Planning an education investment in Vietnam

Law 143/2025/QH15 · Investment Law

The detail

1. The rule and its status

Education investments must satisfy investment-law requirements and the relevant sector conditions; an educational collaboration agreement is not a substitute for investment authorization. In force: passed December 11, 2025; generally effective March 1, 2026; Article 7 and the conditional-business list effective July 1. Official law, Articles 5,7,51–52 and Annex IV.

2. Who it affects and what it means for a US school

The law matters to a US school establishing a branch/provider, investing in an entity or structuring a business presence. It does not mean every academic MOU is an investment project. Article 5 requires compliance with conditions for conditional sectors. Annex IV includes HEI activity and foreign-invested education/representative/branch activity; the precise project, market-access conditions, treaties and sector rules must be classified before commitments are made.

Separate investor/project approvals, legal-entity steps, land/premises rights and educational establishment/operation. A sector license alone does not answer every investment question, and an investment document alone does not authorize teaching.

3. What to do, by partnership model

• Recruitment: determine whether the planned presence is limited recruitment/representation, regulated consultancy or an education investment. Do not treat a recruitment contract as authority to operate a teaching provider.
• 2+2/3+1: classify the activity and cash/equity/asset commitments; a transfer agreement without a new provider is different from funding and operating a local institution.
• Dual degree/joint program: identify whether the arrangement remains cooperation without a new entity or includes a separate investment requiring investment-law steps.
• Online/blended: a digital platform or foreign award does not remove Vietnamese market-access, education or data requirements where applicable. Classify the actual operations and entity rather than assuming “online” is outside the law.
• Branch campus: reconcile the Investment Law, implementing Decree 96/2026 and Decree 361's establishment/operating conditions with the actual investor, site and project. Do not infer a universal ownership cap or exemption from this general summary.

These are planning implications. The complete approval allocation and project-specific conditions require direct review of the relevant law, implementing decree and treaty commitments.

4. Change history

Article 51(4) replaces the 2020 Investment Law 61/2020 as amended, with its Article 7/Annex IV continuing until July 1, 2026. Article 51(2) starts the new Article 7/list on that date. Article 52 contains project/file transitions that require the actual project history. Official final clauses. The July 1 business-condition transition applies; later education simplification and investment instruments must still be checked for the chosen activity.

5. Sources and verification

Official Vietnamese law · Government register · Implementing Decree 96 official record

Last verified: 2026-10-22. English explanation; the official Vietnamese text controls.

6. Related pages

Branch campuses · Recruitment · Decree 361 · University Atlas · Why partnerships stall.

7. Briefing and legal note

Not legal advice. Prepare a briefing with a USVN senior advisor with the investment structure, proposed presence, site and activities to frame the project-specific questions for Vietnamese advisers.

For general information only, not legal advice. Confirm requirements with qualified counsel and the relevant Vietnamese authorities before acting.