INVESTMENT BY CONTRIBUTING CAPITAL, PURCHASING SHARES, OR PURCHASING CAPITAL CONTRIBUTIONS (MERGERS AND ACQUISITIONS)

According to Article 24 Law on investment 2020, foreigner investors can invest in enterprises operating in Vietnam by purchasing a part of or all contribution capital or shares of such enterprises.

Upon contributing capital, purchasing shares, or purchasing stakes of a business entity, the investor shall follow procedures of changing shareholders/members at the business registration authority as prescribed by law.

Pursuant to Article 26 Law on investment 2020, a foreigner investor shall follow procedures for the registration of capital contribution or purchase of shares or stakes of a business entity prior to a change of members or shareholders in one of the following cases:

- The capital contribution or purchase of shares or stakes increases the ownership ratio by foreign investors in a business entity conducting business in the business lines allowed in the market with conditions applied to foreign investors;

- The capital contribution or purchase of shares or stakes results in a foreign investor or business entity holding over 50% of the charter capital of the economic organization;

- The foreign investor that contributes capital, purchases shares or stakes of a business entity has a certificate of rights to use land on an island or in a border or coastal commune; in a coastal commune; in another area that affects national defense and security.