Vietnam Investment Registration Certificate

Amid Vietnam’s rapid economic growth and increasing integration into the global market, more foreign investors, including parent companies, are drawn to this promising nation for lucrative opportunities, leading to a surge in company formations in Vietnam, particularly over the last decade. Notably, Vietnam allows 100% foreign ownership in businesses in a wide range of business sectors, except for several business sectors that are limited from accessing market by percentage of foreign-owned shares. E.g., Foreign investors who will invest in motion picture production shall make a capital contribution which may not exceed 51% of the legal capital.

Foreign individuals and companies seeking to establish a presence in Vietnam must adhere to the country’s regulatory framework, which includes registering their investment project with Vietnamese authorities, such as the Department of Planning and Investment, and obtaining mandatory certificates and licenses, commonly including the investment registration certificate (IRC). These processes are vital to safeguarding investors’ rights and preventing fraudulent activities.

Apart from the essential enterprise registration certificate IRC, foreign investors must obtain a Vietnam Enterprise Registration Certificate (ERC) to establish a foreign direct investment limited liability company in Vietnam, which is necessary for executing their investment projects in Vietnam.

Our team of incorporation experts is here to provide you with a straightforward guide on securing this crucial investment registration certificate (IRC) in Vietnam, covering aspects such as the legal status of the investor, capital contribution, financial support, and more to meet the demanding requirements and objectives of your investment project.

Vietnam investment registration certificate (IRC): What does it entail?

As stipulated by Article 3 of the 2020 Law on Investment, an Investment Registration Certificate (IRC) is an official record, either in paper or digital format, containing vital information regarding an investor’s engagement in an investment project. The issuance of the IRC is the prerogative of the Department of Planning and Investment in Vietnam.

The recent updates to the Law on Enterprise and Law on Investment 2020 have established that foreign individuals or entities seeking to establish a company in Vietnam, under the legal framework, must acquire two distinct certificates. These certificates are known as the Enterprise Registration Certificate (ERC) and the Investment Registration Certificate (IRC). In essence, foreign investors are mandated to possess both legal certificates to facilitate the setup of a company in Vietnam. This requirement guarantees that investors meet the stringent criteria related to objectives, investment scale, capital, financial support, and more, thereby ensuring the legal status and financial capacity of the investor or other competent authorities such as Industrial Zone Authority, Economic Zone Authority depending on location of your established company in Vietnam.

An in-depth look into the requirements and processes when applying for a Vietnam investment registration certificate.

As per the Law on Investment 2020, the legal timeframe for granting the Investment Registration Certificate (IRC) for investment projects is 15 working days. The IRC is issued to projects that meet the following criteria, (those are only applied to investment projects that are not subject to investment policy approval. The projects requiring investment policy approvals must qualify for other requirements specified in the Law on Investment 2020 such as projects that have a large impact on the natural environment or national defense and security):

Investment projects in sectors or industries are not prohibited for investment or business

Possession of a registered address for implementing the investment project
Alignment with government planning at both the national and local levels
Fulfillment of minimum investment per square meter conditions (if applicable)
Adherence to market access conditions for foreign investors

Moreover, IRC applicants may need to provide additional documents relevant to their specific business sector and investment activities. It’s important to note that the approval of the IRC may take longer if the project requires clearance from higher-level government authorities. Understanding the procedures for foreign business registration can facilitate a smoother business setup process.

What foreigners should consider prior to applying for a Vietnam investment registration certificate?

1. Forms of investment which are made available to foreigners in Vietnam.

2. The particular business lines which are open for foreign investor to engage in due to the fact that each industry has different conditions and regulations

3. The trade and goods that are eligible to be produced and traded in Vietnam are due to the fact that each industry has different conditions and regulations.

4. You must strictly comply with the commitments on the time limit for sufficient investment capital contributions. If not, the company can be fined up to VND 50 million.

How are we able to assist you through our incorporation service?

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