INVESTMENT LAW based on the Constitution of the Socialist Republic of Vietnam in 1992 was amended and supplemented by resolution No. 51/2001/QH10 on 25 December 2001 of the National Assembly session, 10 X key;
This law regulates investment activity.
Chapter I GENERAL PROVISIONS article 1. Scope this law regulates investment activity business purposes; rights and obligations of investors; ensure the rights, legitimate interests of investors; encouragement and incentives for investment; State management of investment in Vietnam and the Vietnam investment from abroad.
Article 2. Application object 1. Domestic investors and foreign investors to make investment activity on the territory of Vietnam and Vietnam investment from abroad.
2. organizations and individuals related to investment activities.
Article 3. Explanation of terms In this law, the terms below are interpreted as follows: 1. Investment is the investor capital quit by the kinds of tangible or intangible property to the form of property investment activities conducted under the provisions of this law and the provisions of relevant laws.
2. direct investment is investment form due to investors abandoning investment and participation in the management of investment activity.
3. indirect investment is investment form through the purchase of shares, stocks, bonds, or other papers, securities and investment funds through intermediary financial institutions that investors do not directly involved in the management of the investment activities.
4. institutional investors, individuals perform investment activities under the provisions of the law of Vietnam, including: a) the businesses of economic components established under the enterprise law;
b) cooperatives, the cooperative established under the law on cooperatives;
c) business for foreign investment are established before this Act in force;
d) individual business households;
DD) Organization, foreign individuals; Vietnam people settled abroad; foreigners residing in Vietnam;
e) other organizations under the provisions of the law of Vietnam.
5. foreign investors are foreign individuals, organizations put capital to perform investment activities in Vietnam.
6. Enterprise with foreign investment include enterprises by foreign investors to make investment activities in Vietnam; Vietnam business by foreign investor buying of shares, merger, acquisitions.
7. investment activity is the activity of investors in the investment process including the investment preparation, implementation and management of investment projects.
8. Investment project is a collection of suggestions put medium and long term capital to conduct investment activities on specific areas, within the time period specified.
9. Private capital is the money and the other legal property to make the investment in the form of direct investment or portfolio.
10. Which state capital is developed from the State budget, which by the State credit guarantees, credit capital investment and development of the State and the other State's capital.
11. The owner is held, owned or personally on behalf of the owner or person in direct loans and management, using the capital to perform investment activities.
12. Foreign investment is the foreign investor brought into Vietnam capital with money and the other legal property to conduct investment activities.
13. domestic investment is the domestic investor capital quit with the money and the other legal property to conduct investment activities in Vietnam.
14. foreign investment is the investors put capital in the money and the other from Vietnam legal assets abroad to conduct investment activities.
15. Investment condition is only made with the particular conditions prescribed by law.
16. business cooperation contract (hereinafter referred to as the BCC contract) is the form of investment was signed between investors to do business division of profits, production sharing agreements that do not establish legal entities.
17. Construction contract-business-transfer (hereinafter referred to as the BOT contract) is the form of investment was signed between the competent State agencies and investors to build the business, work infrastructures within a certain time limit; expiry, the investor cannot transfer reimbursement that works for the State of Vietnam.
18. Construction contract-transfer-business (hereinafter referred to as contracts of BTO) is the form of investment was signed between the competent State agencies and investors for the construction of infrastructure works; After construction is complete, the investors transferred that work for the State of Vietnam; The Government set aside for investors in business that works right within a certain time limit to recover capital and profits.
19. Build-transfer (hereinafter referred to as the contract) is the form of investment was signed between the competent State agencies and investors for the construction of infrastructure works; After construction is complete, the investors transferred that work for the State of Vietnam; The Government facilitates the project investors to withdraw capital and profits or payment to the investor according to the contract agreement BT. 20. The industrial park is specialized in producing industrial goods and performed services for industrial production, have defined geographical boundaries, established by government regulation.
21. Export processing zones is specialized in manufacturing industrial zone exported goods, perform services for export production and export activities, has identified geographical boundaries, established by government regulation.
22. High-Tech Zone is designated as a specialized research, development and application of high technology, high technology business incubator, training high technology, manufacturing and sales of high-tech products, have defined geographical boundaries, established by government regulation.
23. the Economic Zone is the area having separate economic space with the business and investment environment is especially advantageous for investors, have defined geographic boundaries, established by government regulation.
Article 4. Investment policy 1. Investors are investing in the fields of craft, which the law does not prohibit; is autonomy and decided the investment activity in accordance with the law of Vietnam.
2. State treated equally before the law with respect to investments in all economic sectors, between domestic investment and foreign investment; encourage and create favorable conditions for investment activities.
3. State recognition and protection of the right to own property, capital, income and the rights, legitimate interests of investors; admit the existence of long-term development and investment activities.
4. State commitment to international treaties related to the investment which the Socialist Republic of Vietnam is a member.
5. the State encourages and has preferential policies for investment in the field, investment incentives.
Article 5. Application of laws on investment, international treaties, laws and usages of international investment 1. The investment activity of investors on the territory of Vietnam must comply with the provisions of this law and the provisions of relevant laws.
2. specific investment activities are specified in the other law shall apply the provisions of that law.
3. where the international treaties to which the Socialist Republic of Vietnam is a member have other regulations with the provisions of this law shall apply in accordance with the international treaties.
4. for foreign investment activities, in the case of Vietnam does not yet have legal provisions, the parties can contract agreement the application of foreign law and international investment if the application of foreign law and international investment practices which are not contrary to the basic principles of the law of Vietnam.
Chapter II GUARANTEE INVESTMENT article 6. Guarantee of capital and assets 1. Capital and assets of the investor not being nationalised, not seized by administrative measures.
2. in case of real necessity for reasons of Defense, security and national interests, the State features the purchase requisition, the assets of the investor, the investor is paid or compensated according to the market price at the time of publication on the purchase, requisition.
The payment or compensation must guarantee the legitimate interests of investors and not discriminate between investors.
3. for foreign investors, the payment or compensation of property prescribed in clause 2 of this be done in the currency freely convertible and was the right move abroad.
4. Protocol on permanent terms, purchase, acquired under the provisions of the law.
Article 7. Intellectual property rights protection of State protection of intellectual rights in investment activities; ensure the legal interests of investors in the technology transfer in Vietnam under the provisions of the law on intellectual property, and the other provisions of the relevant laws.
Article 8. Open markets, trade-related investment to match the provisions of the international treaties to which the Socialist Republic of Vietnam is a member, the State guarantees for foreign investors the following regulations: 1. Open market investment in line with the roadmap had committed;
2. Not required investors must implement the following requirements: a) the priority purchase, used goods, domestic services or to purchase goods or services from the manufacturer or provide certain services in the country;
b) export of goods or service exports reached a certain percentage; limited quantities, values, types of goods and services exports or production, the supply of water;
c) imports of goods with the amount and the value corresponding to the quantity and value of goods for export or to balance foreign exchange from export sources to meet demand;
d) achieved localization rates for manufactured goods;
DD) reach a certain level or certain value in research and development activities in the country;
e) provides goods or services at a specific location in the country or abroad;
g) headquartered in a specific location.
Article 9. Transfer of capital assets abroad 1. After the full implementation of the financial obligations for the State of Vietnam, foreign investors are moving abroad to the account of the following: a) the profits obtained from business activities;
b) these funds to pay for the provision of engineering, services, intellectual property;
c) Amount of principal and interest on foreign loans;
d) capital investment, the investment management;
DD) the funds and other assets owned by investors.
2. Foreigners working in Vietnam for investment projects to be transferred abroad to her legal income after full implementation of the financial obligations for the State of Vietnam.
3. Transfer abroad the above be done in the currency freely convertible according to transaction rates at commercial banks because investors choose.
4. Transfer abroad funds related to investment activities under the provisions of the law on Foreign Exchange Management.
Article 10. Apply the rates, charges and fees in the process of investment in Vietnam, the investor was applied for the prices, charges and fees for goods, services by State control.
Article 11. Investment guarantees in case of changing the laws, policy 1. Case law, the new policy was enacted have the benefits and incentives is higher than benefits, incentives that investors have enjoyed before the investors enjoy the benefits, incentives under new rules from the date of the law, the new policy is in effect.
2. Case law, new policies issued adverse effect to the legal benefits that investors have enjoyed before the provisions of the law, that policy is in effect, the investor is guaranteed to enjoy the incentives as stipulated in the investment certificate or be resolved by a , or some of the following measures: a) continues to enjoy the benefits, incentives;
b) minus losses on taxable income;
c) adjusted the goal of project activities;
d) Be considering compensation in some cases needed.
3. Pursuant to the provisions of the law and in the international treaties to which the Socialist Republic of Vietnam is a member, government regulations specific to the interests of investors by changing laws, policies and adverse effects to the interests of investors.
Article 12. Dispute resolution 1. The dispute related to investment activities in Vietnam are resolved through negotiation, conciliation, arbitration or a court under the provisions of the law.
2. Disputes between investors in the water with each other or with the State Management Agency Vietnam involving investment activity on the territory of Vietnam was resolved through arbitration or the courts of Vietnam.
3. Disputes to which a party is foreign investors or enterprises or foreign investment disputes between foreign investors together to be addressed through one of the following organizations, bodies: a) the courts of Vietnam;
b) Vietnam arbitration;
d) international arbitration;
DD) arbitration by the parties to the dispute agreed to establish.
4. Disputes between foreign investors with Vietnam State Administration concerning investment activity on the territory of Vietnam was resolved through arbitration or the courts of Vietnam, unless otherwise agreed in the contract signed between the representative of the competent State agencies with foreign investors or in international treaties to which the Republic of communes Association member is Vietnam.
Chapter III RIGHTS and OBLIGATIONS of INVESTORS article 13. Investment autonomy, business 1. The choice of investment, investment form, the method of capital mobilization, geographical scale, investment, investment partners and the active duration of the project.
2. the registration of one or more business lines; established businesses under the provisions of the law; decide about investment activity, registered business.
Article 14. The right approach, using investment resources 1. Equality in the access, the use of credit funds, Fund support; use of land and resources under the provisions of the law.
2. The rental or purchase of equipment and machinery in the country and abroad to implement investment projects.
3. Employment in the country; hiring foreign workers do work management, engineering, labor experts according to the needs of production, business, except in the case of international treaties to which the Socialist Republic of Vietnam is a member have other regulations shall apply the provisions of international treaties.
Article 15. The right to export, import, advertisement, marketing, outsourcing and offshoring back regarding investing activities 1. Directly import or authorize the import of machinery, equipment, materials, raw materials and goods for investment activities; directly export or authorize the export and product consumption.
2. Advertising, marketing products, services and promotional contract directly with the Organization are active advertising rights.
3. implementation of activities to outsource, outsource product reviews; latest outsourcing and offshoring in the country, the most recent work abroad under the provisions of the law on trade.
Article 16. The right to buy foreign currency 1. Investors are buying foreign currency at the credit institution is entitled to exchange business transactions to meet for dinner, capital transactions and other transactions in accordance with the law on Foreign Exchange Management.
2. Government guarantee or currency to balance support for some important projects in the fields of infrastructure, energy, transportation, waste management.
Article 17. The right to transfer, adjusted capital or investment project 1. Investors have the right to transfer, adjusted capital or investment project. The transfer case has arisen, the parties must transfer profit tax under the provisions of tax legislation.
2. Government regulations about the conditions of transfer, adjusted for capital investment projects, in the case of conditional rules.
Article 18. The mortgage of land use rights, property associated with land investors have investment projects is the mortgage of land use right and property affixed to the land in credit institutions are allowed to operate in Vietnam to the loan of the project in accordance with the law.
Article 19. The other investor's rights 1. Investment incentives under the provisions of this law and the provisions of relevant laws.
2. Approach, using the public service according to the principle of non-discrimination.
3. Access to legal documents, policies related to investment; the data of the national economy, of each economic sector and socio-economic information related to investment activities; contribute comments on the law, investment-related policies.
4. Complaints, denunciations or sue the Organization, individuals are violations of the law on investment under the provisions of the law.
5. implementation of other rights prescribed by law.
Article 20. Obligations of investors 1. Compliance with the provisions of the law on investment procedures; perform investment activities according to the subscription content, the content specified in the certificate of investment.
Investors must take responsibility for the accuracy and honesty of the subscription content investment, investment project profiles and the legitimacy of the documents.
2. To fulfill financial obligations as stipulated by law.
3. implementation of the provisions of the law on accounting, auditing and statistics.
4. Perform the obligations under the provisions of the law on insurance, labour; respect for the honor, the dignity, guarantee the legitimate rights of workers.
5. Respect, create conditions conducive to the establishment of labor, to join political organizations, social-political organizations.
6. implementation of the provisions of the law on the protection of the environment.
7. Perform other obligations prescribed by law.
Chapter IV article 21 INVESTMENT FORM. The forms of direct investment 1. Economic organization established 100% of capital investments in water or 100% of the foreign investors.
2. economic organization founded joint venture between domestic investors and foreign investors.
3. Invest in the form of the BCC contracts, contracts of BOT, BTO, BT contract contract. 4. Business development investment.
5. Buy shares or capital contribution to join active management of investments.
6. investing in the implementation of the merger and acquisition business.
7. The form of direct investment.
Article 22. Investment in economic organizations 1. Based on the form of investment provisions in article 21 of this law, investors are investing in order to establish the economic organization: a) business organizing and operating under the enterprise law;
b) credit institutions, insurance business, investment funds and other financial institutions in accordance with the law;
c) medical service facilities, education, science, culture, sports, and other service establishments that operate profitable investment;
d) other economic organizations under the provisions of the law.
2. In addition to the economic organization of the provisions in paragraph 1 of this article, domestic investors are investing in order to establish cooperative, cooperative association organized and operated under the law on cooperatives; business households under the provisions of the law.
Article 23. Contractual investment 1. Investors signed contracts of BCC to partnership profit Division, Division of product and other forms of business cooperation.
The object, content collaboration, business term, rights, obligations, responsibility of each party, the cooperative relations between the parties and governing by the parties to the agreement and in the contract.
The BCC contracts in the field of search, exploration, oil and gas extraction, and a number of other resources in the form of production sharing contracts are made according to the provisions of this law and the provisions of relevant laws.
2. Investors signed contracts of BOT, BTO and BT contracts contracts with the competent State agencies to implement new construction projects, expand, modernize and operate the infrastructure projects in the transport sector, the production and sales of electricity, water supply and drainage , waste management and other areas of the Government by the Prime Minister.
Government regulation of investment areas, conditions, sequence, procedure and method of implementation of investment projects; the rights and obligations of the parties to implement the investment project in the form of contracts of BOT, BTO and BT contracts contract. Article 24. Investing investor business development business development investment through the following form: 1. Expand the scale, capacity enhancement, business capacity;
2. Technological innovation, improve product quality, reduce environmental pollution.
Article 25. Raising capital, mergers and acquisitions, buying back 1. Investors capital contribution, purchase shares of the company, a branch in Vietnam.
Ratio of capital contribution, purchase of shares by foreign investors for some fields, lines due to government regulations.
2. The investor is entitled to a merger, acquisition, corporate branch.
The conditions of the merger, the acquisition of companies, branches under the provisions of this law, the law on competition and the provisions of relevant laws.
Article 26. Indirect investment 1. Investors made portfolio in Vietnam according to the following form: a) the Purchase of shares, stocks, bonds and other valuable documents;
b) through securities investment funds;
c) through intermediary financial institutions.
2. Investment through purchase, sale of shares, stocks, bonds and other valuable papers of organizations, individuals and the procedure of implementation of indirect investment activities under the provisions of the law on securities and other provisions of the relevant laws.
Chapter V the FIELD, investment, INCENTIVES and INVESTMENT SUPPORT category 1 AREAS of LOCAL INVESTMENT, article 27. The field of investment incentives 1. The production of new materials, new energy; high-tech product manufacturing, biotechnology, information technology; mechanic.
2. Aquaculture, agriculture, forestry and fisheries; do salt; artificial seed production, crop varieties and livestock breeds.
3. Use high technology, modern techniques; protect the ecological environment; research, development and high technology incubator.
4. Use more labour.
5. construction and infrastructure development, important projects, there are large scale.
6. the development of education, training, health, fitness, sports, and ethnic culture.
7. development of traditional lines.
8. The manufacturing sector, other services need encouragement.
Article 28. The area of investment incentives
1. geographical socio-economic difficulties, geographical socio-economic conditions extremely difficult.
2. Industrial Zones, export processing zones, hi-tech zone, the economic zone.
Article 29. Investment condition 1. Conditional investment domains include: a) the field of impact on defense, national security, order, social security;
b) financial and banking sectors;
c) areas of impact on public health;
d) culture, information, press, publishing;
DD) entertainment services;
e) business property;
g) surveys, search, exploration and exploitation of natural resources; the ecological environment;
h) career development education and training;
I) some other areas under the provisions of the law.
2. for foreign investors, in addition to the areas defined in paragraph 1 of this article, the conditional investment domains included the investment according to the agenda of the international commitments undertaken in the international treaties to which the Socialist Republic of Vietnam is a member.
3. Enterprise with foreign investment capital has invested in the field not in the fields of investment conditions, but in the process of operation, the field was added to the investment portfolio investment condition investors continued active in that field.
4. foreign investors applied investment conditions as domestic investors in case Vietnam investors owned 51% of the capital from the business back up.
5. Based on the requests of social-economic development in each period and in accordance with the commitments in the international treaties to which the Socialist Republic of Vietnam is a member, the Government specified the category fields of investment conditions, the conditions related to the creation of economic institutions , a form of investment, the opening of the market in a number of areas for foreign investment.
Article 30. The forbidden fields of investment 1. The project is detrimental to national defense, national security and the public interest.
2. The project harm to cultural, historic, moral, Vietnam customs.
3. The project is damaging to people's health, do ruin resources, destruction of the environment.
4. waste disposal projects bringing toxic from the outside in Vietnam; the production of toxic chemicals or use toxic agent banned by international treaties.
Article 31. Issued the list of fields and investment incentives, investment conditions 1. Based on the planning, the orientation of social-economic development in each period and in the international treaties to which the Socialist Republic of Vietnam is a member, the Government issued or revised, additional category fields of investment incentives, investment categories have conditions The forbidden sector portfolios, investments, geographical categories of investments.
2. Ministries, ministerial-level agencies, provincial people's Committee, the central cities (hereafter referred to as the provincial people's Committee) was not issued rules banning the investment sector, investment conditions and preferential investment beyond the rule of law.
Section 2 Article 32 INVESTMENT INCENTIVES. Object and preferential investment conditions 1. Investors have investment projects in the fields of local investment incentives and the provisions of article 27 and Article 28 of this law are entitled to the incentives under the provisions of this law and the provisions of relevant laws.
2. The investment preferences stipulated in paragraph 1 of this article are also applicable to new investment projects and investment expansion, capacity enhancement, entrepreneurship, technological innovation, improve product quality, reduce environmental pollution.
Article 33. Tax incentives 1. Investors have the project subject to the provisions of article 32 of this law are entitled to tariff, entitled tariff time limit, free time, tax relief under the provisions of tax legislation.
2. Investors enjoy tax incentives for income to be divided from the operation, which bought shares in the economic organizations under the provisions of tax legislation after the economic organizations that have filed corporate income taxes enough.
3. Investors are under no imported taxes for equipment, supplies, vehicles and other goods to implement investment projects in Vietnam under the provisions of the law on the export tax, import tax.
4. Income from technology transfer activities for the project in an investment incentives are exempt from income tax under the provisions of tax legislation.
Article 34. Move to the hole later when investors have tax with the tax authorities of that loss shall be transmitted to the following year; the number of holes to be deducted from income under the corporate income tax according to the provisions of the law on enterprise income tax. Time was moving the hole no more than five years.
Article 35. Depreciation of fixed assets investment projects in the field of local investment incentives, and effective business projects applied for the fast depreciation of fixed assets; the maximum depreciation rate is twice the level of depreciation according to the mode of depreciation of fixed assets.
Article 36. Land-use preferences 1. The term of land use projects of not more than fifty years; for large investment projects but the payback is slow, investment project on geographical conditions of socio-economic difficulties, geographical socio-economic difficulties that need the special time limit for longer then the time limit for delivery of the land, land lease not exceeding seventy years.
When land use expiry, if investors approve the right of law on land and in need of continued use of land will be the competent State agencies to consider land use renewal consistent with the land use plan has been approved.
2. Investors to invest in the field of investment incentives, investment incentives are exempt, reduce land rents, land use, land-use tax under the provisions of the law of the land and tax legislation.
Article 37. Incentives for investors to invest in industrial parks, export processing zones, hi-tech zone, the economic zone based on the conditions of socio-economic development in each period and the principles stipulated in this law, the Government the incentive for investors to invest in the industrial park export processing zones, hi-tech zone, the economic zone.
Article 38. The procedure made the investment incentives 1. With regard to investment projects in the country in an not registered investments and projects in an investment registration prescribed in article 45 of this law, the investor base on the incentives and preferential investment conditions as stipulated by the law to identify incentives and procedures entitled to investment incentives in the competent State bodies.
The case of investors are asked to confirm the investment incentives the investment registration procedures to state agency records investment management investment incentives to investment certificates.
2. for domestic investment projects in an investment undertaking as defined in Article 47 of this law meets the condition are entitled to incentives, the State agency managing the record investment incentives to invest in investment certificates.
3. for projects with foreign investment capital to meet this condition are entitled to incentives, the State agency managing the record investment incentives to invest in investment certificates.
Article 39. The case expanded incentives to encourage the development of an industry is particularly important or a region, a special economic zone, the Government submitted to the National Assembly to consider, decide on other investment incentives with incentives to invest are regulated in this law.
Section 3 INVESTMENT SUPPORT Article 40. Technology transfer support
The State created favorable conditions and ensure the rights, legitimate interests of parties and technology transfer, including the capital contribution with technology, to implement investment projects in Vietnam under the provisions of the law on transfer of technology.
2. the State encourages the transfer into Vietnam, the advanced technology of source technology and the technology to create new products, production capacity, competitiveness, product quality, saving and efficient use of raw materials, fuels, energy, natural resources.
Article 41. Training support 1. The State encourages establishment of training support fund resources from the source of capital and funding of organizations and individuals in the country and abroad.
The training expenses of the business are calculated into reasonable expenses as a base income subject to corporate income tax.
2. State aid from budget sources for the training of workers in enterprises through the training assistance program.
Article 42. Support and encourage the development of State investment services to encourage and assist organizations and individuals to conduct investment support services: 1. Investment Advisory, management consulting;
2. Advice on intellectual property, technology transfer;
3. Vocational, technical training, management skills;
4. Provide information about the market, scientific-technical information, technology and the economy, social information that investors require;
5. Marketing, investment promotion and trade;
6. establish, participate in social institutions, social-professional organizations;
7. Establishment of the Centre for design, testing, to support the development of small and medium enterprises.
43 things. Investment in infrastructure systems of industrial zones, export processing zones, hi-tech zone, economic zones 1. The base master plan for the development of industrial zones, export processing zones, hi-tech zone, the economic zone was approved by the Government, ministries, ministerial-level agencies and the provincial people's Committee for planning and investment held the construction of infrastructure systems engineering and social infrastructure beyond the fences of industrial zones export processing zones, hi-tech zone, the economic zone in range management.
2. for a number of local local socio-economic difficulties and social-economic areas particularly hard, the State supports a stake to local investors to invest alongside the development of infrastructures in the fences of industrial zones, export processing zones as defined by the Government.
3. State the intended investment capital from the budget and credit incentives to support investment and development of infrastructure systems engineering and social infrastructure in the area of high technology, the economy and apply some method of raising capital to invest in infrastructure development, high-tech zone the economic zones.
Article 44. Exit visas, entry and exit of investors perform investment activities, professionals and technical workers are foreigners working regularly in investment projects in Vietnam and the family members they were granted exit visas, entry multiple times. The duration of a visa for a maximum of five years for each level.
Chapter VI DIRECT INVESTMENT ACTIVITIES section 1 INVESTMENT PROCEDURES Article 45. The registration procedure for investment projects in the country of 1. With regard to investment projects in the country have capital scale under fifteen billion Vietnam and does not belong in the category fields of investment conditions, the investor does not have to do registration investment.
2. for investment projects in the country have capital scale from fifteen billion Vietnam came under three hundred billion Vietnam and does not belong in the category fields of investment condition, the investors make investment registration form at State agencies provincial investment management.
The case of investors have asked the investment certificates, the State agency managing the provincial investment investment certificates.
3. registered investment content including: a) the legal status of investors;
b) objectives, scale and location of investment projects implementation;
c) capital, the progress of the project;
d) land use needs and its commitment to protect the environment;
DD) preferential investment recommendations (if any).
4. registered investment investor before implementation of investment projects.
Article 46. The registration procedure for investment projects with foreign investment of 1. For projects with foreign investment of capital scale under three hundred billion Vietnam and does not belong in the category fields of investment condition investors registered investment procedures at the State agency level investment management the province to be granted investment certificates.
2. Registration documents for investment include: a) the text of the content of the provisions in paragraph 3 Article 45 of this law;
b) reported the financial capacity of investors;
c) joint venture agreement or contract, the Charter business (if any).
3. State bodies managing the provincial investment certificates of investment in the time limit of fifteen days from the date of the application to register a valid investment.
Article 47. Investment project assessment 1. For domestic investment projects, projects of foreign investment capital scale from three hundred billion Vietnam and projects in the portfolio investment condition to perform the assessment procedure to be granted investment certificates.
2. The time limit for investment assessment not to exceed thirty days from the date of the application; where necessary, the above time limit may be extended but not exceeding forty-five days.
3. for national important projects, the National Assembly decided the investment policy and regulation standards project, government regulation sequence, procedure for testing and certification of the investment.
4. Government regulations the decentralized assessment and certification of the investment.
Article 48. The procedure for the assessment of project scale investment capital from the three hundred billion Vietnam or over and not in the category fields of investment condition 1. Project profiles include: a) the suggested text of investment certificates;
b) text confirming legal status of investors;
c) reports the financial capacity of investors;
d) explanation of technical-economic with the content on the target, the location of investment, land use needs, investment scale, investment capital, the progress of project implementation, technology solutions, environmental solutions;
DD) with respect to foreign investors, the record also includes the joint venture agreement or contract, the Charter business (if any).
2. Verify contents include: a) The matching of infrastructure-planning techniques, land use planning, building planning, planning the use of mineral and other resources;
b) wishing to use land;
c) the progress of the project;
d) environmental solutions.
Article 49. Assessment procedures for projects in the field of investment portfolios have conditions 1. The procedure for the assessment of projects under the investment scale has three hundred billion Vietnam and belongs to the category of investment field condition is specified as follows: a) the profile of the project including the condition that projects must meet; registered investment content specified in paragraph 3 Article 45 of this law for domestic investment projects or item 2 Article 46 of this law for the project to have foreign investment capital;
b) survey content includes the condition that projects must meet.
2. The procedure for examining the project large-scale capital investment from the three hundred billion category and Vietnam investment conditions are defined as follows: a) the profile of the project including the condition that projects must meet; content inspection records specified in paragraph 1 of this Law's 48 Articles.
b) survey content includes the condition that projects must meet and the content prescribed in clause 2 of this Law's 48 Articles.
Article 50. Investment procedures associated with establishing economic organizations 1. The first foreign investors to invest in Vietnam must have investment projects and investment registration procedures or examine investing in State agencies to be granted investment management certificate of investment. Investment certificates at the same time as the business registration certificate.
2. Economic organizations have invested abroad were established in Vietnam if there is new investment projects shall be made that investment projects that do not necessarily have to establish new economic organization.
3. domestic investors have investment projects associated with the establishment of economic organizations shall make business registration according to the regulations of the corporate law, relevant legislation and implementation procedure according to the provisions of this law.
Article 51. Adjust the investment project 1. When wishing to regulate investment projects related to the objectives, scale, location, forms, project deadlines, then the capital of investors perform the following procedures: a) for the registration of investment projects, investors decide to register the content adjust to State agencies provincial investment management within ten days from the date the decision article tweaking;
b) for projects in an investment assessment, investors filed a written proposal to adjust projects for State agencies authorized under investment management to consider adjustments.
Suggested text to adjust investment projects include the contents about the implementation of the project, the reasons for adjustment, the changes compared to the content has been verified.
2. State Agency investment management announced to investors the adjusted investment certificates within a period of fifteen days from the date of receipt of a valid application.
3. Adjusting the project to be implemented in the form of adjustments, additional content into investment certificates.
Article 52. The duration of operation of the project have foreign capital project activity duration invested abroad consistent with operational requirements of the project and no more than fifty years; where necessary, the Government decided a longer time limit for the project but not exceeding seventy years.
The duration of operation of the project are recorded in the certificate of investment.
Article 53. Responsible for projects, investment decisions, the investment undertaking 1. Investors decide on investment projects; responsible for the accuracy, the integrity of the subscription content investment, investment project profiles and make investment commitments signed up.
2. organizations, competent personal projects, investment decisions, the investment certificate is responsible before the law about the proposals and their decision.
Article 54. The choice of the investor for the project has many investors concerned for important projects identified in the master plan industry from investors over concerns the choice of the investor of the project to hold a tender in accordance with the law on tenders.
Section 2 IMPLEMENTATION Article 55 INVESTMENT PROJECTS. Rent, land delivery project implementation 1. As for the investment project that requires the use of the land, investors contact land management agencies have jurisdiction where the project to implement the procedure of assigning the land or rent land.
The order and delivery procedures, land leasing land under the provisions of the law of the land.
2. In case the investor has delivered the land without conducting the project within the time limit specified or used the wrong soil the purpose then revoked the land according to the land law and revoked the certificate of investment.
Article 56. Preparing the ground to build 1. For cases of State land under the provisions of the law of the land, the competent State agencies are responsible for recovery of land, compensation, clearance before delivery of the land or land rental for investors.
The recovery of land and compensation, clearance is done according to the rules of the law of the land.
2. For cases of land rent back investors who use the land is State land, land rental, then the investor is responsible for self hosted implementation of the compensation, the clearance.
The case that investors had with the land use agreement about compensation, clearance of land use which the person does not perform the obligations as agreed, the people's Committee of the authority where the responsible investment project implementation before clearance for ground delivery to investors in accordance with the law.
3. for projects consistent with the land use plan was the State Agency has the authority to approve, the investors are to receive the transfer, lease of land use, land-use rights by the capital contribution of economic institutions, households and individuals under the provisions of the law of the land without having to perform the procedure of withdrawal land.
Article 57. The investment project has exploited, used resources, mineral investment projects, mining, mineral resources use must comply with the provisions of the law on mineral resources.
Article 58. Investment projects of building 1. For the project to have the building, appraised, approved technical design, estimation, the total payment is made according to the provisions of the law on construction.
2. The investor responsible for the quality of works and the protection of the environment.
Article 59. Examiner machines, equipment for automatic investors responsible for the assessment of the value and quality of the machinery, equipment, imported fixed assets, investment projects.
Article 60. The consumption of products in Vietnam 1. Investors are directly or through agents to consume products in Vietnam without being limited to the area of consumption; be agents products for organizations and individuals with the same type of product produced in Vietnam.
2. Investors decide the selling price of goods or services produced or offered; the case goods, services by State price controls, then the sale price is made according to the frame by the competent State agencies announced.
Article 61. Foreign currency account, Vietnam Dong accounts 1. Investors are opening foreign currency account and Vietnam Dong accounts at the Bank to be allowed to operate in Vietnam. In the case of the State Bank of Vietnam is approved, investors opened accounts in banks overseas.
2. The opening, use and closing of accounts at the Bank in the country and abroad as stipulated by the State Bank of Vietnam.
Article 62. Insurance investors do property insurance and other insurance on the basis of the contract signed with the insurance business insurance business activities in Vietnam under the provisions of the law on insurance.
Article 63. Rent management organization 1. Investors hired a management organization to manage investments and business activity management of investment projects for the areas of need have advanced management skills, a high level.
2. The investor responsible for the entire operation of governing Vietnam under the law for those matters related to management activities stated in the contract.
3. The governing body responsible to the investors on the management of investments and business activities of the investment project; to comply with the law of Vietnam in the process of implementing the rights and obligations prescribed in the contract; responsible to the law of Vietnam about his activities outside the scope of the contract.
Article 64. Suspension of the project, the investment certificate revocation 1. When investors halted investment projects must inform the State Agency of investment management to be endorsed as the basis for the review as long, reduce land rents within the suspended project.
2. The project is investment certificates after twelve months that investors do not deploy or inability to follow the progress has committed and there is no reason then revoked the certificate of investment.
Article 65. Termination of operation of the investment project of the termination of activities of the project to be carried out according to one of the following cases: 1. The expiry of activity recorded in the investment certificates;
2. Under the conditions of termination of activities specified in the contract, the Business Charter or agreement, the commitment of the investors on the progress of the project;
3. The investor decided to terminate the operation of the project;
4. termination of activity as determined by State authorities or investment management judgments, court decisions, arbitration due to violation of the law.
Article 66. The guarantee of the State for a number of important projects based on the principles set forth in this law, the Government decided the important investment projects and decide on the guarantee of the loan, supply of raw materials, product sales, payment and guarantee service in other contracts for the project; specify the competent State agencies make the guarantee.
Chapter VII investment, CAPITAL BUSINESS Article 67. The investment management business, state capital of 1. Investment, capital business are consistent with the strategy, planning, planning of socio-economic development in each period.
2. Investment, capital business are properly targeted and effective, ensure appropriate management method for each source of capital, each type of investment, the investment process is done openly, transparently.
3. The use of State capital to investments or joint ventures, associated with the other economic sectors under the provisions of the law must be the State Agency has the authority to decide the investment appraisal and approval.
4. Assign clear responsibilities, rights of agencies, organizations and individuals in each stitch of the investment process; make the assignment, decentralized governance on investment, business using state capital.
5. Make the right investment legislation, schedule, quality assurance, against the spread, waste, loss, self-contained.
Article 68. Investment, capital business into the State economic organizations 1. Investment capital from the State budget into economic organization is done through the Corporation's investment and trading state capital.
2. The total investment and trading company in which the State operates under the provisions of the law on State enterprises and other provisions of the relevant legislation; make the right owner representatives in state capital in a limited liability company, limited liability company, two members or more, the company was transformed from independent State company or establish new ones.
3. Government Regulation organizations, activities of the Investment Corporation and the State capital.
Article 69. The State's investment in public works 1. State investment in production, product supply, public service through planned, ordered or tender.
2. organizations and individuals of all economic sectors are equally involved in manufacturing, product supply, public service, except in special cases due to government regulations.
The Government issued policies to support public activities and products, public service.
Article 70. Investment by credit capital investment and development of the State 1. Object using the credit capital investment and development of the State's investment projects in some important areas, the large economic program of socio-economic efficiency, have the ability to repay the loan.
Credit loan project development investment of the State must be held for the loan appraisal and approval of financial plan, loan repayment options before deciding to invest.
2. specific provisions regarding government policies support investment from credit capital investment and development of the State, listing the objects get the loan and credit conditions in each period.
Article 71. The Organization, the individual assigned to manage projects using the State-held capital, personally delivered owner representatives in state capital is responsible for the conservation, development and use of effective capital.
Individual organizations represented directly to the State capital owners, representatives of State shares in the enterprise service and operates under the provisions of the law on the management of State capital use, and business law.
Article 72. Content change, postpone, suspend, cancel investment projects 1. The case changes the content of investment projects, the owner must clearly explain the reasons, content changes the State Agency has the authority to review investment decisions, decisions; If the project is implemented, the owner must have the assessment report on the project.
2. After the State Agency has the authority to approve changes to content writing project, the new owner is established, organized and browse the project as prescribed.
3. Investment projects delayed, suspended or cancelled in the following cases: a) After twelve months from the date the investment decision, the owner is not the project without the written consent of the competent authority;
b) changed the objective of the project that are not competent authorities for permission in writing.
4. the competent authorities decide to postpone, suspend or cancel projects must clearly identify the reason and responsibility before the law about his decision.
Article 73. Contractor selection project for a project that uses the State capital to make a tender to choose the contractor provides consulting services, construction, goods procurement for the project under the provisions of the law of tenders.
Chapter VIII INVESTMENT ABROAD Article 74. Investing abroad 1. Investors are investing abroad according to the provisions of the law of Vietnam and of the country receiving the investment.
2. the State creates favourable conditions for investment activities abroad and protect the legal interests of investors in Vietnam abroad under international treaties to which the Socialist Republic of Vietnam is a member.
3. the State creates favourable conditions for investors are approaching the credit capital on the basis of equality, non-discrimination between economic sectors; loan guarantees for investment projects abroad in the field of investment promotion.
Article 75. Recommended fields, all investments abroad 1. The State of Vietnam encourages organizations in Vietnam investment abroad for the labor-intensive export sectors; to promote effectively the traditional lines of Vietnam; expand the market, the exploitation of natural resources in the country; export increases, currency exchange.
2. State of Vietnam not licensed offshore investment for those projects detrimental to the secrecy, national security, defense, culture, history, customs of Vietnam.
Article 76. Investment conditions abroad 1. To be invested abroad in the form of direct investment, investors must have the following conditions: a) investment projects abroad;
b) fulfill the financial obligation for the State to Vietnam;
c) Are State Agency investment management investment certificates.
2. The investment abroad in the form of indirect investments must comply with the provisions of the law on banking, securities and other provisions of the relevant laws.
3. The use of State capital to invest abroad to comply with the provisions of the law on management and use of State capital.
Article 77. Rights of investors abroad 1. Capital transfers by money and other legitimate assets abroad to make investments under the provisions of the law on Foreign Exchange Management after the investment project are the competent authorities of the country, the territory approved investment.
2. Enjoy the incentives on investment under the provisions of the law.
3. Vietnam labour recruited to work at production facilities, business established by investors abroad.
Article 78. Obligations of investors abroad 1. Compliance with the legislation of the country receiving the investment.
2. Transfer of profits and the earnings from the investment abroad about the country under rule of law.
3. Perform periodic reporting on financial and investment activities abroad.
4. Fulfill the financial obligations for the State of Vietnam.
5. At the end of overseas investment, the transfer of the entire capital, the legal property of the country under the provisions of the law.
6. in case the investor has not yet moved on water, property, capital gains and earnings from the overseas investment regulations in clause 2 and clause 5 this must be agreed by the competent State bodies.
Article 79. Offshore investment procedure 1. Investment projects abroad include: a) registered investment projects are projects with investment capital under fifteen billion Vietnam;
b) project assessment the project is investment capital scale from fifteen billion Vietnam.
2. Registration and verification of investment are specified as follows: a) for the registration of investment projects, investors sign up form at the State Agency investment management to be granted investment certificates;
b) for assessment of investment projects, investors filing form at State agencies to investment management certificate of investment.
The Government specifies the field encourage, prohibit, restrict outward investment; investment conditions, preferential policies for overseas investment projects; the sequence, procedure and manage investment activities abroad.
Chapter IX GOVERNANCE of INVESTMENT Article 80. Content of State management of investment 1. Building and directing the implementation of the strategy, planning, planning, investment and development policies.
2. Enactment and implementation of the legal text of the investment.
3. Guide and support investors make investment and solve the problems, the request of the investor.
4. Grant, revoke the certificate of investment.
5. Guide the effective investment evaluation, testing, inspection and supervision of investment activities; complaints, accusations, reward and handle breach in investment activities.
6. The organization of human resource training activities related to investment activities.
7. Organization of investment promotion activities.
Article 81. Responsible for the governance of investment 1. Unity Government governance on investment within the country.
2. Ministry of planning and investment, the Government is responsible to perform state management of investment activities.
3. The ministries, ministerial-level agencies in the scope of the task, their powers are responsible for implementing State management of investment for the field is assigned.
4. the people's committees of the levels are responsible for implementing State management of local private investment under the Government's hierarchy.
Article 82. Investment management planning 1. Government regulations about held up, browse the planning according to the provisions of the law on planning.
2. Investment projects must comply with the planning of infrastructure-engineering, land use planning, building planning, planning the use of mineral and other resources.
Regional planning, sectoral planning, product planning should match the field of investment incentives, investment incentives, investment conditions and areas prohibited investment rules in articles 27, 28, 29 and 30 of this Act and is oriented to the investor choice investment decisions.
3. the competent State agencies on planning responsibility to publicize the planning related to investment activities on the mass media.
4. for projects not yet in the zoning regulation in this State Agency, investment managers have a responsibility to make the clue to work with state regulators authority on planning to answer to investors within a period of thirty days from the date the investor has requested.
Article 83. Investment promotion 1. Investment promotion activities of the State bodies of the levels is done according to the regulations of the Government.
2. Funding for the investment promotion activities of State agencies are granted from the State budget.
Article 84. Track, evaluate investment activities 1. State Agency investment management the organizational level the monitoring, evaluation and reporting of investment activity in accordance with the law.
2. tracking content, reviews of investment include: a) issuing guidance documents under legal authority and implement the provisions of the law on investment;
b) implementation of the project according to the provisions of the investment certificates;
c) the results of the country's investment, the ministries and the local investment projects, according to the hierarchy;
d) reported the State administration at the same level, the State agency managing the investment level on investment rating of results, recommendations of measures to handle the obstacles and breaking the law on investment.
Article 85. Inspection of investment activities 1. Investment inspection has the following duties: a) the inspection of the implementation of the law, the investment policy;
b) detect, prevent, and treat according to the jurisdiction or propose competent State agencies handled the breach of laws on investment;
c) verify, petitioning the State Agency has the authority to resolve complaints, accusations about investing.
2. Organization and operation of the Investment Ombudsman under the provisions of the law on the Ombudsman.
Article 86. Complaints, accusations, claims 1. Individuals have the right to complain, accusations and claims; the Organization has the right to complain, to sue under the provisions of the law. Complaints, accusations, claims and complaints, accusations, petitioner in the investment activities are conducted in accordance with the law.
2. in the time limit complaints, accusations or claims, organizations, individuals must still execute administrative decisions of State administration authority on investment. When a decision is made to resolve complaints, accusations of State administration authority on investment decisions, the Court's judgment has the effect of law, the enforcement of that judgment, discretion.
3. the management bodies of State authority on the investment level has the responsibility to resolve complaints, accusations of organizations, individuals belonging to his jurisdiction; in case of receiving complaints, accusations are not under the control of his responsibility to move promptly to the Agency, the Organization has jurisdiction and notified in writing to the complainant, the report said.
Article 87. Handling violations
1. People are violations of this law and other provisions of the law related to investment activities, then depending on the nature and extent of the violation that was disciplined, the administrative sanction or prejudice criminal liability; If the damage is compensated according to the provisions of the law.
2. The advantage of the prerogatives, powers to obstruct investment activities; acts of harassment, troubling for investors; not timely resolution of investor requirements prescribed; do not execute the service by law, depending on the nature and extent of the violation that was disciplined, the administrative sanction or prejudice to criminal responsibility.
Chapter X TERMS Enacted 88. Apply the law with regard to the implementation of investment projects before this Act in force 1. The project invested by foreign investment license before this law in force did not have to do the procedure for reissuing a certificate of investment. The case for investors wishing to subscribe for investment under the provisions of the Investment Law, the implementation of the modified registration certificate for new investment.
2. Investment projects in the country have made before this Act in force do not register investment or investment undertaking; the case that investors demand investment certificates, the registration at the State agency authorized investment management.
Article 89. Effective Law enforcement force data has from 1 July, 2006.
This law replaced the law on foreign investment in Vietnam in 1996, the law on amendments and supplements to some articles of the law on foreign investment in 2000 and the law on investment incentives in the country in 1998.
The Government detailing and guiding the implementation of this law.
This law was the National Assembly of the Socialist Republic of Vietnam tags XI, session 8 through November 29, 2005.