Chapter 1
GENERAL PROVISIONS
Article 1 Governing scope
This Law regulates investment activities for business purposes; the rights and obligations of investors; the guarantee of lawful rights and interests of investors; encouragement of investment and investment incentives; State administration of investment activities in Vietnam and offshore investment from Vietnam.
Article 2 Applicable entities
1. Domestic investors and foreign investors carrying out investment activities within the territory of Vietnam; offshore investments made from Vietnam.
2. Organizations and individuals involved in investment activities.
Article 3 Interpretation of terms
In this Law, the following terms shall be construed as follows:
1. Investment means the use of capital in the form of tangible or intangible assets for the
purposes of forming assets by investors to carry out investment activities in accordance with the provisions of this Law and other provisions of the relevant laws.
2. Direct investment means a form of investment whereby the investor invests its invested capital
and participates in the management of the investment activity.
3. Indirect investment means a form of investment through the purchase of shares, share
certificates, bonds, other valuable papers or [investment through]1 a securities investment fund
and through other intermediary financial institutions and whereby the investor does not participate
directly in the management of the investment activity.
4. Investor means any organization or individual carrying out investment activities in accordance
with the law of Vietnam, comprising:
(a) Enterprises from all economic sectors established in accordance with the Law on Enterprises;
(b) Co-operatives and co-operative groups established in accordance with the Law on Co
operatives;
(c) Enterprises with foreign owned capital established prior to the date of effectiveness of this Law;
(d) Business households, individuals;
(dd) Foreign organizations and individuals; Vietnamese residing overseas; foreigners
permanently residing in Vietnam;
(e) Other organizations as permitted by the law of Vietnam.
5. Foreign investor means any foreign organization or individual using capital in order to carry out
an investment activity in Vietnam.
6. Enterprises with foreign owned capital comprise any enterprise established by a foreign investor in order to conduct investment activities in Vietnam; or a Vietnamese enterprise in which a foreign investor purchases shares, [with which it] merges or which it acquires.
7. Investment activity means activities of investors throughout the investment process, comprising the stages of investment preparation, performance and management of the investment project.
8. Investment project means a collection of proposals for the expenditure of medium and long-term capital in order to carry out an investment activity in a specific geographical area and for a specified duration.
9. Invested capital means the money and other lawful assets used to carry out the investment activity either in the form of direct investment or indirect investment.
10. State capital means capital for investment and development funded from the State Budget, capital funded by credit facilities guaranteed by the State, capital funded by credit facilities for investment and development of the State, and other investment capital of the State.
11. Investment owner means an organization or individual being a capital owner, a person representing an owner or a borrower which directly manages and uses capital in order to carry out an investment activity.
12. Foreign investment means the remittance of capital in cash or other lawful assets by foreign investors into Vietnam in order to carry out investment activities.
13. Domestic investment means the use of capital in cash or other lawful assets by domestic investors in order to carry out investment activities in Vietnam.
14. Offshore investment means [investment where] investors send overseas their capital in lawful cash or other assets from Vietnam in order to carry out investment activities.
15. Sector in which investment is conditional means a sector in which investment shall only be permitted subject to specific conditions as stipulated by law.
16. Business co-operation contract (BCC) means the investment form signed between investors in order to co-operate in business and to share profits or products without creating a legal entity.
17. Build-operate-transfer contract (BOT) means the investment form signed by a competent State body and an investor in order to construct and operate commercially an infrastructure facility for a fixed duration; and, upon expiry of the duration, the investor shall, without compensation, transfer such facility to the State of Vietnam.
18. Build-transfer-operate contract (BTO) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall grant the investor the right to operate commercially such facility for a fixed duration in order to recover the invested capital and gain profits.
19. Build-transfer contract (BT) means the investment form signed by a competent State body and an investor in order to construct an infrastructure facility; and, upon completion of construction, the investor shall transfer the facility to the State of Vietnam and the Government shall create conditions for the investor to implement another project in order to recover the invested capital and gain profits or to make a payment to the investor in accordance with an agreement in the BT contract.
20. Industrial zone means a zone which specializes in the manufacture of industrial products and the provision of services for industrial manufacture, which has defined geographical boundaries and which is established in accordance with regulations of the Government.
21. Export processing zone means an industrial zone which specializes in the manufacture of export products and the provision of services for the manufacture of export products and export activities, which has defined geographical boundaries and which is established in accordance with regulations of the Government.
22. High-tech zone means a zone which specializes in research, development and application of high technologies and which provides a centre for fostering high-tech enterprises, for training human resources in high technologies and for manufacturing and trading high-tech products, which has defined geographical boundaries and which is established in accordance with regulations of the Government.
23. Economic zone means a zone which has an economic area separated from the general investment and business environment and with specially favourable conditions for investors, and which has defined geographical boundaries and which is established in accordance with regulations of the Government.
Article 4 Policies on investment
1 Investors shall be permitted to invest in all sectors and in all industries and trades which are not prohibited by law; and shall have the right to autonomy and to make decisions on investment activities in accordance with the law of Vietnam.
2. The State shall provide equal treatment before the law to all investors from all economic sectors, and as between domestic investment and foreign investment; and the State shall encourage and facilitate investment activities.
3. The State shall recognize and protect the ownership of assets, invested capital and revenue and other lawful rights and interests of investors; and shall recognize the long-term existence and development of investment activities.
4. The State undertakes to implement international treaties concerning investment of which the Socialist Republic of Vietnam is a member.
5. The State shall encourage and shall have a policy of incentives applicable to investment in investment incentive sectors and geographical areas.
Article 5 Application of investment laws, international treaties, foreign laws and international investment custom
1. Investment activities of investors within the territory of Vietnam must comply with the provisions of this Law and other provisions of the relevant laws.
2. In the case of special investment activities which are regulated by other laws, the provisions of such other laws shall apply.
3. If an international treaty of which the Socialist Republic of Vietnam is a member contains provisions which are different from the provisions in this Law, the provisions of such international treaty shall prevail.
4. Applicable to foreign investment activities, where the law of Vietnam does not yet contain any provision, the parties may agree in the contract on application of foreign law and international investment custom, if application of such foreign law and international investment custom is not contrary to the fundamental principles of the law of Vietnam.
Tìm kiếm
Luật đầu tư 2005 (Bản Pdf)
Luật đầu tư 2005 (Bản Word)
