation of land allocation conditions, land lease, transfer of land use rights, and projected land allocation schedule, overall plan for compensation and clearance;
- Investment capital: Total investment capital to explain specific expenses such as compensation, resettlement support, land and water tax expenses; construction cost; Cost of machinery, equipment, technology, brand; other costs of forming fixed assets; redundancy costs; Method of capital contribution (specify the value in cash, machinery, equipment, value of land use rights, technological know-how), mobilized capital (borrowed from credit institutions or borrowed from the parent company).
- Progress of project implementation: Clearly state the specific timeline for each stage such as: Expected investment schedule, progress of compensation for ground clearance, construction time, operation time, production and business. joint.
- As labor use demand: The number of domestic workers, the number of foreign workers.
- Assessing the socio-economic impacts and efficiency of the project: Creating jobs, paying to the state budget, promoting export turnover.
- Explanation on the use of technology: Technology name, technology exit, technological process diagram, main technical parameters, use of machinery, equipment and technology transmission lines; Explanation of the ability to meet the conditions for receiving and transferring technology on the list of technology restricted transfer.
- Proposal on investment incentives: Preferences on corporate income tax, import and export taxes, incentives for land rent exemption and reduction.
- BCC cooperation contract for investment projects in the form of BCC contract.
The dossier is made in 01 set and submitted to the investment registration agency. After receiving the application, the investment registration agency will review the dossier. If the application is valid after 15 days, the investment registration agency issues an investment certificate to the investor.
2. Issuance of investment certificates for investment projects subject to investment policy decisions of provincial-level People’s Committees. Include:
Projects are allocated or leased land by the state without auction, bidding, or transfer; projects that require land use purposes.
The project uses technology on the list of technology restricted from transfer in accordance with the law on technology transfer.
2.1. Documents You need to provide:
Customers need to provide documents as section 1.1.
2.2. The documents to be drafted include:
The file should be edited as in section 1.2.
Investors complete the application file and submit to the investment registration agency. Within 3 working days after receiving the valid dossier, the investment registration agency shall send an official dispatch requesting the comments of the concerned agencies. After the next 25 days, a report must be submitted to the People’s Committee; If approved by the People’s Committee and relevant agencies, the investment registration agency shall issue investment certificates to investors.
Note: Appraisal report submitted to the Provincial People’s Committee includes: Information about the project (information about investors, objectives, scale, location, project implementation schedule); assessing the satisfaction of investment conditions for foreign investors; assess the project’s suitability with the overall development of the economy and society, land planning, assess the impact and economic efficiency for the province; Evaluation of incentives and conditions for preferential treatment; Assessing the legal basis of land use rights of investors’ investment locations; Evaluation of technology used in the project.
3. Issuing investment certificates for projects under the Prime Minister’s investment policy decisions.
3.1. Documents You need to provide:
Customers need to provide documents as section 1.1.
3.2. The documents to be drafted include: Documents to be drafted as part 1.2.
- Plan for site clearance, migration and resettlement.
- Preliminary assessment of environmental impacts and recommendations for environmental protection solutions.
- Assessing the impact and socio-economic efficiency of the project.
After completing the dossier, the enterprise shall submit the dossier at the Department of Planning and Investment. After receiving a valid dossier, the Department of Planning and Investment sends the application file to the Ministry of Planning and Investment and other relevant ministries for comments. Then make a report to consult the provincial People’s Committee. The Ministry of Planning and Investment shall make a report to submit to the Prime Minister for consideration and issuance of investment certificates to investors.
4. The project belongs to the decision of the National Assembly’s investment policy.
4.1. Profile Customers need to provide:
- Customers need to provide documents as section 1.1.
4.2. Documents to be drafted:
- Customers need to provide documents as section 3.2.
Proposing specific mechanisms and policies.
The completed documents follow the following steps:
Step 1: Submit the application file to the Investment Registration Agency so that the Investment Registration Agency sends a dossier to the Ministry of Planning and Investment to report to the Prime Minister to establish a State Appraisal Council.
Step 2: Prepare report to the Government.
Step 3: Application file for investment policy decision is sent to the appraisal chair of the National Assembly. Include:
- Government report,
- The investment project file has been prepared,
- Appraisal report of the State Appraisal Council on the project for licensing,
- Other relevant documents.
Step 4: The National Assembly will consider and approve the Resolution on investment policy.
Step 1: Complete the dossier in accordance with the Investment Law 2014 and guiding documents.
Step 2: Prepare documents according to regulations for each specific case.
Step 3: Submit application for license at the Investment Registration Agency. The investment registration agency sends dossiers / official letters to relevant specialized agencies and reports to the Provincial People’s Committee after approval of relevant agencies. The investment registration agency issues investment certificates to foreign investors.
Step 4: After the investment certificate is issued, the investor will carry out the application for an enterprise registration certificate at the Domestic Investment Department under the Department of Planning and Investment.
Step 5: Apply for a business license for some conditional occupations.
SERVICE OF THE HNLAW & PARTNERS LAW
- Advice on legal issues related to procedures for granting investment certificates.
- Complete the application file for licensing, guide customers to prepare documents in accordance with the law for each specific investment project.
- Prepare documents, draft explanatory documents for each specialized investment project.
- The authorized representative of the investor submits the application, monitors the progress of applying for the license, and receives the results of handover to the customer.
- Implement procedures to apply for business registration certificate.
- Carry out procedures for applying for a business license.
- Marking, declaring tax, supporting opening bank accounts for businesses.
- Advice on work permits, temporary residence cards for foreign workers.
- Advice on labor regulations, salary and social insurance regimes for employees used in enterprises.
- Currently, in the process of obtaining investment certificates, it is not really clear, making it difficult for investors in the licensing process. Especially, asking for the opinions of the relevant agencies, what is the written request for specific contents, and where do the results come from? Where to get results after sending results? Or, the investment registration agency is responsible for sending official letters to agencies to complete the evaluation and evaluation documents to issue investment certificates to investors. Currently, this reality is still unclear and transparent.
- Information on the issuance of investment certificates, information on foreign-invested enterprises has not been publicized on the national electronic portal. Making a difference between domestic and foreign invested enterprises. How are business name issues placed for foreign-invested cases? What legal documents specify, coincide or not, or are still neglecting this issue.
- Applying for a business license after issuing an investment certificate causes confusion for many investors. If an investor is granted an investment certificate but is not granted a business license, what should investors do? This is a big problem that many investors are interested in. Such a regulation makes investors afraid to invest in conditional business lines in Vietnam.
Customers have any questions please contact us again for specific advice!
HNLAW & PARTNERS are always on the way to your business!