Thông tư liên tịch 10/2000/TTLT-BKH-BTP-BNG-BCA

INTER-MINISTERIAL CIRCULAR

PROVIDING GUIDANCE ON VIETNAMESE LIVING ABROAD AND FOREIGNERS PERMANENTLY RESIDING IN VIETNAM WHO INVEST ACCORDING TO GOVERNMENTAL DECREE NO.51/1999/ND-CP DATED JULY 8, 1999 INCLUDING DETAILED REGULATIONS ON THE IMPLEMENTATION OF DOMESTIC INVESTMENT ENCOURAGEMENT LAW (THE AMENDED VERSION) NO.03/1998/QH10.

Pursuant to Domestic Investment Encouragement Law (the amended version) No.03/1998/QH10 dated May 20, 1998;
Pursuant to Governmental Decree No.51/1999/ND-CP dated July 8, 1999 including detailed regulations on the implementation of Domestic Investment Encouragement Law (the amended version) No.03/1998/QH10 (hereinafter called Decree No.51);
Pursuant to Prime Ministerial Decision No.767/TTg dated September 17, 1997 referring to policies on the overseas Vietnamese community;
Pursuant to Prime Ministerial Decision No.210/1999/QD-TTg dated October 27, 1999 referring to policies on Vietnamese living overseas.
Ministries of Planning and Investment, Justice, Foreign Affairs, and Public Security provide guidance on Vietnamese living abroad and foreigners permanently residing in who invest observing Decree No.51 as follows:

I. GENERAL PROVISIONS

1. Subject to the Circular are:

1.1. Vietnamese residing overseas, including:

a. Those people who have Vietnamese nationality and permanently reside abroad;

b. People of Vietnamese origin who permanently reside overseas:

1.2. People with Vietnamese blond-relations, including people having a father, mother or paternal grandfather, paternal grandmother, maternal grandfather and maternal grandmother who have or ever had Vietnamese nationality.

1.3. Foreigners residing in , including:

a. Foreign citizens permanently residing and working in who have been granted a permanent residence permit by the Vietnamese relevant authority;

b. People without a nationality permanently living and working in who have been granted a permanent residence permit by the Vietnamese relevant authority.

2. Notarisation and legalisation of investor documents

The following foreign language documents of investors must be translated into Vietnamese with the Vietnamese version being notarised by a Vietnamese notary office:

- Documents whereby the foreign relevant authorities certify the investor is subject to 1.2 in this Circular.

- Documents, certificates and diplomas stating investor's qualifications which are granted and certified by the foreign relevant authorities.

3. Establishment of enterprises for implementing investment projects

3.1. To implement investment projects according to the Domestic Investment Encouragement Law, investors can be in his/her personal name or co-ordinated with Vietnamese citizens, Vietnamese residing abroad, foreigners permanently residing in Vietnam to open enterprises observing the Corporate Law and the Co-operative Law.

3.2. Investors who previously transferred their capital and assets to Vietnamese citizens or Vietnamese production/business establishments and invest or perform business in Vietnam by the right of those individuals and organisations can change their project developer names according to guidance in Part VI of this Circular when satisfying required terms.

3.3. Investors are permitted to hire foreign specialists and technical employees according to guidance in Article 32 of Decree 51.

4. Investor right of capital contribution and share purchase

4.1. Investors' contribution of capital or purchase of enterprise shares observing Decree 51 are as follows:

a. Investors are permitted to contribute capital or buy shares accounting for 30 per cent (or less) of capital of an enterprise involved in the fields of operation approved by the Government in specific periods according to the suggestion of the Minister of Planning and Investment.

b. Minister of Finance decides contributing of capital to or purchase of share of centrally governed State-owned enterprises stated in 4.1.a in this Circular; chairmen of centrally governed provincial or municipal People's Committees decide contribution of capital to and purchase of shares of locally controlled enterprises following the suggestion of directors of departments of planning and investment.

4.2. Rate of contribution of capital to and purchase of shares of non-state enterprises is not limited with contribution and purchase being made through contracts signed between relevant investors and enterprises. Accordingly, enterprises must inform business licence granting bodies (using a written document) of the contribution and purchase 15 days at the latest after contribution and purchase.

5. Investment fields and locations and those subject to investment incentives

5.1. Investors can funnel capital into projects or perform business involved in all operational fields, in all localities observing Vietnam's law, excluding operational fields stated in 2, Article 6 in the Corporate Law and clarified in 1, Article 3, Governmental Decree No.03/2000/ND-CP providing detailed guidance on the implementation of the Corporate Law.

5.2. Investors are encouraged to invest in operational fields described in List A attached to Decree 51 (from now on called List A).

5.3. Investors are encouraged to invest in difficult localities set forth in List B and especially difficult localities described in List C attached to Decree 51 (from now on called lists B and C).

II. INVESTMENT GUARANTEE AND ASSISTANCE

6. Land assistance

6.1. Investors with projects implemented observing the Domestic Investment Encouragement Law are provided with favourable conditions to lease land.

bodies lease land based on land use purposes set forth in project feasibility studies and socio-economic development plans of the related localities.

Land lease duration of a project is approved by the relevant State authority but does not exceed 50 years.

Lands are leased according to regulated areas.

6.2. Investors are permitted to lease land to construct accommodations for selling to those who are licensed to buy or lease accommodations in according to 's Law.

rent exemption for projects involved in operational fields stated in List A or projects in localities described in lists A and B are the same as that applicable to domestic enterprises operating in the same areas of business stated in Article 18, Decree 51.

7. Investor rights on leased land

Investors with land leased by the State have rights stated in Article 7, the Ordinance on Rights and Obligations of Foreign Individuals and in .

8. Borrowing from the development assistance fund

Investors with projects belonging to List A or projects in localities stated in lists B or C are considered by the development assistance fund to receive investment assistance in the forms of loans, interest rate and credit guarantee according to the State's current regulations on development investment credits.

9. Tax exemption and reduction

Corporate income tax rate; exemption and reduction of corporate income tax, personal income tax, additional income tax and tax levied on equipment and machinery imported for developing fixed assets for investment projects involved in operational fields stated in List A or investment projects in localities described in lists B and C are the same as those applicable to domestic enterprises operating in the same areas of business stated from Article 20 to Article 27, Decree 51.

10. One-price policy for investment projects observing the Domestic Investment Encouragement Law (the amended version)

10.1. Enterprises directly invested in Vietnam by Vietnamese residing abroad; enterprises directly invested in Vietnam by foreigners permanently residing in Vietnam; enterprises opened by Vietnamese citizens in co-operation with Vietnamese residing abroad or with foreigners permanently residing in Vietnam which all have projects observing the Domestic Investment Encouragement Law enjoy input prices of land, goods, materials, fuel and services as well as bear tax rates the same as those subject to domestic projects of the same kind. (The prices are defined by Government.)

bodies and production and business enterprises supplying production inputs priced by the Government are required to consistently follow this Regulation.

10.2. Investors implementing investment projects observing regulations in 1, 2, 3 and 5, Article 1, Decree 51 in co-ordination with their relatives in Vietnam (if any) including a legal husband or wife, father, mother, child or foster child bear service prices associated with accommodation, hotel, power, water, healthcare, river-way, road and air-way travel charges, post and telecommunications charges and charges for education and training the same as those applicable to Vietnamese citizens residing in Vietnam.

11. Investor one-price card and related granting procedures

11.1. A one-price card is granted to investors and their relatives (if any) with investment projects set forth in 1, 2, 3 and 5, Article 1, Decree 51.

A one-price card is issued by the Ministry of Planning and Investment and effective nation-wide. (A card form is attached to this Circular.) Chairmen of the centrally governed provincial or municipal People's Committees grant cards of this kind to investors and their relatives within seven days of receiving all legal documents.

11.2. Card request document set includes:

a. A petition requesting a one-price card enclosed with a list of investor relatives; the investor and each of his (her) relatives provides two 3x4cm photographs (half-length photographs showing the complete face with a bared head) which were taken six months or less before the petition. (The complete name and date of birth are written on the back of the photographs.);

b. Documents certifying relations between the investor and his/her relatives.

11.3. Investors provide documentation set forth in 11.2 in this Circular in addition to documents requesting investment incentives to the centrally governed provincial or municipal department of planning and investment located where the investment project is headquartered or implemented.

11.4. For projects started before this Circular is effective, investors contribute documents set forth in 11.2 in this Circular in addition to a notarised copy of the investment incentive certificate to the department of planning and investment where the investment incentive certificate was granted.

Within 10 days of receiving documents requesting a one-price card, the department of planning and investment evaluates and submits to the chairman of the relevant centrally governed provincial or municipal People's Committee these documents so as he can grant cards to investors and their relatives.

11.5. Interests of investors and their relatives set forth in these cards include services documented in 10.2, this Circular.

11.6. Centrally governed provincial or municipal People's Committees where cards are granted determine whether to revoke cards in cases when investor enterprises go bankrupt or disband or in cases where card holders violate guidance in 3, Article 121, the Corporate Law.

III. PROCEDURES CERTIFYING VIETNAMESE ORIGIN, VIETNAMESE BLOOD-RELATION

12. Certifying Vietnamese nationality, losing Vietnamese nationality

12.1. Those who are regulated in 1.1,a of this Circular must have legal Vietnamese passports. In cases of no Vietnamese passports, they must have one of the following documents: a certificate of Vietnamese nationality, a document certifying that he/she has lost his/her Vietnamese nationality, or a citizen certificate. These people do not have to go through procedures for certifying their Vietnamese blood-relations.

12.2. Those who are regulated in 1.1.b in this Circular must have certificates of Vietnamese nationality, documents certifying the losing of Vietnamese nationality or citizen certificates.

12.3. Powers and formalities to grant certificates of Vietnamese nationality, documents certifying the losing of Vietnamese nationality or citizen certificates:

- Granting of certificates of Vietnamese nationality is implemented according regulations in Articles 35 and 36 in the Vietnamese Nationality Law and Articles 17, 18 and 19 in Governmental Decree No.104/1998/ND-CP dated December 31, 1998 providing detailed regulation and guidance on implementing the Vietnamese Nationality Law (hereinafter called Decree No.104/1998/ND-CP.)

- Granting of documents certifying the losing of Vietnamese nationality is implemented according to Articles 35 and 36 in the Vietnamese Nationality Law and Articles 25 and 26 in Decree No.104/1998/ND-CP.

- Granting of citizen certificates is implemented according to Ministry of Foreign Affairs' Decision No.713-NG-QD dated May 17, 1997.

13. Procedures certifying Vietnamese blood-relation

13.1. Those who are described in 1.2 in this Circular must have certificates of Vietnamese blood-relation (a relevant form is attached to this Circular) which are granted by one of the following competent bodies:

a. A Vietnamese diplomatic or consular body abroad;

b. The Committee For Overseas Vietnamese.

13.2. Requesters of certificates of Vietnamese blood-relation from organisations stated in 13.1 in this Circular must submit a petition of request (made according to the form attached to this Circular) in addition to the following documents (including documents granted by the old authorities before April 30, 1975):

a. Documents certifying Vietnamese nationality of his/her father, mother, paternal grandfather, paternal grandmother, maternal grandfather, maternal grandmother; in cases where these people lose their Vietnamese nationality, documents certifying that they have lost their Vietnamese nationality are required;

b. Documents certifying that the requester is the child, paternal grandchild or maternal grandchild of those who are stated in 13.2.a in this Circular; and

c. Legal foreign passport.

13.3. In cases where documents set forth in 13.2.a and 13.2.b of this Circular cannot be obtained, Vietnamese blood-relation certificate requesters must have the following documents:

a. For those who request certificates at Vietnamese competent bodies overseas stated in 13.1.a in this Circular, the following documents are required:

- A document of the Vietnamese community located where the requester lives (It can be Vietnamese associations having relations with legal domestic organisations and bodies, or Vietnamese representative bodies in that country) certifying that the requester has blood-relations with people having Vietnamese nationality or with people who ever had Vietnamese nationality.

- Requester curriculum vitae.

b. Those who request certificates at the domestic Vietnamese relevant authority stated in 13.1.b in this Circular must have:

- Documents of at least two Vietnamese citizens permanently residing inside the country, who have full civil action capability, certifying that the requester has blood-relations with people having Vietnamese nationality or with people who ever had Vietnamese nationality; The certificates include names, surnames and addresses of the certified and certifying people; and

- Requester curriculum vitae.

13.4. Within 20 working days from when receiving all legal documents, the relevant Vietnamese authority determines whether to grant a Vietnamese blood-relation certificate. When refusing to grant a certificate this authority has to give reason(s) by documentation.

IV. INVESTOR IMMIGRATION AND RESIDENCE

14. Investor immigration

14.1. Investors having legal Vietnamese passports can enter or exit the country without a visa.

14.2. Relevant Vietnamese bodies provide favourable conditions for investors with foreign passports to enter the country to operate projects according to the Domestic Investment Encouragement Law (the amended version).

15. Residence; granting, change and revocation of residence permit

15.1. Residence and travel of investors described in 1.2 and 1.3 in this Circular are set forth in Articles 11 and 12 of the Ordinance on Immigration and Residence of Foreigners in issued on April 28, 2000.

15.2. Granting, changing and revocation of residence permits of investors are implemented in relevant immigration bodies under the Ministry of Public Security observing Articles 13 and 14 of the Ordinance on Immigration and Residence of Foreigners in issued on April 28, 2000.

V. BUSINESS REGISTRATION AND GRANTING OF INVESTMENT INCENTIVE CERTIFICATES

16. Business registration documents

Apart from business registration documents required to be possessed by investors as Vietnamese citizens, investors must have the additional following documents:

16.1. For investors described in 1.1 in this Circular:

a. A copy of the legal Vietnamese passport or a certificate of Vietnamese nationality; a certificate certifying the losing of Vietnamese nationality; or a citizen certificate; and

b. Documents and certificates associated with qualifications of managers involved in some operational fields regulated by the law of .

16.2. Investors stated in 1.2 in this Circular must have certificates of Vietnamese blood-relation and documents described in 16.1.b in this Circular.

16.3. Investors regulated in 1.3 in this Circular must have residence permits granted by the relevant Vietnamese bodies and documents described in 16.1.b in this Circular.

17. Procedures and time of business registration

17.1. Investors can implement business registration themselves or entrust others to submit the required documents to the centrally governed relevant provincial or municipal department of planning and investment. The investor or his/her entrusted party must show the passport and required documents (original ones). The department of planning and investment receives these documents and checks the passport and legality of these documents and gives a response note to the investor following current regulations.

17.2. Within 15 working days of receiving all required documents, the relevant department of planning and investment is responsible for implementing investor business registration.

18. Procedures for accessing investment incentives and obligations of reporting on investment incentive implementation

18.1. To enjoy investment incentives following the Domestic Investment Encouragement Law (the amended version), investors with projects involved in operational fields belonging to List A or projects in localities set forth in lists B or C must observe regulations of Ministry of Planning and Investment Circular No.02/1999/TT-BKH dated September 24, 1999.

18.2. Every six months (by early June and December of the year) enterprises as investment incentive beneficiaries are responsible for reporting the relevant department of planning and investment on their utilisation of investment incentives; the department will then send a report to the Ministry of Planning and Investment.

18.3. In cases where enterprises or investors violate Vietnam's law, not satisfying all terms required for enjoying investment incentives, going to reside in another country or violating regulations in 3, Article 121 in the Corporate Law, the relevant department of planning and investment revokes investment incentive certificates and one-price cards (if any) of these investors and their relatives as set forth by Article 33 in the Domestic Investment Encouragement Law (the amended version).

VI. CHANGING OF INVESTOR NAME AND INVESTMENT CAPITAL INTO INVESTOR CAPITAL SHARE

19. Terms for changing names of investors of operational enterprises

19.1. Investors set forth in 3.2 in this Circular, when implementing investor name changing procedures, must have the following documents:

a. A document agreeing to return to the investor enterprise assets and capital which are being managed by the person or people entrusted by these investors;

b. A document of the person or people entrusted by the investor agreeing to transfer the enterprise management right to the investor;

c. A document showing agreement of enterprise founders and shareholders for changing the investor name and investment capital form;

d. Taxation bodies' certifying that the enterprise requesting change of its investor name has completed all the required financial obligations regulated by the State;

e. A petition of the investor requesting change of the enterprise's investor name and investment capital form where he has pledged to observe corporate rules and continues rights and obligations of the enterprise.

19.2. The new investor is responsible for legalising the ownership, use and other rights associated with the transferred assets according to 's law.

20. Terms for changing capital previously invested in a domestic enterprise run under the name of Vietnamese citizen(s) into investor capital share

Investors set forth in 3.2 of this Circular, who transferred their capital and assets to Vietnamese citizen(s) or Vietnamese production and/or business organisations and use the name of these individuals or organisations to invest or do business in Vietnam, when implementing formalities for affirming their ownership of enterprise capital and assets, must have documents of these Vietnamese citizen or production/business organisations agreeing to return to investors the assets and capital which are being manager by these individuals and organisations.

21. Procedures and time for changing investor name

21.1. The department of planning and investment assist the chairman of the centrally governed provincial or municipal People's Committee in dealing with changing of investor names. The department receives and considers the associate documents and guide investors complete the document set.

21.2. To change the investor name of an operational enterprise, the investor sends enterprise business registration documents to the department of planning and investment where enterprise business licence was granted. These documents include those described 16.1 and 19.1 of this Circular.

21.3. Within 20 days after contributing all the required documents, investors must inform the changing of enterprise investor name at least five times through the local media (located where the enterprise operates). Individuals and organisations having rights and interests associated with that enterprise have to go to the enterprise for clarifying their legal rights and interests within this duration of time.

21.4. Twenty days after information, if there are no disputes and claims raised regarding the enterprise, the department of planning and investment implements procedures to change the investor name for the enterprise an then submits this to the chairman of the centrally governed provincial or municipal People's Committee for decision.

22. Other regulations associated with changing of investor name

22.1. Only enterprises without disputes can change their investor names.

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