Tran Thi Nhu Quy - Junior Associate

Le Huu Tien – Paralegal

On 10 February 2025, the Government passed Decree No. 19/2025/ND-CP detailing the special investment procedures stipulated in Article 36a of the Law on Investment, amended and supplemented in Clause 8, Article 2 of 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 model and the Law on Bidding (“Decree 19”), detailing the following notable contents:

1. Applied fields of special investment procedures

Except for investment projects under the authority of the National Assembly to approve investment policies, investors are entitled to choose to register for investment under special investment procedures for projects in industrial parks, export processing zones, high-tech zones, concentrated information technology zones, free trade zones and functional areas in economic zones in the following fields:

a.Investment in the construction of innovation centers, research and development (R&D) centers; investment in the field of semiconductor integrated circuit industry, technology for designing and manufacturing components, integrated electronic circuits (IC), flexible electronics (PE), chips, semiconductor materials; and

b. Investment in the high-tech field is given priority in developing and manufacturing products on the list of high-tech products encouraged for development according to the decision of Prime Minister.

Investment projects in high-tech zones must meet the principles and criteria for projects implementing high-tech activities according to the Law on High Technologies and regulations of the Government of Vietnam on high-tech zones.

2. Procedures for registering for the issuance of an Investment Registration Certificate under special investment procedures

Special investment procedures have some differences compared to the implementation of other normal investment projects, in which some licenses and procedures are reducedduring the implementation of investment projects. Clause 7, Article 36a of the Law on Investment stipulates that “Investment projects under the provisions of this Article do not have to carry out procedures for investment policy approval, technology appraisal, preparation of environmental impact assessment reports, detailed planning, issuance ofconstruction permits and procedures for approval, acceptance and permission in the fields of construction, fire prevention and fighting”.

Instead, investors will commit to implementing standards, conditions and technical regulations according to the provisions of law on construction, environmental protection, fire prevention and fighting. Pursuant to Article 3 of Decree 19, the investor shall submit 01 set of application documents for the issuance of an Investment Registration Certificate (“IRC”) to the Management Board of industrial parks, export processing zones, high-tech zones, and economic zones (“Management Board”), including the documents specified in Points a, b, c, d, đ, g, and h, Clause 1, Article 33 of the Law on Investment. In addition, the investor must have a commitment in the written request for investment project implementation, including the following contents:

a. Relevant conditions, standards and technical regulations according to the provisions of law on construction, environmental protection, fire prevention and fighting;

b. Preliminary assessment of the project’s conformity with the conditions, standards, and technical regulations specified in point a of this clause; and

c. Commit to meeting the conditions, standards and technical regulations specified in point a of this clause, not to perform prohibited acts according to the provisions of law on construction, environmental protection, fire prevention and fighting and to take full responsibility in case of failure to properly implement the commitment.

Within 15 days from the date of receipt of the dossier, the Management Board shall review, evaluate the dossier and issue the IRC to the investor. The IRC together with the investor's commitment shall be sent simultaneously to the competent state management agency for construction order management, environmental protection, fire prevention and fighting in the locality.

3. Procedures for ensuring project implementation under special investment procedures

For procedures for ensuring the implementation of investment projects that require the State to allocate land, lease land, or permit the change of land use purpose according to the provisions of law, investors must make a deposit or submit a guarantee commitment from a credit institution on the deposit obligation after being granted the IRC and:

a. before organizing the implementation of the compensation, support, and resettlement plan approved by a competent authority in case the investor does not make an advance payment for compensation, support, and resettlement; or

b. before the time of issuing the decision to lease land or permit the change of land use purpose in case the investor has made an advance payment for compensation, support, and resettlement; or

c. within 30 days from the date of being granted the IRC in case the land area for project implementation has been compensated, supported, resettled, and reclaimed by the State

The Decree also stipulates that the repayment of project performance guarantee obligations is carried out according to the following roadmap:

a. 50% of the deposit will be refunded or the deposit guarantee amount will be reduced by 50% when the investor sends the Management Board a notice of commencement of construction along with documents as prescribed by law.

b. The remaining deposit amount and interest arising from the deposit amount (if any) will be refunded or the deposit guarantee will be terminated at the time the investor sends the Management Board the minutes of acceptance of the completion of the construction project for putting into operation.

In short, from 15 January 2025, when Law No. 57/2024/QH15 takes effect, investors can register for investment under special investment procedures if the investment project meets the conditions specified in Article 36a of the Law on Investment and Decree 19 detailing special investment procedures has taken effect since 10 February 2025. Accordingly, special investment procedures are new regulations, which are expected to be a breakthrough in helping to shorten the time for project implementationin the fields of innovation, research and development, semiconductor industry, high technology... in industrial parks, export processing zones, high-tech zones and economic zones in the direction of shifting from “pre-inspection” to “post-inspection”.

Here is our advice on Special investment procedures – new mechanism for investors to choose. As a professional corporate lawyer team in the field of investment, we are always ready to provide our clients with optimal solutions in terms of efficiency, cost, and simplified legal procedures. Please visit our DIMAC Website and other News Category to get the latest updates on legal advice and market experience sharing.