10 KEY HIGHLIGHTS OF DECREE NO. 274/2026/ND-CP ON INVESTOR SELECTION

The Government has promulgated Decree No. 274/2026/ND-CP, providing detailed regulations and implementation measures for certain provisions of the Law on Bidding concerning the selection of investors for business investment projects. This important legal instrument aims to address existing practical obstacles, enhance transparency, and optimize the mobilization of investment resources. Below are ten notable highlights of the Decree:

I. OVERVIEW OF THE 10 KEY HIGHLIGHTS OF THE DECREE
1. Clear Delineation of Projects Subject to Mandatory Investor Selection Through Bidding
The Decree specifies categories of land-use and non-land-use business investment projects that must undergo investor selection through competitive bidding, including:

• Roadside service and rest-stop projects;

• New airport development projects;

• Socialization projects in education, healthcare, culture, sports, and environmental sectors where at least two investors express interest;

• Apartment building renovation and reconstruction projects;

• Power projects;

• Dredging projects combined with the recovery of products from maritime or inland waterway infrastructure, among others.

The Decree also tightens requirements concerning land parcels subject to bidding, requiring that such land either fall within cases of land recovery by the State or be under lawful State management.
2. Enhanced Incentives for High Technology and Innovative Enterprises
Preferential treatment is expressly reflected in the bid evaluation process through score adjustments:

• An additional 5% score is granted to investors proposing advanced or environmentally friendly technologies, or investors qualifying as science and technology enterprises, innovative start-ups, innovation centers, high-tech enterprises, or strategic technology enterprises.

• An additional 2% score is granted to investors committing to transfer high or strategic technologies, including foreign investors committing to technology transfer to domestic partners.

3. Transparent Competition Requirements and Applicable Exceptions
Participating investors must maintain legal and financial independence from competent authorities, procuring entities, and consulting firms involved in preparing or appraising bidding documents. Specifically, parties may not own more than 50% of each other’s charter capital or shares.
The Decree also clarifies exceptions whereby such competition requirements do not apply, including projects subject to direct investor appointment or investor selection under special circumstances.
4. Standardization of Cost Management and Revenue Collection Mechanisms
The Decree provides detailed guidance on the estimation and payment of investor selection expenses funded from recurrent state budget expenditures.
It further stipulates that the maximum price for electronic bidding documents in international tenders is VND 30,000,000, which must be remitted to the State budget.
In addition, detailed provisions govern the collection, management, and refund of costs associated with investor complaints and petitions.
5. Structured Procedures for Expressions of Interest and Investor Registration
Procedures for soliciting expressions of interest are mandatory for projects involving socialization initiatives, apartment reconstruction, power projects, and similar sectors.

• Where two or more qualified investors express interest, an open bidding process must be conducted.

• Where only one qualified investor registers, the project may proceed directly to investor approval procedures under investment laws without repeating investment policy approval procedures.

6. Dedicated Procedures for Investor Selection in Special Cases
Special investor selection mechanisms are expanded to cover projects related to:

• National defense and security;

• Foreign affairs;

• Significant national political missions;

• Urgent and emergency projects;

• Nuclear power projects;

• Offshore wind power projects; and

• Interconnected industrial value-chain projects.

Assessment of financial capacity and project implementation capability is integrated into the appraisal process for investment policy approval or project proposal review.
7. Expanded Cases and Flexible Procedures for Direct Investor Appointment
Direct investor appointment may be applied to projects involving:

• Strategic technologies;

• Continued development of digital infrastructure and digital platforms to ensure consistency and interoperability;

• Urgent disaster response and incident remediation projects; and

• Transit-Oriented Development (TOD) projects associated with railway systems.

The Decree establishes both standard and simplified procedures for direct appointment.
8. New Bid Evaluation Methodology and Financial Facilitation Measures
Bid dossiers are evaluated using either a 100-point scale or a 1,000-point scale, combining:

• Investor capacity scores;

• Business and investment proposal scores; and

• Land-use efficiency or sectoral/local development efficiency scores.

Notably, science and technology enterprises, innovative start-ups, innovation centers, and high-tech or strategic technology enterprises are exempt from demonstrating their ability to mobilize equity capital.
9. Mandatory E-Bidding Roadmap and Public Investor Database
From 1 January 2027, submission of project proposals and expressions of interest must be conducted electronically via the National E-Procurement System.
The system will also integrate a National Investor Database to facilitate investor selection activities and public supervision.
10. Project Companies Established by Successful Investors and BT Project Mechanism
Successful investors are permitted to establish a project company wholly owned by them (100% charter capital ownership) to implement and manage the project.
Such project companies inherit all rights and obligations committed by the successful investor and may be allocated or leased land by the State for project implementation.
Additionally, Article 74 of the Decree amends Decree No. 257/2025/ND-CP concerning Build-Transfer (BT) projects by permitting the deduction of infrastructure construction costs when determining the value of land used for project payment where infrastructure investment has not yet been completed.

II. RECOMMENDATIONS FOR ENTERPRISES
1. Carefully Review Competition Requirements and Consortium Structures
Prior to preparing bid dossiers, investors should thoroughly review ownership structures and shareholding ratios to ensure complete legal and financial independence from procuring entities and related consultants.
When forming consortia, investors should select reputable and compliant partners, as misconduct by a single consortium member may result in debarment of the entire consortium.
2. Strictly Maintain Committed Financial Resources
Investors should ensure that financial and technical capacities remain intact from bid submission until project contract execution.
Cash flow planning should also be undertaken to ensure timely advances for compensation, support, and resettlement activities. Delays exceeding six months from the date of request may result in cancellation of the investor selection result.
3. Carefully Consider Technology Commitments to Benefit from Incentives
Advanced technologies, green technologies, and technology transfer commitments should only be included in bid dossiers where actual implementation is feasible.
Failure to fulfill such commitments after contract award may expose investors to contractual penalties.
Eligible science and technology enterprises, innovative enterprises, start-ups, and high-tech enterprises should take advantage of the exemption from proving equity financing arrangements.
4. Comply with Requirements for Project Company Establishment and Transfer Procedures
Where a project company is established, the successful investor must hold 100% of its charter capital and clearly disclose this arrangement in the bid dossier.
If consortium restructuring becomes necessary due to force majeure circumstances, investors must promptly notify the procuring entity and ensure that replacement partners possess equivalent or superior capabilities.
Any transfer of the project or transfer of contributed capital must obtain approval from the competent authority in accordance with applicable regulations.
5. Proactively Prepare for Digital Transformation and Investor Data Management
Investors should register accounts and maintain accurate financial statements and capability information on the National E-Procurement System before investor selection results are approved.
Enterprises should also prepare the necessary technological infrastructure and internal procedures to comply with the mandatory electronic submission requirements for project proposals and expressions of interest effective from 1 January 2027.