New form of reports on investment activities in Vietnam under Circular 25/2023
On December 31, 2023, the Minister of Planning and Investment issued Circular 25/2023/TT-BKHDT, amending Circular 03/2021/TT-BKHDT, which prescribes the templates for documents and reports related to investment activities in Vietnam, outbound investments from Vietnam. Below, Viet An Law will analyze new form of reports on investment activities in Vietnam under Circular 25/2023/ TT-BKHDT.
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Overview of Circular 25/2023/TT-BKHDT amending the templates for documents and reports on investment activities in Vietnam
Date of Issuance
31/12/2023
Effective Date
15/02/2024
Issuing Authority
The Minister of Planning and Investment
Amended Document
Circular 03/2021/TT-BKHDT prescribes the template of documents, and reports related to investment activities in Vietnam, outbound investments from Vietnam, and investment promotion, issued by The Minister of Planning and Investment.
Main Content
Amending Circular 03/2021/TT-BKHDT, which prescribes the template of documents, and reports related to investment activities in Vietnam, outbound investments from Vietnam, and investment promotion
Amendments to Investment Report Templates by Circular 25/2023/TT-BKHDT
Circular 25/2023/TT-BKHDT amends several templates prescribed in Circular 03/2021/TT-BKHDT as follows:
First, it amends the templates related to investment activities in Vietnam stipulated in Appendix A, Circular 03/2021/TT-BKHDT
Second, it amends the templates related to outbound investment activities from Vietnam as stipulated in Appendix B, Circular 03/2021/TT-BKHDT
Third, it amends the templates related to investment promotion activities as stipulated in Appendix C Circular 03/2021/TT-BKHDT.
Fourth, it guides the declaration of information for individual investors and legal representatives.
Amending the templates related to investment activities in Vietnam
Circular 25/2023/TTBKHDT amended 9 templates related to investment activities in Vietnam for investors, as stipulated in Appendix A, Circular 03/2021/TT-BKHDT, including:
Document requesting investment project implementation according to Point a, Clause 1, Article 33 of the Law on Investment and Clause 1, Article 36 of Decree No. 31/2021/ND-CP.
TemplateI.1.
Investment project proposal
Investment project proposal for projects subject to investment policy approval by competent authorities according to Point b, Clause 2, Article 33 of the Law on Investment 2020.
Document requesting issuance of investment registration certificate according to Clauses 2 and 4, Article 35 of Decree No. 31/2021/ND-CP.
TemplateI.6.
Document to register capital contribution/share purchase/capital contribution purchase by foreign investors
Document to register capital contribution/share purchase/capital contribution purchase by foreign investors according to Clause 2, Article 26 of the Law on Investment 2020.
Template A.I.7.
Document to register the establishment of a foreign investor’s executive office in a business cooperation contract
Document to register the establishment of a foreign investor’s executive office in a business cooperation contract according to Article 49 of the Law on Investment 2020.
TemplateI.8.
Document requesting adjustment of the investment project
In case of division, separation, consolidation, merger, transformation of the economic organization according to Article 51, Decree No.31/2021/NĐ-CP
TemplateI.11.dd.
Document requesting adjustment of the investment project
For other adjustments
Template A.I.11.h.
Investor’s notice of cessation of investment project operations
Investor’s notice of cessation of investment project operations according to Clause 1, Article 47 of the Law on Investment 2020.
Template A.I.13.
Written notice of termination of investment project operations
Written notice of termination of investment project operations according to Points a, b, and c, Clause 1, Article 48 of the Law on Investment 2020.
TemplateI.15.
Notable changes in investment report document templates:
For documents requested to implement and propose investment project: The application is not necessary to accompany documents under the laws on construction, housing, and real estate business for investment projects involving housing construction, urban areas, or real estate business, as previously stipulated in Circular 03/2021/TT-BKHDT.
For documents requesting issuance of Investment Registration Certificate: In case Circular 03/2021/TT-BKHDT required only copies of the Decision on Investment Policy Approval/ Decision on Approval of Auction Results/ Decision on Investor Selection, or Decision on Investor Approval related to the project Circular 25/2023/TT-BKHDT now requires the submission of documents specified in Clauses 2 and 4, Article 35 of Decree No. 31/2021/ND-CP.
For documents registering capital contribution/share purchase/capital contribution purchase by foreign investors: It is now necessary to submit the documents required under Clause 2, Article 66 of Decree No. 31/2021/ND-CP
For the registration documents for the establishment of a foreign investor’s executive office in a business cooperation contract: The submission must include documents specified in Clause 4, Article 49 of the Law on Investment
For documents requesting for adjustment of investment project and other adjustment contents (if any): Investors should declare according to the guided template in Appendix A.I.11.h.
Amendments and supplements to templates for outbound investment activities
Circular 25/2023/TT-BKHDT amends and supplements nine templates related to outbound investment activities applicable to investors as stipulated in Appendix B of Circular 03/2021/TT-BKHDT.
Template B.I.1
Registration of outbound investment (Applicable to all applications for the issuance of an Outbound Investment Registration Certificate)
(Articles 57, 58, and 61 of the Law on Investment and Articles 75, 78 of Decree No. 31/2021/ND-CP)
Template B.I.3
Application for adjustment of outbound investment registration certificate (Applicable to all applications for adjustment of Outbound Investment Registration Certificate)
(Clause 1, Article 63 of the Law on Investment and Articles 77, 79 of Decree No. 31/2021/ND-CP)
Template B.I.5
Report on the status of outbound investment activities (Applicable to all applications for adjustment of outbound investment registration certificate)
(Point c, Clause 3, Article 63 of the Law on Investment)
Template B.I.9
Decision on outbound investment
(Clause 4, Article 60 of the Law on Investment and Article 78 of Decree No. 31/2021/ND-CP)
Template B.I.11
Notice of implementation of outbound investment Activities (Point a Clause 3, Article 73 of the Law on Investment)
Template B.I.12
Notice of extension of time for repatriation of investment profits from overseas to Vietnam
(Clause 2, Article 68 of the Law on Investment)
Template B.I.14
Application for termination of validity of outbound investment registration certificate.
(Clause 2, Article 64 of the Law on Investment and Article 87 of Decree No. 31/2021/ND-CP)
Template B.I.15
Application for reissuance of outbound investment registration certificate
(Article 81 of Decree No. 31/2021/ND-CP)
Template B.I.16
Application for correction of abroad investment registration certificate:
(Article 81 of Decree No. 31/2021/ND-CP)
Amendment and supplementation of templates related to investment promotion activities:
In addition to amending and supplementing templates related to domestic and outbound investment activities, Circular 25/2023/TT-BKHDT also adds two templates related to investment promotion activities, including:
Report on the implementation results of Investment Promotion Programs by Ministries/Provincial People’s Committees:
Report on the implementation of investment promotion programs by Ministries/Provincial People’s Committees according to Clause 1, Article 103 of Decree No. 31/2021/ND-CP
Using Template C.IV.2 of Circular 25/2023/TT-BKHDT.
Report on the implementation of investment cooperation agreements/investment policies:
Report on the implementation of investment cooperation agreements/investment policies according to Point d, Clause 1, Article 100, and Clause 1, Article 103 of Decree No. 31/2021/ND-CP.
Using template C.IV.4 of Circular 25/2023/TT-BKHDT.
Important notes for investors when declaring information for individual investors and legal representatives
According to Clause 1, Article 1 of Circular 25/2023/TT-BKHDT, when declaring information for individual investors and legal representatives in Forms: A.I.1, A.I.5, A.I.6, A.I.7, A.I.8, A.I.9, A.I.10, A.I.11a, A.I.11b, A.I.11c, A.I.11d, A.I.11đ, A.I.11e, A.I.11g, A.I.11h, A.I.13, A.I.14, and A.I.21, investors should note the following:
For individual investors and legal representatives who are Vietnamese nationals or Vietnamese nationals with dual citizenship choosing to use their Vietnamese nationality: only the following information should be provided:
Full name
Personal identification number
Contact address
Phone number
Email
For individual investors and legal representatives who are foreign nationals or Vietnamese nationals with dual citizenship choosing to use their foreign nationality: information should be provided as currently required.
Important notes for investors when drafting documents and reports:
Update Documents and Reports:
When investors draft documents related to domestic investment activities, outbound investment activities, or investment promotion activities, investors should update their information to align with the new templates.
For cases not covered by the new templates amended or supplemented by Circular 25/2023/TT-BKHDT, investors should continue to use the templates provided in Circular 03/2021/TT-BKHDT.
Signing of documents and reports
For investments involving the establishment of an economic organization in Vietnam:
Before the establishment of the economic organization, the investor signs the documents related to investment procedures.
After the establishment of the economic organization, the legal representative of the economic organization signs the documents related to investment procedures.
The foreign investor contributing capital, purchasing shares, or purchasing capital contribution, and the legal representative of the economic organization in which the foreign investor contributes capital, purchases shares, or purchases capital contribution, both sign the documents related to investment procedures.
For investments in the form of business cooperation contracts in Vietnam: The parties involved in the business cooperation contract sign the documents related to investment procedures and related investment activities.
Above is an analysis by Vietnam Law of Circular 25/2023/TT-BKHDT on the amendment of document templates and reports for investment activities in Vietnam. If you have any questions related to investment procedures and documentation, please contact Viet An Law for the best assistance!
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