13Aug2025
Latest News & Report / Vietnam Briefing
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Key laws on investment and market entry
The regulatory changes aim to facilitate and attract investment, while also tightening the management of personal income tax for beneficial owners.
Law | Applicable to
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Key changes
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Enterprises (Amended) No. 76/2025/QH15
Decree No. 168/2025/ND-CP |
Enterprises, investors, and business registration authorities | · Introduces the concept of “beneficial owner” (first time in the Law on Enterprises)
– An individual who truly owns the charter capital or has controlling rights over the enterprise, regardless of whether their name appears on official documents. – Does not apply to representatives of state capital in wholly state-owned enterprises or enterprises with state capital. · Identification criteria (Article 17, Decree 168/2025/ND-CP): – Direct/indirect ownership of ≥25% of charter capital or voting shares. – Right to control major decisions: appoint/dismiss executives, amend the charter, change organizational structure, reorganize or dissolve the enterprise. · Disclosure obligations: declare when establishing or upon changes; report updates within 10 days; retain information for at least 5 years after dissolution/bankruptcy. -> Purpose: enhance transparency and combat money laundering. |
Vietnamese Nationality No. 79/2025/QH15 (Amended) | Foreign experts, investors, and scientists seeking Vietnamese nationality | Special mechanism enabling easier acquisition of Vietnamese nationality for strategic investors and top scientists.
• Shorter processing time; removal of certain residence verification steps. • May retain original nationality if committing to long-term investment, contributing to science/technology (as verified), and with no legal violations. • Applications can be submitted at Vietnamese diplomatic missions abroad, reducing time and cost. |
Economy, Investment, and Tax No. 90/2025/QH15 (Amended) | Investors, FDI enterprises, tax/customs authorities, PPP projects | Major incentives for digital technology, AI data centers, semiconductor manufacturing, expanded scope of incentivized sectors.
• Corporate income tax (CIT) exemption for 4–9 years, followed by 50% reduction for 5–10 years, now extended to key digital technology projects (previously limited to software/high-tech R&D). • Land rent exemption up to 15 years; full exemption for key projects in concentrated digital technology zones or disadvantaged areas. • Local budget support for infrastructure investment (e.g., factories, R&D centers, machinery procurement) — up to 30% of total infrastructure investment cost as per Decree No. 32/2024/ND-CP. • Permission to import used equipment over 10 years old if meeting technical standards. • Customs incentives: fast clearance, single-window electronic declaration, post-clearance audit priority. |
Key laws on business operations and labor
Changes aimed at tightening personal income tax compliance and amending the social insurance law to strengthen the sustainability of the pension and welfare system.
Law | Applicable to
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Key changes
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Value-Added Tax (VAT) 2024 No. 48/2024/QH15 | Commercial/service enterprises, individual business taxpayers | Personal ID number replaces tax code for individuals.
-> Ensures one unique ID per person, improving income/tax tracking. |
Decree No. 181/2025/ND-CP (Guiding the VAT Law) | Businesses, individual entrepreneurs, foreign service providers, e-commerce/digital platforms | • Cash payments allowed for VAT deduction only if invoices are under VND 5 million; non-cash payment mandatory for invoices ≥ VND 5 million.
• Defines acceptable non-cash payment methods (checks, payment orders, bank cards, e-wallets, etc.). • For debt offset or installment purchases, VAT deduction allowed without payment documents at due date, but adjustments required if payment is ultimately not made via non-cash methods. |
Social Insurance 2024 No. 41/2024/QH15 | Employees, employers, and social insurance agencies | • Minimum contribution period for pension reduced from 20 to 15 years.
• Expands mandatory coverage to registered household business owners and part-time/flexible workers. • Restricts one-time social insurance withdrawal, except for special cases. |
For more information, please see below
Key Laws take effect in July 2025 in Vietnam
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