The new regulations on the Investment Registration Certificates under special investment procedures

On 10/02/2025, the Government issued Decree No. 19/2025/ND-CP detailing the Investment Law on special investment procedures, including the regulations on the procedures for registration of the issuance of the Investment Registration Certificates.

This Decree details the special investment procedures prescribed in Article 36a of the Investment Law, amended and supplemented in Clause 8, Article 2 of the Law No. 57/2024/QH15 amending and supplementing a number of articles of the Law on Planning, the Law on Investment, the Law on Investment under the Public-Private Partnership method and the Law on Bidding.

According to the Decree No. 19/2025/ND-CP, the fields applying special investment procedures are implemented according to the provisions of Clause 1, Article 36a of the Investment Law. The operational objectives of an investment project applying special investment procedures under the Decree No. 19/2025/ND-CP must be under the fields specified in Clause 1, Article 36a of the Investment Law.

The investment projects in high-tech zones must meet the principles and criteria for the projects implementing high-tech activities under the Law on High Technology and the Government's regulations on high-tech zones.

The Decree No. 19/2025/ND-CP stipulates that the application for an Investment Registration Certificate must comply with the provisions of Clause 2, Article 36a of the Investment Law and the contents specified in Clause 2, Article 3 of Decree No. 19/2025/ND-CP. Specifically:

The investor's commitment in the written proposal to implement the investment project includes the following contents: Relevant conditions, standards, and technical regulations according to the provisions of the law on construction, environmental protection, and fire prevention and fighting. Preliminary assessment of the project's compliance with relevant conditions, standards and technical regulations is carried out as prescribed by law on construction, environmental protection and fire prevention and fighting.

To commit to meeting relevant conditions, standards and technical regulations as prescribed by law on construction, environmental protection and fire prevention and fighting; not to perform prohibited acts as prescribed by law on construction, environmental protection and fire prevention and fighting and take full responsibility in case of failure to comply with the commitment.

The Decree No. 19/2025/ND-CP stipulates that investors shall submit 01 set of application documents for the issuance of an Investment Registration Certificate as prescribed to the Management Board of industrial parks, export processing zones, high-tech zones and economic zones (Management Board). The Management Board shall review, evaluate and issue an Investment Registration Certificate as prescribed in Clause 4, Article 36a of the Investment Law. The investment registration certificate together with the investor's commitment shall be sent simultaneously to the competent state management agency for construction order management, environmental protection, and fire prevention and fighting in the locality.

The assessment of the project's conformity with the planning specified in Point b, Clause 3, Article 36a of the Investment Law shall be carried out as follows: Assessment of the project's conformity with the zoning plan of industrial parks, export processing zones, high-tech zones, concentrated information technology zones, and free trade zones. In case the project is proposed in an area where zoning planning is not required or the zoning plan must be adjusted and has not been approved by a competent authority, the assessment of the investment project's conformity with the approved general planning of the city; town; township; new urban area; district or commune shall be carried out, except for the case specified in Point c, Clause 4, Article 3 of Decree No. 19/2025/ND-CP.

In case the project is proposed to be implemented in a functional area in an economic zone, the project's conformity with the approved general planning of the economic zone or the general planning of the city or town shall be assessed, except for the case specified in Point c, Clause 4, Article 3 of Decree No. 19/2025/ND-CP.

For industrial parks, export processing zones, high-tech zones, concentrated information technology zones, free trade zones and functional areas in economic zones with effective zoning plans under the provisions of the Law on Urban and Rural Planning, the project's conformity with the zoning plans shall be assessed.

For projects that request the State to lease land or allow the change of land use purpose, the ability to meet the conditions for land lease and change of land use purpose under the provisions of the law on land shall be assessed; the conformity of land use needs with the objectives, scale, investment capital, location and progress of project implementation shall be assessed.

The contents of the Investment Registration Certificate shall comply with the provisions of Article 40 of the Investment Law, including the investor's commitment.

An economic organization established by a foreign investor under the provisions of Clause 5, Article 36a of the Investment Law must register its investment and business lines in accordance with the provisions of Clause 1, Article 36a of the Investment Law and may only adjust the contents of its business registration to add other investment and business lines after it has been granted an Investment Registration Certificate under the provisions of Clause 3, Article 3 of Decree No. 19/2025/ND-CP.

The guarantee for the implementation of investment projects is carried out in accordance with the cases, requirements and conditions stipulated in Article 43 of the Investment Law, Articles 25 and 26 of Decree No. 31/2021/ND-CP and the following provisions:

The investor shall make a deposit or submit a guarantee commitment from a credit institution on the deposit obligation after being granted an Investment Registration Certificate and before organizing the implementation of the compensation, support and resettlement plan approved by the competent authority (in case the investor does not make an advance payment for compensation, support and resettlement) or before the time of issuance of the decision to lease land, permit the change of land use purpose (in case the investor has made an advance payment for compensation, support and resettlement) or within 30 days from the date of being granted the Investment Registration Certificate (in case the land area for project implementation has been compensated, supported, resettled and reclaimed by the State).

Refund of project performance guarantee: Refund 50% of the deposit amount or reduce 50% of the deposit guarantee amount at the time the investor sends the Management Board a notice of commencement of construction along with the documents specified in Clause 8, Article 36a of the Investment Law; refund the remaining deposit amount and interest arising from the deposit amount (if any) or terminate the validity of the deposit guarantee at the time the investor sends the Management Board the minutes of acceptance of the completion of the construction work for putting into operation.

This Decree takes effect from the date of signing.