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MINISTRY OF PLANNING AND INVESTMENT

SOCIALIST REPUBLIC OF VIETNAM

No. 1088-2006-QD-BKH

Independence - Freedom - Happiness

Hanoi, 19 October 2006

 

DECISION

ISSUING
STANDARD FORMS FOR CONDUCTING
INVESTMENT PROCEDURES IN VIETNAM


The Minister of Planning and Investment


Pursuant to the Law on Investment dated 29 November 2005;
Pursuant to the Law on Enterprises dated 29 November 2005;
Pursuant to Decree 108-2006-ND-CP of the Government dated 22 September 2006 providing guidelines for implementation of a number of articles of the Law on Investment;
Pursuant to Decree 88-2006-ND-CP of the Government dated 29 August 2006 on business registration;
Pursuant to Decree 101-2006-ND-CP of the Government dated 21 September 2006 on re-registration
[and/or] conversion and registration for replacement with Investment Certificates by enterprises with foreign invested capital pursuant to the Law on Enterprises and the Law on Investment;
Pursuant to Decree 61-2003-ND-CP of the Government dated 6 June 2003 on functions, duties and powers of the Ministry of Planning and Investment;
Having considered the proposal of the Director of the Foreign Investment Department and the Director of the Legal Systems Department;



Decides:



Article 1

To issue with this Decision the standard forms for conducting investment procedures in Vietnam.

Article 2

The standard forms for conducting investment procedures in Vietnam shall be applied uniformly throughout the entire country. Investment Certificates shall be printed on patterned A4 size paper as issued by the Ministry of Planning and Investment.

Article 3

This Decision shall be of full force and effect as of the date of its signing.

Article 4

Ministries, ministerial equivalent bodies, Government bodies, people’s committees of provinces and cities under central authority, and management committees of industrial zones, export processing zones, high-tech zones and economic zones shall be responsible for implementation of this Decision.


The Minister of Planning and Investment
VO HONG PHUC
 

 

No.

List of Standard Forms

Notation

I. Standard Forms Applicable to Investors:

APPENDIX I

(I-1 to I-16)

(a) Standard forms applicable to both domestic and foreign investment:

1

Registration/Request for issuance of Investment Certificate

(for cases not associated with establishment of enterprise or branch)

Appendix I-1

2

Registration/Request for issuance of Investment Certificate

(for cases associated with establishment of branch)

Appendix I-2

3

Registration/Request for issuance of Investment Certificate

(for cases associated with establishment of enterprise)

Appendix I-3

4

Registration/Request for amendment of Investment Certificate

(for cases where Investment Certificate is not associated with establishment of enterprise or branch)

Appendix I-4

5

Registration/Request for amendment of Investment Certificate

(for cases where Investment Certificate is associated with establishment of branch)

Appendix I-5

6

Registration/Request for amendment of an Investment Certificate

(for cases where Investment Certificate is associated with establishment of enterprise)

Appendix I-6

7

Registration of amendment of business registration contents

(for cases of amendment of only contents of business registration or

operational registration Investment Certificate of branch)

Appendix I-7

8

List of members of limited liability company with two or more members

Appendix I-8

9

List of founding shareholders of shareholding company

Appendix I-9

10

List of founding members of partnership

Appendix I-10

(b) Standard forms applicable only to domestic investment:

11

Registration of investment project

(for cases of domestic investment not requiring issuance of Investment Certificate)

Appendix I-11

12

Registration of amendment of investment project

(for cases of amendment of domestic investment projects without issuing

amended Investment Certificate)

Appendix I-12

(c) Standard forms applicable only to foreign investment:

13

Re-registration of enterprise and investment project

(for cases of re-registration of enterprises with foreign invested capital issued with investment license prior to 1 July 2006 )

Appendix I-13

14

Registration for replacement with Investment Certificate

(for cases of replacement with Investment Certificate by parties to business

co-operation contract issued with investment license prior to 1 July 2006 )

Appendix I-14

15

Registration of conversion of form of enterprise

(for cases of conversion of enterprises with foreign invested capital issued

with investment license prior to 1 July 2006 )

Appendix I-15

16

Registration/Request for amendment of investment license

(for enterprises with foreign invested capital or parties to business cooperation contract issued with investment license prior to 1 July 2006 which have not yet re-registered and which do not re-register)

Appendix I-16

II. Standard forms of Investment Certificates

APPENDIX II

(II-1 to II-5)

17

Investment Certificate

(issued for implementation of investment project not associated with establishment of enterprise or branch)

Appendix II-1

18

Investment Certificate (also Certificate of Registration of Operation of Branch)

(issued for implementation of investment project associated with

establishment of branch)

Appendix II-2

19

Investment Certificate (also Business Registration Certificate)

(issued for implementation of investment project associated with

establishment of enterprise)

Appendix II-3

20

Amended Investment Certificate

(issued for implementation of investment project not associated with the

establishment of enterprise or branch)

Appendix II-4

21

Certificate of Amendment of Investment License

(issued to enterprises with foreign invested capital or parties to business cooperation contract issued with investment license prior to 1 July 2006 which have not yet re-registered and which do not re-register)

Appendix II-5

III. Codes of Provinces

APPENDIX III

IV. Guidelines on How to Complete Standard Forms

APPENDIX IV

(IV-1 to IV-3)

1

Guidelines for investors on how to complete standard forms

Appendix IV-1

2

Guidelines and regulations on how to complete standard forms of

Investment Certificates, amended Investment Certificates, and Certificates of Amendment of Investment Licenses

Appendix IV-2

3

Provisions on fonts and formats

Appendix IV-3

APPENDIX I-1
Registration/Request for Issuance of Investment Certificate
(for cases not associated with establishment of enterprise or branch)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom – Happiness

REGISTRATION/REQUEST FOR ISSUANCE OF INVESTMENT CERTIFICATE


[01]To:

[02] Name of investor:
Hereby registers to implement an investment project with the following contents:
[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Proposed investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor]1 on entitlement to investment incentives:
        8. The investor undertakes :
              (a) [To be responsible for] the accuracy of the contents of the investment application file; and
              (b) To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.

                                                                                                Dated:..................

[19]                                                                                                    INVESTOR

[20] Documents attached:

APPENDIX I-2
Registration/Request for Issuance of Investment Certificate
(for cases associated with establishment of branch)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness


REGISTRATION/REQUEST FOR ISSUANCE OF INVESTMENT CERTIFICATE


To: [01]

[02] Name of investor:

Hereby registers the operation of the Branch in order to implement an investment project with the following contents:

I. Operational contents of the Branch to be registered:
[03] 1. Name of Branch:
[04] 2. Address:
[07] 3. Head of the Branch:
[08] 4. Business lines:

II. Contents of the investment project:
[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Proposed investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor] on entitlement to investment incentives:

III. The investor undertakes:
1. [To be responsible for] the accuracy of the contents of the investment application file; and
2. To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.
                                                                                                  Dated:................

[19]                                                                                                INVESTOR

[20] Documents attached:

APPENDIX I-3
Registration/Request for Issuance of Investment Certificate
(for cases associated with establishment of enterprise)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness


REGISTRATION/REQUEST FOR ISSUANCE OF INVESTMENT CERTIFICATE


To: [01]

[02] Name of investor:

Hereby registers establishment of an economic organization in order to implement an investment project with the following contents:

I. Contents of registration of establishment of the enterprise:

[03] 1. Name of the enterprise:
[04] 2. Address of the head office:
[05] Branch/Representative Office (if any):
[06] 3. Type of enterprise being registered for establishment:
[07] 4. Legal representative of the enterprise:
[08] 5. Business lines:
[09] 6. Capital of the enterprise:
[10] 7. Legal capital:

II. Contents of the investment project:

[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Proposed investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor] on entitlement to investment incentives:

III. The investor undertakes:

1. [To be responsible for] the accuracy of the contents of the investment application file; and
2. To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.

                                                                                                  Dated:................

[19]                                                                                               INVESTOR
[20] Documents attached:

APPENDIX I-4
Registration/Request for Amendment of Investment Certificate
(for cases where Investment Certificate is not associated with establishment of enterprise or branch)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom – Happiness

REGISTRATION/REQUEST FOR AMENDMENT OF INVESTMENT CERTIFICATE

To: [01]

[02] Name of investor:
Hereby registers/requests amendment of the Investment Certificate ...(number of the Certificate, date of issuance and place of issuance)... with the following contents:

(Write the contents already stipulated in the Investment Certificate and the items which are
requested to be amended under any of the following items:)

[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor] on entitlement to investment incentives:
        8. The investor undertakes :
(a) [To be responsible for] the accuracy of the contents of the application file for
amendment; and
(b) To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.


Dated:................


[19]                                                                                                                        INVESTOR

[20] Documents attached:

APPENDIX I-5
Registration/Request for Amendment of Investment Certificate
(for cases where Investment Certificate is associated with establishment of branch)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom – Happiness

REGISTRATION/REQUEST FOR AMENDMENT OF INVESTMENT CERTIFICATE

To: [01]

[02] Name of investor:

Hereby registers/requests amendment of the Investment Certificate ...(number of the Certificate, date of issuance and place of issuance)... with the following contents:

(Write the contents already stipulated in the Investment Certificate and the items which are
requested to be amended under any of the following items:)

I. Registration of amendment of operational contents of the Branch:
[03] 1. Name of the Branch:
[04] 2. Address:
[07] 3. Head of the Branch:
[08] 4. Business lines:

II. Amended contents of the investment project:
[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Proposed investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor] on entitlement to investment incentives:

III. The investor undertakes:
1. [To be responsible for] the accuracy of the contents of the application file for amendment; and
2. To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.

Dated:................

[19]                                                                                                                        INVESTOR

[20] Documents attached:

APPENDIX I-6
Registration/Request for Amendment of Investment Certificate
(for cases where Investment Certificate is associated with establishment of enterprise)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom – Happiness

REGISTRATION/REQUEST FOR AMENDMENT OF INVESTMENT CERTIFICATE

To: [01]

[02] Name of investor:

Hereby registers/requests amendment of the Investment Certificate ...(number of the Certificate, date of issuance and place of issuance)... with the following contents:

(Write the contents already stipulated in the Investment Certificate and the items which are
requested to be amended under any of the following items:)

I. Registration for amendment of business items:
[03] 1. Name of the enterprise:
[04] 2. Address of the head office:
[05] Branch/Representative Office (if any):
[06] 3. Type of enterprise:
[07] 4. Legal representative of the enterprise:
[08] 5. Business lines:
[09] 6. Capital of the enterprise:
[10] 7. Legal capital:

II. Amended contents of the investment project:
[11] 1. Name of the investment project:
[12] 2. Location for implementation of the project; proposed area of land to be used:
[13] 3. Objectives and scale of the project:
[14] 4. Investment capital for implementation of the project:
[15] Of which: Capital contribution for implementation of the project:
[16] 5. Duration of operation:
[17] 6. Schedule for implementation of the project:
[18] 7. Recommendations [of the investor] on entitlement to investment incentives:

III. The investor undertakes:
1. [To be responsible for] the accuracy of the contents of the application file for amendment; and
2. To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.


Dated:................

[19]                                                                                                                        INVESTOR


[20] Documents attached:

APPENDIX I-7
Registration of Amendment of Business Registration Contents
(for cases of amendment of only contents of business registration or operational registration in Investment Certificate of branch)

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom – Happiness

REGISTRATION OF AMENDMENT OF BUSINESS REGISTRATION CONTENTS

To: [01]

[02] Name of investor:

Hereby registers amended registered business items or registers amendment of operational items of the branch as stipulated in the Investment Certificate ...(number of the Certificate, date and place of issuance)... with the following contents:

(Write the items already stipulated in the Investment Certificate and the items which it is requested to be amended under any of the following items. In the case of registration of operation of a branch, it is not necessary to complete items 3, 6 or 7 below and the expression "enterprise" should be replaced by the expression "Branch").

[03] 1. Name of the enterprise:
[04] 2. Address of the head office:
[05] Branch/Representative Office (if any):
[06] 3. Type of enterprise:
[07] 4. Legal representative of the enterprise or head of the Branch:
[08] 5. Business lines:
[09] 6. Capital of the enterprise:
[10] 7. Legal capital:
8. The investor undertakes :
(a) To be responsible for] the accuracy of the contents of the application file for
amendment; and
(b) To comply strictly with the provisions of the law of Vietnam and of the Investment Certificate.


Dated:................


[19]                                                                                                                       INVESTOR

[20] Documents attached:

 

 

APPENDIX I-8
LIST OF MEMBERS OF LIMITED LIABILITY COMPANY WITH TWO OR MORE MEMBERS

No.

Name of founding member

Address

Establishment Decision

Capital contribution

Signature of member

Notes

Total value of capital contribution

Method of contribution

Time of contribution

(1)

(2)

(3)

(4)

(5)

(6)