On March 26th, 2021, the Government issued Decree No. 31/2021/ND-CP provides speified regulations and guidance on some articles implementation of the Law on Investment 2020.
The Decree containts some new notable points in carrying out admininstration procedures related to the investment registration cerrtificate issuance and adjustment; investment in the form of capital contribution or purchase of shares or stakes of foreign investors, details are as follows:
- Clearly stipulating the conditions required to grant an investment registration certificate for projects which are not subject to approval of investment guildlines, including:
- Not in the form of business banned from investment and business as prescribed in Article 6 of the Law and International Treaties on Investment;
- Having the location of implementing investment determined on the basis of valid copies of Certificates of Land Use Rights or valid copies of lease agreement or other documents identifying using rights for implementing investment projects;
- The investment project is consistent with the plannings specified in Clause 7, Article 31 of this Decree;
- Satisfying the condition on Investment Unit Cost per land area prescribed by the provincial People’s Committee based on the actual local conditions and approval from the Standing Committee of the Provincial People’s Council (if any), quantity of labor used (if any);
- Satisfying the market access conditions for foreign investors.
- Amendments to the form of online application submission, adjustment of investment registration certificates for projects not subject approval of investment guildlines
In addition to the paper submission, the Decree has added an online application form on the National Investment Information System in one of two forms: using digital signatures or non-digital signatures.
- Regulating the time for issuing a regulated Investment Certificate (excluding change of name of investment project, name of investor in Investment Registration Certificate) from 10 working days to within 10 days from the date of receiving a valid dossier, the investment registration agency shall regulate the investment registration certificate for the investor.
- Specified guidance on the procedures of share purchase and capital contribution purchase for foreign investors are as follows:
- a) Written registration of capital contribution, share purchase, capital contribution purchase;
- b) Copies of legal documents of individuals and organizations contributing capital, buying shares, buying capital contributions and economic organizations with foreign investors contributing capital, buying shares, buying capital contributions;
- c) The written agreement regarding principles on capital contribution, share purchase, capital contribution purchase between foreign investor and economic organization in which foreign investor contributes capital, purchase shares, purchase capital contribution or between a foreign investor and a shareholder or a member of that economic organization;
- d) A copy of the Certificate of Land Use Right of the economic organization in which foreign investors contribute capital, purchase shares or purchase capital contributions (in case of the requirements of ensuring national defense, security and land use conditions for economic organizations in which foreign investors contribute capital, purchase shares or purchase capital contributions in case that economic organization has a Certificate of Land Use Rights on islands or communes , border wards and towns and coastal communes, wards and townships; other areas affecting national defense and security, except for economic organizations implementing investment projects in industrial parks or export processing zones, hi-tech parks and economic zones established under the Government’s regulations)
In addition, the Decree also has specified guidances on other provisions of the Law on Investment 2020. This Decree officially takes effect from March 26th, 2021.
