Under the provisions of the Law on Investment 61/2020/QH14, Investors have the right to conduct business investment activities that are not in the banned list as follow:
Besides, there are some industries that foreign investors are not allowed to access the market or restricted to access the market, see the list hereunder.
1. Trading in goods and services on the list of goods and services exercised exclusively by the State in the field of commerce;
2. Press activities and information gathering in any form;
3. Fishing or harvesting seafoods;
4. Investigation and security services;
5. Administrative and judicial services, including judicial assessment service, redundancy service, property auction service, notary service, liquidator service;
6. Services of sending laborers to work abroad under contracts;
7. Cemetery construction, cemetery service and burial service;
8. Public opinion polling service (public opinion polling);
9. Blasting service; and manufacture and trade in weapons, explosives and supporting tools;
10. Inspection and certification services for means of transport;
11. Importing and dismantling used ships;
12. Public postal services;
13. Services of surveying, constructing and publishing nautical charts for water areas, seaports, navigational channels and maritime routes; development and distribution of marine publications;
14. Goods border-gate transfer business;
15. Producing and trading in outdoor lamps.
1. Production and distribution of cultural products, including video recordings;
2. Producing, distributing, and showing television programs and works of music, theater, and cinema;
3. Providing radio and television services;
4. Insurance, banking, brokerage, securities trading and other related services;
5. Post and telecommunications services;
6. Advertising service;
7. Publication printing and publishing services;
8. Measurement and mapping;
9. Educational services;
10. Exploring, exploiting and processing natural resources, minerals, oil and gas;
11. Hydroelectricity, offshore wind power and nuclear energy;
12. Transport of goods and passengers by rail, air, road, river, sea, pipeline;
14. Forestry and hunting;
15. Betting business, casino;
16. Industrial property related services;
17. Security service;
18. Manufacture of military materials or equipment;
19. Construction, operation and management of river ports, seaports and airports;
20. Real estate business;
21. Legal services;
22. Veterinary services;
23. Distribution Services;
24. Technical inspection and analysis services;
25. Tourist services;
26. Health and social services;
27. Sports and entertainment services;
28. Paper production;
29. Manufacture of transport means of more than 29 seats;
30. Development and operation of traditional markets;
31. Commodity Exchange;
32. Domestic retail collection services;
33. Auditing, accounting, bookkeeping and tax services;
34. Valuation services, valuation consulting services for equitization;
35. Services related to agriculture, forestry and fishery;
36. Manufacturing and manufacturing aircraft;
37. Manufacturing and manufacturing railway locomotives and wagons;
38. Manufacture of tobacco;
39. Publisher's Activity;
40. Building and repairing ships;
41. Acquisition, purchase and handling of military goods and defense and military works;
42. Sales of military equipment, military for the armed forces, military weapons, equipment, techniques, weapons, specialized means of military and police, components, parts, spare parts, objects special equipment and equipment, and specialized technologies for their manufacture;
43. Waste collection services, environmental monitoring services;
44. Commercial arbitration services, arbitration mediation;
45. Business logistics services;
46. Coastal sea transport;
47. Cultivation, production or processing of rare crops, breeding rare wildlife and the processing and handling of these animals or plants, including live animals and preparations. products from them;
48. Production of construction materials, including construction glass, clay bricks, equipment for cement production, bricks, fresh concrete, crushed stone;
49. Motorcycle assembly;
50. Art activities, performing arts, fashion shows, beauty and model competitions;
51. New lines of business that have not been implemented in the Vietnamese territory at the time of the Investment Law at the time of implementation.
These are the conditions that foreign investors must satisfy when conducting investment activities in sectors subject to conditional investment for foreign investors as prescribed in laws, ordinances, decrees, and international treaties on investment.
Conditions on the proportion of foreign investors' ownership in charter capital of a business organization
Foreign investors are entitled to own unlimited charter capital in a business organization. Except for the following cases:
See more: Regulations on the ratio of foreign investors' capital in Vietnam
Conditions of investment form
When investing in Vietnam, direct or indirect investment can be made. Forms of foreign investment in Vietnam include:
Each form will have its own requirements.
See more: Forms of foreign investors contributing capital to Vietnamese companies
Scope of investment activities
For industries and sub-sectors to which Vietnam has committed to which foreign investors meet the investment conditions of that industry, the investment registration agency shall consider, decide to grant, modify the Certificate of investment registration or registration of capital contribution, purchase of shares or capital contributions of foreign investors in accordance with the Law on Investment.
For service sectors and sub-sectors that have not yet committed or are not specified in Vietnam's Schedule of Commitments in international treaties on investment, but the law of Vietnam already has provisions on investment conditions for investors, foreign investors shall comply with the provisions of Vietnamese law.
Vietnamese partners to participate in investment activities
In many business lines when choosing to invest, foreign investors are required to enter into joint ventures with Vietnamese enterprises that have been licensed to operate in that field. For example, in Advertising field:
According to the WTO accession commitments, from the date of accession, foreign service suppliers may establish joint ventures or enter into business cooperation contracts with Vietnamese partners who have been licensed to provide services.
Article 40 of the Law on Advertising 2012, lawizes this commitment: “Foreign organizations and individuals are allowed to cooperate and invest with Vietnamese advertising service providers in the form of joint ventures and business cooperation contracts."
Based on these regulations, foreign investors are not allowed to freely invest in the advertising business, but only invest in the form of a joint venture or a business cooperation contract with an approved Vietnamese partner who has the authority to license advertising activities.
Step 1: Apply for an investment registration certificate
Before establishing an enterprise in Vietnam, regardless of the business lines or fields of investment, the proportion of capital held by foreign investors (ie from 1% to 100%), an investment project must be obtained by foreign investors and must go through the procedures for an investment registration certificate.
Within 15 days from the date of receipt of a complete and valid application, the Department of Planning and Investment will issue the Investment Registration Certificate. If refusing to issue, it will reply in writing, clearly stating the reason.
For the form of foreign investment in Vietnam through the capital contribution and share purchase by foreign investors in the Vietnamese company for conditional business lines applicable to foreign investors; or the contribution of capital, purchase of shares or capital contributions leads foreign investors to own 51% of the charter capital of the enterprise, the Company need to carry out the procedures for registration of capital contribution purchase with the Department of Planning and Investment without necessarily carrying out procedures for issuing investment registration certificates.
Just do the reporting procedure using form I.13 in Circular No. 16/2015 / TT-BKHDT. The contents of the report include: Name of investment project, investment objectives, investment scale, investment capital, location, duration, investment schedule, labor demand, investment incentives (if any).
Step 2: Register the establishment of a foreign-invested enterprise
After being granted the investment registration certificate, the foreign investor shall carry out the registration of establishment of a foreign invested company. The foreign investor prepares a complete dossier and submits it to the Provincial Business Registration Office where the company is located. After 05 - 07 working days, the Business Registration Office will issue the Business Registration Certificate to the investor.
See further guidance here