Civil Code 2015 – Unclear scope of application

The Civil Code 2015 will take effect from 1 January 2015 and will likely to have material changes to the Vietnamese legal framework. The Civil Code 2015 applies to relations between individuals and/or legal persons which are established on the basis of (1) equality, (2) freedom of choice, (3) having one’s own assets and (4) being liable for oneself (civil relations). This is a major change to the scope of application of the Civil Code 2005 which applies to civil relation, family and marriage, business, commercial and employment. There are a few issues arising from the changes:

Restriction on leasing building attached to land with annual lease payment

A land user who leases land from the Government with annual payment is not allowed to lease houses and building attached to the land unless such land user registers for real estate business under the Law on Real Estate Business 2014. At first, it seems quite illogical to limit the owner of an asset to lease it while still allow such asset to be sold. However, this is the position under the current land regulations. In particular,