Adjust information of Investment Registration Certificate in Vietnam

Dossiers of adjustment of Investment Registration Certificates are necessary documents that must be submitted to competent state agencies when foreign capital companies make adjustments to contents on the Investment Registration Certificate.

Legal bases

• Investment Law 2020;
• Decree 31/2021/ND-CP guiding the Law on Investment;
• Circular 03/2021/TT-BKHDT;

Dossier of adjustment of Investment Registration Certificate in Vietnam

The dossier includes:

• A written request for adjustment of the investment project;
• Report on the implementation of investment projects up to the time of adjustment;
• Decision of the investor on the adjustment of the investment project;
• Explain the reasons for adjusting the investment project;
• A copy of the Investment Registration Certificate/ Decision approving the investment policy/ The decision on adjustment of the granted investment policy;
• Documents related to the adjustment of contents include:
  • In case of change of investor: Documents on the legal status of the investor;
  • In case of change of investment capital: Documents proving the financial capacity of the investor include at least one of the following documents: financial statements of the last 02 years of the investor; commitment to financial support of the parent company; commitment to financial support of the financial institution; guarantee on the financial capacity of the investor; other documents proving the financial capacity of the investor;
  • In case of change of location of an investment project: for locations that do not request the State to allocate land, lease land, permit change of land use purposes, copies of documents on land use rights or lease contracts for new offices shall be submitted;
  • An investment project proposal includes the following principal contents: investor or investor selection form, investment objectives, investment scale, investment capital and capital mobilization plan, location, duration, implementation progress, information on the current status of land use at the project site and land use demand proposal (if any), labor demand, proposal for investment incentives, impacts, socio-economic efficiency of the project, preliminary environmental impact assessment (if any) in accordance with the law on environmental protection;
  • BCC contract for investment projects in the form of BCC contract;
  • Other documents related to the investment project, requirements on conditions and capacity of the investor as prescribed by law (if any).

Number of adjusted dossiers

• For cases not subject to approval for adjustment of investment policies: The investor submits 01 dossier to the competent investment registration agency.
• In case of adjustment of an investment project under the competence to approve investment policies of the Prime Minister: The investor shall submit 08 dossiers to the Ministry of Planning and Investment
• In case of adjustment of an investment project under the competence to approve investment policies of the People’s Committee of the province: The investor shall submit 04 sets of dossiers to the Investment Registration Agency.
• In case of adjustment of an investment project under the investment policy approval competence of the Management Board of industrial parks, export processing zones, hi-tech parks or economic zones: The investor submits 04 dossiers to the Management Board of industrial parks, export processing zones, hi-tech parks, etc economic zone.

Notes on dossiers of adjustment of Investment Registration Certificate:

• In case the Investment Registration Certificate does not recognize the sufficient investment capital contribution, when submitting the dossier for adjustment of the investment project, it is necessary to enclose: The latest audited financial statements at the time of adjustment or Confirmation of the direct investment capital account showing that the investment capital has been fully contributed.
• Investors submit with confirmation of submission of online investment reports on the national information system on foreign investment.
• In case of adjustment of an investment project related to the change of the name of the investment project and the investor’s name in the Investment Registration Certificate, the dossier of adjustment of the investment project includes: A written request for adjustment of the Investment Registration Certificate.

Dossiers of adjustment of Investment Registration Certificates in some specific cases in Vietnam

Dossier of adjustment of investor information

• A written request for adjustment of the investment project;
• Report on the implementation of investment projects up to the time of adjustment;
• Decision of the investor on the adjustment of the investment project;
• A copy of the granted Investment Registration Certificate;
• Documents on the legal status of the investor;

Dossier of adjustment of project location

• A written request for adjustment of the investment project;
• Report on the implementation of investment projects up to the time of adjustment;
• Decision of the investor on the adjustment of the investment project;
• A copy of the granted Investment Registration Certificate;
• Site lease; Notarized land use right certificate / or Land allocation decision, construction decision.

Dossier of adjustment of investment capital

• A written request for adjustment of the investment project;
• Report on the implementation of investment projects up to the time of adjustment;
• Decision of the investor on the adjustment of the investment project;
• A copy of the granted Investment Registration Certificate;
• Documents proving the financial capacity of the investor include at least one of the following documents: financial statements of the last 02 years of the investor; commitment to financial support of the parent company; commitment to financial support of the financial institution; guarantee on the financial capacity of the investor; other documents proving the financial capacity of the investor;

Dossier of adjustment of investment sector

• A written request for adjustment of the investment project;
• Report on the implementation of investment projects up to the time of adjustment;
• Decision of the investor on the adjustment of the investment project;
• A copy of the granted Investment Registration Certificate;

Some questions related to the dossier of adjustment of Investment Registration Certificates in Vietnam

What does a dossier of documents on the investor’s legal status include?

Documents on the legal status of investors are valid copies of personal identification papers or documents certifying the establishment and operation of economic organizations, including: Personal identification number for individuals who are Vietnamese citizens or a valid copy of one of the following documents:  Identity card, citizen identity card, valid passport, other personal identification documents for individuals; A valid copy of one of the following documents: Business Registration Certificate, Certificate of Incorporation, Establishment Decision or other documents with equivalent legal validity for the organization.

What does the documents proving the financial capacity of the investor include?

A dossier proving the financial capacity of an investor includes one of the following documents: the latest 02-year financial statement or the investor’s equity audit report, financial support commitment of the parent company, financial support commitment of the financial institution,  guarantee on financial capacity of the investor, documents explaining the financial capacity of the investor. In case the investor is an individual, it is recommended to confirm the bank account balance.

Does the dossier of adjustment of the Investment Registration Certificate need to be enclosed with the audited financial statements of the project implementing organization?

In case the Investment Registration Certificate does not recognize the sufficient investment capital contribution, when submitting the dossier for adjustment of the investment project, it is necessary to enclose: The latest audited financial statements at the time of adjustment or Confirmation of the direct investment capital account showing that the investment capital has been fully contributed.

Customers who are interested in the service of drafting documents to adjust Investment Registration Certificates, please contact Viet An Law Firm directly for detailed advice.