On February 10, 2025, the Government issued Decree 19/2025/NĐ-CP ("Decree 19") detailing the Investment Law regarding special investment procedures under Article 36a of the Investment Law, as amended and supplemented by Clause 8, Article 2 of the Law amending and supplementing several laws, including the Law on Planning, the Investment Law, the Law on Public-Private Partnership Investment, and the Law on Bidding. Decree 19 provides guidance on several important issues, as follows:
1. Authorities are only required to assess project conformity with construction planning
Article 36a of the Investment Law mandates that competent authorities evaluate the project's conformity with relevant planning. In principle, this could require assessments of various types of planning, such as construction, land use, industry development, etc. However, Decree 19 limits this requirement to assessing project conformity only with construction planning. This approach facilitates investment and aligns with the goal of attracting investment into priority projects.
Additionally, Decree 19 emphasizes the investor's responsibility and commitment to complying with regulations on construction, environmental protection, and fire prevention, which will be included in the investment approval content for future evaluation.
2. Stronger investor obligations regarding registered business sectors
a) No unilateral modification of business sectors
Under the Investment Law and its guiding decrees, foreign-invested enterprises may adjust their business registration details, including business sectors, without necessarily modifying their investment projects. However, to prevent investors from exploiting investment incentives while avoiding legal obligations, Decree 19 imposes stricter rules. It requires that foreign-invested enterprises can only add new business sectors after obtaining an Investment Registration Certificate in accordance with the regulations.
b) Refund of only 50% of the deposit before project commencement notification
To align with Article 36a requirements, Decree 19 specifies that investors can only receive an early refund of up to 50% of their deposit after submitting a project commencement notification to the management authority, instead of upon receiving the land allocation or lease decision from a competent authority, as previously stipulated in Decree 31/2021/NĐ-CP.
Decree 19 takes effect on February 10, 2025.
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