Will it still be as easy for Malaysian investors to contribute capital to Vietnamese companies in 2026 as before? Which new legal regulations, ownership ratios, investment sectors, and legal risks should foreign investors pay close attention to in order to avoid application rejection or potential disputes?
Vietnam continues to be an attractive destination for Malaysian investors thanks to its strategic location, large consumer market, and strong FDI incentive policies. However, entering 2026, capital contribution by Malaysian investors into Vietnamese companies is no longer a simple administrative procedure, but requires in-depth understanding of investment law, enterprise law, and foreign exchange regulations.
Many Malaysian investors have shared that they were “surprised” when their capital contribution applications were delayed or even rejected, simply due to choosing an inappropriate investment structure or failing to anticipate sector-specific legal barriers.
In principle, Malaysian investors contributing capital to Vietnamese companies are governed by key legal instruments such as the Law on Investment, the Law on Enterprises, and their implementing regulations. As Malaysia is a member of ASEAN, Malaysian investors enjoy certain preferential treatment compared to non-ASEAN investors.
However, from 2026 onwards, the trend of tightening control over conditional foreign investment has led investment authorities to conduct more thorough reviews of:
Intended business sectors
Ownership ratios of Malaysian investors
Financial capacity and actual investment objectives
Many Vietnamese companies and Malaysian investors underestimate the process, assuming that signing a capital transfer agreement is sufficient. In reality, Malaysian investors contributing capital to Vietnamese companies may face risks such as:
Investing in sectors not yet open to foreign investors
Failure to register capital contribution procedures on time
Violations of regulations on foreign capital remittance into Vietnam
Management disputes due to improperly amended company charters
These risks not only cause financial losses but also seriously affect reputation and long-term investment expansion.
To ensure that capital contribution by Malaysian investors into Vietnamese companies in 2026 is safe and effective, investors should adopt a strategic approach rather than handling procedures in a fragmented manner.
Depending on investment objectives, Malaysian investors may choose one of the following common forms:
Capital contribution to establish a new company in Vietnam
Capital contribution or acquisition of capital portions in a Vietnamese limited liability company
Acquisition of shares in a Vietnamese joint-stock company
Each form has its own legal requirements regarding ownership limits, registration procedures, and reporting obligations. Choosing the wrong structure may result in application rejection or unnecessary adjustment costs.
A proper procedure usually includes:
Reviewing conditional business sectors applicable to foreign investors
Determining appropriate capital contribution ratios in line with international commitments and Vietnamese law
Completing capital contribution/share acquisition registration with competent authorities
Amending the Enterprise Registration Certificate (if applicable)
Transferring investment capital in compliance with foreign exchange regulations
In practice, many Malaysian investors encounter difficulties at steps 3 or 4, but spend months resolving issues due to lack of early legal consultation.
One often-overlooked issue when Malaysian investors contribute capital to Vietnamese companies is the establishment of governance mechanisms and internal power allocation. If the company charter, capital contribution agreements, and transfer contracts are not carefully drafted, the risk of disputes is very high.
Corporate lawyers not only assist with procedures but also:
Design safe and effective capital structures
Protect the legitimate interests of Malaysian investors
Anticipate dispute scenarios and prepare resolution strategies
This is a key factor enabling investors to confidently pursue long-term business development in Vietnam.
With extensive experience advising on numerous FDI projects, DEDICA Law understands the real challenges faced by Malaysian investors contributing capital to Vietnamese companies. We provide not only procedural support but also comprehensive legal partnership by:
Assessing legal risks prior to capital contribution
Advising on investment strategies aligned with business goals
Drafting robust applications, contracts, and company charters
Representing clients in dealings with state authorities
DEDICA Law is a professional law firm based in Ho Chi Minh City, with a reputable team of lawyers ready to support foreign investors in a structured and effective manner.
In 2026, while opportunities abound, significant challenges also arise for Malaysian investors contributing capital to Vietnamese companies. Small differences in legal approach can lead to substantial financial and time-related consequences.
Are you facing a similar issue?
Are you a Malaysian investor considering capital contribution in Vietnam?
Contact DEDICA Law for tailored legal strategies to ensure your investment in Vietnam is safe, efficient, and sustainable.
📞 Hotline: (+84) 39 969 0012 (WhatsApp, WeChat & Zalo supported)
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Contact us now for a free initial consultation with our professional legal team.
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