Renewable Energy Equipment Leasing in Vietnam | IVLF

Vietnamese factories, logistics parks and commercial landlords want cheaper, cleaner power, but few want to tie up capital in panels, inverters and batteries. That gap explains the rise of renewable energy equipment leasing in Vietnam: a lessor funds and owns the assets, and the user pays rent while capturing the bill savings. The model looks simple, yet it sits at the intersection of the Electricity Law, rooftop-solar self-consumption rules, tax, secured-transaction and real-estate law.

This article explains how to structure renewable energy equipment leasing so that title is protected, incentives are not lost and lenders will finance it.

Contents

• The Market Case for Renewable Energy Equipment Leasing in Vietnam
• Legal Framework: Electricity Law, Decree 57 and Decree 58
• Lessor-Owned vs Customer-Owned Structures
• Equipment Title vs Roof and Land Rights
• Tax Treatment and Incentives
• Lease-to-Own Mechanics
• Performance Guarantees, Insurance and BESS Risk
• Green-Lease Financing from DFIs
• Frequently Asked Questions

The Market Case for Renewable Energy Equipment Leasing in Vietnam

Vietnam’s solar build-out has been rapid, and the policy focus has shifted from utility-scale feed-in tariffs toward on-site generation and corporate procurement. Export-oriented manufacturers face buyer pressure to document lower-carbon electricity, while many industrial parks have large unused roof areas. Renewable energy equipment leasing connects the two: the user obtains power assets without a large upfront outlay.

Why Renewable Energy Equipment Leasing Appeals to Industrial Users

Three drivers recur in renewable energy equipment leasing transactions. First, balance-sheet and covenant headroom: a manufacturer with existing bank facilities may be restricted from taking on more debt, whereas a properly structured operating lease can keep the asset off the borrowing base. Second, technology risk: modules, inverters and battery chemistry evolve quickly, and a lessor can carry residual risk. Third, speed: a lessor with a standard master agreement can deploy a rooftop system faster than a customer running its own procurement and bank process.

Who the Counterparties Are

Typical lessors in renewable energy equipment leasing include specialist solar developers, equipment vendors with captive finance arms, licensed finance leasing companies, and foreign leasing or infrastructure funds working through a Vietnamese project company. Lessees range from single-site factories to retail chains and cold-storage operators. Each lessor type is regulated differently, which matters for licensing, as discussed below.

Legal Framework: Electricity Law, Decree 57 and Decree 58

The starting point is the Law on Electricity No. 61/2024/QH15, in force since 1 February 2025. It recognises self-produced, self-consumed renewable power as a policy priority and delegates detail to implementing decrees. Two are central to renewable energy equipment leasing: Decree 57/2025/ND-CP on the direct power purchase mechanism between renewable generators and large consumers, and Decree 58/2025/ND-CP on renewable and new energy development, which includes rooftop solar for self-consumption.

Because secondary legislation in this sector has been amended repeatedly, every transaction should be checked against the text in force on signing.

Rooftop Solar Self-Consumption Rules

Under the current framework, a rooftop system installed to serve the owner’s own load is treated far more lightly than a power plant selling to the grid. Self-consumption systems are generally encouraged, and surplus export to the national grid is limited by regulation rather than freely sold. For a rooftop solar lease, the point to confirm is who is legally the “self-consumer”.

If the lessor owns the system and the lessee takes all output, the parties should document the arrangement as a lease of equipment, not a sale of electricity, to avoid the lessor being treated as an electricity seller needing a generation or retail licence.

Pricing as a fixed rental or a fixed-plus-variable equipment charge, rather than a per-kWh tariff, is the safer line, although some market participants use per-kWh charges and then need a clear legal basis for doing so.

DPPA and Private-Line Arrangements

The direct power purchase mechanism allows eligible large consumers to buy renewable electricity either through a dedicated private line or through the national grid, with a virtual settlement against market prices. For DPPA equipment financing, the generating assets sit with a registered generator, and the lease or loan is secured on those assets and the offtake contract.

Lenders in renewable energy equipment leasing will examine whether the generator is eligible, whether the consumer meets the consumption threshold, and what happens to the lease if the DPPA is suspended or its pricing mechanism changes. A change-in-law clause and a clear allocation of grid-charge risk are essential.

Lessor-Owned vs Customer-Owned Structures

There is no single template for renewable energy equipment leasing. The commercial question is who owns the asset, who takes tax depreciation and who bears the operating risk. The comparison below summarises the main options for renewable energy equipment leasing in Vietnam.

Feature	Lessor-owned operating lease	Lessor-owned finance lease / lease-to-own	Customer-owned (loan or vendor credit)
Legal owner of equipment	Lessor throughout	Lessor until final payment, then transfer	Customer from installation
Licence consideration	Ordinary leasing business line for commercial lessors	Finance leasing is a regulated credit-institution activity	Lender licensed; seller needs none
Tax depreciation	Lessor; rent deductible for lessee	Generally lessee for finance leases, per lease terms and tax rules	Customer
Import duty exemption	Depends on whether lessor is the project investor	Depends on lessor or lessee eligibility; needs customs review	Customer, if the project qualifies
Residual and technology risk	Lessor	Shared or lessee	Customer
Best fit	Rooftop users wanting no capex and minimal debt	Users wanting ownership at term-end	Creditworthy users with cheap debt

Operating Lease Model

In this form of renewable energy equipment leasing, the lessor installs the system on the customer’s premises under a rooftop solar lease, retains title and maintains the equipment. The rent is fixed and reflects expected generation. This structure is attractive to customers wanting to avoid debt, but it makes roof rights and title perfection the main legal exposures.

Finance Lease and Customer-Owned Structures

In a finance lease, the lease term covers most of the asset’s economic life and the lessee usually has a purchase option at a nominal price. Under the Law on Credit Institutions 2024, financial leasing is a licensed activity, so a non-bank lessor cannot simply label a contract a finance lease and advertise the activity.

Where the customer owns the equipment, a bank loan or vendor credit is the more conventional route, with security taken over the assets and over the bank account receiving savings or export revenue. A cross-border lessor in renewable energy equipment leasing should also review foreign exchange and foreign contractor tax consequences for rent paid offshore.

Equipment Title vs Roof and Land Rights

Solar equipment is movable when delivered, but once bolted to a roof it risks being treated as part of the building. The Civil Code 2015 classifies property attached to land or construction works as immovable, and an owner of the building could argue that the system has become part of it.

For lessor-owned renewable energy equipment leasing, the lease should state that the equipment remains movable property of the lessor notwithstanding installation, and the parties should record this in a way that can be shown to third parties.

Perfecting and Protecting Title

Registration of the lessor’s interest on the National Registry of Secured Transactions, operated under Decree 99/2022/ND-CP, is a prudent step where the arrangement is characterised as a security interest or where the lessor wants priority against the customer’s creditors. Marking the equipment, keeping serial-number schedules and photographing installations are low-cost practical measures that help in enforcement.

Roof Access, Landlord Consent and Enforcement

Many lessees do not own their land. They hold a land-use right, or lease from an industrial-park developer or a building owner. The lessor therefore needs the head landlord’s consent to install, a right to enter and remove the equipment, and a non-disturbance undertaking in case the head lease ends.

Under the Land Law 2024 and the Housing and Construction laws, structural suitability, fire-safety review and, in some cases, notification or permitting for construction work should be confirmed. A lessor in renewable energy equipment leasing that skips this diligence may find that it cannot lawfully remove its panels when the customer defaults. A rooftop solar lease should run at least as long as the roof right, and ideally the roof right should outlast the lease.

Tax Treatment and Incentives

Tax treatment can swing the economics of renewable energy equipment leasing by several percentage points, so it should be modelled before the term sheet is signed.

Import Duty on Solar PV, Inverters, Wind Turbines and BESS

Under the Law on Export and Import Tax No. 107/2016/QH13 and Decree 134/2016/ND-CP, as amended, goods imported to create fixed assets of an investment project in an encouraged sector may qualify for an import duty exemption, subject to registering a list of exempt goods with customs. The practical difficulty in renewable energy equipment leasing is that the exemption attaches to the project and its investor.

If the lessor is the project owner, it may claim the exemption on equipment it imports; if the lessee is the investor but the lessor imports, the position is less certain and should be cleared with customs before shipment. Equipment already available from domestic manufacturers can also fall outside the exemption. Anti-dumping or safeguard measures on particular solar products in Vietnam or in export markets should be checked as well.

Corporate Income Tax and Depreciation

Renewable energy projects can qualify for preferential corporate income tax rates and holidays under the CIT legislation and its guiding decrees, but the incentive depends on the project being an eligible new investment and on the entity actually carrying it out. A small captive rooftop system added to an existing factory may not qualify on its own.

In renewable energy equipment leasing, whether the lessor or the lessee claims depreciation depends on whether the lease is an operating or a finance lease for tax purposes; the lease terms must match that characterisation. VAT on rent, and VAT recovery on imported equipment, also needs to be modelled. Foreign lessors must consider foreign contractor tax, which may be due on rent for equipment leased into Vietnam, and any applicable double tax treaty.

Lease-to-Own Mechanics

Lease-to-own renewable energy equipment leasing is popular because customers want the long-term benefit of ownership once the equipment has paid for itself. Under a typical structure, rent over 7 to 12 years amortises the lessor’s cost plus return, and the customer takes title on payment of a purchase option price. Considerations include:

• Option price: a nominal price supports finance-lease characterisation, while a fair-market-value option points to an operating lease.
• Early termination: stipulated loss values should decline over time and reflect equipment value and unrecovered return.
• Transfer formalities: the transfer should be documented, and any registered interest released, so that the customer can later sell or mortgage the asset.
• Tax on transfer: the final transfer may attract VAT and affect the asset’s tax book value.
• Change of premises: if the customer sells the building, the lease should require assignment or buy-out.

Performance Guarantees, Insurance and BESS Risk

A lessee pays rent expecting output, so performance risk must be allocated carefully. In pure renewable energy equipment leasing, the lessor commonly disclaims generation guarantees, while an energy-as-a-service variant gives a guaranteed performance ratio or availability. Both sides should align the lease with the EPC and O&M contracts behind it.

Performance Guarantees and Warranties

Module power-output warranties typically run 25 to 30 years and inverter warranties are shorter, so the lessor should take assignment of manufacturer warranties and the right to enforce them against the supplier. Availability guarantees, response times for faults and remedies, such as service credits or replacement, should be written with measurable test methods. Rent abatement for prolonged downtime protects the lessee, while a cap on abatement protects lessor financing.

Insurance Requirements

Standard cover includes construction and erection all-risks during installation, then property all-risks including fire, storm and flood, with business interruption where the lessor guarantees performance. In renewable energy equipment leasing the lessor should be named loss payee, and lenders will require co-insurance clauses. Roof-mounted systems in typhoon-prone provinces deserve specific attention to wind-load design and deductibles.

BESS Leasing Considerations

BESS leasing adds fire-safety, degradation and cycling risks. The contract should specify state-of-health thresholds, round-trip efficiency, permitted cycles per day and the allocation of capacity-augmentation costs. Battery installations raise additional fire-prevention and environmental-approval questions, and policy on how storage is compensated or may export to the grid continues to develop. A lessor financing BESS should require independent engineering review and recycle or take-back commitments from the supplier.

Green-Lease Financing from DFIs

Development finance institutions have been active in Vietnamese climate finance, and several operate credit lines for local banks and leasing companies that on-lend for renewable energy equipment leasing and energy-efficiency assets. Green lease financing from a DFI can lower cost of funds and extend tenor, but it also imports conditions.

What DFI-Backed Lenders Will Require

Expect environmental and social covenants aligned with international performance standards, eligibility criteria for sub-projects, reporting on avoided emissions and, for some programmes, exclusions on certain suppliers or on forced-labour risks in the solar supply chain. Provenance documentation for modules is increasingly requested. A lessor should build these requirements into its master lease so that they flow down to each lessee and do not later breach the lessor’s facility.

Structuring for Refinancing and Portfolio Sales

Many renewable energy equipment leasing platforms aggregate small rooftop leases and refinance them in portfolios. That requires uniform documentation, clear assignment rights, consent from the customer and landlord, and a consistent approach to registration and tax characterisation. If these points are fixed in the first template, the lessor avoids expensive remediation later. The same discipline helps when moving from solar PV leasing Vietnam portfolios to a wider mix that includes storage and wind, which are heavier on permitting and engineering.

Frequently Asked Questions

Can a lessor own rooftop solar equipment installed on a customer’s building?

Yes, in renewable energy equipment leasing, if the lease states that the equipment stays the lessor’s movable property, the building owner consents, and the lessor documents access and removal rights. Registering the interest adds protection against third-party claims.

Does leasing solar panels make the lessor an electricity seller?

Not necessarily. A fixed-rent equipment lease differs from selling power. Per-kWh charging and any surplus export can change the analysis, so check current Electricity Law and decree requirements before choosing the pricing model.

Can leased equipment get import duty exemption?

Possibly, for renewable energy equipment leasing. The exemption generally attaches to the investment project and its registered exempt-goods list. Confirm with customs whether the lessor or lessee is the eligible importer before shipment.

Is a finance lease different from lease-to-own?

In renewable energy equipment leasing the two are often similar commercially, but legally a finance lease is a regulated credit-institution activity. A non-bank lessor should structure lease-to-own carefully, usually as an operating lease with a purchase option or a sale with deferred payment.

Can DFI funding support small rooftop leases?

Yes, renewable energy equipment leasing can use DFI funding, usually through local banks or leasing companies’ credit lines. The lessor must satisfy the DFI’s environmental, social and eligibility conditions and pass them down in each lease.

Renewable energy equipment leasing works when title, roof rights, licensing and tax characterisation are fixed before the first panel is shipped. Your next action: assemble the equipment list, the building or land-right documents and a draft rent model, and have them reviewed against the current Electricity Law decrees. For wider background on the legal and policy framework, see the Vietnam Government legal document portal and the International Finance Corporation.

Our project finance practice and banking and finance team advise on both lessor and lessee sides.

Disclaimer: This article provides general information only and does not constitute legal, tax or financial advice. Laws and regulations in Vietnam change frequently; please obtain advice specific to your circumstances before acting.