Vietnam Business Law is a website managed by lawyers of Venture North Law Limited (VNLaw). Venture North Law Limited (VNLaw) is a Vietnamese commercial law firm. We won the Rising Law Firm of the Year Award at the Southeast Asia Law Awards for the years 2020 and 2021 held by The Legal 500. Very few Vietnamese law firms have achieved a similar regional recognition.
In December 2020, we published a comprehensive Legal Guide To Merger Control In Vietnam (see here). In April 2023, the Government established the Vietnam Competition Commission (VCC). On this occation, we update our legal guide to reflect the establishment of the VCC. The updated guide can be downloaded here.
The guide is updated by Le Minh Thuy.
On 31 May 2023, the Ministry of Public Security (MPS) released the 3rd draft of the Decree on Cybersecurity Administrative Sanctions (3rd Draft Decree). The 3rd Draft Decree provides administrative penalties on violations of cybersecurity laws (i.e., Law on Cybersecurity 2018, Decree 53/2022 detailing the Law on Cybersecurity 2018) and personal data regulations (i.e., Decree 13/2023 on personal data protection). In this post, we provide comments and respective recommendations of several provisions under the 3rd Draft Decree. This post is written by Trinh Phuong Thao and edited by Nguyen Quang Vu.
Introduction
An FDI enterprise is an enterprise which is established by foreign investors with or without domestic investors. It is a common practice for foreign investors to contribute capital to an FDI enterprise in a foreign currency, such as USD, with the amount denominated in that particular foreign currency recorded in the FDI enterprise's Enterprise Registration Certificate (ERC) and/or Investment Registration Certificate (IRC). The difference in exchange rate between the date of the IRC and the date of actual contribution often leads to a disparity between the VND amount converted from the contributed capital in foreign currency and the VND amount recorded in the IRC. Different
In such cases, it remains uncertain whether the foreign investors will be considered to have fully fulfilled their capital contribution because it is not clear which amount should be used to determine if the FDI enterprise's charter capital has been fully contributed: (i) the VND amount after being converted from the foreign currency, or (ii) the actual contributed amount in foreign currency (see analysis below). Different authorities may have different views on this issue.
The Environment Permit (Giấy phép môi trường) is a new concept under the Environment Protection Law 2020. In essence, an Environment Permit consolidates most of the environment permits or licences under the previous environment laws into a single document which would help the relevant authorities and businesses to monitor and record all the environmental aspects of an investment project.
Projects subject to Environment Permit
Except for some certain emergency public investment projects, an Environment Permit is required for all investment projects which have potential adverse effect on the environment and which generate wastewater, dust and emissions or hazardous waste which must be treated or managed (the Regulated Projects).
Timing
Regulated Projects which have not started commercial operation by 1 January 2022, and which have an approved Environment Impact Assessment Report must obtain the Environment Permit before commissioning the environmental protection works of the Regulated Project.
Regulated Projects which have not started commercial operation by 1 January 2022, and which do not have an approved Environment Impact Assessment Report must obtain the Environment Permit before issuance of the mining licence (for mining project), the approval of the field development plan (for oil exploration project), the approval of the feasibility study (for PPP project or construction project), and the investment decision for other projects.