Decree 20/2026/ND-CP: Latest Tax Incentives & Infrastructure Support for Startups

I. Corporate Income Tax (CIT) Exemption and Reduction

1. Creative startup investment fund management companies (under the Law on Support for SMEs), innovative startup enterprises, and innovation support intermediaries with income from innovation activities (under the Law on Science, Technology and Innovation and guiding documents):

a) Entitled to CIT exemption or reduction for the duration specified in Clause 1, Article 10 of Resolution No. 198/2025/QH15.

b) The tax exemption/reduction period for income in this clause is calculated continuously from the first year of generating taxable income from innovation activities. If there is no taxable income in the first 03 years starting from the first year of revenue generation from innovation activities, the tax exemption/reduction period shall be calculated from the fourth year.

c) Income from tax-exempt/reduced innovation activities under this clause must be accounted for separately from income from other production and business activities not entitled to tax incentives.

• If separate accounting is not possible, the income from tax-incentivized activities is determined by (=) total taxable income multiplied by (x) the percentage (%) of revenue or deductible expenses of the tax-incentivized production/business activity compared to the total revenue or total deductible expenses of the enterprise/fund management company/intermediary in the tax period.

• In cases where a revenue or deductible expense item cannot be accounted for separately, such item shall be determined according to the ratio between the revenue or deductible expenses of the incentivized activity and the total revenue or deductible expenses.

2. Enterprises with income from the transfer of shares, capital contributions, subscription rights to innovative startup enterprises:

a) Entitled to Corporate Income Tax exemption for this income.

b) Income from the transfer of shares/capital contributions/subscription rights specified in this clause is income derived from the transfer of part or all of the shares/capital contributions/subscription rights into an innovative startup enterprise (including the sale of the enterprise), excluding income from the transfer of stocks/stock purchase rights of public companies, listed organizations, or those registered for trading under securities laws.

c) In the case of selling an entire single-member limited liability company owned by an organization in the form of capital transfer attached to real estate, CIT shall be declared and paid according to real estate transfer activities.

3. Small and Medium-sized Enterprises (SMEs) registering for business for the first time:

a) Entitled to Corporate Income Tax exemption for 03 years from the date of issuance of the first Enterprise Registration Certificate.

• The exemption period is calculated continuously from the first year the Enterprise Registration Certificate is issued.

• If the Certificate was issued before Resolution No. 198/2025/QH15 took effect but the incentive period is still applicable, the enterprise shall enjoy the incentives under this clause for the remaining time.

b) The incentives in this clause do not apply to:

• b1) New enterprises established from mergers, consolidations, splits, separations, ownership conversions, or conversions of enterprise types.

• b2) New enterprises where the legal representative (unless they are not a capital contributor), general partner, or the member with the highest capital contribution has participated in business activities as a legal representative/general partner/highest capital contributor in enterprises that are operating or have been dissolved for less than 12 months (calculated from the dissolution of the old enterprise to the establishment of the new one).

• b3) Income specified in Clause 3, Article 18 of the Law on Corporate Income Tax No. 67/2025/QH15.

4. Concurrent Incentives: During the same period, if an innovative startup, fund management company, intermediary, or SME has income eligible for exemption/reduction under Clause 1 and Clause 3 of this Article and is also eligible for other exemptions/reductions under this Decree, they may choose the most beneficial exemption/reduction and apply it stably throughout the incentive period.

5. Short First Tax Period: If the first tax period has a duration of tax-exempt/reduced production/business activities of less than 12 months, the enterprise may choose to enjoy the incentives immediately from that first tax period or register with the tax authority to start the exemption/reduction period from the subsequent tax period.

II. Personal Income Tax (PIT) Exemption and Reduction

1. Capital Transfer: Individuals with income from the transfer of shares, capital contributions, subscription rights to innovative startup enterprises are exempt from Personal Income Tax on this income.

• This applies to the transfer of part or all of the capital/rights into an innovative startup (including selling the enterprise).

• Excludes: Income from transferring stocks/rights of public companies or listed/registered trading organizations under securities laws.

• Note: If selling an entire enterprise owned by an individual via capital transfer attached to real estate, PIT must be declared and paid as real estate transfer activity.

2. Experts and Scientists: Individuals who are experts or scientists (under the Law on Science, Technology and Innovation and guiding documents) with income from salaries and wages received from innovative startup enterprises, R&D centers, or innovation intermediaries:

• Tax exemption for a period of 02 years (24 continuous months).

• 50% tax reduction on the payable tax amount for the subsequent 04 years (48 continuous months) for this income.

• The exemption/reduction period is calculated continuously from the month income is generated. If income is generated within a month, it counts as a full month.

III. Support for Infrastructure Investment & Land Use in Industrial Parks & Tech Incubators

1. Provincial People's Committees shall publicly announce on their portals/websites: Principles, criteria, investment support quotas, and support content under Clauses 1, 3 Article 7 of Resolution No. 198/2025/QH15; and the land area in each industrial park/tech incubator reserved for high-tech private enterprises, SMEs, and startups to lease/sub-lease under Clauses 2, 4 Article 7 of Resolution No. 198/2025/QH15.

2. Investors must not include state support funds in the total investment capital of the infrastructure construction and business project. They are responsible for the maintenance and management of the infrastructure after acceptance. Procedures follow the laws on the state budget, public investment, and provincial regulations.

3. Investment Phasing: In cases where an industrial park is invested in phases, the reserved land area is determined by phase. After 02 years from the completion of infrastructure construction for a phase, if no high-tech private enterprise, SME, or startup leases/sub-leases the land, the infrastructure investor has the right to lease/sub-lease to other enterprises.

IV. Reimbursement of Reduced Land Rent Support in Industrial Parks, Clusters & Tech Incubators

1. Transparency: Provincial People's Committees shall publish information regarding land rent reduction levels for eligible subjects.

2. Objects and Conditions for Reimbursement: Investors of infrastructure projects in industrial parks/clusters/tech incubators (hereinafter referred to as Investors) are reimbursed for the support amount (reduced land rent) when fully meeting the following conditions: a) Having land funds reserved for eligible enterprises under the decision of the Provincial People's Committee. b) Having signed land lease contracts with eligible enterprises, including information on the reduced land rent price. c) Having received payment for the land rent from the eligible enterprise in the year requesting reimbursement. The request must be made within 12 months from the time the parties executed the payment.

3. Supported Subjects (Tenants): Enterprises sub-leasing land in industrial parks, clusters, or tech incubators, including: a) Enterprises granted High-Tech Enterprise Certificates (private sector). b) Small and Medium-sized Enterprises (SMEs). c) Recognized innovative startup enterprises.

4. Forms of Reimbursement: a) Clearing (Offsetting): Deducted from the land rent the Investor must pay for the year if they pay annually and have not yet fulfilled this obligation. If the reduction amount > the Investor's payable amount, the difference is refunded from the State budget. b) Direct Refund: From the State budget if the Investor has already paid full land rent or is fully exempt from land rent for the entire lease term.

5. Procedure for Reimbursement: a) The Investor submits 01 dossier to the Department of Finance (Directly, via Post, or Online via National Public Service Portal). b) If the dossier is invalid: Within 03 working days, the Department of Finance notifies the Investor to complete it. c) Within 07 working days of receiving a valid dossier: The Department of Finance appraises and reports to the Provincial People's Committee. d) Within 03 working days of receiving the report: The Provincial People's Committee issues a decision approving the amount and form of reimbursement.

• For Offsetting: Within 02 working days, the Tax Authority accounts for the transaction.

• For Direct Refund: Within 03 working days, the State Treasury refunds the amount to the Investor's account.

6. Dossier Components: a) Written request for reimbursement (Appendix I). b) Confirmation of information of the tenant enterprise (Appendix II) + Copies of High-Tech Certificate or Startup Recognition Certificate. c) Certified copy of the Land Lease Contract. d) Copies of invoices/documents proving the tenant has paid the Investor, and documents proving the Investor has paid land rent to the State (if any).

7. Refund of Support (Clawback Clause): Within 05 years of receiving support, the supported enterprise must refund the entire support amount to the State budget if: a) Violating investment/land laws leading to project termination or land recovery (Refund within 01 month). b) Transferring land use rights to an ineligible investor/enterprise (Refund within 01 month). c) Penalty: If exceeding the 01-month limit, late payment interest applies.

V. Support for Leasing State-Owned Houses and Land

1. State support for leasing public assets (houses, land) is implemented through leasing from local housing management/business organizations under Decree No. 108/2024/ND-CP (amended by Decree No. 286/2025/ND-CP).

2. Eligible Subjects: SMEs, supporting industry enterprises, and innovative startup enterprises.

3. Forms of Support: a) Leasing houses at listed prices. b) Reduction of house rent under Clause 2, Article 16 of Decree No. 108/2024/ND-CP. c) Reduction of house rent under Point b, Clause 8, Article 1 of Decree No. 286/2025/ND-CP.

VI. Conclusion

Decree 20/2026/ND-CP concretizes the Government's commitments with a transparent legal corridor and practical incentives regarding Tax and Land. The 03-year CIT exemption for new SMEs and capital transfer tax exemptions are major drivers for attracting venture capital in 2026. Furthermore, the clearly defined land rent reimbursement process (totaling approx. 15 working days) demonstrates strong administrative reform determination.

Businesses and investors must note to strictly comply with the separate accounting regime for incentivized income and prepare land rent reimbursement dossiers according to the Decree's Appendices to fully benefit from these policies.