1. Except for the cases specified in Clause 2 Article 26 of the Law on Investment, foreign-invested economic organizations investing in the form of capital contribution, share purchase or purchase of contributed capital shall carry out the procedures for change of members, shareholders at the business registration agency in accordance with the law on enterprises and other relevant laws to each type of economic organization.

2. Foreign-invested economic organizations contributing capital, purchasing shares or purchasing capital contributions in the cases specified in Clause 2 Article 26 of the Investment Law shall submit procedures to register the contribution of capital to, or purchase of shares or capital contributions to the investment registration agency where the head office of the concerned economic organization is located. Dossiers:

a/ A written registration of capital contribution or share or capital contribution purchase, covering information on the economic organization to which or at which the foreign investor intends to contribute capital or purchase shares or capital contributions; business list of owners, members, founding shareholders, list of owners, members, shareholders being foreign investors (if any); rate of ownership of charter capital of foreign investors before and after capital contribution, share purchase, purchase of capital contribution to economic organizations; expected transaction value of the contract of capital contribution, share purchase, purchase of contributed capital; information on investment projects of economic organizations (if any);

b) Copies of legal papers of individuals and organizations contributing capital, buying shares, purchasing capital contributions and economic organizations with foreign investors contributing capital, buying shares or purchasing capital contributions;

c) A written agreement in principle on capital contribution, share purchase, or capital contribution purchase between foreign investors and economic organizations in which foreign investors contribute capital, purchase shares, purchase capital contributions or between foreign investors and shareholders or members of those economic organizations;

d) A copy of the certificate of land use of the economic organization in which foreign investors contribute capital, purchase shares or purchase capital contributions (for the case specified at Point b, Clause 4, Article 65 of this Decree; ).

3. For the case specified at Points a and b Clause 2 Article 26 of the Law on Investment, within 15 days receiving a valid dossier as prescribed in Clause 2 of this Article, the registration agency shall examine the foreign investor’s satisfaction of capital contribution, share purchase, or capital contribution as prescribed in Clause 2, Article 24 of the Law on Investment and Clause 4, Article 65 of this Decree and notify the investor, except for the following cases: accordance with provisions of Clause 4 of this Article. Written notices shall be sent to foreign investors and economic organizations in which foreign investors contribute capital, purchase shares or purchase capital contributions.

4. In case an economic organization has a foreign investor contributing capital, buying shares or buying a contributed capital portion having certificates of land use on islands, communes, wards that border or coastal communes, wards or other townships affecting national defense and security; the investment registration agency shall carry out the following procedures:

a) Within 03 working days from the date of receiving valid documents as prescribed in Clause 2 of this Article, the investment registration agency shall consult the Ministry of National Defense and the Ministry of Public Security on the reply to conditions specified at point b clause 4 Article 65 of this decree;

b) Within 07 working days from the date of receipt of the written request from the investment registration agency, the Ministry of National Defense and the Ministry of Public Security shall give opinions on the satisfaction of conditions for ensuring national defense and security for economic organizations in which foreign investors contribute capital, purchase shares or purchase capital contributions; If the request is not made within the time limit, it shall be deemed to have agreed to meet the conditions for ensuring national defense and security for economic organizations in which foreign investors contribute capital, purchase shares or purchase shares. capital;

c) Within 15 days after receiving valid applications, the investment registration agency shall consider the satisfaction of conditions for capital contribution, share purchase or capital contribution as prescribed in Clause 2 Article 24 of the Law. Investment, Clause 4 Article 65 of this Decree and based on the opinions of the Ministry of National Defense and the Ministry of Public Security to notify the investors. Written notices shall be sent to foreign investors and economic organizations in which foreign investors contribute capital, purchase shares or purchase capital contributions.

5. After a foreign investor is approved to contribute capital, purchase shares or purchase a capital contribution as prescribed in Clauses 3 and 4 of this Article, foreign-invested economic organizations that contribute capital or buy shares shares, purchase contributed capital carry out procedures for changing members and shareholders at the business registration agency in accordance with the law on enterprises and other relevant laws to each type of economic organization. Rights and obligations of foreign investors as members and shareholders of economic organizations shall be established upon completion of procedures for changing members and shareholders.

(Translated by Gia Vi)