SRG · Outbound Deep Dive 03
Vietnam lifts entry conditions on 62 business lines while adding a national security review
Entry conditions lifted for 62 business lines · 786 business conditions scrapped · Decree in force from 18 October · 30 stores trigger a review
Research summary
This round of reform in Vietnam splits “can you get in” and “how you are governed once inside” into two separate systems. On entry, the subtraction continues: fewer conditional business lines, companies allowed to set up before obtaining an Investment Registration Certificate, certificates for zone projects in 15 working days, and merger-filing thresholds doubled. On supervision, the additions continue: a new national security review, periodic reporting moved from once to twice a year, and amendments to the Customs Law and the Anti-Money Laundering Law. For asset-heavy manufacturers this is a net positive; for companies that depend on re-export and origin arrangements or on multi-tier shareholding structures, or that operate in services where foreign investment is restricted, risk is rising instead.
62 business lines
Conditional business lines cut by the Investment Law amendment (Law No. 24/2026/QH16), with another 14 amended: 28.28% fewer than under the 2025 Investment Law. Passed 24 August 2026, effective 1 March 2027
786 conditions
Business conditions expected to be scrapped, alongside 232 fewer administrative procedures, saving about VND 175 billion (about US$6.6–6.7 million) in compliance costs and about 7,500 hours of administrative time a year. Ministry of Finance estimates, not realised figures
30 stores
One of the national security review triggers in Decree 342/2026/ND-CP: a retail chain reaching 30 stores of over 3,000 m² each requires consultation with the Ministry of Public Security and the Ministry of National Defence. The other two tiers are 100 stores (each under 500 m²) and 50 stores (500–3,000 m²)
US$200–300 billion
Target for newly registered FDI in 2026–2030 set by Politburo Resolution 10-NQ/TW (8 June 2026), or US$40–50 billion a year on average; about three-quarters is required to come from developed economies
41 years · 0
On World Bank data, in the 41 full years from 1985 to 2025 Vietnam’s growth never once reached 10%; the peak was 9.54% in 1995. Since 1998 only 2022 and 2025 have returned above 8%, with a 28-year average of 6.31%
Vietnam’s reform is not a choice between “loosening” and “tightening”. It moves the centre of gravity of regulation from the front door to the factory floor, the quayside and the shop floor: getting in really has become easier, but the rules on how often you are checked once inside, and against what standard, have changed too.
01 | Overview: one country, two opposite moves
Barriers are coming down and inspections going up in the same year, each the reason for the other: the two tracks do not cancel out; they divide the work.
| Date | Loosening: conditions removed, entry simplified | Tightening: new inspection, reporting and licensing |
|---|---|---|
| 31 March | Decree 96/2026/ND-CP: a company can be set up first, with the IRC obtained within 12 months; zone projects licensed in 15 working days | — |
| Effective 1 July | Resolution 66.17: conditional business lines cut from 198 to 142; Resolution 66.18: merger-notification thresholds doubled | — |
| 24 August | Investment Law amendment: 62 conditional business lines cut, 14 amended | Same law: visa services added as a conditional business line; trade in nitrous oxide for human inhalation banned |
| August | — | Law amending and supplementing the Customs Law (No. 11/2026/QH16); Anti-Money Laundering Law and Non-Proliferation Law amended in parallel |
| Effective 18 October | Decree 342/2026/ND-CP: economic needs test abolished | Same decree: national security review introduced; periodic reports now twice a year |
24 August 2026 sits on both tracks: the National Assembly passed the Investment Law amendment (cutting 62 business lines), and on the same day that law added “visa services provided by authorised enterprises” as a conditional business line and banned trade in nitrous oxide for human inhalation.
What came down were the conditions that apply before the door opens: which sectors need an extra licence, how long approval takes, whether an acquisition needs prior notification. What went up were the responsibilities that apply after the door opens: what must be reported during operations, at what store count and floor area a review is triggered, whether import and export data reconcile.
The shift the government keeps describing, from “ex-ante approval” to “ex-post inspection”, changes not how open the market is but when risk is exposed: compliance risk moves from the single point of licensing to the whole operating cycle, and origin determinations in re-export trade or the commercial substance of a multi-tier shareholding structure can be dug up at any time.
In feasibility models, the “one-off compliance cost” has to be rewritten as an “ongoing compliance cost” whose size depends on the business model.
02 | Entry: a shorter list, a reversed sequence, compressed deadlines
On entry, Vietnam is clearing the list, reordering the steps and compressing the deadlines, and merger-filing thresholds have doubled.
List shortened. Resolution 66.17 first cut conditional business lines from 198 to 142; the Investment Law amendment cuts a further 62 and amends 14, taking effect on 1 March 2027. The Ministry of Finance estimates that 786 business conditions and 232 administrative procedures will be scrapped along with them.
A shorter list is not a lower standard: the official line describes the removals as “a change in management tools, not a relaxation of quality standards”, and the products concerned are still bound by national technical standards.
Sequence reversed. Decree 96 lets a company be set up first and obtain its Investment Registration Certificate (IRC) afterwards, provided its enterprise registration application includes a “commitment to satisfy the market access conditions for foreign investors” and the IRC is completed within 12 months of establishment.
Setting up first does not mean starting the project first: production, land leasing, equipment imports and construction all wait for the IRC, and signing contracts or deploying staff on the strength of the Enterprise Registration Certificate runs ahead of the rules under Article 72.
Deadlines compressed. Zone projects outside the National Assembly and Prime Minister approval tier can skip four steps: investment policy approval, the detailed environmental impact assessment, the construction permit and detailed planning, relying instead on the company’s “self-commitment” and on notifying the competent authority at least 30 days before construction begins. They get the IRC within 15 working days; ordinary projects outside the scope of investment policy approval get it within 10 working days of a complete and valid application. Both are the authorities’ processing deadlines, not the total time to obtain the certificate.
Merger thresholds doubled. Resolution 66.18 raises the notification thresholds for economic concentrations from VND 3 trillion to VND 6 trillion in assets or revenue, and from VND 1 trillion to VND 2 trillion in transaction value, so a large number of mid-sized foreign transactions no longer need a prior filing. When deciding whether one is needed, run all three tests: assets, revenue and transaction value.
03 | Supervision: what went up is an on-site inspection regime
A national security review, more frequent reporting and tougher customs enforcement together move supervision to where operations happen.
Decree 342 loosens with one hand and tightens with the other. Investors from countries and territories with a relevant treaty commitment no longer need to pass the economic needs test (ENT) to open a second outlet or more; at the same time, a new national security review requires consultation with the Ministry of Public Security and the Ministry of National Defence in three situations:
- The investor comes from a country or territory with no market-opening treaty relationship with Vietnam
- The foreign investor controls the operator of a large intermediary e-commerce platform, an e-commerce social network, or a general e-commerce platform classified as a large digital platform
- A retail chain reaches 100 stores (each under 500 m²), 50 stores (500–3,000 m²) or 30 stores (over 3,000 m²)
The line is drawn by a combination of store count and store size: at 30 stores, a chain of warehouse-format superstores must pass a security review, while one running small neighbourhood stores still has headroom. Periodic reports also go from once to twice a year (due by 15 January and 15 July).
On enforcement, the Customs Law, the Anti-Money Laundering Law and the Non-Proliferation Law were amended in parallel, writing international compliance obligations into domestic law: clearance will be faster, but bad data will be caught sooner, with origin determination, re-export trade and erosion of the tax base as the targets.
Two items were tightened against the trend. Visa services were added as a conditional business line; the Ministry of Finance’s rationale is that they involve citizens’ personal and biometric data, and according to law firm commentary only domestic Vietnamese investment is permitted. Trade in nitrous oxide for human inhalation is banned from 1 January 2027. The logic: ordinary commercial activity is opened up as far as possible, while areas touching public security, health and data sovereignty are tightened.
04 | Drivers: how a 10% growth target is forcing the pace of reform
The immediate pressure behind the faster reform is the growth target: in the 41 years for which it has statistics, Vietnam has never reached 10% growth.
GDP grew 8.18% in H1 2026, the fastest first half in recent years, but the full-year target is at least 10%, and the Ministry of Finance calculates that H2 would need about 11.7%. With inflation close to its ceiling, a widening trade deficit and lagging public investment disbursement, the short-term levers have been pulled as far as they will go. What remains that can be adjusted immediately is institutional efficiency.
On World Bank data, Vietnam’s peak growth from 1985 to 2025 was 9.54% in 1995, and since 1998 only 2022 and 2025 have returned above 8%.
World Bank data, 41 full years: the peak was 9.54% in 1995, and no year reached 10%. Growth was at least 8% for six consecutive years in 1992–1997; since 1998 only 2022 (8.54%) and 2025 (8.02%) have returned above 8% (red bars mark years above 8%). Growth was 2.87% in 2020 and 2.55% in 2021, the latter the lowest of the 41 years. The H1 2026 figure of 8.18% is on the National Statistics Office's half-year basis; it covers a different period from annual growth, cannot be compared directly and is not plotted.
View data
| Vietnam: annual real GDP growth (198 | % |
|---|---|
| 1985 | 3.81% |
| 1986 | 2.79% |
| 1987 | 3.58% |
| 1988 | 5.14% |
| 1989 | 7.36% |
| 1990 | 5.1% |
| 1991 | 5.96% |
| 1992 | 8.65% |
| 1993 | 8.07% |
| 1994 | 8.84% |
| 1995 | 9.54% |
| 1996 | 9.34% |
| 1997 | 8.15% |
| 1998 | 5.76% |
| 1999 | 4.77% |
| 2000 | 6.79% |
| 2001 | 6.19% |
| 2002 | 6.32% |
| 2003 | 6.9% |
| 2004 | 7.54% |
| 2005 | 7.55% |
| 2006 | 6.98% |
| 2007 | 7.13% |
| 2008 | 5.66% |
| 2009 | 5.4% |
| 2010 | 6.42% |
| 2011 | 6.41% |
| 2012 | 5.5% |
| 2013 | 5.55% |
| 2014 | 6.42% |
| 2015 | 6.99% |
| 2016 | 6.69% |
| 2017 | 6.94% |
| 2018 | 7.47% |
| 2019 | 7.36% |
| 2020 | 2.87% |
| 2021 | 2.55% |
| 2022 | 8.54% |
| 2023 | 4.98% |
| 2024 | 7.04% |
| 2025 | 8.02% |
From attracting capital to selecting capital
Politburo Resolution 10-NQ/TW sets a target of US$200–300 billion in registered foreign investment for 2026–2030, with about three-quarters required to come from developed economies, so investment promotion and approval practice will lean in a particular direction. The resolution names priority sectors explicitly, among them semiconductors, artificial intelligence and big data. Support will also be paid against actual results such as R&D and technology transfer, tied to ex-post inspection and clawback.
Chinese investment shows a mismatch: in the first seven months of 2026, Chinese investors ranked first by number of newly approved projects, with about 850, but with nearly US$3.7 billion of newly registered capital they trailed Singapore and South Korea by value.
Over the same period, China ranked first by number of newly approved projects, with a 31.8% share. As of end-July 2026, Chinese investors had more than 7,000 active projects in Vietnam, with cumulative registered capital of nearly US$37 billion.
View data
| Top five sources of newly registered | US$ bn |
|---|---|
| Singapore | 6.3 |
| South Korea | 4.4 |
| Indonesia | 1.7 |
| China | 0.83 |
| Hong Kong (China) | 0.37 |
When Prime Minister Lê Minh Hưng met Chinese-invested companies on 26 August, he said cooperation should be judged not only on “more” but on “better, higher-quality and more substantive”. Read alongside Resolution 10, the message is that Vietnam welcomes continued Chinese investment but wants it to move from processing and assembly towards technology, R&D and links with local supply chains.
05 | Action: four types of company, three checklists
Assess risk by business model, not by source of investment: companies of the same nationality get completely different treatment when they fall into different types.
- Asset-heavy manufacturing
- A net beneficiary (foreign investors may hold 100% in specially encouraged sectors, with no mandatory joint venture), but “self-commitment” shifts responsibility for conformity with technical regulations onto the company
- Re-export and origin arrangements
- Risk is rising fastest: customs verification exposes bad data sooner
- Distribution, retail and e-commerce platforms
- The national security review is the new variable, triggered by source country, platform control or store scale; the platform-control trigger turns on what the company is, not on its operating data, so it leaves limited room to adjust
- Data and sensitive services
- The only one of the four types where entry is explicitly tightened: businesses that handle citizens’ personal information need a separate compliance review
Origin ties together Vietnam’s export credibility, the tariff treatment granted by external markets and the real costs of factories in Vietnam. A factory performing “substantial transformation” needs to generate evidence continuously in day-to-day business: raw material sources, processing steps, value-added ratios, and the correspondence between finished goods and inputs. Where the Vietnam stage is mainly packaging, simple assembly or re-export, its origin eligibility needs a rigorous review.
- Recalculate the annual compliance budget for projects in Vietnam against reporting frequency, inspection intensity and data-trail requirements.
- Run an origin review of export businesses that depend on tariff preferences, treating the completeness of the evidence chain as a stand-alone assessment item.
- In financial models, count results-based support against the R&D spending and local procurement ratios actually achieved, not in full at the contracted amount.
- Build a policy calendar: effective dates of 18 October 2026 and 1 March 2027, and the expiry of Resolution 66.17 on 28 February 2027. Transitional provisions point in different directions, so the only way is to check them one by one.
- Track the replacement management measures being drawn up by ministries: they decide whether the opening is substantive or merely formal.
- Confirm that the establishment sequence follows Decree 96 and that the 12-month window is built into a timeline planned back from the deadline.
- For zone projects, settle who is responsible for “self-commitment” evidence, how it is archived and for how long.
- For retail and distribution projects, check against the three thresholds at the site-selection and store-format design stage; that is far cheaper than doing it when the 29th store is about to open.
Conclusion | A threshold is not a wall
Reading Vietnam as either “loosening” or “tightening” leads to the wrong moves.
Read it as loosening, and you keep adding capacity on the old model; read it as tightening, and you give up approval conveniences that are already settled. In SRG’s “three loose–tight combinations” framework, a more accurate description is “thresholds down, inspection up, incentives back-loaded”.
Vietnam still needs foreign investment, and a great deal of it: registered FDI in the first eight months rose 55.4% year on year. What has changed is not whether it wants it, but on what terms. The Prime Minister’s remark applies to every foreign investor: the question for the new phase is not “more” but “better”.
1. Law Amending and Supplementing the Investment Law (No. 24/2026/QH16, passed by the National Assembly on 24 August 2026 by 474 votes to 2, effective 1 March 2027); Law Amending and Supplementing the Customs Law (No. 11/2026/QH16, passed in the same period, effective 1 March 2027); Decree 96/2026/ND-CP (signed and effective 31 March 2026); Decree 342/2026/ND-CP (signed 3 September 2026, effective 18 October 2026); Resolutions 66.17/2026/NQ-CP and 66.18/2026/NQ-CP (signed 15 May 2026, effective 1 July 2026).
2. Politburo Resolution 10-NQ/TW (8 June 2026, on the FDI economy); Resolution 68-NQ/TW (on private-sector development, the policy basis for Resolutions 66.17 and 66.18).
3. Scale of the cuts: based on the version passed by the National Assembly, 62 business lines cut and 14 amended, a reduction of 28.28% against the 2025 Investment Law and of 40% against the 2020 Investment Law. The figure given by the Ministry of Finance at the draft review stage was “58 removed, 16 amended”; the two must not be mixed. For the Resolution 66.17 baseline, most institutions cite a reduction from 198 to 142, while a figure of 234 also exists; the difference lies in what is counted, and this article uses the former.
4. Cost estimates: the 786 business conditions, 232 administrative procedures, annual savings of about VND 175 billion and about 7,500 hours saved are all Ministry of Finance estimates, not realised figures. Different sources convert VND 175 billion to about US$6.6 million or US$6.7 million.
5. Macroeconomic data: H1 2026 GDP growth of 8.18% (Q1 7.94%, Q2 8.39%) is on the National Statistics Office basis; the full-year target is at least 10%, requiring about 11.7% in H2; average CPI for the first eight months 4.45%; goods trade for the first seven months about US$659 billion, with exports of about US$320 billion and imports of about US$339 billion; goods trade deficit for the first eight months about US$20.46 billion.
6. FDI data: registered FDI of US$40.63 billion and disbursed FDI of about US$17.25 billion in the first eight months of 2026; new registrations of about US$17.39 billion in H1; newly registered investment in Q1 2026 by source: Singapore US$6.3 billion, South Korea US$4.4 billion, Indonesia US$1.7 billion, China US$828 million, Hong Kong (China) US$371 million. Chinese companies have more than 7,000 active projects in Vietnam, with cumulative registered capital of nearly US$37 billion. All of the above are taken from official Vietnamese statistics and releases on the Government News portal; they are preliminary figures and may be revised.
7. The “three loose–tight combinations” framework and the action checklists are SRG analysis; the status of laws and policies is as of 28 September 2026, when this article was finalised. The replacement management measures and technical standards being drafted by Vietnamese ministries have not all been issued, and actual regulatory practice in the sectors concerned may shift as further implementing rules appear.
8. Long-run growth data are from the World Bank’s World Development Indicators (indicator code NY.GDP.MKTP.KD.ZG, Vietnam, 41 full years from 1985 to 2025; the source data snapshot is marked as updated 13 July 2026, retained and verified by SRG). Do not mix the two measures: the World Bank’s full-year growth rate for 2025 is 8.02%, while the National Statistics Office’s H1 2026 growth rate is 8.18%; their periods and methodologies differ, and neither can corroborate or substitute for the other. The Section 4 chart plots annual growth only; the H1 2026 half-year figure is left out so it is not compared directly with the annual bars.
· Law Amending and Supplementing the Investment Law (No. 24/2026/QH16, passed 24 August 2026, effective 1 March 2027; cuts 62 and amends 14 conditional business lines, adds visa support services as a conditional business line, and bans trade in nitrous oxide for human inhalation from 1 January 2027)
· Law Amending and Supplementing the Customs Law (No. 11/2026/QH16, effective 1 March 2027; restructures customs management processes, advances data sharing through the National Single Window, steps up checks on smuggling and trade fraud)
· Decree 342/2026/ND-CP (signed 3 September 2026, effective 18 October 2026, replacing Decree 09/2018/ND-CP; abolishes the economic needs test and introduces a national security review requiring consultation with the Ministry of Public Security and the Ministry of National Defence)
· Decree 96/2026/ND-CP (signed and effective 31 March 2026; foreign investors may establish an economic organisation first and complete IRC procedures within 12 months; zone projects follow the special investment procedure, with the IRC issued within 15 working days)
· Resolution 66.17/2026/NQ-CP (signed 15 May 2026, in force from 1 July 2026 to 28 February 2027; conditional business lines reduced from 198 to 142, with 56 removed)
· Resolution 66.18/2026/NQ-CP (effective 1 July 2026; merger-notification thresholds raised: asset or revenue threshold from VND 3 trillion to VND 6 trillion, transaction value threshold from VND 1 trillion to VND 2 trillion)
· Politburo Resolution 10-NQ/TW (8 June 2026; 2026–2030 targets of US$200–300 billion in newly registered FDI and US$150–200 billion disbursed, about three-quarters from developed economies)
· Government Resolution 280/NQ-CP (22 September 2026; action plan to implement Resolution 10-NQ/TW)
· World Bank World Development Indicators (indicator NY.GDP.MKTP.KD.ZG, Vietnam annual real GDP growth, 1985–2025; peak of 9.54% in 1995, no year at 10%; since 1998 only 2022 at 8.54% and 2025 at 8.02% back above 8%; 28-year average 6.31%)
SRG’s Global Investment Compliance Navigator tracks, in real time, foreign investment entry rules, conditional business line lists, licensing procedures and ex-post inspection requirements in Vietnam and 60+ jurisdictions. It helps companies investing abroad, through a cycle in which entry conditions keep changing, turn policy signals early into designs for investment structures, licensing paths and compliance evidence.
See RiskSI →Disclaimer: This article is for information only and does not constitute investment advice. Its analysis of Vietnam’s investment entry reform, national security review and FDI targets is based on public information as of September 2026. Actual application depends on the pace at which implementing decrees and sector-specific regulations are issued, on how strictly approving authorities apply them in practice, and on individual companies’ licensing arrangements. Readers should consult professional legal and compliance advisers before making cross-border investment decisions.