Once you have determined that your project requires investment policy approval, the next question is: what does the dossier include? A single missing document is enough to have the file returned, prolonging the appraisal timeline.
This article lists the complete components of an investment policy approval dossier under Article 32 of Decree No. 96/2026/ND-CP (effective March 31, 2026, guiding the Law on Investment 2025).
1. Two dossier types: distinguish before preparing
Article 32 of Decree No. 96/2026 distinguishes two cases:
- Clause 1 — Dossier proposed by the investor: applies when the investor itself proposes the project (the most common FDI scenario);
- Clause 2 — Dossier prepared by a competent state agency: applies to projects where the State organizes investor selection (auction, bidding).
Most foreign investors will follow Clause 1.
2. Investor-proposed dossier (Clause 1, Article 32)
The dossier comprises five groups of documents:
a) Written request to implement the investment project
A notable new requirement: this document must include a commitment to bear all costs and risks if the project is not approved. Investors should sign this commitment clearly from the outset.
b) Documents on the investor’s legal status
For foreign institutional investors: establishment license or business registration certificate (or equivalent), consular-legalized and translated into Vietnamese with notarized translation. For foreign individuals: certified copy of passport.
c) Documents proving financial capacity
At least one of the following:
- The investor’s financial statements for the two most recent years;
- A financial support commitment from the parent company;
- A financial support commitment from a financial institution;
- A guarantee of the investor’s financial capacity;
- Other documents proving financial capacity.
d) Investment project proposal
This is the dossier’s backbone, covering:
- Investor or form of investor selection; investment objectives; investment scale;
- Investment capital and capital mobilization plan; location, duration, implementation schedule;
- Current status and proposed land, forest, and sea-area use (if any);
- Labor requirements; proposed investment incentives;
- Project impacts and socio-economic effectiveness;
- Preliminary environmental impact assessment (if any); special mechanisms and policies (if any).
Two special notes:
- If construction law (or other laws) requires a pre-feasibility study report, the investor may submit that report in place of the project proposal;
- For projects under the National Assembly’s or Prime Minister’s authority that propose converting forest land to other purposes: submit a supplementary forest-use conversion proposal under forestry law.
e) Site documents (where no land allocation is requested)
If the project does not request land allocation, land lease, or land-use-purpose conversion from the State: submit copies of land use right documents or other papers evidencing the right to use the project site.
3. State-prepared dossier (Clause 2, Article 32)
Applies where investors are selected through auction or bidding. The dossier includes:
- A submission paper requesting investment policy approval;
- The project proposal: objectives, scale, capital, location, duration, schedule; impacts and socio-economic effectiveness; current land, forest, and sea-area use; identification of land recovery cases (if any); projected land, forest, and sea-area needs;
- Preliminary environmental impact assessment; proposed technology (if subject to technology appraisal).
4. Where and how to file?
- Quantity: one dossier set plus an electronic copy;
- Recipient: the investment registration authority (Department of Finance, or the management board of the industrial park / export processing zone / high-tech zone / economic zone for in-zone projects);
- Appraisal contents are set out in Clauses 7 and 8 of Article 32 — the investment registration authority seeks opinions from relevant departments, the commune-level People’s Committee of the project location, and related agencies within 7 working days.
5. Common dossier mistakes
- Missing the cost/risk commitment in the request letter (new under Decree 96/2026);
- Forgetting consular legalization of foreign institutional investors’ legal documents;
- Thin project proposal: missing capital mobilization plan, preliminary environmental assessment, or baseless incentive proposals;
- Confusing the policy-approval dossier with the IRC dossier: the two procedures have similar components but different purposes and handling authorities.
Need a pre-filing review of your investment policy approval dossier? Contact us for support.
Reviewed by the FLAW AI Legal Council and submitted to the owner for approval. This article is for reference only and does not constitute legal advice for your specific case.
