The Law on Investment 2025 (No. 143/2025/QH15), passed by the National Assembly on December 11, 2025 and officially effective from March 1, 2026, is considered one of the most important reforms in recent years. It aims to build a more transparent, favorable, and competitive investment environment in Vietnam.
The new law significantly reduces administrative procedures, lowers market entry barriers, and focuses on attracting high-quality FDI, particularly in technology, innovation, and strategic economic sectors.
This article highlights the key improvements under the Law on Investment 2025, helping both domestic and foreign investors better understand the practical benefits when starting a business in Vietnam or expanding their investment operations.
1. Significant reduction in conditional business sectors
One of the most prominent reforms in the Law on Investment 2025 is the substantial reduction in conditional business sectors.
Specifically, the law:
- Removes 38 conditional investment and business sectors
- Revises the scope of 20 other sectors
These changes significantly lower market entry barriers. Investors – especially startups, technology companies, digital service providers, and foreign investors, can now implement business activities more easily without having to navigate numerous sub-licenses.
By simplifying business conditions, the law not only expands economic freedom but also enhances the competitiveness of Vietnam’s investment climate, while still ensuring effective oversight through a strengthened post-audit mechanism.
2. Faster and more flexible company establishment for foreign investors
The Law on Investment 2025 introduces significant improvements for foreign investors when starting a business in Vietnam.
Previously, investors were generally required to secure an approved investment project before establishing a company. Under the new regulations:
- It is no longer mandatory to have an investment project in place before company incorporation.
- In many cases, investors can obtain the Enterprise Registration Certificate (ERC) first and complete the Investment Registration Certificate (IRC) afterward.
This change delivers clear advantages and saves considerable time:
- Before: IRC had to be obtained before ERC – resulting in longer timelines and higher costs.
- After: Companies can establish their legal entity earlier, allowing greater flexibility to prepare for operations.
As a result, businesses can quickly establish their presence in Vietnam – leasing offices, opening bank accounts, recruiting staff, and commencing operations without being delayed by lengthy procedures.
Important Note:
Although companies may now obtain the Enterprise Registration Certificate (ERC) before the Investment Registration Certificate (IRC), investors are still required to complete the IRC procedure within 6 months from the date the ERC is issued. Failure to do so may result in suspension of business activities or administrative penalties as stipulated by law.
3. Streamlined Investment policy approval procedures
The new law significantly narrows the scope of projects requiring investment policy approval, limiting it to large-scale or sensitive projects involving national defense, security, environment, or land use.
Additionally, two previous adjustment requirements have been removed:
- Capital increases of 20% or more
- Changes in technology
These reforms greatly reduce “pre-approval” procedures, shorten project implementation timelines, and minimize unnecessary administrative delays. Investors can now respond more proactively to business opportunities and bring projects into operation at the right time.
4. Expanded special investment procedures and incentives
The Law on Investment 2025 expands the application of special investment procedures and incentives in:
- Industrial zones
- High-tech zones
- Free trade zones
- Key economic regions
The law also introduces enhanced incentives for strategic sectors, including:
- Semiconductor and chip manufacturing
- Research and development (R&D)
- High technology, digital transformation, and green economy
These policies enable investors to access more attractive incentives related to taxation, land use, and administrative procedures, thereby encouraging capital flows into high value-added industries.
5. Other notable improvements for investors
In addition to the major changes, the Law on Investment 2025 brings several other meaningful improvements:
- More flexible project duration
- Simplified procedures for outward investment (removal of approval requirements in certain cases)
- Stronger emphasis on post-audit mechanisms instead of pre-approval
- Enhanced protection of investors’ legitimate rights, while effectively screening out inefficient projects
These improvements contribute to building a more transparent, stable, and trustworthy investment environment in Vietnam.
How these changes benefit domestic and foreign investors
For foreign investors (FDI):
- Reduced time and cost of company establishment
- Greater flexibility when entering the Vietnamese market
- Easier access to investment incentives
- Lower administrative and procedural risks
For Vietnamese enterprises:
- Expanded freedom of business operations
- Increased opportunities for international cooperation
- Reduced administrative burden
- Better access to foreign capital and technology
Overall benefits:
- A significantly improved national investment climate
- Enhanced competitiveness
- Accelerated digital transformation
- Stronger support for sustainable economic development
Practical implications and recommendations for investors
Although the Law on Investment 2025 offers many advantages, thorough preparation remains essential to fully capitalize on the new regulations.
Investors should pay attention to the following:
- Prepare complete and accurate documentation from the initial stage
- Fully understand the post-audit mechanism to minimize potential risks
- Develop a clear plan to maximize available incentives
Recommendation:
To make the most of the opportunities presented by the Law on Investment 2025, businesses should engage a professional consulting firm early in the planning process. Vina TPT, with extensive experience in investment consulting and FDI company formation, provides comprehensive support, from corporate structuring and IRC/ERC procedures to post-establishment outsourced finance & accounting services.
Conclusion
The Law on Investment 2025 represents a major milestone in improving Vietnam’s investment environment, delivering tangible benefits for both domestic and international investors.
Contact Vina TPT today for a free consultation on how to effectively leverage the Law on Investment 2025 when establishing or expanding your business in Vietnam. Our expert team is ready to support you from the initial idea through to successful implementation.