Land use rights and the Land Law 2024: State ownership on behalf of the people, land categories and land users, the certificate, and the authorities that administer land

No one owns land: what the investor actually holds

Article 53 of the Constitution declares land, water and other natural resources to be public property owned by the entire people, with the State as representative owner and unified manager. Land Law No. 31/2024/QH15 builds on that principle. The State, acting as owner's representative, decides land use planning, fixes the purpose for which each plot may be used, allocates or leases land or recognises existing use, sets land prices, decides the financial obligations of land users, and recovers land in the cases the law allows. It does not sell land. What a business acquires is a land use right (quyền sử dụng đất): a property right, recognised by the Civil Code, to use a defined area for a defined purpose, usually for a defined term, against a payment to the State.

A land use right is nevertheless a valuable, tradeable asset. Depending on the form in which it is held, it can be transferred, leased, sublet, mortgaged and contributed as capital. Buildings on the land are owned outright by whoever built or bought them, and the land use right and the assets attached to land are normally recorded and dealt with together. The practical question is therefore which form of land use right the investor can obtain and what that form allows it to do; the routes are in How foreign-invested companies access land.

Land used for an investment project is held for a term. Under Article 172 of the Land Law the term is generally the project's operating term, up to 50 years, and up to 70 years for projects with large capital and slow payback or in areas with difficult or extremely difficult socio-economic conditions; a compliant land user may apply for an extension before expiry. Residential land used by Vietnamese households and individuals, by contrast, is held on a stable, long-term basis without a fixed term. The term recorded on the land decision and the certificate should match the term in the Investment Registration Certificate, which is fixed under Article 31 of the Law on Investment (The Investment Registration Certificate).

The Land Law 2024 and the instruments that implement it

The Land Law was passed on 18 January 2024 and took effect on 1 August 2024, five months earlier than first planned, replacing the Land Law 2013. It has since been amended by twelve laws: Law No. 43/2024/QH15, which brought the effective date forward; Laws No. 47/2024/QH15 and 58/2024/QH15 on urban and rural planning and public investment; Laws No. 71/2025/QH15, 84/2025/QH15, 93/2025/QH15 and 95/2025/QH15; Laws No. 116/2025/QH15 on Cybersecurity and 130/2025/QH15 on Civil Aviation, both passed on 10 December 2025 and in force from 1 July 2026; and Laws No. 142/2025/QH15, 146/2025/QH15 and 147/2025/QH15, passed on 11 December 2025. The National Assembly Office consolidated them in text No. 44/VBHN-VPQH of 16 March 2026. Most of the amendments align the law with the 2025 reorganisation of local government and other new laws; a wider amended Land Law is before the National Assembly at its October 2026 session (see the 2027 horizon below). The Government implemented it through a set of decrees issued in mid-2024: Decree No. 101/2024/ND-CP on surveys, registration and certificates; Decree No. 102/2024/ND-CP detailing the law's general provisions, including land allocation, lease and recovery for violations; Decree No. 103/2024/ND-CP on land use levy and land rent; Decree No. 71/2024/ND-CP on land prices; and Decree No. 88/2024/ND-CP on compensation, support and resettlement. Decrees No. 151/2025/ND-CP and 226/2025/ND-CP later redistributed powers after the 2025 local government reform and amended the 2024 decrees.

On 11 December 2025 the National Assembly adopted Resolution No. 254/2025/QH15, in force from 1 January 2026, to resolve problems that had emerged in applying the law. It adds grounds for land recovery, lets lessees choose their rent payment method, makes the provincial land price table and an annual adjustment coefficient the basis for most land charges and compensation, and relaxes several rules on transactions and registration. Article 13 provides that, while it is in force, the resolution prevails over any law that deals with the same matter differently. Decrees No. 49/2026/ND-CP and 50/2026/ND-CP, both in force from 31 January 2026, implement it, on land prices and procedures and on land use levy and rent respectively. The land price and rent changes are explained in Land rent, land prices and Resolution 254; the Law on Investment decides when a project needs investment policy approval before land can be allocated or leased (Investment policy approval).

Land categories and the purpose of use

Article 9 of the Land Law divides land into three groups. Agricultural land includes land for annual and perennial crops (with rice land given special protection), production, protection and special-use forest, aquaculture, salt production and other agricultural uses. Non-agricultural land includes residential land in urban and rural areas, land for offices of State agencies, defence and security land, land for public-purpose works, and the categories most relevant to investors: land for industrial parks, industrial clusters and high-tech parks, commercial and service land, land for non-agricultural production facilities, and land for mineral activities. Unused land is land not yet put to any use.

Every plot carries a recorded purpose, and the purpose determines both what may be done on the land and its price. Using land for another purpose is a violation that can end in recovery under Article 81. A change of purpose, for example from agricultural to commercial and service land, needs the permission of the competent People's Committee under Article 121, must be consistent with the land use plan, triggers the payment of the difference in land use levy or rent, and for a project usually also requires investment policy approval. Resolution No. 254/2025/QH15 sets the method for paying the difference in levy or rent when purpose changes (Article 10) and removes the need for the provincial People's Council to approve conversions of rice land and forest land before the competent authority decides (Article 4). Conversions of large areas of rice or forest land still require investment policy approval under the Law on Investment.

Land users, and who may hold what

Article 4 of the Land Law lists the persons recognised as land users: domestic organisations (including Vietnamese companies), religious organisations, residential communities, Vietnamese households and individuals, people of Vietnamese origin residing abroad, foreign organisations with diplomatic functions, and foreign-invested economic organisations. Article 3(46) defines a foreign-invested economic organisation as an economic organisation that must meet the conditions and follow the investment procedures for foreign investors under the Law on Investment to carry out a project using land. Under Article 20 of Law No. 143/2025/QH15 that means, broadly, a company in which foreign investors hold more than 50% of the charter capital, or which is more than 50% held by such a company (The Law on Investment 2025). A Vietnamese company at or below that threshold is therefore a domestic economic organisation under Article 4(1)(b) for land purposes, even though it has foreign shareholders, and may use the domestic routes to land; the same threshold decides which real estate business forms a company may pursue.

A foreign individual or a foreign company without a Vietnamese subsidiary is not a land user. It cannot hold land use rights, except to the limited extent that ownership of a house or apartment under the Housing Law carries the right to use the land beneath it (Housing and offices for foreigners). A foreign investor that needs land therefore incorporates or acquires a Vietnamese company, which then holds the land in its own name.

The State grants land in three main ways. Allocation (giao đất) may be without levy, for public and defence purposes, or with a land use levy, mainly for housing projects built for sale. Lease (cho thuê đất) is the normal form for business projects, with rent paid either annually or once for the whole term. Recognition (công nhận) confirms rights for land already in stable use, mainly by households. The rights that follow are set out in Article 41 for foreign-invested companies: allocated land and land leased with one-off rent can be transferred, leased, mortgaged to a credit institution licensed in Vietnam and contributed as capital; land leased with annual rent allows the company to mortgage, sell, lease or contribute only its own assets on the land and its rights under the lease contract, with defined exceptions for industrial park developers. The table below summarises the position.

The certificate: one document for land and buildings

Rights are evidenced by the certificate of land use rights and ownership of assets attached to land (Giấy chứng nhận quyền sử dụng đất, quyền sở hữu tài sản gắn liền với đất). Investors and the market still speak of the red book (sổ đỏ) and the pink book (sổ hồng), names inherited from earlier forms; since the Land Law 2024 there is a single certificate, issued in a new form from 1 August 2024 that carries a QR code linked to the land database. Earlier certificates remain valid.

The certificate records the land user, the plot number and map sheet, address and area, the land category and purpose, the term, the form of use (allocation with or without levy, lease with annual or one-off rent, recognition) and the origin of the right, together with any buildings and other assets the holder owns. Changes are recorded either on the certificate or, increasingly, only in the land database: under Article 11 of Resolution No. 254/2025/QH15 a mortgage is now registered by updating the database without an endorsement on the certificate. The certificate is therefore the starting point, not the end, of a title check, and the land register held by the land registration office is the authoritative record (Title due diligence and security over land).

Transactions in land use rights take effect on registration with the land registration office, and contracts to transfer, gift, mortgage or contribute land use rights as capital must be notarised or certified, unless one party is a real estate business and the contract is a transfer or contribution, when notarisation is optional (Article 27(3)). Leases and subleases of land use rights need not be notarised.

Who administers land

At national level the Ministry of Agriculture and Environment (MAE), formed in March 2025 from the former Ministry of Natural Resources and Environment and the Ministry of Agriculture and Rural Development, is responsible for land policy, the national land use plan, the national land information system and the standards for registration and certificates. The Ministry of Finance sets the rules for land use levy and land rent, which the Tax Department and its local offices assess and collect. The Ministry of Construction regulates housing and the real estate market.

At provincial level, the People's Council decides the land price table, and since Resolution No. 254/2025/QH15 approves the recovery of remaining land under the 75% rule. The People's Committee decides allocations, leases, changes of purpose and recoveries for organisations, including foreign-invested companies, and sets the annual land price adjustment coefficient. The provincial Department of Agriculture and Environment advises on those decisions, and its land registration office (văn phòng đăng ký đất đai), working through local branches, keeps the land register, issues certificates and registers transactions and mortgages. Since 1 July 2025 commune-level People's Committees handle most matters for households and individuals. Since 15 September 2026 state management of industrial parks has moved from the Ministry of Finance to the Ministry of Industry and Trade (Industrial parks and economic zones).