Decree 99/2026/ND-CP Amends Rules on Managing and Exploiting Road Transport Infrastructure Assets
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Based on:99/2026/NĐ-CP - Government Official Gazette
This explanation was generated by AI and checked by an automated AI review, not by a human expert. It is not legal, tax or accounting advice and may contain errors. Check the official document before you rely on it.
On March 31, 2026, the Government issued Decree No. 99/2026/ND-CP amending Decree No. 44/2024/ND-CP on the management, use, and exploitation of road transport infrastructure assets (roads, bridges, tunnels, terminals, toll stations, etc.). The main change reorganizes management authority to match Vietnam's new two-tier local government model: road management agencies and asset-management units are now defined at three levels, central (Ministry of Construction), provincial, and commune, replacing the previously abolished district level. The decree revises the asset-handover process and the approval authority for schemes to transfer toll-collection rights, lease exploitation rights, and transfer time-limited exploitation rights over road assets. For businesses seeking to bid on these rights, notable requirements include minimum financial capacity (revenue and pre-tax profit over the two most recent years per audited financial statements), a performance deposit equal to 5% of total contract value or an equivalent bank guarantee, and a claw-back mechanism requiring an extra payment of 50% of any actual exploitation revenue exceeding 125% of the projected baseline. All proceeds from these transactions, net of related costs, must be remitted to the state budget. This is primarily an administrative reorganization of public-asset management authority and the auction/concession process for road infrastructure exploitation rights. It mainly affects state road-management agencies and businesses or investors bidding for toll-collection rights, exploitation rights, or public-private partnership (PPP) transport projects. The decree does not address tax, accounting, e-invoicing, IFRS, labor, or customs matters, so it has little direct impact on most small and medium enterprises, except those installing telecom infrastructure or EV charging stations on road assets, or bidding for exploitation rights.
Overview
Decree No. 99/2026/ND-CP, dated March 31, 2026, amends Decree No. 44/2024/ND-CP on the management, use, and exploitation of road transport infrastructure assets. It was issued to update management authority in line with Vietnam's current two-tier local government model.
Reorganized management authority
Road management agencies and asset-management units are now defined at three levels:
- Central: a unit under the Ministry of Construction.
- Provincial: a specialized agency under the Provincial People's Committee.
- Commune: the People's Committee of the commune, ward, or special zone (its road specialist unit).
The Minister of Construction decides on asset assignment for centrally managed assets; Provincial People's Committee chairpersons decide, or delegate authority to decide, on locally managed assets.
Asset assignment and identification
The decree revises the required dossier, procedure, and 15-day timeline for the competent authority to review and decide on assigning road infrastructure assets. Assets connected to national defense or security require input from the Ministry of National Defense or the Ministry of Public Security before assignment.
Exploitation methods
Recognized exploitation methods include: direct exploitation by the asset-management unit; transfer of toll-collection rights; leasing of exploitation rights; time-limited transfer of exploitation rights; and mixed exploitation (combining the asset with other assets to increase efficiency).
Where part of an asset is used for defense/security purposes, disaster response, propaganda signage, temporary cultural or sporting events, telecom infrastructure, or EV/phone charging stations, the relevant specialized law applies instead, and such use is not treated as "exploitation" under this decree.
Conditions for auction bidders
Beyond general asset-auction requirements, organizations bidding to acquire toll-collection rights, exploitation-right leases, or time-limited exploitation rights must:
- Hold a valid establishment decision or business registration.
- Demonstrate experience managing and operating road works, directly or through a third party.
- Meet minimum financial capacity: revenue and pre-tax profit over the two most recent years, per audited financial statements (enterprises) or approved settlement reports (public service units).
- For time-limited exploitation-right transfers tied to an upgrade/expansion project: maintain minimum equity equal to 15% of the project's total approved investment.
Deposits, guarantees, and revenue-sharing
The winning bidder must place a performance deposit of 5% of total contract value (into an escrow account within 15 days of contract signing) or provide an equivalent bank guarantee.
Each year, if actual exploitation revenue exceeds 125% of the reference revenue (the projected figure used in the auction's starting-price scheme), the transferee or lessee must pay an additional 50% of the revenue exceeding that 125% threshold into the state budget, no later than October 31 of the following year.
Handling of proceeds
Proceeds from transferring toll-collection rights, leasing exploitation rights, or time-limited exploitation-right transfers, net of related costs, must be remitted in full to the state budget (central budget for centrally managed assets, local budget for locally managed assets). Revenue from road-use fees and other services is managed under fee law, state budget law, and the Law on Management and Use of Public Assets (as amended by Law No. 90/2025/QH15).
Note
The Official Gazette excerpt collected here covers Chapter I (amendments to Decree No. 44/2024/ND-CP on road infrastructure); the full decree may contain additional chapters amending decrees on rail, inland waterway, maritime, or aviation infrastructure that are not shown in this excerpt. A specific effective date is not stated in the content that was retrieved.