During their operation in Vietnam, foreign direct investment (FDI) enterprises often need to adjust the contents of their Investment Registration Certificate (IRC) to align with their actual business strategy. Properly following legal procedures for such adjustments is essential to ensure the legality and stability of investment projects. DNP Viet Nam Law Firm is here to provide FDI businesses with guidance on investment certificates!
1. Cases requiring mandatory adjustment of the Investment Registration Certificates
Legal basis: Clause 2, Article 41 of the Law on Enterprises 2020
Investors must carry out IRC amendment procedures if changes to the investment project alter any of the information recorded in the IRC. According to Article 40 of the Law on Investment 2020, the IRC includes the following contents:
- Investor information: name, address, email, phone number, website, etc.
- Name of the investment project;
- Location of the project and land area used;
- Objectives and scale of the project;
- Project capital (including investor’s contributed capital and mobilized capital);
- Project duration;
- Project implementation schedule (including capital contribution, capital mobilization, and key milestones).
2. Dossier for issuance of an Investment Certificates
Legal basis: Article 36, Decree 31/2021/NĐ-CP
For projects not subject to investment policy approval, the IRC application process includes:
Step 1: Prepare the dossier
The investor prepares 01 dossier as prescribed in Clause 1, Article 33 of the Law on Investment, including:
- Application form for investment project implementation;
- Investment project proposal (or progress report for ongoing projects);
- Legal documents of the investor;
- Documents proving land use rights or location lease agreements;
- Financial capacity report, proposed labor demand, etc.
Step 2: Submit the dossier
Submit the dossier to the Department of Planning and Investment of the relevant province or city.
Step 3: Processing time
15 working days from the date of receiving a valid dossier.
Step 4: Conditions for IRC issuance
- The project does not fall under prohibited investment sectors;
- The implementation location is legally compliant;
- The project aligns with planning requirements;
- The project meets minimum investment and labor standards;
- The project satisfies market access conditions.
Step 5: Issuance of the IRC
The IRC will be issued if all conditions are met.
3. Procedure for adjusting the Investment Certificates
Legal basis: Article 47, Decree 31/2021/NĐ-CP
Case 1: Change of project name or investor name
- Dossier: Submit a request for amendment along with documents proving the change in project or investor name.
- Processing time: 03 working days from the date of receipt.
Case 2: Change in other contents such as location, capital, progress, business lines, etc.
- Dossier: Submit 01 set of documents as prescribed in Clause 1, Article 44 of Decree 31/2021 (including a written request and relevant supporting documents).
- Processing time: 10 working days from the date of receiving a valid dossier.
Complying fully with these procedures not only ensures legal certainty for investment activities but also helps investors maintain transparency and long-term project stability. DNP Viet Nam Law Firm is ready to support FDI businesses through every step of the amendment process from strategic advice to practical implementation in an efficient and lawful manner.
DNP VIET NAM LAW FIRM
Contact:
🏢 Address: 5th Floor, 52 Nguyen Thi Nhung Street, Van Phuc estate, Hiep Binh Phuoc Ward, Thu Duc City, Ho Chi Minh City, Viet Nam.
📩 Email: info@dnp-law.com.
📞 Hotline: 0987 290 273 (Đinh Văn Tuấn Lawyer).
Website: https://www.dnp-law.com/
