Capital Contribution Schedule Extension Service In Vietnam

During the implementation of investment projects, objective factors or changes in business plans may sometimes cause investors to face difficulties in completing the committed capital contribution schedule. Failure to comply with the schedule may result in legal risks and administrative fines.

Understanding these challenges, VPL provides professional services for extending the capital contribution schedule, helping clients resolve issues promptly while ensuring full compliance with applicable laws.

When to extend the capital contribution schedule on the IRC?

Under the law, investors must carry out the procedure to extend the capital contribution schedule if they are unable to complete the capital contribution according to the timeline and schedule committed in the Investment Registration Certificate.

If the investor delays without making the required adjustment, under Point b, Clause 2, Article 19 of Decree No. 122/2021/ND-CP, this action may incur administrative fines ranging from VND 70,000,000 to VND 100,000,000.

Therefore, investors should pay special attention and proactively register to extend the capital contribution schedule before the committed deadline on the Investment Registration Certificate expires. This not only ensures legal compliance but also helps the enterprise avoid unnecessary financial risks and losses.

Benefits of using VPL’s service

Comprehensive procedure

We follow a systematic, efficient, and professional workflow. VPL will represent you in carrying out the entire legal procedure accurately and promptly. From drafting and reviewing documents to submission and receipt of results, we ensure every step is completed. You only need to sign once, maximizing time and effort savings.

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Legal risk prevention and mitigation

With extensive experience in investment law, VPL’s legal team will advise on optimal solutions to prevent and minimize risks, especially administrative violations arising from delayed capital contributions. We will also propose a new contribution schedule tailored to each client’s specific needs.

On-site delivery of results for complete peace of mind

VPL will receive the final results and deliver them directly to you, ensuring convenience and peace of mind at every step.

Comprehensive legal support

Beyond completing the procedure, VPL continues to accompany the enterprise, providing legal advice on any issues arising after the adjustment and throughout the business operations.

Scope of services provided by VPL

When using VPL’s capital contribution schedule extension service, clients will receive comprehensive support for the following tasks:

In-depth consultancy on legal regulations related to adjusting the Investment Registration Certificate and other legal documents relevant to extending the capital contribution schedule;

Drafting the application dossier and acting as an authorized representative to carry out the procedure for adjusting the Investment Registration Certificate, specifically for extending the capital contribution schedule. The procedure is conducted at the Management Board of Industrial Parks / Economic Zones / Department of Finance where the enterprise’s project site is located;

Acting as an authorized representative in dealing with the Financial Department Inspectorate in cases where the investor’s capital contribution schedule extension is delayed.

Assisting in submitting investment project reports in cases where the investor has not yet filed the required reports under applicable law.

Frequently asked questions

What documents are required to carry out the procedure to extend the capital contribution schedule on the Investment Registration Certificate?

Pursuant to Clause 2, Article 47 of Decree No. 31/2021/ND-CP, the application dossier for extending the capital contribution schedule on the Investment Registration Certificate includes the following main components:

a/ A written request for adjustment of the investment project;

b/ A report on actual implementation of the investment project by the time of adjustment;

c/ The investor’s decision on adjustment of the investment project, for institutional investors;

d/ Commentaries on or documents related to adjustment of the contents specified at Points b, c, d, dd, e, g and h, Clause 1, Article 33 of the Law on Investment (if any).

Does the law limit the number of times a capital contribution schedule can be extended?

Vietnamese law does not currently set a limit on the number of times a capital contribution schedule may be extended. However, investors should note that each extension request must be supported by a reasonable justification and clear grounds for the competent authority to consider and approve. Unreasonable or unsubstantiated extension requests may be rejected, affecting the project’s timeline and potentially creating legal risks.

How long does it take to adjust the Investment Registration Certificate to extend the capital contribution schedule?

The procedure to adjust the Investment Registration Certificate for extending the capital contribution schedule typically takes about 10 to 20 working days, starting from the date VPL receives a complete set of signed documents and other necessary materials from the client.

Which authority is competent to adjust the Investment Registration Certificate to extend the capital contribution schedule?

The competent authority to adjust the Investment Registration Certificate for extending the capital contribution schedule is the authority that originally issued the Investment Registration Certificate. Depending on the type and location of the project, this authority may be:

The Department of Finance, if the project is located outside industrial parks, export processing zones, high-tech zones, or economic zones.

The Management Board of industrial parks, export processing zones, high-tech zones, or economic zones, if the project is located within these areas.

What legal consequences may arise if the capital contribution schedule is not extended on time?

Pursuant to Point b, Clause 2, Article 17 of Decree No. 122/2021/ND-CP, failure to carry out the procedure to adjust the Investment Registration Certificate in cases where the project adjustment changes the contents of the Investment Registration Certificate may be subject to an administrative fine ranging from VND 70,000,000 to VND 100,000,000.

Can an investor extend the capital contribution schedule if contributing in the form of machinery and equipment?

Whether the capital contribution is in cash or other assets (e.g., machinery, equipment), the investor may be granted an extension of the capital contribution schedule in accordance with the law. When requesting an extension, the investor must provide reasonable explanations and clear grounds for the competent authority to approve.

After adjusting the capital contribution schedule, does the investor need to amend the Enterprise Registration Certificate?

After adjusting the Investment Registration Certificate to extend the capital contribution schedule, the investor does not need to amend the Enterprise Registration Certificate immediately, unless the change in the capital contribution schedule results in a change to the company’s registered charter capital.

What is the maximum duration for which the capital contribution schedule can be extended?

Currently, Vietnamese law does not specify a maximum period for extending the capital contribution schedule. However, depending on each project and its specific circumstances, VPL will advise on an appropriate extension plan to ensure compliance with legal regulations and meet the client’s needs.

Get more support

If you are in need of a reputable legal consultancy unit, effective and dedicated companion in every legal issue, do not hesitate to contact VPL today!