Foreign Ownership Limits in Vietnam changed materially with the 2025 Investment Law, and investors now need to check the negative list and any sector-specific cap before sizing a deal. From 1 March 2026, Law No. 143/2025/QH15 (the “2025 Investment Law”) officially replaces the 2020 Investment Law, triggering a full review of Vietnam’s legal framework on…
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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.
Offshore Bond Issuance by Vietnamese Corporates has become a mainstream funding route for large-cap issuers, but it requires careful sequencing of SBV loan registration alongside the Reg S/144A documentation timeline. A growing number of Vietnamese corporates with large medium- and long-term funding needs are considering offshore bond issuance rather than relying solely on domestic bank…
The 5x Debt-to-Equity Cap now shapes how private corporate bond issuers in Vietnam plan their capital structure, since exceeding the ratio blocks a new issuance until liabilities are reduced or equity is raised. Law No. 76/2025/QH15, amending the 2020 Enterprise Law, introduces a new quantitative condition for private corporate bond issuers: total liabilities, including the…
Decree 200/2026 on Private Corporate Bonds in Vietnam reshapes the private placement market, and issuers preparing a new deal need to check each of the eight changes against their existing bond programme documentation. On 5 June 2026, the Government issued Decree 200/2026/NĐ-CP, governing private placement and trading of corporate bonds in the domestic market and…
Private Placements to Foreign Investors under Decree 245/2025 now follow a clearer documentation path, and issuers need to reconcile the new placement conditions with any parallel M&A approval requirements before closing. Decree 245/2025/NĐ-CP, effective from 11 September 2025, amends Decree 155/2020/NĐ-CP to add clearer rules on the documentation required to establish professional securities investor status…
IPO and Listing in Vietnam 2026 planning starts well before the filing package is submitted, since companies need up to 12 months to satisfy the charter capital, ROE and profitability conditions under Decree 245/2025. Vietnamese companies weighing an initial public offering and a listing on the Ho Chi Minh Stock Exchange (HOSE) in 2026 now…
The FTSE Emerging Market Upgrade for Vietnam gives foreign investors a firm date to plan around, and brokers and custodians are already adjusting settlement workflows ahead of the 21 September 2026 effective date. FTSE Russell has confirmed it: from the market open on 21 September 2026, Vietnam is formally reclassified from Frontier Market to Secondary…
Three statutory triggers under the 2025 Investment Law determine whether an M&A deal needs investment policy approval before closing, plus the registration process and realistic timelines.
Updated 30 July 2026 Vietnam’s FTSE emerging market upgrade takes effect from the market open on 21 September 2026. For foreign investors, the change is more than an index event. It alters benchmark eligibility, trading access and operational priorities, while leaving foreign ownership limits, account controls and disclosure duties firmly in place. Institutions should complete…
Resolution 66.18/2026 roughly doubles Vietnam merger control thresholds from 1 July 2026. Old versus new tests, group-level calculation, timing and the new penalty regime.