Pursuant to Law on investment, foreign investors are allowed to invest in Vietnam under various forms: Investment in establishment of a business organization; Making investment by contributing capital, buying shares, or buying capital contributions of business organizations; Investment under business cooperation contracts,… If the investment in establishment of an economic organization has to go through many procedures such as carrying out procedures for the investment registration certificates and procedures for establishing a company in Vietnam, the investment of capital contribution and share purchase in an economic organization is easier and faster for foreign investors to become the owner/capital contributor/shareholder of the company.
However, not all capital contribution or purchase of capital contribution by foreign investors is permitted, but must meet the conditions prescribed by law.
- List of goods which the rights to import, export, and distribution of foreign investors are not granted
Beside the list of banned business lines precribed by Law on investment, foreign investors are also restricted from investing in the lists of goods specified in Circular 34/2013/TT-BCT as follows:
- List of goods which the right to import is not granted:
- Petroleum oil and oils obtained from bituminous minerals, crude
- Crude petroleum
- List of goods which the right to import is not granted
- Cigars, cheroots, cigarillos and cigarettes, of tobacco or tobacco substitutes
- Other manufactured tobacco and manufactured tobacco substitutes, “homogenized” or “reconstituted” tobacco; tobacco extracts and essences.
- Petroleum oils and oils obtained from bituminous minerals, other than crude; preparations not elsewhere specified or included, containing by weight 70% or more of petroleum oils or of oils obtained from bituminous minerals, these oils being the basic constituents of the preparations; waste oils.
- Newspapers, journals and periodicals, whether or not illustrated or containing advertising material.
- Discs, tapes and other recorded media for sound or other similarly recorded phenomena, including matrices and masters for the production of records
- Other aircraft (for example, helicopters, aeroplanes); spacecraft (including satellites) and suborbital and spacecraft launch vehicles.
- List of goods which the right to distribute is not granted
- Cane or beet sugar
- Cigarettes and cigars
- Crude and processed oils
- Pharmaceutical products
- Books, newspapers and journals
- Precious metals and stones
- Recorded articles of any material
- List of conditional investment lines for foreign investors
Investment conditions applied to foreign investors are conditions that foreign investors must satisfy before making investment in the business lines subject to conditions applied to foreign investors specified in relevant Laws, Ordinances, Decrees, and international agreements on investment.
The above investment conditions are gathered and regularly updated at National portal for foreign investment https://dautunuocngoai.gov.vn/fdi/nganhnghedautu/6
- Procedures for making investment by contributing capital, purchase of shares or capital contributions
Step 1: Registration for the capital contribution, purchase of shares or capital contributions
An investor shall follow the register the capital contribution, purchase of shares, or capital contributions in the following cases:
- a) The investor contributes capital, buy shares or capital contributions of business organizations engaged in business lines subject to conditions applied to foreign investors.
- b) 51% of charter capital of the business organization or more is held by foreign investors and/or business organizations mentioned in Clause 1 Article 23 of Law on Investment after the capital is contributed, or shares/capital contributions are purchased
Investors other than those mentioned above shall follow procedures for changing shareholders/members as prescribed by law when contributing capital, buying shares/capital contributions of business organizations.
Step 2: Procedures for changing shareholders/the owner/members as prescribed by law when when contributing capital, buying shares/capital contributions of business organizations
Depending on the type of enterprise of the economic organization, the rate of capital contribution, share purchase, and capital contribution of the investor, there will be a corresponding changing procedure.
- Consultancy service for transfer of capital to foreign investors of Pham Consult
With many years of experience in consulting foreign investors on the establishment of companies, contributing capital to economic organizations in Vietnam, Pham Consult provides consulting services with the competitive price, assisting you in:
- Consulting in conditions, procedures and issues arising when investing in economic organizations in Vietnam; consulting in the procedures related to registration of capital contribution, purchasing shares or capital contribution of foreign investors;
- Preparing all the establishment dossiers in bilingual languages (Vietnamese and English) to ensure that foreign investors can easily follow up and evaluate the progress of work (if customers have requests)
- Assisting customers with notarization, consular legalization and notarized translation;
- Being on behalf of clients for submitting and receiving the results at state agencies;
- Consulting, explaining to the state agencies in case of arisen problems;
If you are interested in investing in economic organizations in Viet Nam and you still have many problems about this procedures, please kindly contact us via the following information for free consulting. Pham Consult always desires and undertakes to provide customers with the best services and support to help you optimize operating costs for your business goals.