1. The gap between the legal framework and the actual market
In many countries, REITs have become an important component of the capital market, enabling the securitisation of cash-flow-generating properties such as offices, logistics, industrial parks and shopping centres. The core value of a REIT lies not in speculating on rising land prices but in the ability to generate stable cash flows and distribute long-term profits to investors. In developed markets, therefore, REITs are often seen as part of capital-market infrastructure rather than a mere real-estate product.
However, because a REIT is a model that sits between the financial and property markets, its implementation is far from simple. Beyond investment and portfolio management, the manager must also handle issues of land law, asset operation, tax, lease contracts and conflict-of-interest control. In Vietnam, Circular 98/2020/TT-BTC created an initial legal foundation for real-estate investment funds, but the gap between “having regulations” and “being able to launch a real product” remains quite large.
This is clear when looking at the Asian REIT market. As of the end of 2024, the region had 263 REITs with a total market capitalisation of about USD 235.8 billion, while Vietnam still had no REIT meeting international standards in operation.
The table below summarises the scale of the Asian REIT market by country (as of 31/12/2024), with Vietnam in the last row:
| Market | Market cap (USD bn) | No. of funds | Avg. yield | Notes / Update |
|---|---|---|---|---|
| Japan | ~103 | 58 | 5.4% | Stable; slight decline due to JPY/USD rate |
| Singapore | ~48 (*) | 41 | 6.9% | (*) In pure SGX USD terms. Total market cap ~S$92 bn (≈USD 68 bn) at 10/2024; TTM yield ~6.2% same period (REITAS) |
| China | ~38 | 66 | — | Top 3 in Asia for the first time; 29 new REITs in 2024 |
| Hong Kong | ~30 | 12 | 8.3% | Down 24% — lowest in the region due to interest-rate pressure |
| India | ~12 | 4 | 4.8% | Updated to 6/2025: ~USD 18 bn, yield 4.9–6%; 3 office REITs + 1 retail REIT |
| Thailand | ~4.8 | ~50 | 5.1% | Up 41% — highest in Southeast Asia |
| Vietnam | 0 | 0 | — | No REIT meeting international standards in operation |
Figures as of 31/12/2024. Source: Cushman & Wakefield Asia REIT Market Insight 2024–2025; REITAS Singapore (Overview of S-REIT Industry, Dec 2025); (*) Supplementary Singapore figures in the Notes column from REITAS and My Stocks Investing Monthly Update (Oct 2024).
One of the biggest obstacles today is the issue of asset ownership. A real-estate investment fund has no legal personality, whereas real estate needs a clearly named legal owner. This raises many questions about mechanisms for asset segregation, legal liability and the protection of investors’ interests when disputes or operational risks arise. The current legal framework still does not really clarify how to safeguard investors’ economic ownership within the fund.
China’s experience offers an approach worth referencing through the “public fund + ABS + SPV” model. Under it, the fund does not directly own the real estate but holds ABS, while the project company (SPV) is the legal entity that owns the assets. This structure helps separate risk, strengthen investor protection and support tax optimisation. It is a model Vietnam can reference when completing the legal framework for REITs.
There is also the tax problem. In many markets such as the US, Singapore and Japan, REITs are designed for “tax transparency” — that is, limiting double taxation if the fund distributes most of its profit to investors.
| Country | Tax mechanism | Characteristics |
|---|---|---|
| US / UK | Fund-level exemption ✓ | No corporate income tax if ≥90% of profit is distributed |
| Singapore | Tax transparency ✓ | Withholding-tax exemption for individual investors |
| Japan | Withholding at source ✓ | No double taxation |
| Thailand | Fund-level tax reduction ✓ | VAT exemption, clear legal support |
| Vietnam | Two-tier tax ✗ | 20% corporate income tax at fund level + personal income tax at investor level |
Source: Compiled from Cushman & Wakefield; REITAS; PVIAM analysis
In Vietnam, the product may still be taxed at both the fund level and the investor level when dividends or distributions are received. This tax disadvantage makes REITs hard to compete with other investment channels such as deposits, bonds or direct property ownership.
2. The market still lacks a REIT “in the true sense”
A point that often causes confusion in the market is that a real-estate investment fund is not the same as a fund investing in real-estate sector stocks. Many current products carry a “real-estate” flavour but in fact mainly invest in the shares of property developers. A true REIT, by contrast, must directly or indirectly hold assets that generate stable cash flows, such as offices, logistics, industrial parks or leased infrastructure. This distinction is especially important because the risks of the two models are entirely different. Real-estate stocks fluctuate with stock-market cycles, financial leverage and project progress, whereas a true REIT is valued mainly on the quality of its underlying assets, occupancy rates, lease contracts and its ability to generate long-term cash flows.
In practice, many foreign funds that once operated in Vietnam — such as VinaCapital’s VNL, Dragon Capital’s VPF or Saigon Asset Management’s VPH — mainly invested in real-estate stocks rather than directly owning cash-flow-generating assets. These are essentially equity funds, not true REITs.
The problem in Vietnam’s market today is not a shortage of real estate but a shortage of assets that meet the standards for securitisation. An asset suitable for a REIT needs clear legal status, verifiable cash flows, a sufficiently long operating history, transparent lease contracts and reasonable valuation. Yet many assets in the market are still valued mainly on the expectation of price appreciation rather than on actual cash-flow performance.
China’s experience shows that asset-selection standards for REITs are very tightly controlled. Assets placed in a fund typically must maintain occupancy of 90–100%, have at least 66% of leasable area under contracts of three years or more, and possess a history of stable cash flows of at least three years. After listing, infrastructure and real-estate REITs in China typically maintain distribution yields of about 4–6% per year for property REITs and 8–14% per year for infrastructure-concession REITs — attractive enough to compete with bonds and other stable-income investment products.
This makes the task of acquiring assets for a REIT far from simple. If the fund buys assets at too high a valuation, the yield will no longer be attractive to investors. Conversely, if it requires a valuation reasonable enough to ensure long-term investment efficiency, the asset owner may not be willing to sell. A REIT can therefore only develop when asset owners view it as a tool for capital restructuring and long-term cash-flow optimisation, rather than merely a mechanism to sell assets at the highest price.
3. Asia has come quite far in the REIT story
According to Cushman & Wakefield, by the end of 2024 Asia had about 263 operating REITs with a total market capitalisation of nearly USD 236 billion. Japan and Singapore remained the region’s two largest REIT hubs, while China and Thailand recorded strong growth as capital returned to infrastructure, logistics and industrial-park assets.
Notably, many emerging Asian markets are developing REITs quite pragmatically: focusing on assets that generate stable cash flows such as logistics, industrial parks, data centres and infrastructure, rather than relying too heavily on traditional commercial real estate.
| Market | 2024 growth (%) | Comment |
|---|---|---|
| China | +85% | Top 3 in Asia for the first time — 29 new products |
| Thailand | +41% | Strongest growth in the Southeast Asia group |
| Philippines | +37% | Commercial real estate recovering after COVID |
| Malaysia | +21% | Solid economic base, logistics growth |
| India | +13% | Grade-A offices, 4 listed REITs |
| Singapore | –11% | Interest-rate and exchange-rate pressure |
| Hong Kong | –24% | Sharpest decline in the region |
Source: Cushman & Wakefield Asia REIT Market Insight 2024–2025
Thailand is a notable example. Although the size of its economy is not too different from Vietnam’s, this market has built a relatively clear REIT ecosystem with more coherent legal, tax and investor-protection mechanisms. This is also why Thai REITs have retained their ability to attract long-term institutional capital even during a period of high global interest rates.
China is a more instructive case in terms of structure. Since the first batch of C-REITs listed in June 2021 with 9 funds, by the end of 2023 the market had 29 listed REITs with a total issuance size of RMB 95.5 billion. Notably, the asset types were gradually expanded as the market matured: starting from industrial parks, logistics and transport infrastructure (2021), then expanding to affordable rental housing (2022) and renewable energy (2023). This is a sequential, pragmatic approach — prioritising the asset types with the most verifiable cash flows first.
| Market | REIT dividend yield 2024* |
|---|---|
| Hong Kong | 8.3% |
| Singapore | 6.9% |
| Japan | 5.4% |
| Thailand | 5.1% |
*Spread over government bonds: on average 130–133 basis points.
Source: Cushman & Wakefield Asia REIT Insight 2024–2025; CBRE APAC Outlook 2024.
The biggest lesson from these markets probably lies not in fund size or the number of products, but in the fact that investors believe the assets’ cash flows are real, verifiable and transparently managed.
4. What the market needs is not a very large REIT
In fact, Vietnam does not lack the potential to develop REITs. Industrial parks, logistics, data centres, Grade-A offices and rental housing can all become foundational assets for this market in the future.
However, what the market needs at this point is probably not a very large or very complex REIT. What matters more is a product of sufficient standard to build investor confidence: real assets, real cash flows, clear legal status, reasonable valuation and a sufficiently transparent governance mechanism.
A true REIT also cannot be built on expectations of rising property prices alone. It must be a product based on asset-operating capability, cash-flow quality and disclosure discipline over the long term. Only then can a REIT attract institutional capital and become a sustainable component of the capital market.
5. REITs in Vietnam need more than a legal framework
More than a decade after the concept of real-estate investment funds appeared in the legal framework, Vietnam has still not formed a REIT market in the true sense according to international practice. What is missing today is not merely the product, but an ecosystem complete enough for that product to operate effectively and build investor confidence.
- Clarity on asset-ownership structure — determining who holds title, how assets are segregated, and how legal liability is allocated.
- A sufficiently competitive tax mechanism — so that REITs are not disadvantaged relative to alternative investment channels.
- Underlying assets of sufficient quality — clear legal status, verifiable cash flows, and a sufficiently long operating history to generate stable cash flows.
- Sufficiently transparent disclosure standards — so that investors can fully assess risk.
Conclusion: A good REIT does not sell a “real-estate story”
Done right, a REIT can become a bridge between Vietnam’s capital market and property market, helping enterprises reduce dependence on bank credit while opening up more long-term investment options for individual and institutional investors.
But if implemented too fast, without transparency, or used as a tool to transfer risk from asset owners to the investing public, the market will find it very hard to get a second chance. A good REIT does not sell a “real-estate story.” The core value of this product must always be transparent cash flows and long-term asset-management capability.
REFERENCES
- Cushman & Wakefield — Asia REIT Market Insight 2024–2025 (March 2025)
- REITAS (REIT Association of Singapore) — Overview of the S-REIT Industry, December 2025
- CBRE — Asia Pacific Real Estate Market Outlook 2024
- The Saigon Times — “Is it time to develop real-estate investment funds?” (October 2022)
- Securities Law 2019 and Circular 98/2020/TT-BTC on real-estate investment funds
- VnEconomy — “Asian REIT market continues to decline” (August 2024)
- CSRC (China Securities Regulatory Commission) — Guidelines on Publicly Offered Infrastructure Securities Investment Funds (Trial)
- PVIAM Research — Real Estate Investment Trust: Structures, Asset Classes and Case Studies (Internal Reference)
Source: Dau tu Chung khoan
