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In the context of deepening global integration, more Vietnamese enterprises are seeking to expand their operations overseas. However, to legally and effectively carry out oversea investment activities, businesses must strictly comply with all legal procedures regulated by Vietnamese law as well as the laws of the host country.
Preparing documents and obtaining investment policy approval
Depending on the scale, industry, and destination country, some projects require prior approval from the Prime Minister, the Ministry of Planning and Investment, or provincial People’s Committees. This is a mandatory first step for projects in sensitive sectors, those involving state capital, or investments in certain strategic regions. The application must clearly outline the investor’s details, objectives, location, scale, investment method, and total capital.
In addition, businesses must prepare financial statements for the last three years, documents proving financial capacity, internal resolutions approving the investment plan, and the draft charter of the overseas company (if applicable). These documents must be translated, legalized, and clearly demonstrate the investor’s ability to carry out the project transparently and responsibly.
Applying for an Outbound Investment Registration Certificate
After receiving policy approval (if required), the enterprise must submit an application for an Outbound Investment Registration Certificate to the Ministry of Planning and Investment. The application includes a written request to undertake the project, corporate legal documents, detailed project-related documents, proof of lawful capital, and a commitment to comply with host country laws.
The processing time is typically 15 working days from the date of receiving a complete and valid application. This certificate serves as the legal basis for opening oversea investment accounts, signing contracts, contributing capital, establishing entities in the host country, and conducting investment activities within the approved scope.
Managing investment operations and fulfilling reporting obligations
After registration, the enterprise must open an overseas investment capital account at a licensed bank and carry out all remittances in accordance with Vietnam’s foreign exchange control regulations. All financial activities of the investment project must be closely monitored and reported periodically to Vietnamese authorities under Decree 135/2015/ND-CP.
Furthermore, businesses are required to submit annual reports on their overseas investment activities and must report significant changes such as capital increases, changes in business lines, suspension, or termination of the project. Complying with these reporting obligations not only ensures legal consistency but also facilitates further investment expansion in the future.
Investing abroad offers opportunities to access new markets and elevate the global presence of Vietnamese brands. However, to avoid legal risks, businesses must be thoroughly prepared and should engage legal experts throughout the entire oversea investment process.
ASL Law is a leading full-service and independent Vietnamese law firm made up of experienced and talented lawyers. ASL Law is ranked as the top tier Law Firm in Vietnam by Legal500, Asia Law, WTR, and Asia Business Law Journal. Based in both Hanoi and Ho Chi Minh City in Vietnam, the firm’s main purpose is to provide the most practical, efficient and lawful advice to its domestic and international clients. If we can be of assistance, please email to [email protected].
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