Decree 288/2026/ND-CP amend Decree 122/2021/ND-CP penalties for administrative violations against regulations on planning and investment

DECREE

Amending and supplementing a number of articles of the Government’s Decree 122/2021/ND-CP dated December 28, 2021, on penalties for administrative violations against regulations on planning and investment

Pursuant to the Law on Organization of the Government No. 63/2025/QH15;

Pursuant to the Law on Handling of Administrative Violations No. 15/2012/QH13, amended and supplemented under Law No. 54/2014/QH13, Law No. 18/2017/QH14, Law No. 67/2020/QH14, Law No. 09/2022/QH15, Law No. 11/2022/QH15, Law No. 56/2024/QH15, Law No. 88/2025/QH15, Law No. 116/2025/QH15, and Law No. 120/2025/QH15;

Pursuant to the Law on Enterprises No. 59/2020/QH14, amended and supplemented under Law No. 03/2022/QH15, Law No. 76/2025/QH15, Law No. 89/2025/QH15, and Law No. 132/2025/QH15;

Pursuant to the Law on Cooperatives No. 17/2023/QH15, amended and supplemented under Law No. 142/2025/QH15;

At the proposal of the Minister of Finance;

The Government hereby promulgates the Decree amending and supplementing a number of articles of the Government’s Decree 122/2021/ND-CP dated December 28, 2021, on penalties for administrative violations against regulations on planning and investment.

Article 1. To amend and supplement Article 43 as follows:

“Article 43. Violations against regulations on declaring enterprise registration dossiers and dossiers for registration of operation of branches, representative offices, or business locations

A fine of between VND 30,000,000 and VND 70,000,000 shall be imposed for making inaccurate or untruthful declaration in the enterprise establishment registration dossier, dossier for registration of operation of branches or representative offices, dossier for registration of changes in registration contents of an enterprise, or operations of a branch, representative office or business location; dossier notifying the change in enterprise registration contents or the establishment of business location; dossier for enterprise dissolution; information on the beneficial owner, information for identifying the beneficial owner in the enterprise registration dossier or dossier notifying the change to information on the enterprise beneficial owner or notifying the change to information for identifying the beneficial owner.”

Article 2. To amend and supplement Article 44 as follows:

“Article 44. Violations against regulations on deadline for registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices

1. A warning shall be imposed for the act of exceeding the prescribed time limit from 1 day to 10 days for registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, notification of changes in information on the enterprise beneficial owners or information for identifying beneficial owners, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices.

2. A fine of between VND 10,000,000 and VND 20,000,000 shall be imposed for the act of exceeding the time limit from 11 days to 30 days for registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, notification of changes in information on the enterprise beneficial owners or information for identifying beneficial owners, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices.

3. A fine of between VND 30,000,000 and VND 40,000,000 shall be imposed for the act of exceeding the time limit from 31 days to 90 days for registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, notification of changes in information on the enterprise beneficial owners or information for identifying beneficial owners, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices.

4. A fine of between VND 50,000,000 and VND 60,000,000 shall be imposed for the act of exceeding the prescribed time limit from 91 days or more for registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, notification of changes in information on the enterprise beneficial owners or information for identifying beneficial owners, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices.

5. A fine of between VND 30,000,000 and VND 70,000,000 shall be imposed for the act of failing to register changes in certificates of enterprise registration; notify changes in enterprise registration contents; register operations of branches or representative offices; notify business location establishment; register changes in operation registration contents of branches, representative offices or business locations; notify the suspension or resumption of business operation; notify the establishment of overseas branches or representative offices; or notify changes in information on the enterprise beneficial owners or information for identifying beneficial owners.

6. A fine of between VND 70,000,000 and VND 100,000,000 shall be imposed for the act of failing to add information on the beneficial owner of the enterprise (if any) and information for identifying the beneficial owner of the enterprise (if any) when the enterprise established before July 01, 2025, carries out procedures for its latest registration of changes to enterprise registration contents or notification of changes to enterprise registration contents.

7. Remedial measures:

Forcible registration of changes in certificates of enterprise registration, notification of changes in enterprise registration contents, notification of changes in information on the enterprise beneficial owners or information for identifying beneficial owners, addition of information on the enterprise beneficial owners or information for identifying beneficial owners, registration of operations of branches or representative offices, notification of business location establishment, registration of changes in operation registration contents of branches, representative offices or business locations, suspension or resumption of business operation, notification of establishment of overseas branches or representative offices, for violations specified in Clauses 5 and 6 of this Article.”.

Article 3. To amend and supplement a number of clauses of Article 46 as follows:

1. To add Point c after Point b, Clause 4 as follows:

“c) Failing to declare information about beneficial owners of the enterprise (if any), information for identifying the beneficial owner of the enterprise (if any) when the enterprise carries out procedures for establishment registration.”.

2. To add Point d after Point c, Clause 5 as follows:

“d) Forcible addition of information about the beneficial owners, or information for identifying the beneficial owners, for violations specified at Point c, Clause 4 of this Article.”.

Article 4. To amend and supplement Article 48 as follows:

“Article 48. Violations against regulations on reporting regime, information provision and compliance with requests of the business registration agency, and provision of information on beneficial owners of enterprises to competent state agencies

1. A fine of between VND 10,000,000 and VND 30.000,000 shall be imposed for the act of reporting or providing insufficient information or after the prescribed deadline upon request, including information on beneficial owners.

2. A fine of between VND 40,000,000 and VND 50,000,000 shall be imposed for any of the following violations:

a) Failing to suspend or terminate the conduct of conditional business lines or business lines subject to conditional market access by foreign investors as requested;

b) Failing to register the change of the enterprise’s name at the business registration agency’s request when such name infringes upon industrial property right.

3. A fine of between VND 50,000,000 and VND 70.000,000 shall be imposed for the act of failing to report or provide information as requested, or reporting or providing untruthful or inaccurate information upon request, including information on beneficial owners.

4. Remedial measures:

a) Forcible addition of the insufficient information, for violations specified in Clause 1 of this Article;

b) Forcible change of the enterprise’s name or forcible removal of the infringing element in the enterprise’s name, for violations specified at Point b, Clause 2 of this Article;

c) Forcible submission of reports or provision of information, including information on beneficial owners, for violations specified in Clause 3 of this Article.”.

Article 5. To amend and supplement a number of clauses of Article 52 as follows:

1. To amend and supplement a number of provisions of Article 2 as follows:

a) To amend and supplement the first paragraph of Clause 2 as follows:

“2. A fine of between VND 40,000,000 and VND 70,000,000 shall be imposed for any of the following violations:”;

b) To add Points dd, e and g after Point d of Clause 2 as follows:

“dd) Failing to sufficiently fill in prescribed information on capital contributors or shareholders in the register of members or register of shareholders;

e) Failing to retain the enterprise’s documents as prescribed, including the list of beneficial owners of the enterprise; 

g) The enterprise has ceased business operations for one year without notifying such cessation to the enterprise registration agency and tax office.”.

2. To add Points e and g after Point dd, Clause 3 as follows:

“e) Forcible filling of sufficient information as prescribed on capital contributors or shareholders in the register of members or register of shareholders, for violations specified at Point dd, Clause 2 of this Article;

g) Forcible retention of the enterprise’s documents as prescribed, including the list of beneficial owners of the enterprise, for violations specified at Point e, Clause 2 of this Article.”.

Article 6. To amend and supplement a number of clauses of Article 65 as follows:

1. To amend and supplement a number of provisions of Article 1 as follows:

a) To amend and supplement the first paragraph of Clause 1 as follows:

“1. A fine of between VND 20,000,000 and VND 30,000,000 shall be imposed for any of the following violations:”; 

b) To add Point dd after Point d, Clause 1 as follows:

“dd) Failing to prepare, update and retain registers of official members and capital-contributing associate members as prescribed.”.

2. To add Points dd and e after Point d, Clause 3 as follows:

“d) Forcible preparation, updating and retention of the register of members, for violations specified at Point dd, Clause 1 of this Article.”.

Article 7. To repeal Clause 49, Points a and b, Clause 1, and Points a and b, Clause 2, Article 50.

Article 8. Effect

1. This Decree takes effect on the date of its signing.

2. The Minister of Finance shall guide and organize the implementation of this Decree.

3. Ministers, heads of ministerial-level agencies and chairpersons of People's Committees of provinces and centrally run cities shall, within their ambit of functions and tasks, guide and implement this Decree.