Investment • FDI in Vietnam

Foreign InvestmentComprehensive FDI Advisory

LTV Law supports foreign investors in obtaining an Investment Registration Certificate (IRC), setting up FDI enterprises, advising on conditional business lines, and optimizing investment incentives in Vietnam.

Free FDI ConsultationView the IRC Process

Quick Facts

  • IRC issuance time
    15 working days (Art. 37, Law on Investment 2020)
  • ERC issuance time after IRC
    3 working days
  • Investment forms
    5 forms under Art. 21, Law on Investment 2020
  • Latest legal basis
    Amended Law on Investment 2025 (effective 2026)
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In this article:OverviewIRC ProcessRequired DocumentsService FeesService PackagesFAQ
Overview

Investment Forms & Conditions for Foreign Investment in Vietnam

Under the Law on Investment 2020 (61/2020/QH14) and the amended Law on Investment 2025, foreign investors may invest in Vietnam through 5 forms. The legal framework is also shaped by trade agreements including CPTPP, EVFTA, and RCEP.

5 Investment Forms (Art. 21, Law on Investment 2020)

01
Establishment of an economic organization

A 100% foreign-owned company or a joint venture with a Vietnamese partner

02
Capital contribution, share/stake purchase

Participation in an operating Vietnamese enterprise through capital contribution or share purchase

03
Investment under contract

PPP, BOT, BTO, BT, BCC — suited to infrastructure and public-utility projects

04
Commercial franchising

Transfer of brand and business-system rights to a franchisee

05
Mergers & acquisitions (M&A)

Taking over all or part of an operating Vietnamese enterprise

IRC & ERC — Two Core Certificates

IRC
Investment Registration Certificate
Mandatory for all FDI projects
Records: objectives, scale, capital, location, duration
Issuing authority: DPI or Economic Zone/Industrial Park Management Board
Processing time: 15 working days
Must be obtained BEFORE registering the ERC
ERC
Enterprise Registration Certificate
Issued AFTER the IRC
Records the enterprise's legal information
Issuing authority: Business Registration Office
Processing time: 3 working days
Fee: 0 VND (online filing)

When is an Investment Policy Approval required?

  • Investment projects with capital ≥ VND 5,000 billion
  • Special sectors (airports, seaports, power, telecommunications, etc.)
  • Use of ≥ 500 ha of rice-growing land
  • National defense and security areas

Key Investment Incentives

Corporate income tax incentives
Tax rate of 10–15% (instead of 20%) in industrial parks/economic zones/hi-tech zones; 2–4 years exemption, then 50% reduction for the following period
Import duty exemption
Exemption from import duty on machinery, equipment, and initial raw materials for the project
Land rent exemption
Land rent exemption for 3–15 years depending on the incentivized location (economic zones, disadvantaged areas)

Amended Law on Investment 2025

The Law on Investment 2025 (effective from 2026) brings significant reforms: expanding business lines open to foreign investors; simplifying the Investment Policy Approval procedure; a regulatory "sandbox" mechanism for innovation; and enhanced investor protection. LTV Law stays up to date and advises accordingly.

Process

IRC Application and FDI Enterprise Formation Process

5 steps under the Law on Investment 2020 and Decree 31/2021/ND-CP.

1
Advice on investment form & business line
Check conditional business lines and foreign ownership caps; advise on locations that optimize investment incentives; assess whether an Investment Policy Approval is required.
1–2 days
2
Prepare the IRC application file
Draft the investment project explanation; documents proving financial capacity; foreign investor's legal documents; documents on the investment location.
5–7 days
3
Obtain Investment Policy Approval (if required)
File the application with the Provincial People's Committee / Prime Minister / National Assembly depending on scale. Track progress and supplement the file as requested.
45 days – 6 months
Not every project requires this step.
4
IRC issuance at the DPI / Economic Zone Management Board
Submit the application for an Investment Registration Certificate; supplement documents as requested; receive the IRC.
15 working days
5
Enterprise registration (ERC) & completion
Register with the Business Registration Office after obtaining the IRC; receive the ERC; carve the company seal, open bank accounts; apply for sub-licenses if required.
3 working days
Required Documents

IRC Application Documents

Application for an Investment Registration Certificate (IRC)
  • Application for IRC issuance (per prescribed form)
  • Explanation of the investment project (objectives, scale, location, capital, schedule)
  • Documents proving financial capacity (bank statements, financial statements)
  • Passport of the foreign individual investor; or Certificate of incorporation + charter + passport of the representative (foreign entity)
  • Site lease documents / land lease agreement (LoI from an industrial park or landowner)
  • Power of attorney authorizing LTV Law

Note: For projects requiring an Investment Policy Approval, the file will additionally include: the investment project proposal, a socio-economic impact assessment, and a land use plan. LTV Law prepares the complete document list after assessing the specific project.

Service Fees

FDI Advisory Service Fees

Service fees depend on the project scale, business line, and investment form. LTV Law offers a transparent, all-inclusive quote from the outset.

ServiceFee
IRC issuance feeContact the local DPI
ERC issuance fee0 VND (online filing)
FDI advisory & IRC file preparationContact for a quote
Representation for Investment Policy ApprovalContact for a quote
Advice on tax & land incentivesContact for a quote

The IRC issuance fee is set by the local DPI and may vary by province/city. LTV Law's service fee will be quoted specifically after assessing the project.

LTV Law Service Packages

LTV Law's FDI Advisory Services

We offer 2 flexible service packages, from IRC filing support to full end-to-end guidance. Contact us for a detailed quote.

Advisory & IRC Filing Package

  • Advice on investment form & conditional business lines
  • Check foreign ownership caps by industry
  • Advice on locations to optimize incentives
  • Drafting of the full IRC application file
  • Guidance on filing and progress tracking
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Full Service — Most Popular

Full-Service FDI Package

  • Comprehensive pre-investment advisory
  • IRC application at the DPI / Economic Zone Management Board
  • Enterprise registration (ERC)
  • Investment Policy Approval (if required)
  • Sub-license applications by industry
  • Tax and financial advisory for FDI enterprises
  • Post-formation support (bank accounts, company seal, tax registration)
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Register for Consultation

Start your journey
investing in Vietnam

Fill in your details to receive a free FDI consultation. LTV Law specialists will assess the industry conditions and advise on the appropriate investment form.

Free industry-condition check
Advice on the optimal investment form
Cost and timeline estimate
No obligation, no upfront consultation fee

Registration Details

Your information is kept strictly confidential.

FAQ

Frequently Asked Questions about Foreign Investment in Vietnam

Start Your Journey Investing in Vietnam Today

Contact LTV Law for an assessment of your industry conditions and advice on the right FDI investment form — completely free of charge.

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