An investment project contract involving land use is a crucial legal document that governs the relationship between investors and competent authorities or their authorized representatives. It outlines the rights, obligations, and responsibilities of each party, ensuring legal compliance and project feasibility. The following are the essential components that must be included in such a contract:
1. Fundamental Provisions of an Investment Project Contract Involving Land Use
a. Information on Contracting Parties, Contract Duration, and Term
The contract must clearly state the details of the contracting parties, including their names, addresses, and other relevant information. Additionally, it should specify the contract’s effective date and duration, allowing all parties to understand their commitments throughout the project lifecycle.
b. Detailed Information on the Investment Project
This section should provide a comprehensive description of the project, including its objectives (business, social, or environmental goals), the precise project location, and land allocation details. The project timeline must also be clearly outlined, specifying major phases and their respective completion deadlines to ensure proper progress monitoring.
c. Project Scale and Total Investment Capital
The contract should define the project’s scale, including land area and other required resources, as well as the projected total investment capital. This ensures financial transparency and the economic viability of the project.
d. Land Use and Resource Utilization Conditions
This clause must stipulate the conditions for land use rights transfer, land rental fees, and any applicable legal requirements. If the project requires additional resources such as water, electricity, or energy, the contract should specify the relevant conditions for their usage.
e. Compensation, Support, and Resettlement Plan
In cases where the project affects local residents, the contract must outline a compensation, support, and resettlement plan. This is a legal and ethical responsibility of the investor to mitigate the project’s impact on affected communities.
f. Workplace Safety and Environmental Protection Measures
Every investment project involving land use must comply with labor safety and environmental protection regulations. The contract should specify measures for environmental preservation, waste management, and worker safety throughout the project’s execution.
g. Force Majeure Provisions
The contract must include provisions for handling unforeseen circumstances such as natural disasters, epidemics, or other unpredictable events. This ensures that parties are prepared to manage risks effectively and minimize potential damages.
h. Responsibilities and Obligations of the Parties
The contract should clearly outline the responsibilities and obligations of each party. The investor is required to adhere to the agreed-upon timeline, ensure project quality, and comply with all relevant legal requirements.
2. Disclosure Requirements on the National E-Procurement System
According to Decree No. 115/2024/ND-CP, certain key details of investment project contracts involving land use must be publicly disclosed on the National E-Procurement System within five working days of the contract’s effective date. This requirement enhances transparency, facilitates monitoring by stakeholders, and reduces the risk of disputes. The disclosed information includes:
- Project Name and Contract Identification Number: This information helps in the accurate tracking and management of the project at the national level.
- Details of the Competent Authority and the Selected Investor: Names, addresses, and other relevant details of both the competent authority and the selected investor must be made available for public reference.
- Project Objectives and Scale: Disclosure of project objectives and scale allows stakeholders to assess feasibility and monitor implementation progress.
- Project Timeline and Land Use Details: Information regarding the project’s implementation phases, start and completion dates, as well as land area and usage terms, must be specified to prevent disputes.
- Estimated Total Investment Capital: This detail ensures financial transparency and allows public monitoring of the investor’s financial commitments.
3. Required Documentation for an Investment Project Contract Involving Land Use
The investment project contract file consists of various documents that validate the agreed-upon terms and commitments between parties. According to Article 72 of the 2023 Law on Procurement, the contract file must include:
- The Main Contract Document: This is the official legal document capturing all negotiated terms and agreements between the parties.
- Contract Appendices: Appendices may include supplementary details, clarifications, or amendments to the main contract terms.
- Negotiation Records: These records document the contract negotiation process, ensuring transparency in the agreement formation.
- Decision on Investor Selection Approval: A formal approval decision from the competent authority confirming the selection of the investor for project execution.
- Bidding Documents and Clarification Documents: The selected investor’s bid proposal and any clarification documents related to the bidding process must be included.
- Bidding Invitation Documents and Amendments: All official tender invitation documents and any subsequent amendments or clarifications must be retained.
- Legal Documents: Legal documents such as land use rights certificates, construction permits, and other necessary approvals must be included to validate the project’s legal compliance.
- Environmental Protection and Labor Safety Commitments: The contract file should contain documentation of environmental and labor safety commitments, ensuring regulatory compliance and risk mitigation.
- Compensation and Resettlement Plans: If the project affects third-party rights, the contract file must include plans for compensation and resettlement to uphold social responsibility.
- Other Relevant Documents (if applicable): Additional documents may be included depending on the nature and scale of the project, such as feasibility studies, financial reports, or supplementary agreements.
In conclusion, an investment project contract involving land use is a legally binding document that ensures transparency, regulatory compliance, and effective project execution. By including the above essential components and adhering to public disclosure requirements, investors and authorities can mitigate risks, enhance accountability, and foster sustainable development.
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1. Lawyer Vu Thi Phuong Thanh, Manager of TLA Law LLC, Ha Noi Bar Association
Email: vtpthanh@tlalaw.vn
2. Lawyer Tran My Le, Chairman of the Members’ Council, Ha Noi Bar Association
Email: tmle@tlalaw.vn.
Dinh Phuong Thao