VCI Legal – August 26, 2026

1. Legal basis
The new framework is primarily established under:
• Resolution No. 20/2026/QH16 dated 23 April 2026 of the National Assembly on coordination mechanisms and special policies to improve the effectiveness of preventing and resolving international investment disputes (“Resolution 20”), effective from 1 May 2026; and
• Decree No. 323/2026/ND-CP dated 17 August 2026 of the Government detailing and implementing Resolution 20 (“Decree 323”), effective from 17 August 2026.
Resolution 20 applies to disputes between foreign investors and Vietnam, the Government, Vietnamese State authorities or entities authorised to exercise State management functions, arising under an investment treaty or an agreement between a Vietnamese State authority and a foreign investor (Article 3.1 of Resolution 20).
2. Key developments
Foreign Investor Response Mechanism
Foreign investors may submit complaints, recommendations and grievances directly to the competent State authority or through the National Investment Portal (Article 8.1 of Resolution 20 and Article 6 of Decree 323).
Where a submission made through the National Investment Portal falls outside the receiving authority’s jurisdiction, it must be transferred to the competent authority within five working days. The competent authority must generally process the matter and provide an update within 30 working days, unless otherwise provided by specialised legislation (Article 6.3–6.4 of Decree 323).
Where a measure appears to violate Vietnamese law, an investment treaty or another commitment made to a foreign investor and may give rise to an international investment dispute, the matter may be escalated to the Prime Minister (Article 6.4 of Decree 323).
Increased responsibility of State authorities
State authorities must proactively prevent disputes, maintain dialogue with foreign investors and promptly address their complaints and recommendations. Heads of State authorities may be held responsible where their decisions or conduct cause an international investment dispute and are subsequently found to violate an investment treaty, contract or agreement (Articles 4.3 and 6–9 of Resolution 20).
During investment registration, the investment registration authority must apply the law consistently, transparently and objectively. It must also review legal factors relating to the investor, including the investor’s history of complaints and disputes, to identify potential legal risks (Article 4.2 of Decree 323).
Handling notices of intent and arbitration
An authority receiving a notice of intent or notice of arbitration must notify the competent lead authority or the Ministry of Justice and transfer the relevant documents within five working days (Article 8.1 of Decree 323).
Within 15 working days after receiving a notice of intent or notice of arbitration, the lead authority must prepare an initial assessment of the dispute, including its legal basis, preliminary merits and possible negotiation, consultation or mediation options (Article 14 of Decree 323).
Following receipt of a formal statement of claim, the lead authority must prepare Vietnam’s dispute resolution strategy within 20 working days. The strategy must assess Vietnam’s strengths and weaknesses and consider settlement options in addition to defending the claim (Article 15 of Decree 323).
The receipt or processing of a notice does not constitute Vietnam’s acceptance of jurisdiction or admission of the investor’s allegations (Article 8.6 of Decree 323).
Scope for negotiated settlement
The lead authority may propose mediation at any stage of the dispute (Article 16 of Resolution 20 and Article 16 of Decree 323). State budget funds may also be used to implement settlement agreements, judgments and arbitral awards (Articles 17 of Resolution 20 and 24–25 of Decree 323).
These provisions provide a clearer institutional and financial basis for Vietnamese authorities to consider negotiated solutions before or during formal proceedings.
3. Implications and recommendations for investors
Resolution 20 and Decree 323 do not create new substantive investment protections or independently grant investors a right to commence arbitration. Investors must still establish their rights under the applicable investment treaty, Vietnamese law or investment contract and comply with all jurisdictional requirements.
Foreign investors should therefore:
• Review treaty and contractual protection early: Identify the applicable investment treaty, investment contract, dispute resolution clause, limitation period, cooling-off period and any waiver, fork-in-the-road or local-remedy requirement before taking formal action.
• Create a complete evidentiary record: Retain investment approvals, contracts, correspondence, meeting minutes, governmental assurances, evidence of regulatory compliance and records of financial loss. Material discussions with State authorities should be confirmed in writing.
• Use the Foreign Investor Response Mechanism strategically: Any submission should clearly identify the challenged measure, responsible authority, relevant legal or treaty obligations, consequences for the investment and corrective action requested. Unsupported or generic complaints are unlikely to trigger effective inter-agency review.
• Preserve deadlines independently: A complaint submitted through the National Investment Portal should not be assumed to suspend a treaty limitation period, satisfy a notice-of-dispute requirement or replace any mandatory domestic remedy.
• Coordinate domestic and international proceedings: Before commencing administrative complaints, court proceedings or arbitration, investors should assess whether one procedure may affect the availability of another remedy.
• Prepare a damages assessment at an early stage: Investors should preserve evidence of sunk costs, additional expenses, financing losses, diminution in investment value and lost profits. Claims for future profits must be supported by credible business plans, financial records and valuation evidence.
4. Conclusion
The new framework provides foreign investors with a clearer route to raise and escalate unresolved grievances and creates greater scope for central-level coordination and negotiated settlement. Its effectiveness, however, will depend heavily on how investors structure their submissions, preserve evidence and coordinate domestic engagement with their broader treaty or contractual dispute strategy.
This Legal Briefing Note is provided for general information only and does not constitute legal advice.

About VCI Legal:

VCI Legal is an award-winning business law firm in Vietnam with a wide range of legal and corporate services, among other things, corporate, banking & finance, tax, labor & HR, real estate and dispute resolution with special focus on international investment disputes, We also offer our specialized type of service called “In-House Counsel Service” with the aim of assisting our clients in dealing with all types of internal and external issues arising from their day-to-day operations and business activities. With our offices in both Hanoi and Ho Chi Minh City, we have a tremendous depth of experience in providing well-reasoned and comprehensive legal advice to not only multinationals and Fortune 500 companies, but also small and medium enterprises.

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