DO INVESTORS NEED TO FULFILL TAX OBLIGATIONS WHEN IMPLEMENTING OVERSEAS INVESTMENT PROJECTS? WHAT ARE THE REGULATIONS?

Decree 103/2026/ND-CP stipulates the conditions for organizations and individuals to implement overseas investment projects. This includes the requirement to fulfill tax obligations. Below are the detailed regulations. Let’s explore them further with Pham Consult!

Do I need to fulfill tax obligations when implementing overseas investment projects? What are the regulations?

According to current regulations, one of the conditions for overseas investment is having a document from the tax authority confirming that the investor has fulfilled their tax obligations.

Specifically, Article 15 of Decree 103/2026/ND-CP stipulates the conditions for overseas investment as follows:

Conditions for Overseas Investment

1. Overseas investment activities must comply with the principles stipulated in Article 38 of the Investment Law.
2. The investment must not fall under the prohibited sectors for overseas investment as stipulated in Article 40 of the Investment Law and must meet the conditions for overseas investment for sectors subject to conditional overseas investment as stipulated in Article 11 of this Decree.
3. There must be an overseas investment decision as stipulated in Article 14 of this Decree.
4. There must be a document from the tax authority confirming the investor’s fulfillment of tax obligations. The confirmation from the tax authority must not be more than 3 months prior to the date of submission of the investment project dossier.
5. For economic organizations with foreign investors holding more than 50% of the charter capital, in addition to the conditions stipulated in Clauses 1, 2, 3, and 4 of this Article, the following conditions must be met:
6. a) Using equity capital to invest abroad, excluding the portion of capital contributed to carry out investment activities in Vietnam;
7. b) Having profitable business results for two consecutive years immediately preceding the year of registration for overseas investment, as determined by audited financial statements (if any);
8. c) In case of using increased capital contributions for overseas investment, the procedure for obtaining a Certificate of Registration for Overseas Investment as prescribed in this Decree must be carried out first, followed by the procedure for increasing capital and contributing the full charter capital in Vietnam before transferring the investment capital abroad.

Therefore, in order to carry out an overseas investment project, the investor must have a document from the tax authority confirming the completion of tax payment obligations.

Note: The document confirming the completion of tax payment obligations must be issued within 3 months prior to the date of submitting the investment project application.

What is the authority to issue the Certificate of Registration for Overseas Investment?

Based on Article 17 of Decree 103/2026/ND-CP, the following is stipulated:

Authority to issue, amend, and terminate the validity of the Certificate of Registration for Overseas Investment

1. The Ministry of Finance issues, amends, and terminates the validity of the Certificate of Registration for Overseas Investment for projects with overseas investment capital of VND 7 billion or more, or projects in sectors belonging to industries and professions subject to overseas investment conditions as stipulated in Clause 1, Article 41 of the Investment Law, except for projects specified in Article 18 of this Decree.
2. For projects with foreign investment capital of VND 1,600 billion or more, or projects proposing the application of special support mechanisms and policies, the Ministry of Finance shall report to the Prime Minister for approval before issuing or adjusting the Certificate of Registration for Foreign Investment, except for the cases specified in Clause 3 of this Article.
3. For projects falling under the cases specified in Clause 2 of this Article that have already been approved by the Prime Minister, when adjusting the project, it is not necessary to report to the Prime Minister for review and approval again in the following cases:
4. a) Changing the investment location within the same country or territory receiving the investment;
5. b) Increasing foreign investment capital for the first time by no more than 10% of the total approved foreign investment capital and without changing the main objective of the project;
6. c) Using profits obtained from the foreign investment project to reinvest in the same project in accordance with the law;
7. d) Reducing overseas investment capital to repatriate capital;
8. e) Other adjustments that do not change the main objectives or scale of the project, or do not fall under the cases proposing the application of special support mechanisms or policies.

Accordingly, the authority to issue Certificates of Registration for Overseas Investment is as follows:

– The Ministry of Finance issues Certificates of Registration for Overseas Investment for projects with overseas investment capital of VND 7 billion or more, or projects in sectors subject to conditional overseas investment, except for projects that are not required to undergo the procedure for issuing Certificates of Registration for Overseas Investment.

– The Ministry of Finance issues Certificates of Registration for Overseas Investment but must report to the Prime Minister for approval before granting licenses for projects with overseas investment capital of VND 1,600 billion or more, or projects proposing the application of special support mechanisms and policies.

What does the Certificate of Registration for Overseas Investment include?

According to Article 16 of Decree 103/2026/ND-CP, the content of the Certificate of Registration for Overseas Investment includes:

– Investment project code.

– Investor.

– Name of the investment project, name of the foreign economic organization (if any).

– Project objectives, including main objectives and other objectives.

– Investment location for investment projects requiring a specific investment location.

– Investment form, investment capital, investment capital source, investment capital form, and implementation schedule of overseas investment activities.

– Rights and obligations of the investor.

– Investment incentives and support (if any).