HOW IS THE INVESTMENT REGISTRATION CERTIFICATE REVOKED

The enterprise’s legal issues are one of the things that individuals and organizations are interested in and need to understand more and more. There are many questions arising from the Investment Registration Certificate, as follows: How is the Investment Registration Certificate granted?, and where are the cases that the Investment Registration Certificate is revoked?

Therefore, the Client is required to follow this essay to better understand legal issues relating to the revocation of the Investment Registration Certificate.

When is the investment registration certificate revoked? 

Cases that are revoked the Investment Registration Certificate

Investment Registration Certificate is a written or electronic document recording registration information for investment projects by investors.

Pursuant to Clauses 2 and 3, Article 47; and Clause 2, Article 48 of the Law on Investment 2020, there are cases of revoked the Investment Registration Certificate, as follows:

• The State Management Agencies in investment will decide to cease all or part of the project’s activities:
• Projects protecting Historical Sites, Relics, Antiques, and National Treasures according to the Law on Cultural Heritage;
• Projects remedying violations of the Law on Environment Protection according to the proposals of the State Management Agencies;
• Projects implementing remedies for Occupational Safety and Health according to the proposals of the State Management Agencies relating to Labour;
• Projects implemented according to the Court’s verdicts and decisions, and the Arbitrator’s judgments;
• Projects that investors don’t accurately implement the approval contents of the Investment Policy and Investment Registration Certificate are fined for administrative violations but still have a breach.
• The Prime Minister will decide to cease all or part of the project’s activities, if implementation of Investment Projects damages or has elements causing prejudice to National Security according to the approval of the Ministry of Planning and Development.   

• Investors aren’t continuously allowed to use investment locations, and must implement the procedures for adjusting investment locations within six (6) months from the date of disallowing them to use such investment locations, except for cases as defined by Point d of this Clause;
• Investment Projects that ceased operation status and terminated the duration of twelve (12) months from the date of ceasing operation status; or the Investment Registration Agency cannot contact investors and investors’ legal representatives;
• Investment Projects belong to cases where the land was revoked because investors didn’t use the land for investment, or delayed use of the land according to the Land Law;
• Investors don’t implement escrow or don’t have security for escrow obligations  according to the Law on Investment Projects, belonging to areas that are secure to implement investment projects;
• Investors implement investment projects on the basis of artificial civil transactions according to the Law on Civil;

Therefore, the Investment Registration Certificate will be revoked according to the applicable Law, if it belongs to one of the cases listed.

What things do we need to implement if the Investment Registration Certificate is revoked?

If the Investment Registration Certificate is revoked, the investors need to implement the liquidation procedures for the investment projects according to the applicable Law on property liquidation.

If the investors don’t liquidate assets attached to land themselves within twelve (12) months from the date of being revoked the land, the agencies promulgating decisions on land acquisition will organize liquidation of assets attached to land, except for extensions of investment projects.

Conditions of revoking the Investment Registration Certificate  

Pursuant to Article 40 of the Law on Investment 2020, the Investment Registration Agency will promulgate decisions on the revocation of the Investment Registration Certificate in the following cases:

• Investors decide to terminate investment project’ activities;
• It will be according to the termination conditions as defined by the contract or the business's charter capital;
• Investment project’s operation period has expired;
• Investment projects belong to one of the cases as defined by Clauses 2 and 3, Article 47 of this Law, in which investors don’t have the ability to remedy conditions on cease and desist (or ceasing activity); 
• Investors aren’t continuously allowed to use investment locations, and must implement the procedures for adjusting investment locations within six (6) months from the date of disallowing them to use such investment locations, except for cases as defined by Point d of this Clause;
• Investment Projects that ceased operation status and terminated the duration of twelve (12) months from the date of ceasing operation status; or the Investment Registration Agency cannot contact investors and investors’ legal representatives;
• Investment Projects belong to cases where the land was revoked because investors didn’t use the land for investment, or delayed use of the land according to the Land Law;
• Investors don’t implement escrow or don’t have security for escrow obligations  according to the Law on Investment Projects, belonging to areas that are secure to implement investment projects;

• Investors implement investment projects on the basis of artificial civil transactions according to the Law on Civil;
• It will be according to the verdict and decision of the Court, or the Arbitrator’s judgment;
• If the investment projects belong to areas of investment approval, the Investment Registration Agency terminates the investment project’s activities after having opinions of the Agencies approving investment policy;
• Investors liquidate investment projects themselves according to the Law on Asset Liquidation when investment projects cease activities, except for provided by Clause 5 of this Article;
• Settlement for the rights of land use and assets attached to land when terminating activities of an investment project as defined by the Law on Land or the other relating Law;
• The Investment Registration Agency decides to revoke the Investment Registration Certificate, if investment projects terminate activities according to Clause 2 of this Article, except for cases terminating part of an investment project’s activity;
• The Government stipulates the processes and procedures for ceasing the activities of investment projects according to this Article in detail.

The processes and procedures for revocation on the Investment Registration Certificate.

The processes and procedures for revocation of the Investment Registration Certificate are implemented according to the following steps:

Step 1: Preparation for an application

The investors need to prepare the following application: Approval for revocation on the Investment Registration Certificate includes the contents of the implementation status of the project, the basis for terminating the project’s contracts, and attached documents relating to the completion of terminating procedures for the project’s contracts.

Form for filing an application: The investors will directly submit their applications to the Agencies granting the Investment Registration Certificate.

Step 2: Submitting an application to the competent State Agency

The investors and the competent State Agencies will send documents to require the Agencies granting the Investment Registration Certificate to revoke the Investment Registration Certificate.

Step 3:  The competent State Agencies have the competence to consider applications and promulgate decisions.

Pursuant to Clause 4, Article 84 of Decree No 31/2021/ND-CP, as follows: Within fifteen (15) days from the date of receiving valid applications, the Ministry of Planning and Investment will promulgate decisions on termination and revocation on the Investment Registration Certificate to send the investors, and simultaneously send the copy decisions to the State Bank of Vietnam, the Ministry of Finance, the Ministry of Foreign Affairs, the Ministry of Labour - Invalids and Social Affairs, the Ministry of Management, Provincial and City People’s Court under Central where the investors register permanent residence and locate their business’s headquarters, and the Tax Agency confirming the obligation implementation of submitting the taxes of the investors or the investors’ representative agency (if any).

What are the Agencies that have the competence to revoke the Investment Registration Certificate?

Pursuant to Article 39 of the Law on Investment 2020 and Article 34 of Decree No. 31/2021/ND-CP,  the Agencies have the competence to revoke the Investment Registration Certificate, as follows: 

• The Board of Management of Industrial Area, Export Processing Zone, High-Tech Park, and Economic Zone;
• The Ministry of Planning and Investment;
• The Investment Registration Agency where the investors implement investment projects, or they locate and expect to locate the Executive Office to implement investment projects.

These are all information you need to know about REVOCATION ON THE INVESTMENT REGISTRATION CERTIFICATE as prescribed by Vietnamese Law. Please don’t hesitate to contact us, if the clients have any further questions.

NPLAW is proud to be a prestigious law firm unit and has the trust and belief of clients, enterprises, and individuals. NPLaw specializes in providing legal services all-around relating to domestic and abroad investments such as Enterprise, Real Estate, Intellectual Property, Labor; Drafting Consultation, negotiations and concluding support for the Commercial Contract, domestic and abroad Service Contract; consultations and support for implementing licensed procedures of licenses, etc,. NPLaw, with our professional Lawyers and Specialists, we have the full ability to consult with and support customers as they implement the above procedures. Along with the slogan “Your benefits - Our Priority”, NPLaw definitely becomes the accurate, and safe choice for your legal issues.  
 

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