When does the certificate of overseas investment registration expire?

Article overview

A certificate of overseas investment registration is an important document that helps investors carry out investment activities legally and effectively. However, to ensure benefits and avoid unnecessary risks, investors need to clearly understand when this certificate will expire. The following article will analyze in detail the cases where this certificate expires and the related handling process according to current legal regulations.

Validity of certificate of overseas investment registration
Validity of certificate of overseas investment registration

Subjects need to apply for a foreign investment registration certificate

Certificate of overseas investment registration is a mandatory legal document for Vietnamese businesses that want to carry out investment projects abroad. This is the basis for investors to conduct profitable investment activities in the receiving country.

According to the provisions of the Law on Investment 2020, subjects who need to apply for this certificate include:

  • Enterprises are established under the Law on Enterprise;
  • Cooperatives and unions of cooperatives established under the Law on Cooperatives;
  • Public service units are allowed to invest abroad.

The issuance of this certificate is to manage investment activities abroad, ensuring compliance with the laws of Vietnam and the investment receiving country. At the same time, the certificate also establishes the rights and obligations of the investor during project implementation.

Cases where the Certificate of Overseas Investment Registration expires

The certificate of overseas investment registration may expire in many different cases. Understanding these cases helps businesses be proactive in the investment process.

According to the provisions of Clause 1, Article 64 of the Law on Investment 2020, the certificate of offshore investment registration expires in the following cases:

  • The investor decides to terminate the operation of the investment project;
  • The project’s operating term expires according to the laws of the receiving country;
  • According to the termination conditions specified in the contract and enterprise charter;
  • The investor transfers all investment capital to foreign investors;
  • More than 24 months from the date of issuance of the certificate, the investor fails to implement or is unable to implement the project according to the registration schedule and does not carry out adjustment procedures;
  • Overseas economic organizations are dissolved or go bankrupt;
  • According to court judgments, decisions, and arbitration awards.

In the above cases, investors need to carry out procedures to terminate the certificate according to regulations. This helps ensure the legality and rights of the business.

In case of termination of investment term
In case of termination of investment term

Procedures for invalidating the certificate of overseas investment registration

When the certificate of overseas investment registration expires, investors need to carry out termination procedures according to regulations. This process helps ensure the legality and rights of the business.

According to Article 87 of Decree 31/2021/ND-CP, procedures for certificate termination include the following steps:

Step 1: Submit application:

Investors need to submit 02 sets of documents to request invalidation of the Certificate of overseas investment registration, including:

  • Written request for termination;
  • Original Certificate;
  • Decide to terminate the project according to the provisions of Article 59 of the Law on Investment;
  • Documents proving project completion;
  • Investor’s legal documents such as documents proving legal status.

Step 2: Check your profile:

  • The Ministry of Planning and Investment will check the validity of the dossier. If there is a problem, the investor will be notified to complete it.
  • The dossier will also be sent to the State Bank of Vietnam to get opinions on the investor’s foreign exchange transaction situation.

Step 3: Review documents:

  • Within 15 days from receipt of valid documents, the Ministry will issue a decision to terminate the validity of the Certificate and revoke the Certificate of overseas investment registration. At the same time, send notifications to relevant agencies.
  • If the project terminates according to the specific provisions in Point d, Clause 1, Article 64 of the Law on Investment, the investor must notify the State Bank before transferring capital. If the investor does not carry out the termination procedures, the Ministry of Planning and Investment will automatically terminate the Certificate.
  • For projects requiring investment policy approval, the investor and competent authority will terminate the project and report to the approval authority.

What to do to continue the project when the foreign investment registration certificate expires

When the certificate of overseas investment registration expires, businesses can still consider continuing the project in some cases. This process requires re-implementation of legal procedures and a thorough assessment of the project situation. According to the provisions of the Law on Investment 2020 and Decree 31/2021/ND-CP, investors need to take a series of important steps to ensure the legality and effectiveness of the project.

First, the enterprise needs to conduct a comprehensive re-evaluation of the project. This includes analyzing the reasons for the certificate’s expiration, assessing the feasibility of the project under current conditions, and considering economic, political, and legal factors in the host country. This evaluation helps the enterprise have an overview of the project situation and make appropriate decisions.

Next, the investor needs to go through procedures to re-issue the certificate. This process includes preparing documents to request re-issuance, including:

  • Proposal text,
  • Copy of old certificate,
  • Explain the reason for requesting reissuance and report on project implementation status.

This application will be submitted to the Ministry of Planning and Investment, with a processing time of 15 working days from the date of receipt of complete and valid documents.

In case of necessity, businesses may have to adjust project content. This may include changing investment capital, scale, location or implementation schedule. The adjustment process needs to comply with the provisions of Article 63 of the Law on Investment 2020, ensuring the legality of the changes.

Continue investment projects
Continue investment projects

Consulting services on the validity of foreign investment registration certificates at Long Phan

With a team of experienced experts, Long Phan provides in-depth consulting services on the validity of foreign investment registration certificates. Long Phan’s consulting services include:

  • Review the legality of the foreign investment registration certificate;
  • Consulting on cases where certificates expire according to the Law on Investment 2020;
  • Support in implementing procedures to terminate the validity of the certificate of overseas investment registration according to regulations;
  • Support customers in collecting and drafting records and documents;
  • Representing customers to submit documents and work with competent authorities;
  • Consulting on plans to continue the project when the certificate expires;
  • Support procedures for re-issuance of investment registration certificates abroad.

Using consulting services on the validity of Foreign Investment Registration Certificates at Long Phan brings many practical benefits to investors. From saving time, and ensuring legal compliance, to minimizing risk. If you need detailed advice on this issue, please contact Long Phan via the hotline: 0906735386. A team of experienced legal consultants will support customers in effectively managing overseas investment projects.