Law on Foreign Investment in Vietnam No. 52-L/CTN

LAW

Foreign Investment in Vietnam

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To expand economic cooperation with foreign countries, serve the cause of industrialization and modernization, and develop the national economy based on the effective exploitation and utilization of domestic resources;
Pursuant to the Constitution of the Socialist Republic of Vietnam in 1992;
This Law regulates foreign direct investment in the Socialist Republic of Vietnam.

Chapter 1:

GENERAL PROVISIONS

Article 1

The State of the Socialist Republic of Vietnam encourages foreign investors to invest in Vietnam on the basis of respecting independence, sovereignty, and compliance with Vietnamese laws, equality, and mutual benefit.

The State of the Socialist Republic of Vietnam protects ownership rights over invested capital and other legitimate interests of foreign investors; creates favorable conditions and stipulates simple and swift procedures for foreign investors investing in Vietnam.

Article 2

In this Law, the following terms shall be understood as follows:

1- "Foreign Direct Investment" means the act of foreign investors bringing in capital or any asset into Vietnam to conduct investment activities as prescribed by this Law.

2- "Foreign Investor" means foreign economic organizations or individuals investing in Vietnam.

3- "Foreign Party" means a party consisting of one or more foreign investors.

4- "Vietnamese Party" means a party consisting of one or more Vietnamese enterprises from all economic sectors.

5- "Both Parties" means the Vietnamese Party and the Foreign Party.

"Multiple Parties" means the Vietnamese Party and multiple Foreign Parties or multiple Foreign Parties and multiple Vietnamese Parties or multiple Vietnamese Parties and multiple Foreign Parties.

6- "Foreign Invested Enterprise" includes joint venture enterprises and wholly foreign-owned enterprises.

7- "Joint Venture Enterprise" means an enterprise established in Vietnam by two parties or multiple parties through a joint venture agreement or an agreement signed between the Government of the Socialist Republic of Vietnam and the Government of a foreign country, or an enterprise established through cooperation between a foreign-invested enterprise and a Vietnamese enterprise or between a joint venture enterprise and a foreign investor based on a joint venture agreement.

8- "Wholly Foreign-Owned Enterprise" means an enterprise established by a foreign investor with 100% foreign capital in Vietnam.

9- "Business Cooperation Contract" means a document signed between two parties or multiple parties to conduct investment activities without establishing a legal entity.

10- "Joint Venture Agreement" means a document signed between the parties referred to in Point 7 of this Article to establish a joint venture enterprise in Vietnam.

11- "Build-Operate-Transfer Contract" means a document signed between a competent state agency of Vietnam and a foreign investor to construct, operate infrastructure projects for a specified period; at the end of the period, the foreign investor transfers the project无偿地移交给越南国家。

12- "Build-Transfer-Operate Contract" means a document signed between a competent state agency of Vietnam and a foreign investor to construct infrastructure projects; after construction, the Vietnamese Government grants the foreign investor the right to operate the project for a specified period to recover the investment capital and reasonable profit.

13- "Build-Transfer Contract" means a document signed between a competent state agency of Vietnam and a foreign investor to construct infrastructure projects; after completion, the foreign investor transfers the project to the Vietnamese State, allowing the Vietnamese Government to create conditions for the foreign investor to implement another project to recover the investment capital and reasonable profit.

14- "Export Processing Zone" means an industrial zone specialized in producing export goods, providing services for export production and export activities, with defined geographical boundaries, established or permitted to be established by the Government.

15- "Export Processing Enterprise" means an enterprise specialized in producing export goods, providing services for export production and export activities, established and operated according to the Government's regulations on export processing enterprises.

16- "Industrial Zone" means a specialized area for producing industrial goods and providing services for industrial production, established or permitted to be established by the Government.

17- "Industrial Zone Enterprise" means an enterprise established and operating within an Industrial Zone.

18- "Investment Capital" means the capital to implement an investment project, including statutory capital and borrowed capital.

19- "Statutory Capital" of a foreign-invested enterprise means the minimum capital required to establish the enterprise as recorded in the enterprise's charter.

20- "Contribution Share" means the portion of each party's contribution to the statutory capital of the enterprise.

21- "Reinvestment" means using profits and other lawful income from investment activities in Vietnam to invest in ongoing projects or new projects in Vietnam under the forms of investment prescribed by this Law.

Article 3

Foreign investors may invest in Vietnam in various sectors of the national economy.

The Vietnamese State encourages foreign investors to invest in the following sectors and areas:

1- Sectors:

a) Export product manufacturing;

b) Cultivation, breeding, and processing of agricultural, forestry, and aquatic products;

c) Utilizing high technology, modern techniques, protecting the ecological environment, and investing in research and development;

d) Employing a large number of workers, processing raw materials, and utilizing natural resources in Vietnam effectively;

e) Construction of infrastructure and important industrial facilities.

2- Areas:

a) Mountainous regions, remote and far-flung areas;

b) Areas with difficult socio-economic conditions.

The Vietnamese State does not grant permission for foreign investment in sectors and areas that cause damage to national defense, national security, historical and cultural relics, traditional customs, and the ecological environment.

Based on planning and development orientations in each period, the Government stipulates encouraged investment areas, issues lists of recommended projects, particularly encouraged projects, lists of conditional investment sectors, and lists of sectors not granted investment permits.

Vietnamese private economic organizations are allowed to cooperate with foreign investors in investment sectors and conditions prescribed by the Government.

Chapter 2:

FORMS OF INVESTMENT

Article 4

Foreign investors may invest in Vietnam in the following forms:

1- Business cooperation based on a business cooperation contract;

2- Joint venture enterprises;

3- Wholly foreign-owned enterprises.

Article 5

The two parties or multiple parties may engage in business cooperation based on a business cooperation contract, such as production cooperation with profit sharing, product division, and other forms of business cooperation.

The objects, contents, duration of business operation, rights, obligations, and responsibilities of each party, as well as the relationships between the parties, shall be agreed upon and recorded in the business cooperation contract.

Article 6.

The two parties or multiple parties may cooperate to establish a joint venture enterprise in Vietnam based on a joint venture contract.

A joint venture enterprise may cooperate with foreign investors or Vietnamese enterprises to establish a new joint venture enterprise in Vietnam.

A joint venture enterprise shall be established in the form of a limited liability company and have legal personality under Vietnamese law.

, Clause 1, Clause 2 Article 7a of this Regulation.

1- The foreign party participating in the joint venture enterprise contributes the statutory capital in the form of:

a) Foreign currency, Vietnamese currency derived from investment in Vietnam;

b) Equipment, machinery, factories, construction works;

c) The value of industrial property rights, technical secrets, technological processes, technical services.

2- The Vietnamese party participating in the joint venture enterprise contributes the statutory capital in the form of:

a) Vietnamese currency, foreign currency;

b) The value of land use rights according to the provisions of the law on land;

c) Natural resources, the value of water surface and sea surface use rights according to the provisions of the law;

d) Equipment, machinery, factories, construction works;

đ) The value of industrial property rights, technical secrets, technological processes, technical services.

3- Contributions by the parties in forms other than those specified in Clause 1 and Clause 2 of this Article must be approved by the Government.

Article 8

The portion of the statutory capital contributed by the foreign party or foreign parties to the joint venture enterprise is not subject to a maximum limit according to the agreement of the parties, but it must be at least 30% of the statutory capital, except in cases prescribed by the Government.

For multi-party joint ventures, the minimum proportion of capital contribution of each Vietnamese party shall be prescribed by the Government.

For important economic entities decided by the Government, the parties agree to gradually increase the proportion of capital contribution of the Vietnamese party in the statutory capital of the joint venture enterprise.

Article 9

The value of each party's share in the joint venture enterprise is determined based on the market price at the time of capital contribution. The progress of capital contribution is agreed upon by the parties and recorded in the joint venture contract and approved by the competent state management agency for foreign investment.

The value of equipment and machinery used for capital contribution must be certified by an independent appraisal organization.

The parties are responsible for the truthfulness and accuracy of the value of their respective capital contributions. In necessary cases, the competent state management agency for foreign investment has the right to designate an appraisal organization to re-appraise the value of the capital contributions of the parties.

Article 10

The parties share profits and bear risks of the joint venture enterprise in proportion to their respective capital contributions, except where otherwise agreed upon by the parties and stipulated in the joint venture contract.

Article 11

The Board of Directors is the leading body of the joint venture enterprise, consisting of representatives of the parties participating in the joint venture enterprise.

The parties appoint their own representatives to the Board of Directors in proportion to their respective contributions to the statutory capital of the joint venture enterprise.

In the case of a two-party joint venture, each party must have at least two members on the Board of Directors.

In the case of a multi-party joint venture, each party must have at least one member on the Board of Directors.

If the joint venture enterprise has one Vietnamese party and multiple foreign parties or one foreign party and multiple Vietnamese parties, then that Vietnamese party or foreign party has the right to appoint at least two members to the Board of Directors.

In the Board of Directors of a joint venture enterprise established between a joint venture enterprise currently operating in Vietnam and a foreign investor or a Vietnamese enterprise, the currently operating joint venture enterprise must have at least two members, including at least one member representing the Vietnamese party.

Article 12

The Chairman of the Board of Directors of the joint venture enterprise is appointed by the joint venture parties. The Chairman is responsible for convening and chairing meetings of the Board of Directors and supervising the implementation of resolutions of the Board of Directors.

The General Director and Deputy General Directors are appointed and dismissed by the Board of Directors and are accountable to the Board of Directors and Vietnamese law for managing and directing the operations of the enterprise.

The General Director or First Deputy General Director must be a Vietnamese citizen.

The duties and powers of the Chairman of the Board of Directors, the General Director, and the First Deputy General Director are recorded in the enterprise charter.

Article 13

Regular meetings of the Board of Directors are decided by the Board of Directors. The Board of Directors may hold extraordinary meetings at the request of the Chairman of the Board of Directors, two-thirds of the members present at the meeting, or the General Director or First Deputy General Director. Meetings of the Board of Directors are convened by the Chairman of the Board of Directors.

A meeting of the Board of Directors must have at least two-thirds of the representatives of the parties present.

Article 14

1- The most important issues in the organization and operation of the joint venture enterprise include: appointment and dismissal of the General Director, First Deputy General Director, Chief Accountant; amendment and supplementation of the enterprise charter; approval of annual financial settlement and project settlement; borrowing for investment, which shall be decided by the Board of Directors based on unanimous agreement among the members present at the meeting.

The parties may agree in the enterprise charter that other issues requiring unanimous agreement shall be decided.

2- For issues not provided for in Clause 1 of this Article, the Board of Directors decides based on a majority vote of the members present at the meeting.

Article 15

Foreign investors may establish a wholly foreign-owned enterprise in Vietnam.

A wholly foreign-owned enterprise shall be established in the form of a limited liability company and have legal personality under Vietnamese law.

A foreign-invested enterprise with 100% foreign capital may cooperate with a Vietnamese enterprise to establish a joint venture.

For important economic bases decided by the Government, Vietnamese enterprises, upon agreement with the enterprise owners, may purchase part of the capital of the enterprise to form a joint venture.

Article 16

The statutory capital of a foreign-invested enterprise must be at least 30% of the enterprise's investment capital. In special cases, this ratio may be lower than 30%, but it must be approved by the competent state management agency for foreign investment.

During its operation, a foreign-invested enterprise shall not reduce its statutory capital.

Article 17

The operating period of a foreign-invested enterprise and the term of the business cooperation contract shall be recorded in the Investment License for each project as prescribed by the Government, but shall not exceed 50 years.

Based on the regulations of the Standing Committee of the National Assembly, the Government decides a longer term for each project, but not exceeding 70 years.

Article 18

Foreign investors are allowed to invest in Industrial Zones and Export Processing Zones under the forms prescribed in Article 4 of this Law.

Vietnamese enterprises belonging to various economic sectors may cooperate with foreign investors to invest in Industrial Zones and Export Processing Zones under the forms prescribed in Point 1 and Point 2 of Article 4 of this Law, or establish an enterprise with 100% of their own capital.

The exchange of goods between enterprises in the Vietnamese market and export processing enterprises shall be considered as import-export relations and must comply with the provisions of the laws on import-export. Export processing enterprises are allowed to purchase raw materials, supplies, and goods from the domestic market into the Export Processing Zone according to simplified and convenient procedures prescribed by the Government.

The Government promulgates regulations on Industrial Zones and Export Processing Zones.

Article 19

Foreign investors who build infrastructure projects may enter into with the competent Vietnamese state authorities contracts for Build-Operate-Transfer (BOT), Build-Transfer-Operate (BTO), or Build-Transfer (BT). Foreign investors enjoy rights and fulfill obligations as stipulated in the contract.

The Government specifies detailed regulations on investment under BOT, BTO, and BT contracts.

Chapter 3:

MEASURES TO ENSURE INVESTMENT

Article 20

The Socialist Republic of Vietnam guarantees fair and appropriate treatment for foreign investors investing in Vietnam.

Article 21

During the investment process in Vietnam, the lawful capital and other assets of foreign investors shall not be expropriated or confiscated through administrative measures, and foreign-invested enterprises shall not be nationalized.

The Socialist Republic of Vietnam protects industrial property rights and ensures the legitimate interests of foreign investors in technology transfer activities in Vietnam.

In case changes in Vietnamese laws cause damage to the interests of foreign-invested enterprises and parties involved in business cooperation contracts that have been granted licenses, the State shall take appropriate measures to resolve the rights of investors.

Article 22

Foreign investors investing in Vietnam are permitted to remit abroad:

1- Profits derived from business operations;

2- Payments for technical services provided;

3- Principal and interest of foreign loans during the course of operations;

4- Investment capital;

5- Other amounts and assets legally owned by them.

Article 23

Foreign nationals working in foreign-invested enterprises or for parties involved in business cooperation contracts, after paying income tax as prescribed by law, are permitted to remit abroad their lawful income.

"d) Within no more than one working day from the date of receiving the dossier submitted for administrative procedures by the specialized agency assigned by the Provincial People's Committee, the Chairman of the Provincial People's Committee shall issue a notification of the result of the inspection of plant-based food exports or a certificate at the request of the importing country."

Disputes between parties involved in business cooperation contracts or joint ventures, as well as disputes between foreign-invested enterprises and Vietnamese enterprises with parties involved in business cooperation contracts, shall first be resolved through negotiation and mediation.

If the parties cannot mediate, the dispute shall be brought to arbitration organizations or Vietnamese courts for resolution according to Vietnamese law.

For disputes between parties involved in joint ventures or business cooperation contracts, the parties may agree in the contract to choose another arbitration organization to resolve the dispute.

Disputes arising from BOT, BTO, and BT contracts shall be resolved according to the method agreed upon by the parties and recorded in the contract.

Chapter 4:

RIGHTS AND OBLIGATIONS OF FOREIGN INVESTORS AND FOREIGN-INVESTED ENTERPRISES

Article 25

Foreign-invested enterprises and parties involved in business cooperation contracts may recruit labor based on business needs and must prioritize recruiting Vietnamese citizens; they may only recruit foreign nationals for jobs requiring technical and managerial skills that Vietnam cannot meet, but must train Vietnamese workers to replace them.

The rights and obligations of workers employed in foreign-invested enterprises are guaranteed by labor contracts, collective labor agreements, and relevant labor laws.

Article 26

Employers, Vietnamese workers, and foreign workers must comply with labor laws and related laws; respect each other's dignity, personality, and customs.

Article 27

Foreign-invested enterprises must respect the right of Vietnamese workers to participate in political organizations and socio-political organizations as prescribed by Vietnamese law.

Article 28

Foreign-invested enterprises and foreign parties participating in business cooperation contracts must insure their assets and civil liabilities at Vietnamese insurance companies or other insurance companies authorized to operate in Vietnam.

Article 29

The transfer of foreign technology into Vietnam for foreign investment projects shall be carried out in the form of capital contribution with the value of technology or purchase of technology based on contracts, in accordance with the laws on technology transfer.

The Government of Vietnam encourages the rapid transfer of technology, especially advanced technology.

Article 30.

Foreign-invested enterprises and parties participating in business cooperation contracts must inspect and settle construction works upon completion, with confirmation from an inspection organization.

Foreign-invested enterprises and parties participating in business cooperation contracts must conduct bidding in accordance with the laws on bidding.

Article 31

Foreign-invested enterprises and parties participating in business cooperation contracts have the right to operate independently according to the objectives specified in the Investment License; they are allowed to import equipment, machinery, materials, and transportation means; directly or authorize export and sell their products to implement the investment project in accordance with the law.

Foreign-invested enterprises and parties participating in business cooperation contracts must prioritize purchasing equipment, machinery, materials, and transportation means in Vietnam under equal technical and commercial conditions.

Article 32

Foreign-invested enterprises are permitted to open branches outside the province or centrally administered city where the enterprise's headquarters is located to carry out business activities within the scope and objectives specified in the Investment License and must obtain approval from the People's Committee of the province or centrally administered city where the branch is opened.

Article 33

Foreign-invested enterprises and foreign parties participating in business cooperation contracts must ensure their own demand for foreign currency for their operations.

The Government of Vietnam ensures support for the balance of foreign exchange for projects constructing infrastructure works, producing substitute goods for essential imports, and other important projects.

Article 34

Parties in joint ventures have the right to transfer the value of their equity in the joint venture, but must prioritize transferring it to other parties in the joint venture. In cases of transferring to entities outside the joint venture, the conditions for transfer may not be more favorable than those set for parties in the joint venture. The transfer must be agreed upon by all parties in the joint venture.

These provisions also apply to the transfer of rights and obligations of parties in business cooperation contracts.

Wholly foreign-owned enterprises have the right to transfer their equity, but must prioritize transferring it to Vietnamese enterprises.

The transfer of equity only becomes effective after the competent state agency on foreign investment approves the equity transfer contract.

In cases where the transfer of equity generates profit, the transferring party must pay income tax at a rate of 25% of the profit received; in cases of transferring to Vietnamese enterprises, the tax may be reduced or exempted.

Article 35

Foreign-invested enterprises can open accounts in Vietnamese dong and foreign currencies at Vietnamese banks, joint venture banks, or branches of foreign banks located in Vietnam.

In special cases approved by the State Bank of Vietnam, foreign-invested enterprises may be allowed to open loan accounts at foreign banks.

Article 36

The conversion between Vietnamese dong and foreign currencies shall be conducted at the official exchange rate published by the State Bank of Vietnam at the time of conversion.

Article 37

Foreign-invested enterprises and foreign parties participating in business cooperation contracts apply Vietnamese accounting standards. In cases where other common accounting standards need to be applied, such application must be approved by the Ministry of Finance.

The depreciation system for fixed assets of foreign-invested enterprises and foreign parties participating in business cooperation contracts shall be implemented in accordance with the regulations of the Government.

Annual financial statements of foreign-invested enterprises and foreign parties participating in business cooperation contracts must be audited by an independent auditing company in Vietnam or another independent auditing company permitted to operate in Vietnam in accordance with the laws on auditing. Annual financial statements must be submitted to the financial authority and the state management agency on foreign investment.

Article 38

Foreign-invested enterprises and foreign parties participating in business cooperation contracts must pay income tax at a rate of 25% of the profit earned; in cases of encouraged investment, the income tax rate is 20% of the profit earned; in cases of multiple encouraged investment criteria, the income tax rate is 15% of the profit earned; in cases of particularly encouraged investment, the income tax rate is 10% of the profit earned.

For the oil and gas sector and other rare resources, the income tax rate shall be as prescribed by the Oil Law and related laws.

Article 39

Depending on the investment sector and location specified in Article 3 of this Law, foreign-invested enterprises and foreign parties participating in business cooperation contracts may be exempt from income tax for a maximum period of two years from the start of profitable operations and enjoy a 50% reduction in income tax for a subsequent maximum period of two years.

In cases where foreign-invested enterprises and foreign parties participating in business cooperation contracts implement projects meeting multiple encouraged investment criteria, they may be exempt from income tax for a maximum period of four years from the start of profitable operations and enjoy a 50% reduction in income tax for a subsequent maximum period of four years.

In cases of particularly encouraged investment, the maximum exemption period for income tax is eight years.

Article 40

During operation, joint ventures may carry forward losses from any tax year to the following year and offset these losses with profits from subsequent years, but not exceeding five years.

Article 41

After paying income tax, joint ventures must allocate 5% of the remaining profit to establish a reserve fund. The reserve fund is limited to 10% of the statutory capital of the enterprise. The ratio of profit allocated for welfare funds and other funds is agreed upon by the parties and recorded in the articles of association of the enterprise.

Article 42 |||

In cases of reinvestment into encouraged investment projects, a portion or the entire income tax paid on the reinvested profits will be refunded. The Government shall stipulate the refund rate depending on the sector, location, form, and duration of the reinvestment.

1. The "Labor Medal" second class shall be awarded or posthumously awarded to individuals meeting one of the following criteria:

When transferring profits abroad, foreign investors must pay a tax of 5%, 7%, or 10% of the transferred profits, depending on the level of their capital contribution to the statutory capital of a foreign-invested enterprise or the actual performance of a joint venture contract.

Article 44 |||

Overseas Vietnamese persons investing in Vietnam under this Law shall enjoy a 20% reduction in corporate income tax compared to similar projects, except where they benefit from a 10% corporate income tax rate; they shall also enjoy a 5% tax rate on the transfer of profits abroad.

Article 45 |||

Based on the Government's regulations, the State management agency for foreign investment shall decide on the application of corporate income tax rates, exemption and reduction periods for corporate income tax, and the tax rate for the transfer of profits abroad as provided for in Articles 38, 39, 43, and 44 of this Law. The tax rate and exemption/reduction period shall be recorded in the Investment License.

During the implementation of an investment project, if there are changes in investment conditions, the exemption and reduction of taxes for foreign-invested enterprises and foreign parties participating in joint venture contracts shall be decided by the Ministry of Finance.

Article 46 |||

Foreign-invested enterprises and foreign parties participating in joint venture contracts using land, water surfaces, or sea surfaces must pay rent; in cases of resource exploitation, they must pay resource taxes as prescribed by law.

The Government shall stipulate the exemption or reduction of land, water surface, and sea surface rents for construction-operate-transfer, construction-transfer-operate, and construction-transfer projects; projects invested in mountainous areas, remote regions, and economically disadvantaged areas.

Article 47 |||

Export duties and import duties on exported and imported goods of foreign-invested enterprises and parties participating in joint venture contracts shall be applied according to the Law on Export Duties and Import Duties.

Equipment, machinery, and transportation vehicles specifically used within production lines imported into Vietnam to create fixed assets of foreign-invested enterprises or to implement joint venture contracts or expand investment project scales, and transportation vehicles used to transport workers shall be exempt from import duties.

The Government shall stipulate the exemption or reduction of export duties and import duties for other special goods that need to be encouraged for investment.

Article 48

Export processing enterprises shall be exempt from export duties and import duties on goods exported from export processing zones and imported into export processing zones from abroad.

Export processing enterprises and foreign-invested enterprises located in industrial parks shall enjoy tax incentives for encouraged and particularly encouraged investments as provided for in Articles 38, 39, 43, and 44 of this Law. The Government shall specify the tax incentive rates for each type of export processing enterprise and foreign-invested enterprise in industrial parks.

Article 49

Besides the taxes prescribed in this Law, foreign-invested enterprises and foreign parties participating in joint venture contracts must pay other types of taxes as prescribed by law.

Article 50

Foreign individuals and Vietnamese individuals working in foreign-invested enterprises or for parties participating in joint venture contracts must pay income tax as prescribed by law.

Article 51

Foreign-invested enterprises and foreign parties participating in joint venture contracts have the responsibility to comply with legal provisions on environmental protection.

Article 52

Foreign-invested enterprises and joint business contracts shall cease operations in the following cases:

1- Expiration of the operation term stated in the Investment License;

2- At the request of one or more parties and approved by the State management agency for foreign investment;

3- By decision of the State management agency for foreign investment due to serious violations of laws and regulations stipulated in the Investment License;

4- Due to bankruptcy declaration;

5- In other cases as prescribed by law.

Article 53

1- When terminating operations in the cases specified in Points 1, 2, 3, and 5 of Article 52 of this Law, foreign-invested enterprises and parties participating in joint venture contracts must liquidate the enterprise's assets, terminate contracts, and fulfill their obligations as prescribed by law.

2- If a foreign-invested enterprise is declared bankrupt, it shall be resolved according to the law on enterprise bankruptcy.

Chapter 5:

STATE MANAGEMENT OF FOREIGN INVESTMENT

Article 54

The content of state management of foreign investment includes:

1- Developing strategies, plans, and policies for foreign investment;

2- Issuing legal documents on foreign investment activities;

3- Guiding sectors and localities in implementing activities related to foreign investment cooperation;

4- Issuing and revoking Investment Licenses;

5- Specifying the coordination among state agencies in managing foreign investment activities;

6- Inspecting, auditing, and supervising foreign investment activities.

Article 55

The Government shall uniformly manage state affairs concerning foreign investment in Vietnam.

The Government shall stipulate the issuance of Investment Licenses by the Ministry of Planning and Investment; based on economic and social development plans, sectors, nature, and scale of investment projects, it shall decide on the delegation of Investment License issuance authority to provincial People's Committees directly under the central government that meet the required conditions; it shall also stipulate the issuance of Investment Licenses for projects invested in industrial parks and export processing zones.

Article 56

The Ministry of Planning and Investment is the state management agency for foreign investment, assisting the Government in managing foreign investment activities in Vietnam.

The Ministry of Planning and Investment has the following tasks and powers:

1- To lead in drafting and submitting to the Government the strategy and planning for attracting foreign investment; to draft legal projects and policies on foreign investment; to coordinate with ministries, ministerial-level agencies, and government agencies in state management of foreign investment; to guide provincial People's Committees under the Central Government in implementing laws and policies on foreign investment;

2- To draft and compile lists of investment projects; to provide guidance on investment procedures; to manage state activities related to investment promotion and advisory services;

3- To receive investment projects and to lead in reviewing and issuing Investment Licenses for projects within its jurisdiction;

4- To act as the focal point for resolving issues arising during the formation, implementation, and execution of foreign investment projects;

5- To evaluate the economic and social effectiveness of foreign investment activities;

6- To inspect and audit the implementation of foreign investment activities in Vietnam in accordance with the law;

Article 57

Ministries, ministerial-level agencies, and government agencies shall implement state management of foreign investment according to their functions and authorities:

1- To cooperate with the Ministry of Planning and Investment in drafting laws, policies, and plans related to foreign investment;

2- To draft plans and lists of investment projects aimed at attracting foreign capital in their respective sectors; to organize promotional and investment attraction activities;

3- To participate in reviewing investment projects;

4- To provide guidance and resolve administrative procedures related to the implementation and execution of investment projects;

5- To inspect and audit the operations of enterprises with foreign investment, and parties involved in joint venture contracts within their areas of responsibility;

6- To perform other tasks within their authority as prescribed by law;

Article 58

Provincial People's Committees under the Central Government shall implement state management of foreign investment within their territorial jurisdictions according to their functions and authorities:

1- Based on approved socio-economic development plans, to establish and publish lists of investment projects aimed at attracting foreign investment in their localities; to organize promotional and investment attraction activities;

2- To participate in reviewing foreign investment projects in their localities;

3- To receive investment projects, review them, and issue Investment Licenses for foreign investment projects in their localities according to the delegation from the Government;

4- To resolve administrative procedures related to the formation, implementation, and execution of investment projects within their jurisdiction;

5- To manage state activities within their territorial jurisdictions concerning the production and business operations of enterprises with foreign investment, and parties involved in joint venture contracts;

6- To inspect and audit the operations of enterprises with foreign investment, and parties involved in joint venture contracts;

Article 59

Foreign investors or one of the parties or both parties shall submit to the agency issuing the Investment License an application package for the Investment License including: an application for the Investment License, a joint venture contract, a cooperation agreement, the enterprise charter, an economic and technical justification, and other relevant documents;

Article 60

The agency issuing the Investment License shall examine the application and notify the decision to the investor no later than 60 days from the date of receipt of a complete application. The approval decision shall be notified in the form of an Investment License;

The Investment License has the value of a Business Registration Certificate;

Article 61

Joint venture contracts, cooperation agreements, enterprise charters, changes in business objectives, production scale, and statutory capital contributions must be approved by the state management agency for foreign investment;

Article 62

Ministries, ministerial-level agencies, and government agencies, provincial People's Committees under the Central Government shall be responsible for resolving procedures related to the implementation of investment projects within 30 days from the date of receipt of a complete application;

1. The subjects eligible for the award of the title "People's Doctor" and "Outstanding Doctor" include doctors, pharmacists, medical technicians, traditional medicine practitioners engaged in medical treatment, pharmaceutical production, medical research, disease prevention, epidemic control, and health management officials.

Foreign investors, enterprises with foreign investment, parties involved in cooperation agreements, organizations, individuals, civil servants, and state agencies violating the provisions of the law on foreign investment shall be subject to legal sanctions depending on the severity of the violation;

Article 64

Foreign investors, enterprises with foreign investment, parties involved in cooperation agreements, organizations, and individuals have the right to lodge complaints and initiate lawsuits against decisions and actions that violate the law, causing difficulties and inconvenience. Complaints and lawsuits and the resolution of complaints and lawsuits shall be carried out in accordance with the law;

Chapter 6:

IMPLEMENTING PROVISIONS

Article 65

Based on the provisions of this Law, the Government shall stipulate the conditions for hospitals, schools, research institutes in the fields of technology, science and technology, and natural sciences to cooperate with foreign investments;

Article 66

Based on the principles stipulated in this Law, the Government of the Socialist Republic of Vietnam may sign with foreign governments Agreements on cooperation and investment appropriate to the economic relations between Vietnam and each country;

Article 67

This Law shall take effect from the date of promulgation.

This Law replaces the Law on Foreign Investment in Vietnam dated December 29, 1987, the Law Amending and Supplementing Certain Provisions of the Law on Foreign Investment in Vietnam dated June 30, 1990, and the Law Amending and Supplementing Certain Provisions of the Law on Foreign Investment in Vietnam dated December 23, 1992;

Article 68

The Government shall provide detailed implementation of this Law.

This Law was adopted by the National Assembly of the Socialist Republic of Vietnam, the tenth session, on November 12, 1996.