How Vietnamese companies can fund outward investment using machinery, equipment or intellectual property instead of cash: valuation rules, customs and IP registration, procedure and legal risks under Investment Law 2025.
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Legal & Investment Insights
Analysis and practical guidance from IVLF Advisors LLC on Vietnamese law, foreign direct investment, M&A, capital markets, tax, labor and dispute resolution — written for investors and business leaders operating in Vietnam.
Photo: Vlada Karpovich via Pexels (free to use) Repatriating outward investment profits is a central compliance obligation once an overseas project begins generating cash. Decree 103/2026/ND-CP requires the Vietnamese investor to remit distributed profits and other lawful investment income to Vietnam within 12 months from the date of profit distribution, unless the relevant amount is…
Photo: RDNE Stock project via Pexels (free to use) A pre-investment transfer from Vietnam may be necessary before an overseas project obtains its Outward Investment Registration Certificate. A buyer may need to pay an M&A deposit, a bidder may need to provide security, or a sponsor may need to fund market research, due diligence and…
Photo: Vitaly Gariev via Pexels (free to use) Outward investment under VND 7 billion is subject to a simplified procedure under Vietnam’s Decree 103/2026/ND-CP. A qualifying project may proceed without an Outward Investment Registration Certificate, but the exemption does not permit an investor to transfer funds freely. Project information must still be declared, an automatic…
How Vietnamese investors can fund outward investment using shares, equity interests or an existing investment project instead of cash: valuation rules, registration procedure and legal risks under Investment Law 2025.
Outward investment from Vietnam under Circular 34/2026/TT-NHNN: pre-investment accounts, fund recovery, capital-account conversion and three compliance layers.
Franchise registration in Vietnam 2026: when it is required, the documents, the MOIT procedure, timelines and the 15-day disclosure rule for franchisors.
Vietnam Fund Formation is the foundational decision every private equity or venture capital sponsor must make before approaching investors. The decision to form an investment fund in Vietnam or offshore (Cayman, Singapore) is the most important structuring question PE/VC fund managers must resolve before beginning fundraising — this choice affects operating costs, governance flexibility, and…
ESOP for Management Retention is one of the most important tools PE/VC sponsors use to keep core management in place after closing. An ESOP (Employee Stock Ownership Plan) is a key tool for retaining core management after an M&A transaction or PE/VC investment, but ESOP structures in Vietnam raise a number of legal issues that…
The beneficial ownership disclosure obligation under the amended Enterprise Law and its implementing regulations poses a particular challenge for investment funds with multi-tier ownership structures investing into Vietnam. This briefing, prepared by IVLF Advisors’ private equity practice, analyses the scope of the beneficial ownership disclosure obligation and how to handle it for multi-tier fund structures….
Once a deal closes, post-investment governance determines whether the rights an investor negotiated into the SHA actually protect the investment in practice or remain merely words on paper. This briefing, prepared by IVLF Advisors’ private equity practice, analyses investor rights and management obligations during the post-investment phase in Vietnam. Board observer seats: limited authority that…
Private Equity Exit Strategies in Vietnam typically fall into four main routes, each with distinct timing, valuation, and enforceability considerations. Exit strategy determines much of the real value a private equity fund realises from a Vietnamese investment — but IPO, trade sale, secondary sale and, in particular, the put option each carry distinct legal risks…
