Project extension is the quiet crisis of Vietnamese investment. Every certificate records an operation period, and every sponsor whose project outlives it faces the same question far later than they should have: what happens when the term runs out. Decree 96/2026/ND-CP, effective 31 March 2026, details Article 44 of the Law on Investment governing the…
A project company – a single-purpose vehicle holding one investment project and nothing else – is the structure most Vietnamese infrastructure, energy and real estate transactions are built on. It is not required by law, but almost every financed project ends up with one, and understanding why explains a great deal about how Vietnamese deals…
Project merger consolidates two or more investment projects into one, and Decree 96/2026/ND-CP contains a provision that makes it far more attractive than sponsors generally assume: merged projects do not lose the different incentive entitlements they each carried. The incentive rule that makes project merger work Under Decree 96/2026, an investment project formed on the…
Project division is the tool that lets a sponsor separate a large investment project into distinct projects – to sell one component, finance another separately, or match ownership to different partners. Decree 96/2026/ND-CP governs it, and the rule on what happens to investment incentives after a division is unusually precise. When project division makes sense…
Project transfer is how most foreign investors actually acquire Vietnamese assets – not by buying a company, but by taking over an investment project and the certificate that authorises it. Decree 96/2026/ND-CP, effective 31 March 2026, details Article 46 of the Law on Investment governing it, and contains one provision that decides a great deal…
Non-cash capital contribution is expressly permitted for Vietnamese outbound investment, and for many groups it is commercially superior to sending money. Article 6 of Decree 103/2026/ND-CP – applying from 3 April 2026 – lists machinery, equipment, materials, raw materials, fuels, finished and semi-finished goods, the value of intellectual property rights, technology and rights to assets,…
FDI outbound investment – a foreign-invested enterprise established in Vietnam investing abroad – is one of the least understood structures in Vietnamese practice, and one of the fastest growing. Regional groups increasingly use their Vietnamese manufacturing company as the platform for expansion into Laos, Cambodia or further afield, and Decree 103/2026/ND-CP applies to them in…
An M&A approval application is the step that decides whether a foreign buyer of a Vietnamese company closes in weeks or drifts for a quarter. Decree 96/2026/ND-CP, effective 31 March 2026, governs the registration of capital contribution, share purchase and purchase of capital contributions by foreign investors – and the practical difference between a smooth…
The National Investment Portal is now the single channel through which Vietnamese investment procedures are conducted, and Decree 96/2026/ND-CP gives it a statutory definition. It is a component of the National Investment Information System, used to carry out procedures for issuing and adjusting both the investment registration certificate and the outward investment registration certificate. What…
Market access conditions decide what a foreign investor may own and do in Vietnam, and Decree 96/2026/ND-CP – effective 31 March 2026 – restates and details them. Every other licensing question follows from this one: a project that cannot clear market access cannot be licensed on any track, however strong its economics. What market access…
A project security deposit is how Vietnam converts an investor’s promise into something enforceable. Decree 96/2026/ND-CP, effective 31 March 2026, governs the deposit and guarantee regime securing project implementation – including the commitment that accompanies the fast-track route, where an investor using the special investment procedure makes a deposit or submits a guarantee commitment. What…
IRC adjustment is the procedure every operating foreign-invested project eventually needs, and the one most often left too late. Decree 96/2026/ND-CP, effective 31 March 2026, governs how the investment registration certificate is amended – and the practical rule is simple: the certificate must describe the project as it actually is, not as it was conceived….