When this route applies
- The project falls into a category for which the Investment Law requires Investment Policy Approval before implementation (for example because of its sector, scale, land use or location). The exact categories and the approving level must be checked (confirm with counsel).
- Investment Policy Approval is NOT the IRC and is NOT the ERC. It is a separate, earlier decision on whether the project may go ahead in principle.
- Where the State must select the investor (auction, bidding), see R3.
Step-by-step roadmap
Market-access check
- Authority
- No filing: internal analysis
- Investor action
- As in R1
- Documents
- Business description; group chart
- Dependency
- None
- Output
- Go / no-go
- Can next step start?
- Yes
- Critical issue
- See MARKET ACCESS.
Confirm the approval trigger and approving level
- Authority
- No filing: internal analysis
- Investor action
- Identify why approval is needed and which level decides (National Assembly / Prime Minister / Provincial People's Committee (confirm categories with counsel))
- Documents
- Project outline; site information
- Dependency
- Step 1
- Output
- Approval pathway memo
- Can next step start?
- Yes
- Critical issue
- The approving level drives the whole timetable.
Investment Policy Approval application
- Authority
- Investment registration authority receives; approving authority decides
- Investor action
- Prepare and file the dossier; respond to appraisal questions from consulted ministries / departments
- Documents
- Application; project proposal; investor documents; financial capacity; land-use need; preliminary environmental information; technology explanation where required
- Dependency
- Step 2
- Output
- Investment Policy Approval decision (with conditions)
- Can next step start?
- No: IRC follows approval
- Critical issue
- Appraisal involves several agencies. Conditions written into the decision bind the project.
Investor approval / selection (where applicable)
- Authority
- As stated in the approval decision
- Investor action
- Take part in the selection process if the investor is not approved together with the project
- Documents
- See R3
- Dependency
- Step 3
- Output
- Investor approved / selected
- Can next step start?
- No
- Critical issue
- If auction or bidding applies, follow R3.
IRC
- Authority
- Investment registration authority
- Investor action
- File for the IRC on the basis of the approval decision
- Documents
- Approval decision; IRC dossier
- Dependency
- Steps 3-4
- Output
- IRC
- Can next step start?
- Yes → ERC
- Critical issue
- IRC content must mirror the approval decision.
ERC (project company)
- Authority
- Business Registration Office
- Investor action
- Incorporate the project company
- Documents
- As in R1
- Dependency
- IRC (confirm whether ERC-first is available on this route with counsel)
- Output
- ERC
- Can next step start?
- Yes
- Critical issue
- ERC = company exists; nothing more.
Capital account and capital contribution
- Authority
- Licensed bank in Vietnam
- Investor action
- Open DICA; contribute capital on schedule
- Documents
- ERC; IRC
- Dependency
- Steps 5-6
- Output
- Capital in place
- Can next step start?
- Yes
- Critical issue
- Contribution schedule in the IRC is binding.
Land procedure
- Authority
- Provincial land authority / People's Committee
- Investor action
- Land allocation or lease; site clearance where relevant; land-use right certificate
- Documents
- See LAND & PREMISES
- Dependency
- Approval decision; IRC
- Output
- Land lawfully held
- Can next step start?
- Partly
- Critical issue
- Land is usually the longest item. Case-specific legal review required.
Construction / environment / fire
- Authority
- Construction, environment and fire-safety authorities
- Investor action
- EIA or other environmental step; design appraisal; construction permit or exemption; fire-safety design; acceptance on completion
- Documents
- See CONSTRUCTION, ENV, FIRE
- Dependency
- Land; approval conditions
- Output
- Works permitted, then accepted
- Can next step start?
- Partly
- Critical issue
- Environmental approval commonly precedes construction steps (confirm sequence with counsel).
Sector licences
- Authority
- Sector regulator
- Investor action
- Apply once facilities and staffing conditions are met
- Documents
- See SECTOR LICENCES
- Dependency
- ERC; facilities
- Output
- Licence(s)
- Can next step start?
- No
- Critical issue
- Case-specific legal review required.
Operational registrations and go-live
- Authority
- Tax, labour, social insurance, customs
- Investor action
- As in R1; complete GO-LIVE CHECKLIST
- Dependency
- All above
- Output
- READY TO OPERATE
- Critical issue
- Investment deposit / security may be required (confirm with counsel).
Required approvals
| Approval / registration | Position on this route | Authority |
|---|---|---|
| Investment Policy Approval | Required: before anything else under investment law | National Assembly / Prime Minister / Provincial People's Committee (confirm with counsel). |
| IRC | Required: after the approval | Investment registration authority |
| ERC | Required: project company | Business Registration Office |
| Land, construction, environment, fire | Usually required | See dedicated sheets |
| Sector licences | Case-specific legal review required. | Sector regulator |
Document checklist
Typical: the authority may ask for more.
- Everything listed in R1
- Proposal on land-use need and site documents
- Preliminary environmental impact information (confirm form required at this stage with counsel)
- Technology explanation for projects using technology subject to appraisal
- Evidence of investor's experience and capacity where the sector requires it
Critical risks
- Under-estimating the appraisal timetable (multi-agency consultation).
- Approval conditions (schedule, capital, deposit) that the investor cannot later meet.
- Changes to the project after approval may need an adjustment of the approval, not just of the IRC.
- Land and site-clearance delay.
When the investor may legally start operations
The investor may start a given business activity only when ALL of the following are in place for that activity: (1) the investment procedure is complete (IRC / approval, where required); (2) the company or other vehicle legally exists (ERC or equivalent); (3) capital has been contributed through the correct account and on schedule; (4) the premises may lawfully be used for the activity; (5) construction, environmental and fire-safety steps that apply are complete; (6) every sector-specific licence for that activity has been issued; and (7) tax, invoicing and employment registrations are done. Use the GO-LIVE CHECKLIST to confirm.
Common mistakes
- Confusing Investment Policy Approval with the IRC.
- Incorporating a company and committing funds before the approval position is clear.
- Ignoring the project implementation schedule once approved.
Statutory time limits are not shown on this page. Confirm the current period and its legal basis with counsel: practical timing is usually longer than the statutory period. Legal status reviewed as of 18 September 2026.