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Investment & licensing

Amending the investment registration certificate (IRC) of a foreign-invested company in Vietnam

Our service to amend the investment registration certificate (IRC) helps foreign-invested companies work out which changes require an amended IRC, which only need a change registered with the business registration office (ERC), and then files and follows up until the amended certificates are issued. Typical cases are capital increases, new addresses, additional business lines, extended timelines and changes of investor.

TimelineUsually 2 to 5 weeks, depending on the number of changes and whether the in-principle approval must also be amended.
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Overview

When must a foreign-invested company amend its investment registration certificate?

A foreign-invested company usually holds two certificates: the IRC records the project (objectives, scale, capital, site, timeline) and the ERC records the company. A change may affect one of them or both. Doing them in the wrong order, or changing the ERC without amending the IRC, often leads to rejected applications or breaches of investment procedures.

The Law on Investment No. 143/2025/QH15 requires an IRC amendment when a change to the project alters the main content recorded in the IRC (Clause 2, Article 33). For projects that do not need an amended in-principle approval, Decree 96/2026/ND-CP sets a 3-working-day time limit for a few narrow cases: a new project or investor name; a timeline or operating term update after late land allocation, lease or handover (Clause 5, Article 28); and a site address update after administrative reorganisation (Clause 1, Article 56). Other changes take 7 working days from a valid application (Clause 2, Article 56). For a project with in-principle approval, changing the operating term requires an amendment to that approval (Point d, Clause 3, Article 33 of the Law on Investment).

Once it holds an IRC, a foreign-invested company may amend its enterprise registration and open branches, representative offices and business locations without a new investment project (Article 73 of Decree 96/2026/ND-CP). This makes it easier to expand operations quickly.

What’s included

What does our investment registration certificate amendment service cover?

  • Decide whether a change alters the main content of the project recorded in the IRC, and so requires an IRC amendment (Clause 2, Article 33 of the Law on Investment No. 143/2025/QH15), and whether in-principle approval must be amended first (Clause 3, Article 33).
  • Amend the IRC for a new project name or investor name, to update the timeline or operating term after late land allocation, lease or handover (Clause 5, Article 28), or to update the site address after the reorganisation of administrative units (Clause 1, Article 56 of Decree 96/2026/ND-CP).
  • Amend the IRC for other changes such as objectives, scale, investment capital, project site, or the timeline or operating term for other reasons (Clause 2, Article 56 of Decree 96/2026/ND-CP).
  • Register changes to enterprise registration details such as charter capital, members, legal representative, head office and business lines within 10 days of the change (Article 30 of the Law on Enterprises No. 59/2020/QH14).
  • Add business lines after the IRC is issued without a new investment project, where market access conditions allow (Clause 1, Article 73 of Decree 96/2026/ND-CP).

Who it’s for

Which companies need to amend their IRC or ERC?

  • Foreign-invested companies increasing investment capital, expanding or adding project objectives.
  • Companies moving the project site or head office, or updating their address after administrative reorganisation.
  • Companies behind on capital contribution or construction that need to extend the project timeline.
  • Companies whose investors, members or shareholders change after a share or capital transfer.

Deliverables

What you receive

  • A short note classifying each change as an IRC amendment, an ERC change or both, and the order to do them in.
  • Complete IRC amendment and enterprise registration change applications.
  • The amended IRC and ERC issued by the authorities.
  • The supporting internal documents: owner, members’ council or shareholders’ resolutions and the amended charter.

How we work

Amending the investment registration certificate in 4 steps

  1. 01

    Review the planned changes

    Compare the current IRC and ERC with the planned changes to identify the procedures, authorities and sequence.

  2. 02

    Draft the applications

    Draft the request, the project implementation report where needed, resolutions, decisions and the amended charter.

  3. 03

    File and follow up

    File the IRC amendment and ERC change applications and respond to the authorities until the results are issued.

  4. 04

    Update records

    Update internal records and notify banks, tax authorities and counterparties when certificate details change.

What to prepare

The current IRC, ERC and charter, the planned changes, and a report on capital contribution and project progress.

Scope and pricing factors

Fees depend on the number of changes, how many certificates must be amended and whether the in-principle approval must also be amended. Government fees and translation are charged separately.

FAQ

About amending the investment registration certificate (IRC) of a foreign-invested company in Vietnam

When must the Investment Registration Certificate be amended?

When a change to the project alters the main content recorded in the IRC (Clause 2, Article 33 of the Law on Investment No. 143/2025/QH15), such as objectives, scale, investment capital, site, timeline, operating term or investor. For projects with in-principle approval, some changes must first be approved as amendments to that approval (Clause 3, Article 33).

How long does an IRC amendment take?

For projects with an IRC that do not need an amended in-principle approval: 3 working days for a new project or investor name, a timeline or operating term update after late land allocation, lease or handover (Clause 5, Article 28), or an address update after administrative reorganisation; 7 working days from a valid application for other changes, including timeline or term changes for other reasons (Article 56 of Decree 96/2026/ND-CP). For projects with in-principle approval, some changes, such as the operating term, must first be approved as amendments to that approval (Clause 3, Article 33 of the Law on Investment).

Does adding a business line require a new investment project?

Not necessarily. Once it holds an IRC, a foreign-invested company may amend its enterprise registration without a new investment project, but the new business line must satisfy the market access conditions for foreign investors (Clause 1, Article 73 of Decree 96/2026/ND-CP).

How soon must ERC changes be registered?

Within 10 days of the change; the business registration office decides within 3 working days of receiving the application (Article 30 of the Law on Enterprises No. 59/2020/QH14).

Legal references

Content last updated: .

Specific obligations and filings depend on your circumstances and the rules in force at the time. Official legal texts are in Vietnamese; English wording on this page is an unofficial explanation.

Further reading

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