ĐIỂM MỚI NGHỊ ĐỊNH 96/2026/NĐ-CP HƯỚNG DẪN LUẬT ĐẦU TƯ 2025 CÓ HIỆU LỰC TỪ NGÀY 31/3/2026 / NEW POIN

On March 31, 2026, Decree No. 96/2026/ND-CP (“Decree 96”), providing guidelines for the implementation of the Law on Investment 2026 issued by the Government, officially took effect. With many landmark reforms, Decree 96 is expected to clear bottlenecks, improve the investment environment, and attract high-tech, strategic projects to Vietnam. Below are the most notable new points, detailed as follows: 

1. Special investment procedures for projects in an industrial zone, export-processing zone, hi-tech zone, concentrated digital technology zone, free trade zone, and international financial center or functional section in an economic zone 

One of the breakthrough new points of Decree No. 96/2026/ND-CP is the clarification of “Special investment procedures” (specified from Article 46 to Article 50). Accordingly, from March 1, 2026, the Investor is entitled to register their investment in an investment project in an industrial zone, export-processing zone, hi-tech zone, concentrated digital technology zone, free trade zone, and international financial center or functional section in an economic zone, except a project requiring investment policy approval as prescribed by the Government. 

Unlike before, all investment projects must go through a process including multiple steps such as Investment policy approval (if any), Investment registration certificate issuance, Construction permit issuance, Fire safety and prevention approval, Environmental permit issuance, etc. The investors took time to wait for the issuance of the authority, unintentionally prolonging the preparation time and completion of legal procedures to implement their investment projects.  

However, recently, the Investor only needs to submit a dossier together with a commitment letter meeting the conditions, standards, and specifications as prescribed under the law on construction, environmental protection, technology transfer, fire safety and prevention of investment project in an industrial zone, export-processing zone, hi-tech zone, concentrated digital technology zone, free trade zone, and international financial center or functional section in an economic zone. The investor is liable for conducting commitments on construction, environmental protection, fire safety and prevention, and is responsible for results that they fail to comply with the commitments. The management board of the economic zone and the hi-tech zone shall be liable for the evaluation of the dossier and issuance of the Investment registration certificate within 15 working days from the date of full receipt of the valid document. 

This mechanism shifts the management approach from “pre-inspection” to “post-inspection” of the state management authority, helping investors minimize compliance fees and significantly shortening the time required to bring projects into operation. 

In addition, to ensure transparency, the Decree also clearly regulates the inspection and supervision responsibilities of the state authority. In case the project does not meet conditions, standards, and technical specifications as committed, the State competent authority shall consider imposing an administrative penalty, suspending, terminating operation, or implementing other measures under the law. 

2. Update of the list of business lines with prohibited and restricted market access for foreign investors and issuance of a new list of business lines eligible for investment incentives 

Compared to Decree No. 31/2021/ND-CP, Appendix I of Decree 96 has added the construction activities business line for foreign contractors to the list of business lines with prohibited and restricted market access for foreign investors, increasing the total number of such business lines to 62. 

Additionally, to encourage the development and reconstruction of core business lines, Appendix II to Decree 96 has been supplemented to include business lines eligible for investment incentives. Specifically: 

*Regarding special business lines eligible for investment incentives: The categories for high technology, strategic technology, information technology, supporting industries, and environmental industries have been expanded to 16 sectors (an increase of 1 compared to previously);  

*Regarding business lines eligible for investment incentives: 

- The categories for science and technology, electronics, mechanics, materials, and information technology have increased to 23 sectors, including the addition of manufacturing products on the dual-use technology list; 

- The categories for agriculture have increased to 13 sectors, adding activities related to the production of materials, plant protection products, and veterinary medicines, as well as disease prevention and treatment services for animals and aquaculture;  

- The categories for environment and infrastructure protection have increased to 25 sectors, with new points such as investment in focal points and manufacturing of environmental industrial equipment; 

- The categories for culture - society - sports - medical have been restructured, remaining 8 sectors but adding strategic sectors: human resource training to support science and technology, innovation, and national digital transformation. 

Such addition shows a clear direction in the priority of human resource provision to high-tech, medical, and strategic project sectors, thereby creating momentum to drive sustainable economic growth and enhance national competitiveness. 

3. Foreign investors can establish an economic organization to implement projects before investment projects. 

Previously, foreign investors had to be granted an Investment Registration Certificate to establish enterprises to implement projects as prescribed in clause 2 Article 42 of the Law on Investment 2020. 

Now, Article 72 of Decree 96 allows foreign Investors to be eligible for establishing an economic organization (company) before the issuance of an Investment registration certificate. 

However, this enterprise shall only operate within the business lines registered and have 12 months duration to complete procedures for issuance of Investment registration certificate. This helps investors to be more active and shorten the time during the pre-period as much as possible. 

4. Investment applications can be submitted online using digital signatures 

Previously, Decree No. 31/2023/ND-CP did not regulate investment application submission online and the use of digital signatures in investment applications. 

One of the significant reforms of Decree 96 is to officialize the process of online investment application submission using digital signatures, gradually replacing the traditional paper-based submission method. Accordingly, the investors conduct procedures for issuance and amendments to the Investment registration certificate through the National investment information system, followed by the steps stated in clause 1 Article 43 of Decree 96 as follows: 

Step 1: The investor registers an account on the National Investment Information System. 

Step 2: The investor declares information and uploads electronic documents bearing their digital signatures onto the National Investment Information System. After completing the submission of their application dossier, the investor receives a dossier receipt through the National Investment Information System. 

Step 3: If the application dossier is invalid or has any content that needs clarifying, the investment registration authority shall send a notice to the investor for dossier completion via the National Investment Information System within 05 working days from the receipt of the application dossier. 

Step 4: If the application dossier is valid and satisfies all conditions, the investment registration authority shall issue or adjust the investment registration certificate for the investor within 10 working days from the receipt of the valid application dossier. 

Therefore, currently, instead of traditional paper-based dossier submission, the investor may submit a dossier with digital signatures as mentioned above to save time for procedure conduction. 

5. Supplements to cases suspending investment application resolution 

Compared to the old regulations as prescribed in point c, d clause 1 Article 6 of Decree No. 31/2021/ND-CP, only suspending investment application resolution in the following two cases: 

+ The investor does not amend or supplement dossiers within the notice duration; 

+ The investor does not explain upon request. 

Recently, Article 6 of Decree No. 96/2026/ND-CP has supplemented the bases for suspending new investment procedures. Specifically, the investment registration authority shall suspend dossier processing, refuse to issue or adjust the Decision on investment policy approval, Decision on investor approval, and Investment registration certificate or any other administrative document on investment in the following cases: 

• The investor fails to amend or supplement the dossier; 
• The investor fails to explain as requested within the time limit notified;
• The proposed contents or adjustments to a project or the request for issuance or adjustment fail to meet the requirements or conditions; 
• Submit the dossier after the time limit prescribed (two or more investors submit valid application dossiers for implementation of an investment project at the same location). 

Decree No. 96/2026/ND-CP simplifies the Vietnamese Government’s direction in the reform of the investment framework flexibly, modernly, and selectively. The domestic and foreign investors, especially in hi-tech and clean energy sectors, can look forward to streamlined procedures and more substantial incentives. However, to receive new policies, the investor needs to prepare a dossier evidencing financial potential, technology commitments, and compliance with legal conditions. 

FDVN always supports customers in consultancy and related investment dossier preparation under the applicable law.