To be able to choose a type of business that is suitable for your business, below is a table comparing the advantages and disadvantages of the 3 popular types of businesses:

According to the provisions of the current Law on Investment, an investor has the right to transfer all or a portion of an investment project to another investor when the following conditions are met:

• Not falling into one of the cases whose operation is terminated as prescribed in Clause 1 Article 48 of the Law on Investment 2014;
• Meeting the investment conditions applicable to foreign investors in case the foreign investor receives the transfer of a project in a conditional investment sector or trades applicable to foreign investors;
• Comply with the conditions prescribed by the laws on land, laws on real estate business in case the transfer of a project is associated with the transfer of land use rights;
• Conditions specified in the Investment Registration Certificate or other relevant laws (if any).

In order to carry out the transfer of an investment project in the absence of a decision on investment policy, in addition to meeting all the above conditions, the investor must also follow the procedures as prescribed by law. Specifically:

Submit 01 application file to the Investment Registration Authority, including:

• Proposal to adjust investment project;
• Report on the implementation of an investment project up to the time of the transfer of investment project;
• Investment project transfer contract or other document of equivalent legal value; Copy of ID card, ID card or passport for individual investor, copy of Certificate of Business registration or other documents of equivalent legal validity for institutional investor of the investor receiving the transfer;
• Copy of Investment Registration Certificate or investment policy decision (if any);
• A copy of BCC contract for an investment project in the form of a BCC contract;
• A copy of one of the following documents of the investor receiving the transfer of an investment project: financial statements of the last 2 years of the investor, commitment to financial support of the parent company, commitment financial support of a financial institution, guarantee of an investor’s financial capacity, a document explaining the financial capacity of the investor.

Within 10 working days from the date of receipt of a valid application, the investment registration authority shall consider the conditions for the transfer of an investment project to adjust the Investment Registration Certificate.

According to the current law, Clause 2, Article 25 of the 2014 Investment Law stipulates as follows:

Article 25. Form and conditions for capital contribution, share purchase, capital contribution to an economic organization:

2. Foreign investors buy shares or capital contributions of economic organizations in the following forms:
3. Purchase shares of a holding company from a corporation or shareholder;

Thus, foreign investors investing in Vietnam are allowed to invest in the form of buying shares from companies. In order to apply procedures for investment in the form of share purchase, the economic organization must operate in a business sector or business subject to conditional business investment or the purchase of shares leads to foreign investors and economic organizations. hold 51% or more of charter capital of economic organizations.

Share purchase record from the company includes:

• Share purchase registration document includes the following contents: information about the foreign-invested economic organization expected to buy shares; rate of foreign investors’ ownership in charter capital after buying shares in economic organizations;
• Copy of ID card, ID card or passport for individual investor; a copy of the Establishment Certificate or other equivalent document confirming the legal status of the institutional investor.

Registration procedure to buy shares from the company:

• The investor submits his application to the Department of Planning and Investment where the head office is located;
• If the conditions are met, the Department of Planning and Investment shall notify in writing within 15 days from the date of receipt of sufficient documents for the investor to carry out procedures for changing shareholders in accordance with regulations of law.

In case the conditions are not met, the Department of Planning and Investment shall notify the investor in writing and state the reason.

• According to Article 22 of the Law on Investment 2014 amended and supplemented in 2018 Foreign investors wishing to establish economic organizations in Vietnam must satisfy the following conditions:
• Before establishing an economic organization, a foreign investor must have an investment project in Vietnam and apply for an Investment Registration Certificate.
• Regarding the ratio of charter capital ownership: Foreign investors are allowed to own unlimited charter capital in economic organizations, except for the following cases:

1. Ownership ratio of foreign investors in listed companies, public companies, securities trading organizations and securities investment funds in accordance with the law on securities; >
2. Percentage of foreign investors’ ownership in state-owned enterprises that are equitized or converted to other forms comply with the provisions of the law on equitization and transformation of state-owned enterprises ;
3. The ownership ratio of foreign investors not specified above shall comply with other provisions of relevant laws v? international treaties m? the Socialist Republic of Vietnam is successful. members.

• Type of investment, scope of operation, Vietnamese partner’s participation in investment activities and other conditions under the provisions of international treaties m? The Socialist Republic of Vietnam is a member .