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Investment Certificate: what it is, why it matters, how to obtain it
What is an Investment Registration Certificate in Vietnam?
Investment Certificate at a glance
Document- Vietnamese name
- Giấy chứng nhận đăng ký đầu tư
- Commonly abbreviated IRC (Investment Registration Certificate)
- Issued by
- Department of Planning and Investment (DPI)
- For a Hanoi-based project: Sở Kế hoạch và Đầu tư TP. Hà Nội
- Who needs one
- Foreign investors setting up a company or project vehicle to invest in, develop or trade real estate
- Not required for an individual foreigner buying a single apartment in their own name
- Governing law
- Law on Investment 2020
- Applied alongside Housing Law 2023 and Land Law 2024 for real-estate-related projects
- Typical cost
- No state fee for the certificate itself
- The real cost is professional filing and advisory fees — see breakdown below
- Validity
- Tied to the project's approved operating duration
- Commonly up to 50 years for the project, extendable case by case; must be amended for material changes
- Language
- Vietnamese only
- No bilingual official version is issued; a certified translation is used for banks or overseas counsel
- Not to be confused with
- Enterprise Registration Certificate (ERC)
- The IRC approves the investment project; the ERC — filed afterwards — creates the company itself
Specimen: the Investment Registration Certificate
What the Investment Certificate actually covers
The IRC is a project-level approval, not a company registration and not a title deed. It records the investor's identity, the sector and location of the project, the approved investment capital, and the project's operating duration — commonly up to 50 years, subject to renewal on the same terms as foreign ownership more broadly. For an individual foreigner simply buying one apartment for personal use, this document plays no role at all: it only comes into play once you set up a Vietnamese entity to invest in, develop, hold or trade real estate at scale, most often alongside a joint venture, an off-plan development stake, or a multi-unit acquisition vehicle.
Because the IRC precedes the company itself, it is issued to the investor — not to a Vietnamese entity that does not yet exist. Once granted, it becomes the foundation document the Department of Planning and Investment references when the company then files for its Enterprise Registration Certificate (ERC), and later for any sector-specific approvals the project requires.
How to obtain an Investment Registration Certificate
⏱ 6–10 weeks
The IRC is normally the first filing in a foreign-invested project, ahead of the company's own registration. Timelines below assume a standard commercial real estate project with no security-sensitive location and no special approval layer.
- 1
Define the project and confirm eligibility
⏱ 1–2 weeks
Scope the investment: sector, location, project capital and structure. Real estate projects must sit within an approved commercial development — foreigners cannot hold land-use rights directly, and the project itself must have a foreign-ownership quota available if it involves residential units for sale.
DocumentsInvestment project proposal · Proof of the investor's legal status
⚠A project located in a restricted or security-sensitive area is not eligible, regardless of capital.
→ law firms - 2
Assemble proof of financial capacity
⏱ 1–3 weeks◈ €150–€500
The DPI requires evidence the investor can fund the proposed capital — typically recent bank statements, audited accounts for a corporate investor, or a bank confirmation letter. Documents issued abroad must be notarised and legalised before filing.
DocumentsBank statements or audited accounts · Notarised passport or corporate documents · Certified Vietnamese translation
⚠A document notarised abroad without consular legalisation or apostille is routinely rejected.
- 3
File the IRC application with the DPI
⏱ 15–35 working days
The complete file — investment proposal, proof of financial capacity, investor identification and, where relevant, the land-use or development agreement — is filed with the provincial Department of Planning and Investment.
DocumentsInvestment registration application form · Investment project explanation report · Proof of financial capacity
⚠Filing an incomplete capital-proof file is the single most common cause of delay at this stage.
- 4
Receive the IRC and move to company registration
⏱ 3 working days once the ERC file is complete
Once issued, the IRC becomes the basis for the company's own Enterprise Registration Certificate. Filing the ERC before the IRC exists is not possible for a foreign-invested vehicle — the sequence is fixed.
DocumentsIssued IRC · Company charter
⚠Any change to the project's capital, sector or location after issuance requires an amended IRC before the ERC filing can proceed.
What it costs to obtain an Investment Registration Certificate
One-off filing costs for a foreign investor; the approved investment capital itself remains the project's own funding, not a fee paid to the state.
| — | Min | Max | Base |
|---|---|---|---|
| State filing feeNo standard state fee for the IRC itself; a nominal administrative fee may apply at the counter | €0 | small fixed fee | fixedApplicant, at filing |
| Notary & certified translationPassport or corporate documents, proof of financial capacity, power of attorney | €150 | €500 | one-offInvestor, before filing |
| Consular legalisation / apostille | €100 | €350 | one-offInvestor, if signing or issuing documents abroad |
| Advisory / filing service fee (law firm)Covers the investment proposal, liaison with the DPI, and the follow-on ERC filing | €1,000 | €3,500 | one-offInvestor, near-universal for a foreign-invested project |
| Registration fee, later at property title transferNot part of the IRC step itself — flagged here as the fee the project will trigger downstream, per Decree 10/2022/ND-CP | 0.5% | 0.5% | % of property priceBuyer/investor, at Pink Book registration |
| Total | ≈€1,250 | ≈€4,350 |
Example: single-project investment vehicle, documents signed abroad
- Notary & translation
- €300 (~8M VND)
- Consular legalisation
- €200 (~5M VND)
- Advisory / filing service fee
- €2,000 (~55M VND)
- Σ
- ≈€2,500 (~69M VND) one-off, excluding the project's own investment capital
Law on Investment 2020 · Decree 10/2022/ND-CP
Law firms who handle IRC filings for foreign investors
Frasers Law Company
★Premier cabinet à avoir obtenu une licence de cabinet étranger au Vietnam (32 ans, 17 practices). Corporate & M&A, Real Estate & Construction, banking & finance, foreign investment, data protection, compliance. Conseil international pour entreprises étrangères investissant au Vietnam.
Ho Chi Minh City + Hanoi · EN, VN
Vision & Associates
★Investissement étranger, immobilier, corporate/M&A, propriété intellectuelle, conseil - ~90 avocats/conseils
Hanoi · Vietnamien, Anglais
GV Lawyers (Global Vietnam Lawyers)
★Conveyancing immobilier, due diligence, acquisition foncière, conseil aux acheteurs étrangers, transactions résidentielles/commerciales
Ho Chi Minh City · Vietnamien, Anglais
Russin & Vecchi
★Cabinet international parmi les premiers cabinets étrangers licenciés au Vietnam (1993, ~4 associés/20 avocats). 17 domaines dont Real Estate & Construction, FDI & corporate, M&A, IP, banking/capital markets, employment, fiscalité. Sert investisseurs étrangers (référencé pour l'assistance juridique par l'ambassade US).
Ho Chi Minh City + Hanoi · EN, VN
Frequently asked questions
What is an investment registration certificate in Vietnam?
The Investment Registration Certificate (IRC) — Giấy chứng nhận đăng ký đầu tư — is the approval a foreign investor obtains for a specific project before setting up the company that will carry it out. It records the investor's identity, the sector, location, approved capital and operating duration, and is issued by the provincial Department of Planning and Investment under the Law on Investment 2020.
What is an investment certificate?
In everyday use, 'investment certificate' usually refers to the IRC described above — the document that authorises a foreign-invested project before the company itself is registered. It is distinct from the Enterprise Registration Certificate (ERC), which creates the company, and from ownership documents such as the Pink Book, which certify title to a specific property once purchased.
Can a foreigner invest in Vietnam?
Yes. Foreign individuals and entities can invest in most sectors, including real estate development and trading, subject to obtaining an Investment Registration Certificate first, meeting sector-specific conditions such as minimum capital, and — for residential projects — respecting the 30% foreign-ownership quota per building. Foreigners cannot own land directly; only building rights within an approved project.
What is the difference between the IRC and the ERC in Vietnam?
The IRC approves the investment project itself — capital, sector, timeline. The ERC, filed afterwards, creates the company. For a foreign-invested real estate project, the sequence is fixed: IRC first, ERC second. See our Enterprise Registration Certificate (ERC) guide for the follow-on step.
Do I need an Investment Certificate to buy one apartment in Hanoi?
No. An individual foreign buyer purchasing a single apartment in their own name does not need an Investment Certificate — see our step-by-step buying process. It becomes relevant only once you set up a Vietnamese entity to invest in, develop, hold or trade property at project scale.
How long does it take to get an Investment Registration Certificate?
Filing itself typically takes 15–35 working days once the DPI file is complete, but assembling proof of financial capacity, notarisation and legalisation beforehand usually brings the realistic total to 6–10 weeks for a standard commercial real estate project.
How long is an Investment Certificate valid?
Validity is tied to the project's approved operating duration, commonly up to 50 years, and must be amended if the project's capital, sector or location changes materially. It is not a document you renew on a fixed annual schedule.
Sources
- Law on Investment 2020 (Luật Đầu tư) — governs the Investment Registration Certificate procedure and its sequence with company registration.
- Housing Law 2023 (Luật Nhà ở, 27/2023/QH15) — governs foreign ownership duration and quotas applicable to residential projects.
- Land Law 2024 (Luật Đất đai, 31/2024/QH15) — governs land-use rights within approved investment projects.
- Decree 10/2022/ND-CP — sets the 0.5% registration fee due later at Pink Book title transfer, referenced in the cost breakdown above.
Structuring a company to invest in Hanoi real estate?
Our Hanoi desk works with licensed local law firms who handle Investment Registration Certificate and Enterprise Registration Certificate filings for foreign investors end to end. Tell us about your project and we will connect you with a vetted partner — response within 24 hours.