Transfer of Investment Projects in Vietnam: What 3 Matters to Consider?

 Under the current Law on Investment, investors are entitled to transfer of investment projects in Vietnam to other investor when satisfied with the specific conditions and conducting the procedure of project adjustment under the regulation of law.

What are transfer of investment projects in Vietnam?

In simple terms, the transfer of investment projects in Vietnam is quite similar to “selling” the projects. Just like when you sell something, you transfer the ownership and responsibility to someone else, transferring an investment project means handing over the rights and obligations of that project to another party.

When you carry out the transfer of investment projects in Vietnam, you are essentially selling the projects to other investors or companies. This means they will take over the projects and continue the development and operations. It’s like passing the baton to someone else in a relay race. They will be responsible for managing the project, making decisions, and ensuring its success.

Similar to a sales transaction, the transfer of investment projects in Vietnam involves a process that follow the law. You need to negotiate with potential buyers, agree on the terms and conditions, and sign contracts to legally transfer the project’s ownership.

The conditions of transfer of investment projects in Vietnam

-The project is not terminated in the cases as prescribed in the Law on investment;

-Investment conditions applied to foreign investors are satisfied -in case the foreign investor receives a project of investment in conditional business lines;

-Regulations of law on law, real estate trading is complied with if the project transfer is associated with transfer of land;

-Conditions in the Certificate of investment registration or relevant regulations of law are complied with.

Preparation of dossier of transfer of investment projects in Vietnam

-A written request for permission for project adjustments;

-A report on the project’s progress up to the time of transfer;

-The project transfer contractor an other document with equivalent legal value;

-Copies of the ID card or passport (if the investor is an individual) or Certificate of Enterprise Registration or another document with equivalent legal value (if the investor is an organization);

-Copies of the Investment Registration Certificate or decision on investment guidelines (if any);

-Copies of the BCC contract (for BCC projects);

-Copies of one of the following documents of the transferee: financial statements of the last 02 years; commitment to provide financial support by the parent company, commitment to provide financial support by a financial institution, the guarantee of transferee’s financial capacity, documents describing the transferee’s financial capacity;

Order and procedure of transfer of investment projects in Vietnam

-Investors submit the dossier at Department of Planning and Investment (or Management of Economic Zone or High-tech Zone);

-Within a period of 10 working days from the date of receipt the complete and valid dossier for an investment project operating under an investment license and not subject to decision of investment policy (or 28 working days from the date of receipt the complete and valid dossier for an investment project which is subject to investment decision of the provincial People’s Committee; 47 working days from the date of receipt the complete and valid dossier for the investment project subject to the decision of the Prime Minister), the competent authorities consider and decide to adjust the investment registration certificate to the investor transferring the project.

Before the transfer of investment projects in Vietnam, investors need to evaluate the legal situation, apart from the financial, personnel, and other key issues of the project, which are subject of the transfer.

Therefore, to ensure effective transfer, investors often engage law firms with highly qualified lawyers in Vietnam to conduct M&A legal due diligence related to the legal documentation of the owner, capital contribution of the shareholder or member, tangible assets (land use rights, plant and machinery, equipment, etc.) and invisible assets (including industrial property rights), licenses, contracts or transactions of great value, taxes and other legal risks such as litigation or disputes which could significantly impact the project..

The transfer of investment projects in Vietnam is an administrative procedure with a state agencies that is only smooth when the parties reached agreements. In fact, the transfer of the investment project’s timeline depends on the appraisal and evaluation process of the parties involved in the project.

How a law firm in Vietnam could help with transfer of investment projects in Vietnam?

When it comes to the transfer of investment projects in Vietnam, engaging the legal services of a reliable law firm in Vietnam is essential for ensuring a smooth and successful process. The transfer of an investment project involves complex legal procedures, documentation, and compliance with regulatory requirements.

A law firm with experienced lawyers in Vietnam can provide invaluable support by conducting meticulous due diligence and assessing the legal aspects of the projects. They will thoroughly examine the project’s documentation, including ownership, financial records, contracts, licenses, and potential legal risks.

With their expertise, they can identify and mitigate any legal obstacles or disputes that could hinder the transfer process. By relying on the guidance of a trusted law firm, investors can navigate the intricacies of project transfer with confidence, ensuring a seamless transition of ownership and minimizing legal risks.

We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest protection, risk mitigation and regulatory compliance while doing business in Vietnam. ANT lawyers, a law firm in Vietnam has attorneys in Hanoi, Ho Chi Minh and Danang.

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Navigating Legal Frameworks for Online Business: Comment from E-Commerce Lawyers

 In the swiftly evolving landscape of online commerce, the legal intricacies surrounding e-commerce can often appear daunting to even the most experienced business owners. In Vietnam, e-commerce lawyers play a pivotal role in navigating the complexities of digital trade. Their expertise is crucial for ensuring that online transactions not only meet rigorous standards for transparency and authenticity but also adhere to the country’s stringent intellectual property laws.

E-Commerce Potential in Vietnam?

Vietnam’s e-commerce landscape has been growing at an unprecedented rate, riding the wave of increased digital connectivity and a burgeoning young population eager to embrace the convenience of online shopping.

As one of Southeast Asia’s fastest-growing e-commerce markets, Vietnam presents a fertile ground for digital enterprises, bolstered by a tech-savvy consumer base and government initiatives that encourage digital economy.

The potential for e-commerce business in Vietnam is vast, with projections indicating a trajectory of continued growth, fueled by rising internet penetration and a growing comfort with digital transactions among the Vietnamese populace.

With this promising backdrop, e-commerce businesses in Vietnam are not only proliferating but also diversifying, offering a plethora of services that range from online retail to innovative financial technology solutions.

As the sector expands, the role of e-commerce lawyers becomes increasingly critical. E-commerce lawyers in Vietnam are the vanguards of navigating the intricate legalities that govern online businesses, ensuring compliance with local regulations, and safeguarding against the nuances of international trade laws.

Their expertise enables businesses to tap into Vietnam’s e-commerce potential while aligning with the rigorous standards set forth by the authorities, marking the importance of legal acumen in the pursuit of digital commercial success.

How E-Commerce Lawyers Could Help Navigate Legal Framework?

The Vietnamese government, through Decree No. 85/2021/ND-CP, amending Decree 52/2013/ND-CP has enacted specific regulations pertaining to the transparency of product and service information in e-commerce transactions.

This move, which emphasizes the need for clarity to combat counterfeit goods and protect intellectual property rights, underscores the importance of e-commerce lawyers in the business registration process.

E-commerce lawyers in Vietnam are instrumental in detailing the mandatory information that must be disclosed on e-commerce websites, such as product labels compliant with Vietnamese laws, excluding unique product-specific details like production dates and serial numbers. Moreover, it is important to ensure that sellers disclose the necessary licensing information for products and services that fall under regulated or conditional business categories.

Enhanced responsibility for e-commerce service providers in managing their platforms is another critical area where e-commerce lawyers in Vietnam prove indispensable.

Under the aforementioned decree, e-commerce platforms must now remove illegal content within 24 hours upon request from competent state authorities. This quick-response mechanism is designed to tackle infringements in the digital space effectively. E-commerce lawyers also collaborate with intellectual property rights holders to remove infringing products and provide state agencies with information about violators.

For e-commerce websites with online ordering functions, the responsibilities expand further. E-commerce lawyers assist in designating points of contact for online information provision to state management agencies regarding potentially illegal activities. These points of contact are required to furnish information within 24 hours of receiving a request, thereby facilitating inspections, regulatory compliance, and consumer dispute resolutions.

The Decree also narrows down the subjects required to report to the Ministry of Industry and Trade, based on the nature of the website’s interactivity and transactional capabilities. E-commerce lawyers in Vietnam help classify which websites must complete administrative procedures based on whether they possess online ordering functionalities.

In terms of social media platforms, the Decree positions certain social networks as e-commerce trading floors if they display specific characteristics. Here, the role of e-commerce lawyers becomes even more significant as they guide platforms through the legal obligations akin to those of e-commerce trading floors, including the removal of content and cooperation with authorities.

Furthermore, e-commerce lawyers in Vietnam are pivotal in regulating foreign sellers on e-commerce platforms. They ensure that foreign sellers comply with Vietnamese import/export regulations or appoint commercial agents within the country, adhering to local laws. The Decree specifically tasks e-commerce lawyers with managing the duties of foreign sellers, safeguarding consumer rights, and fulfilling tax obligations.

E-commerce lawyers also address the market access conditions for foreign investors in Vietnam’s e-commerce sector, ensuring compliance with the investment laws. They help navigate the legal terrain for foreign businesses, including the need for a dominant market position assessment by the authorities.

Lastly, e-commerce lawyers handle the certification of electronic contracts. They assist in the registration of electronic contract authentication services, a process that the Ministry of Industry and Trade administers online. This service is an essential facet of ensuring that digital contracts are legally binding and recognized by the law.

E-commerce lawyers in Vietnam serve as navigators in the digital marketplace, ensuring that businesses operate within the legal frameworks established by Vietnamese law. Their expertise is not merely a valuable asset; it is a necessity for any enterprise looking to thrive in Vietnam’s e-commerce ecosystem.

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6 Smart Moves to Improve ESG for Exporters in Vietnam and Unlock Global Trade Advantages

 The World Is Watching

You have the product. The factory is certified. Your logistics are smooth. But is your factory ESG readiness.  Let’s discuss how to improve ESG for exporters in Vietnam.

Across Vietnam, exporters are being asked not just about price or quality, but about responsibility. Foreign buyers want to know how your business treats workers, handles waste, and prevents corruption. ESG for exporters in Vietnam will become a key to global trade.

In here we talk about how ESG for exporters in Vietnam is now linked to contracts, audits, and free trade incentives. It outlines six moves to help you meet expectations, build trust, and secure your place in international supply chains.

ESG for exporters in Vietnam Becomes a Ticket to Global Trade

In the past, exporting from Vietnam required good logistics, decent pricing, and product quality. Those things still matter. But now they are only the beginning.

What used to be called soft requirements are now showing up in contracts, audits, and trade rules. ESG for exporters in Vietnam has become a filter. Buyers use it to decide who to work with, and who to avoid.

This is not just a global story. It is happening in Vietnam.

Exporters are being asked to show labor policies. Submit environmental records. Sign supplier codes of conduct. And some are even being dropped for failing ESG checks.

The expectation is clear. Companies are expected to be responsible in how they produce, how they manage people, and how they report operations.

And for those who prepare, there are real benefits.

ESG Is a Trade Strategy, Not a Compliance Burden

Many factory managers feel nervous when ESG comes up. They worry it means more paperwork. More audits. More stress.

But that is not the full story.

If being done right, ESG for exporters in Vietnam can give business a strong position. It helps build trust. Qualify for new markets. Improve operations. And lower long-term risks.

We will walk you through:

- What ESG means for export-ready manufacturers in Vietnam

- How it connects to free trade agreements and buyer expectations

- Six practical moves you can make right now

- And how to avoid common mistakes and greenwashing

With the right mindset, ESG can become growth lever, not obstacle.

What ESG Looks Like in Practice for Vietnamese Exporters

Imagine this.

Two factories produce the same product. Both are located in Vietnam. Both offer competitive pricing. But one factory has proper labor records, clean environmental audits, and a code of ethics signed by employees. The other does not.

A buyer from foreign country comes knocking. Who gets the contract? The factory with ESG readiness wins.

That is how ESG for exporters in Vietnam plays out, quietly shaping who gets approved, who gets audited, and who gets left behind.

Here are the three pillars of ESG for exporters in Vietnam, and what they look like in an export-ready business:

Environmental (E)

- Monitoring of electricity, water, and emissions

- Waste management procedures in place

- Legal environmental permits on file

- Reporting of carbon footprint or sustainability actions

Social (S)

- Written employment contracts for all workers

- Compliance with minimum wage and insurance rules

- Safety procedures and training logs

- Respect for labor rights and anti-discrimination policies

Governance (G)

- Transparent company ownership and tax records

- Anti-corruption policies in writing

- Signed supplier codes of conduct

These are not extreme measures. Most of them are achievable with basic organization and internal controls. But without them, many exporters are blocked from premium markets.

ESG Is Now Embedded in Global Trade and Vietnam’s Future

There is no debate left. ESG for exporters in Vietnam is to stay. And there are five strong reasons why exporters in Vietnam must take it seriously now:

Free Trade Agreements Are Tied to ESG

Vietnam has signed FTAs like the EVFTA, CPTPP, and RCEP. These agreements include chapters on labor rights, sustainable development, and environmental protection.

Even if local enforcement is still developing, foreign buyers already use these standards to filter suppliers. Meeting ESG conditions often decides whether you get duty preferences or preferred supplier status.

Foreign Buyers Are Enforcing ESG via Contracts

More brands and retailers are embedding ESG terms in drafting purchase agreements in Vietnam. These include supplier self-assessments, right-to-audit clauses, and termination rights in case of non-compliance.

This means that ESG for exporters in Vietnam is now contractually enforceable, not just morally encouraged.

Vietnamese Law Is Catching Up Fast

Recent updates to the Environmental Protection Law and Labor Code have expanded compliance obligations. Inspections are becoming more frequent. Penalties are rising. And new laws are aligning with international norms.

Staying ahead of local ESG laws in Vietnam helps prevent fines and disruptions.

ESG Opens Access to Incentives

Banks and investment funds are beginning to offer better rates to ESG-aligned borrowers. In the future, exporters with verified ESG compliance in Vietnam may enjoy faster customs clearance or green trade certificates.

These early incentives reward businesses that prepare now.

Global Brands Are Under Pressure

Major brands are under pressure from shareholders and consumers to clean their supply chains. That pressure passes down to exporters in Vietnam. If you fail to meet their ESG standards, they will replace you. If you exceed them, you become a key partner.

6 Moves to Master ESG for Exporters in Vietnam

Move 1: Align ESG With Your Export Destinations

Different countries have different ESG expectations. A country might prefer carbon data and labor rights. Another might look closely at forced labor risks. Or another country focuses on workplace harmony and transparency.

Match your ESG efforts to where your goods are going.

Move 2: Build an ESG Audit File

Prepare for buyer audits in advance. Start a file that includes:

- Labor contracts and salary logs

- Safety training documents

- Environmental permits and waste records

- Company ethics policy and internal complaint process

Having this ready shows buyers that you are professional and prepared.

Move 3: Appoint ESG Contact Inside Your Company

Assign someone in your team to take ownership of ESG tracking. This person can lead internal checks, collect data, and update policies as needed.

Just someone responsible and trained.

Move 4: Train Employees on ESG Standards

Your policies only matter if your people understand them. Hold short, regular sessions to explain:

- Worker rights

- Safety practices

- Company rules and ethical behavior

Keep records of each session. These are valuable proof during audits.

Move 5: Work With ESG-Aware Legal Advisors

Local law firms in Vietnam understand the ESG requirements under both Vietnamese law and international buyer expectations. They can help you:

- Interpret audit questionnaires

- Draft ESG policies and codes of conduct

- Avoid greenwashing and vague claims

The right advisor saves you time, cost, and risk.

Move 6: Communicate Honestly With Buyers

When being asked about ESG, be transparent. Share what you have done. Show your progress. Admit what is still in development.

Buyers do not expect perfection. They expect clarity and effort.

Simple Step-by-Step Guide to ESG for Exporters in Vietnam

Step 1: Review Your Buyer Requirements

- Check your current buyer contracts for ESG-related clauses

- Review any supplier self-assessment forms or audit checklists

Step 2: Identify What ESG Areas Apply to You

- Environmental: emissions, water, and waste

- Social: labor compliance, wages, safety, contracts

- Governance: anti-bribery, corporate compliance, recordkeeping

Step 3: Assign Internal Roles

- Appoint an ESG lead

- Assign basic tasks: data collection, training, documentation

Step 4: Draft or Update Key ESG Policies

- Create simple, written documents covering environmental practices, labor rights, and business ethics

- Train your team on these policies

Step 5: Organize Your Documents

- Keep all contracts, permits, training logs, safety procedures, and supplier communications in one place

- Prepare to share these during buyer audits or inspections

Step 6: Engage an Advisor if Needed

- A local lawyer in Vietnam can help tailor your approach to match both Vietnamese law and global buyer standards

Frequently Asked Questions (FAQ)

What does ESG mean for an exporter in Vietnam?

Answer: ESG refers to how your business handles Environmental, Social, and Governance responsibilities. For an exporter in Vietnam, this means managing pollution, protecting workers’ rights, and maintaining ethical and transparent operations, all of which are now reviewed by international buyers and trade partners.

Is ESG compliance legally required in Vietnam?

Answer: While there is no single ESG law, many Vietnamese laws already cover ESG-related issues. For example, the Environmental Protection Law, Labor Code, and Anti-Corruption Law all impose obligations that align with ESG principles. Exporters who ignore these rules risk inspections, penalties, or lost contracts.

Do all foreign buyers require ESG compliance?

Answer: Increasingly, yes. Buyers from developed countries are making ESG a condition for doing business. It may appear in supplier codes of conduct, audit requirements, or contract terms. Even if it is not formalized, ESG is often considered during vendor selection.

How can small or mid-sized exporters handle ESG requirements?

Answer: Focus on what is legally required and build from there. Many ESG practices are about proper documentation, training, and management, not high technology. It is possible to meet ESG expectations with good organization, internal policies, and guidance from local lawyers in Vietnam.

Can ESG help company gain trade benefits?

Answer: ESG alignment can improve chances of qualifying for FTAs like EVFTA and CPTPP. It may also help access green finance, win more contracts, and reduce the risk of supply chain disruptions.

ESG Is the New Standard for Global Exporters in Vietnam

The future belongs to exporters who are responsible, reliable, and ready. Not only in what they make, but also in how they make it.

ESG for exporters in Vietnam is not a barrier. It is a bridge. A way to show the world that Vietnamese-made goods are not just cost-effective, but also ethically produced and globally trusted.

You have the factory. You have the product. Now is the time to build the credibility that keeps orders coming.

And ESG is how you do it.

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