Ministry proposes revising the Investment and Enterprise Laws

Specifically, the draft annuls procedures for registration of capital contribution and purchase of shares or capital contributions in case such contribution or purchase will not result in an increase in foreign holding rates at concerned enterprises.

It also clarifies the procedures, order and conditions for capital contribution and purchase of shares or capital contributions applicable to organizations, individuals, state enterprises and foreign-invested enterprises.

The draft removes some types of investment projects from the list of those requiring investment policy approval from the Prime Minister under Article 31 of the Investment Law.

These projects are projects capitalized at VND 5,000 billion (approximately USD 215 million) or higher, projects, for which business investment conditions have been specified in treaties and relevant laws, such as foreign-invested projects in the fields of sea transport, provision of telecommunications services with network infrastructure, press, and establishment of science and technology organizations and wholly foreign-owned science and technology enterprises.

Meanwhile, investment projects to be carried out in two or more provinces or centrally run cities would be subject to investment policy approval by the Prime Minister.

In addition, in order to meet national defense and security requirements, the draft amends Articles 24, 25 and 26 of the Investment Law by adding regulations requiring foreign investors or foreign-invested economic institutions to seek authority approval in case they purchase shares or capital contributions at enterprises operating in sectors or areas which are important or have impacts on national defense and security.

The Ministry of Planning and Investment also proposes amending Article 3 of the Enterprise Law. Accordingly, all cases of enterprise registration would follow the order and procedures prescribed in the Enterprise Law. Specialized laws would prevail only when they contain particular provisions on establishment, organization, reorganization, operation and dissolution of enterprises engaged in relevant sectors.

The draft also abolishes several clauses and articles of the Enterprise Law. Once the draft is approved, enterprises would be no longer required to register their seal specimens, report changes in information relating to their managers or inform the establishment of branches or new business locations to business registration offices of the localities where they are headquartered, etc. Meanwhile, directors and directors general would enjoy waiver of the requirement to have degrees and experience in business administration.