The best news in Article 33 of Investment Law 143/2025/QH15 is something removed: a change of total investment capital of 20 percent or more no longer by itself triggers amendment of the policy approval, and neither does a change of appraised technology. The new law keeps only 5 amendment cases. Do not celebrate too early, though — scale changes still usually drag approved contents with them, and the line between “adjust the project only” and “amend the approval” is where files get returned most.
Changes that no longer require approval amendment
Under the old Investment Law 61/2020/QH14, two changes automatically triggered approval amendment: increasing or decreasing total investment capital by 20 percent or more against the approval, and changing technology that had been appraised. Article 33 of Investment Law 143/2025/QH15 abolishes both: project capital moving with implementation reality and technology updated during operation no longer return to the approving level for those reasons alone. The investor must still adjust the IRC where its contents change, and still owes reporting duties — but that is a registration procedure, far lighter than an approval amendment before the level that decided the policy.
Note the boundary of the good news: it only removes two automatic triggers. If a capital increase simultaneously changes an approved content — objectives, land-use scale, capacity forming the project classification basis, or the investor — that change still needs approval amendment under the corresponding case.
Changes that still require approval amendment
The through-line of Article 33 is: any content decided in the policy approval document that changes must be approved for amendment by the level that approved it (under the current devolution in Article 25) before implementation. In practice the common changes in this group are changing project objectives to another field; changing location or land area so the project moves into another competence group; changing the investor named in the approval; and adjusting schedule where the approval made schedule a condition. The new law consolidates all amendment cases into 5 — fewer than the old law — but each project must be read against its own approval document, because whatever contents the approval records are the contents locked.
The amendment procedure runs through the investment registration authority appraising the changed part, consulting agencies relevant to that change, and submitting to the competent level for an amendment decision. Appraisal scope is narrower than a fresh application because only the change is examined, but the opinion of the authority managing the touched field (land, environment, planning) remains the practical speed decider.
Changing first and amending later: the price
Implementing an amendment-requiring change before approval is investment contrary to the approved contents: the project is ordered to stop the changed part, is administratively sanctioned under investment law, and where the change makes the project no longer fit its approval conditions, the competent authority may consider terminating project operation. Transactionally, banks and buyers in due diligence treat implementation beyond approval as a legal defect of the project — discounting transfer value even if the amendment is later obtained.
The correct order costs little extra time if started early: file the amendment as soon as the design change is internally settled, perfect the technical file in parallel, and implement only parts outside approved contents while waiting. Absolutely avoid building the change first and using a fait accompli as pressure on the appraisal body — that tactic leaves a very poor file trace for every later procedure of the same investor in that locality.
Article 33 of the new law hands investors back flexibility on capital and technology, while holding tight to the contents that constitute the approval. The safe rule: a change touching only money and machines is a registration adjustment; a change touching objectives, land, the investor or the competence level is an approval amendment — and always amend before doing. This draft is pending review by the QA Council.
Frequently asked questions
By what percentage must capital change to trigger approval amendment?
Under Investment Law 143/2025/QH15 there is no longer any percentage threshold that by itself triggers approval amendment — Article 33 removed the old law case of total capital changing by 20 percent or more. A pure capital change needs only IRC adjustment and statutory reporting. But if the capital change accompanies a change in approved contents (objectives, land scale, classification-relevant capacity, the investor), that accompanying change still requires approval amendment.
Does changing project objectives require a fresh approval?
Not a fresh approval from scratch, but an approval amendment: objectives are core content of the policy approval document, and changing them — especially into another field — falls within the amendment cases of Article 33 of Investment Law 143/2025/QH15 and must be consented to by the competent level before implementation. If the new objective moves the project into a higher competence group (for example a Prime Minister-group field), amendment competence follows the current devolution.
Is amendment faster than a new application?
Usually faster in scope: authorities appraise only the change and consult agencies relevant to it, instead of appraising the whole project. But faster is not fast in absolute terms — a change touching land, planning or environment still passes the opinion round of those field authorities. An amendment file prepared as a comparison brief (old content — new content — basis for change) moves materially faster than a file rewritten from zero.
What happens if scale is changed without amending?
It is handled as investment contrary to the approved contents: orders to stop and remedy the unauthorised change, administrative penalties under investment law, and — where the change makes the project unfit for its approval conditions or fall within a termination case — the competent authority may decide to terminate project operation. Beyond that, construction and operation beyond approval becomes a legal defect discounting project value in every later due diligence.
Does changing production technology require approval amendment?
Under Article 33 of Investment Law 143/2025/QH15, changing appraised technology is no longer an approval-amendment case as under the old law. However, projects subject to specialised technology appraisal (restricted-transfer technologies, projects with adverse environmental or resource impact risk) must still comply with technology-transfer and environmental law for the new technology; a technology change altering approved environmental contents needs the corresponding environmental procedure even without approval amendment.
This article has been quality-reviewed by the FLAW AI Legal Council