New Corporate Income Tax Decree Update

On 15 December 2025, the Government issued Decree No. 320/2025/ND-CP (“2025 CIT Decree”) providing detailed regulations and implementation measures for the Corporate Income Tax Law No. 67/2025/QH15 of the National Assembly (we have informed) 

2025 CIT Decree takes effect from signing date - 15 December 2025 and applies to the corporate income tax period of 2025. The provisions regarding non-cash payment documentation and provisions on capital transfer are applicable from 15 December 2025.

Notable updated points

Non-cash payment requirements for tax deductions

Expenses of 5 million VND or more require non-cash payment documentation (which follows Value Added Tax regulations) to be tax-deductible. Key points:

• Multiple purchases from the same seller totaling 5+ million VND in a single day require non-cash payment
• Employee reimbursements for business purchases are deductible with if payments are made on non-cash payment basis, with proper documentation and subsequent company reimbursement
• Expenses can be recognized before payment, but if later paid in cash, businesses must reduce deductible expenses in that tax period

Taxation on Income from Capital Transfer of Foreign Enterprises 

Applied as 2% on revenue instead of the previous 20% on taxable income. This does not apply in cases of ownership restructuring transactions among companies within the same group that do not change the ultimate parent company of the parties involved, which continue to hold direct or indirect ownership in the enterprise in Vietnam after the restructuring and do not generate taxable income.

Revised criteria for CIT Incentives for Expansion Investment Projects

More stringent requirements for qualifying expansion projects while providing more precise guidance on implementation timing and verification of capital investment:

• Increased minimum fixed asset value thresholds:
• For projects in incentivized sectors: increased from 20 billion VND to 40 billion VND
• For projects in with difficult or especially difficult socio-economic conditions according to the provisions of corporate income tax law: increased from 10 billion VND to 20 billion VND.
• Criterion clarification: The criteria now explicitly require projects to meet one of three conditions after completing the disbursement of registered expansion capital rather than simply "when the project becomes operational". The new regulations explicitly state that enterprises cannot enjoy tax incentives for expansion projects until they complete the disbursement of registered capital.
• Tax exemption/reduction timing: The incentive period begins from the year when the expansion project completes its registered capital disbursement and generates income (rather than "when the project becomes operational").

The Minister of Finance shall provide guidance on the registration of investment capital for implementing enterprise expansion investment projects.

Enhanced guidance on transitioning between incentive schemes 

2025 CIT Decree provides more detailed guidance on selecting and transitioning between tax incentives with the following key changes:

• Transition between incentive schemes: When switching to a more favorable incentive scheme, enterprises must deduct the incentive period already enjoyed (including tax exemption, reduction periods, and preferential tax rates).
• Continuation of incentives for high-tech certifications: Enterprises that have exhausted their CIT incentives but subsequently receive certification as high-tech enterprises, agricultural enterprises applying high technology, science and technology enterprises, or high-tech application projects can now enjoy remaining incentives. The remaining incentive period is calculated by subtracting the already-enjoyed incentive periods from the new applicable incentive scheme.
• Special provisions for agricultural sector: Enterprises with income from agriculture, forestry, fishery, and salt production that also qualify for other sector-based or area-based incentives can switch to agricultural sector incentives under this new CIT Decree after exhausting their initial incentive periods.
• Irrevocable election: Once an enterprise has chosen an incentive scheme under these new provisions, it must apply that scheme for the entire remaining incentive period. Enterprises cannot switch to a different incentive scheme after making their selection.

Loss offsetting during transitional period

The CIT Decree clarifies how losses from real estate transfers, investment project/ investment project participating right transfers that occurred before the new Decree's effective date will continue to be eligible for loss carryforward for the remaining statutory period. However, these losses cannot be offset against profits from business activities currently enjoying tax incentives.