Periodic Reporting Obligations for Foreign-Invested Subsidiaries in Vietnam and Penalties for Non-Compliance
Table of Contents
NEXORA LAWFIRM regularly advises foreign-invested subsidiaries in Vietnam on regulatory compliance, including periodic reporting obligations, investment reporting, statistical reporting, and tax filings. Our Vietnamese attorneys provide practical guidance to help clients avoid penalties, administrative sanctions, and licensing risks arising from late or non-compliant reporting. This article addresses the full scope of periodic reporting obligations for foreign-invested subsidiaries in Vietnam — what must be reported, and the sanctions and fines that apply for violations — from a practical, on-the-ground perspective.
Foreign-invested enterprises are subject to periodic reporting obligations covering investment activities, business operations (requirements vary by industry), and labor relations, in addition to their day-to-day business activities. Failure to submit required reports can trigger administrative fines. It can also affect the renewal of the company's various licenses (Investment Registration Certificate, business operation licenses, etc.).
*Foreign-invested enterprises here include: (i) newly established foreign-invested enterprises (where foreign investors or foreign-invested entities hold more than 50% ownership), and (ii) enterprises that became foreign-invested through an M&A transaction (where foreign investors or foreign-invested entities hold more than 50% ownership).
*For category (ii) — enterprises that became foreign-invested through M&A — investment-related reporting may not be required in some localities.
Overview of Reporting Obligations and Penalties for Non-Compliance
1. Investment Activity Reports
[Who Must Comply]
Companies implementing an investment project (the establishment of a local entity is itself treated as an investment project) and holding an Investment Registration Certificate (IRC) must prepare investment activity reports and submit them to the following authorities. There are two types of reports: (i) quarterly reports and (ii) annual reports.
*In Hai Phong, investment activity reports are required not only from companies holding an IRC but also from companies that became foreign-invested through M&A.
[Submission Recipients]
The investment registration authority for the region where the company's head office is located (the Department of Planning and Investment, or the Industrial Zone Management Board)
The Statistics Office
[Reporting Method]
Forms: Form A.III.1 (quarterly report) under Circular No. 03/2021/TT-BKHĐT dated April 9, 2021
Form A.III.2 (annual report) under the same Circular No. 03/2021/TT-BKHĐT dated April 9, 2021
Method: Companies report through the investment activity portal at https://fdi.gov.vn/. An investment registration account is required to submit reports. Applications for an investment registration account must be submitted in hard copy to the Department of Planning and Investment. Since account issuance can take some time, it is advisable to apply well in advance.
No.
Report Type
Submission Deadline
Fine
①
Quarterly report
The 10th of the first month of the quarter following the reporting period
A fine of VND 30,000,000 to VND 50,000,000 applies for either of the following violations:
Failure to comply with the investment activity reporting obligation, or failure to report within the prescribed deadline.
Reporting inaccurate or false information on investment activities.
In addition to the fine, the company must retroactively prepare and submit the report.
②
Annual report
By March 31 of the year following the reporting period
2. Investment Monitoring and Evaluation Reports
[Who Must Comply]
Companies implementing an investment project (the establishment of a local entity is treated as an investment project) and holding an IRC must prepare investment monitoring and evaluation reports and submit them to the following authorities. There are two types: (i) semi-annual reports and (ii) annual reports.
*In Hai Phong, this reporting requirement extends to companies that became foreign-invested through M&A, not only companies holding an IRC.
[Submission Recipients]
The investment registration authority for the region where the company's head office is located (the Department of Planning and Investment, or the Industrial Zone Management Board)
The Statistics Office
[Reporting Method]
Form: Appendix Form No. 13 under Circular No. 05/2023/TT-BKHĐT dated June 30, 2023 (semi-annual and annual reports)
Method: Companies report through the investment activity portal at https://fdi.gov.vn/. An investment registration account is required to submit reports. Applications for an investment registration account must be submitted in hard copy to the Department of Planning and Investment. Since account issuance can take some time, it is advisable to apply well in advance.
[Points to Note]
In addition to periodic investment monitoring and evaluation, ad hoc monitoring and evaluation reports must also be prepared and submitted when required.
Reports beyond the periodic reports are required in the following cases:
Preparation and submission of an ad hoc monitoring/evaluation report when unforeseen matters or other changes occur
Preparation and submission of a monitoring/evaluation report at the time of applying to update the investment project
Preparation and submission of a monitoring/evaluation report upon termination of the investment project
Preparation and submission of a monitoring/evaluation report in connection with project development and operation
No.
Report Type
Submission Deadline
Fine
①
Semi-annual report
By July 10 of the reporting period
A fine of VND 20,000,000 to VND 30,000,000 applies for either of the following violations:
Failure to prepare the investment monitoring/evaluation report within the deadline, or preparing an incomplete report.
Failure to carry out periodic investment monitoring and evaluation as required.
In addition to the fine, the company must retroactively prepare and submit the report.
②
Annual report
By February 10 of the year following the reporting period
3. Reports on the Employment of Foreign Workers
[Who Must Comply]
Enterprises employing foreign workers (regardless of whether the enterprise is domestic or foreign-invested)
There are two types of reports: (i) semi-annual and (ii) annual.
[Submission Recipient]
The competent labor authority
[Reporting Method]
Form: Form No. 7 under Decree No. 152/2020/NĐ-CP dated December 30, 2020
Submitted to the Department of Labor, Invalids and Social Affairs of the province/city where the company is located.
No.
Report Type
Submission Deadline
Fine
①
Semi-annual report
From June 15 to July 4
(reporting data covers the period from December 15 of the previous year to June 14 of the current year)
A fine of VND 2,000,000 to VND 6,000,000 applies for violations.
②
Annual report
From December 15 to January 5 of the following year
(reporting data covers the period from December 15 of the previous year to December 14 of the current year)
4. Annual Financial Statements
Annual financial statements must always be audited.
The signed and sealed audited financial statements must be submitted to the Tax Department, the Statistics Office, and the Department of Planning and Investment, and a soft copy must also be submitted through the electronic tax filing portal.
No.
Report Type
Submission Deadline
Fine
①
Annual financial statements
Within 90 days of the fiscal year-end
A fine of VND 40,000,000 to VND 50,000,000 applies for violations.