A detailed guide on the application, authorities, and procedures for Investment Policy Approval and Investor Selection in Vietnam under current regulations

I. INVESTMENT POLICY APPROVAL AND INVESTOR SELECTION

1. The state authorities competent to grant investment policy approvals are stipulated in Article 25 of the Law on Investment (hereinafter referred to as the "investment policy approving authority"). In cases where an investment project comprises objectives and contents falling under the jurisdiction of different investment policy approving authorities, the highest-ranking authority shall grant the investment policy approval for the entire project.

2. For investment projects subject to investment policy approval as prescribed in Article 24 of the Law on Investment, the investment policy approving authority shall review the approval and determine the form of investor selection as follows:

a) Auction of land use rights: Applicable when land is allocated or leased for project implementation subject to auctions under land legislation. The investment policy approving authority shall direct the competent state agency to organize the auction. For projects in economic zones subject to land auctions, the Management Board of the economic zone shall report to the Chairperson of the Provincial People's Committee to assign the task to the authorized unit.

b) Bidding for investor selection: Applicable to projects subject to bidding under land legislation or specialized sector regulations. The investment policy approving authority shall assign the competent agency under bidding laws to organize the investor selection bidding.

c) Concurrent approval: Concurrent approval of both investment policy and the investor without undergoing a land use right auction or bidding process, as specified in Clause 6 of this Section.

3. For projects required to publish information and determine investor interest under bidding laws, if only one investor registers and meets the invitation conditions, or if multiple investors register but only one qualifies, such investor shall proceed directly with the investor approval procedure under Article 31 of this Decree without undergoing the preliminary investment policy approval procedure.

4. The approval of an investor pursuant to Clause 3, Article 23 of the Law on Investment shall be executed under the following circumstances:

a) A land use right auction has been organized twice but only one investor registered to participate, or an investor proposes to execute the project after two failed auctions with no participants under the Land Law;

b) A call for expression of interest has been conducted, but only one investor registered and qualified, or multiple registered but only one met the criteria under bidding laws;

c) The competent state agency organizing the auction or bidding shall evaluate compliance with points (a) and (b) and issue a written notification to the investment registration authority and the investor (if any) within 05 working days from the date of the second failed auction or the expiration of the invitation period.

5. Investors selected under points (a) and (b), Clause 2 of this Section shall implement the project as follows:

a) The competent authority shall issue a decision approving the auction win or the investor selection results, which shall be forwarded to the investment policy approving authority, the investment registration authority, and the investor;

b) The winning investor shall fulfill land allocation or leasing procedures and execute the project in accordance with the Investment Policy Approval, the Auction Winning Decision, or the Investor Selection Decision.

6. For investment projects specified in point (c), Clause 2 of this Section, the investment policy approving authority shall grant concurrent approval of the investment policy and the investor without an auction or bidding in the following cases:

a) The investor holds land use rights, meaning they are currently using land allocated, leased, or recognized by the State, or obtained via land right transfers. At the time of application submission, the land must not fall under the List of projects subject to land recovery for national defense, security, or socio-economic development approved by the Provincial People's Council (except where the investor is utilizing land under an investment project duration extension);

b) The investor is permitted by competent state authorities to receive transfers, capital contributions, or leases of agricultural land use rights to execute non-agricultural production or business projects;

c) The investor executes the project within an industrial park, high-tech zone, or concentrated digital technology zone;

d) The investor executes a project eligible for State land allocation or lease without an auction or bidding under legislation governing land, bidding, public-private partnerships (PPP), and related laws.

7. The competence, dossiers, sequence, and procedures for investor approval and investment policy approval shall comply with Articles 30, 31, 32, 34, and 35 of this Decree.

II. INVESTOR APPROVAL PROCEDURES

1. Investors specified in points (a) and (b), Clause 4, Article 30 of this Decree shall be reviewed for approval via the following sequence:

a) Dossier Submission: The investor submits 01 physical set of the application dossier along with an electronic version to the investment registration authority. The dossier includes a written request for investor approval and the documents specified in points b, c, e, g, and h, Clause 1, Article 32 of this Decree;

b) Consultation: Within 02 working days from receiving a valid dossier, the investment registration authority shall forward the dossier and the interest expression report to relevant local state agencies to obtain opinions on compliance with points b, c, d, đ, and e, Clause 8, Article 32 of this Decree. For projects affecting national defense and security, opinions must be sought from the Provincial Military Command and the Provincial Police;

c) Response Deadline: Within 07 working days from receiving the request, the consulted agencies shall send their written opinions within their state management scope to the investment registration authority;

d) Appraisal Report: Within 14 working days from receiving a valid dossier, the investment registration authority shall draft an appraisal report covering the contents of points b, c, d, đ, and e, Clause 8, Article 32 of this Decree, and submit it to the Chairperson of the Provincial People's Committee;

e) Issuance: Within 03 working days from receiving the dossier and appraisal report, the Chairperson of the Provincial People's Committee shall grant the Investor Approval and forward the Decision to the Ministry of Finance (for projects approved by the National Assembly or Prime Minister), the auction organizing agency, the investment registration authority, and the investor.

2. Where a ministry, ministerial-level agency, or Government-attached agency organizes the bidding, such entity shall compile the interest expression report and approve the investor if the criteria under points b, c, d, đ, and e, Clause 8, Article 32 of this Decree are met. The Decision shall be copied to the Ministry of Finance, the investment registration authority, and the investor.

3. Investor approval procedures within economic zones under Clause 4, Article 25 of the Law on Investment:

a) The investor submits 01 application dossier (with an electronic copy) to the Management Board of the economic zone;

b) Within 02 working days, the Management Board consults relevant local agencies. Defense and security verifications follow the same provincial military/police protocol;

c) Consulted agencies must respond within 07 working days;

d) The Management Board shall issue the Investor Approval within 17 days from receiving a valid dossier.

III. DOSSIERS AND PROCEDURES FOR FORMULATION AND APPRAISAL OF REQUESTS FOR INVESTMENT POLICY APPROVAL

1. An application dossier for investment policy approval proposed by an investor consists of:

a) A written request for project implementation, including a commitment to bear all costs and risks if the project is rejected;

b) Documents proving the legal status of the investor;

c) Financial capacity proof: At least one of the following: audited financial statements for the last 02 years, financial support commitment from the parent company or a financial institution, financial capacity guarantees, or other equivalent documentation;

d) An investment project proposal detailing: the investor/selection method, investment objectives, scale, investment capital and fund-raising plan, location, duration, implementation schedule, current land/forest/sea area usage, land demand, labor requirements, proposed investment incentives, socio-economic impacts, and a preliminary environmental impact assessment (if required). Note: A pre-feasibility study report may substitute for the project proposal if required by construction laws.

e) Technology explanations for projects subject to technological appraisal under the Law on Technology Transfer;

f) A BCC contract for projects invested under a Business Cooperation Contract;

g) Other relevant documents concerning the conditions and capacity requirements of the investor.

2. An application dossier formulated by a competent state agency consists of:

a) A submission statement for investment policy approval;

b) An investment project proposal (or pre-feasibility study) detailing objectives, scale, capital, location, schedule, impacts, land/forest/sea status, land recovery requirements, technology projections, and the proposed investor selection method;

c) Technology explanations where applicable.

3. Explanatory documents for the proposed investor selection method include:

a) Verification of compliance with land auction conditions under the Land Law;

b) Verification of compliance with project bidding conditions. The proposal must estimate preliminary project execution costs (excluding compensation, support, and resettlement costs);

c) Land use right certificates or land allocation/lease decisions for concurrent approvals under point a, Clause 4, Article 23 of the Law on Investment;

d) Competent state approval allowing agricultural land right transfers/contributions for non-agricultural projects under point b, Clause 4, Article 23 of the Law on Investment.

4. For construction projects, the proposal must elaborate on urban development alignments, housing programs/plans, phase divisions, and urban infrastructure handover proposals to the local authority (for urban area projects).

5. Formulating authorities: Ministries/Provincial People's Committees for National Assembly/Prime Minister level projects; specialized provincial departments/Commune People's Committees/Industrial Park or Economic Zone Management Boards for projects under the provincial jurisdiction.

6. Receiving authorities:

• The Ministry of Finance receives National Assembly and Prime Minister level projects.

• The Department of Finance (or Management Boards inside economic/industrial zones) receives projects under the jurisdiction of the Chairperson of the Provincial People's Committee.

7. Appraisal contents for investment policy approval evaluate: alignment with the national/regional planning system (including urban/subdivision plans); land/forest/sea demands; preliminary socio-economic and environmental impacts; investment incentives; technology; and the legal basis for the investor selection method.

8. Concurrent approval appraisals additionally assess: land allocation/lease capabilities; land-use conversion feasibility; market access conditions for foreign investors; and compliance with construction, housing, and real estate business laws.

IV. SEQUENCE AND PROCEDURES FOR PROJECT IMPLEMENTATION WHEN TWO OR MORE INVESTORS SUBMIT VALID DOSSIERS FOR THE SAME LOCATION

When two or more investors submit valid dossiers for the same location within 10 working days (Prime Minister jurisdiction) or 07 working days (Provincial jurisdiction) from the first valid submission, the following steps apply:

1. Written notification shall be sent to all qualified applicants within 12 working days (Prime Minister level) or 10 working days (Provincial level). Dossiers submitted after the 10 or 7-day window will be rejected and returned.

2. The investment policy appraisal proceeds based on the first investor's proposal. If the first proposal fails appraisal criteria, subsequent proposals are reviewed chronologically.

3. The approving authority approves the investment policy and directs the competent agency to apply bidding laws to select the investor among those who filed valid dossiers. Bidding documents will be issued directly to these qualified investors without requiring a preliminary call for interest.

4. If only one valid investor remains during the investment policy approval process, the authority shall approve the policy and assign the competent unit to execute investor approval under Article 31, bypassing the competitive bidding process.

V. COMPETENCE, SEQUENCE, AND PROCEDURES FOR INVESTMENT POLICY APPROVAL BY THE CHAIRPERSON OF THE PROVINCIAL PEOPLE'S COMMITTEE

1. Jurisdiction is governed by Clause 3, Article 25 of the Law on Investment.

2. Projects under provincial jurisdiction include those requesting State land allocation/lease without auction/bidding; land allocation/lease to households/individuals requiring provincial assent; and land-use conversions requiring state permission.

3. Provincial-level investment policy approval procedures follow a strict timeline: Dossier submission -> 02 days to distribute for multi-departmental/military/police consultation -> 07 days for departments to respond -> 14 days for the registration authority to submit the appraisal report -> 03 days for the Chairperson of the Provincial People's Committee to issue the final Decision on Investment Policy Approval.

4. For cross-provincial projects spanning multiple jurisdictions, the investor may file the dossier in the province where the majority of the land area or main infrastructure is located. The receiving Chairperson shall consult co-jurisdictional governors and issue a unified approval upon unanimous consent.