This article is for reference only and does not constitute legal advice. Content reviewed by the FLAW AI Legal Council.
Land lease contracts signed before the Investment Law 2025 took effect remain valid — but several clauses should be re-checked against the new rules. A six-point checklist follows.
1. Validity: contracts remain in force
Land lease contracts signed before remain effective until their stated expiry — no need to re-sign. The 2025 Law does not invalidate signed contracts (a civil relationship governed by land law). The stability principle is recorded at Article 22.5(c) of Decree 151/2025/ND-CP. Projects on leased land continue under their issued documents (IRC, approvals) without redoing procedures (Article 52.1 of Law No. 143/2025/QH15; Article 101.1 of Decree 96/2026/ND-CP).
2. Six groups of clauses to review
(a) Land rental — price stability: leases signed before Decree 103/2024/ND-CP took effect (1 August 2024) that are within a price-stability period under prior land law keep the stable unit price until the period ends; afterwards, rental is recalculated under Article 30 of Decree 103/2024 for the next cycle (5-year stability cycles, CPI-adjusted). Review: which year of the cycle the contract is in and the next adjustment date.
(b) Project implementation security (deposit): projects allocated/leased land or permitted to change land-use purpose must make a deposit or hold a bank guarantee (except 5 cases). Transition: deposit agreements signed before the Law took effect continue; new adjustments to objectives, schedules, or land-use purpose after 1 March 2026 trigger the deposit for the adjusted portion (Article 52.7 of Law 143/2025; Article 105 of Decree 96/2026).
(c) Project duration and schedule: delays in land allocation, lease, or land-use-purpose change are not counted toward the project duration or implementation schedule (Article 31.3 of Law 143/2025 — also applies to projects handed land before the Law took effect). Review: reconcile the IRC duration with the actual land handover date.
(d) Force majeure: suspension due to force majeure brings land rental exemption and land-use-fee reduction during the suspension (Article 35.1). Review: does the contract have a compatible force majeure clause?
(e) Land recovery: projects subject to land recovery under land law face full or partial termination by the investment registration authority (Article 36.2(d)). Review: recovery, compensation, and lease liquidation clauses.
(f) Post-1 March 2026 adjustments involving land: adjustments requesting non-auction land allocation/lease, receiving transferred land-use rights or attached assets, or requesting land-use-purpose change require new investment-policy approval procedures (Article 102.1(c)–(d) of Decree 96/2026).
3. Project duration benchmarks (Article 31)
Inside economic zones: max 70 years; outside: max 50 years (extendable to 70 for difficult areas, slow-recovery large capital, high-tech/digital zones, or special incentives). If the land lease term is shorter than the project duration — a breakage risk; extension is possible on demand if conditions are met.
Contact FLAT Law Firm for a contract review under the new Investment Law and land regulations.