Further guidance on “fundamental” principles of Vietnamese law

“Fundamental” (or basic) principles of Vietnamese law are an important concept. For example, while certain contracts with Vietnamese counterparties could be governed by foreign law, the choice of foreign law must not be contrary to fundamental principles of Vietnamese law. Vietnamese courts may refuse recognition of foreign arbitration awards if such awards are contrary to fundamental principles of Vietnamese law. Until recently, there is no clear guidance about what fundamental principles of Vietnamese law are. In March 2014, under Resolution 1/2014 implementing the Law on Commercial Arbitration, the Supreme Court seems to be for the first time has given some limited guidance on fundamental principles of Vietnamese law. In particular,

• The court considers a fundamental principle of Vietnamese law to be a fundamental principle of conduct which applies broadly (hiệu lực bao trùm) to the drafting and implementing of Vietnamese law; and

•  The courts refer to certain principles contained in the Civil Code, the Commercial Law and the Law on Commercial Arbitration as example of fundamental principles of Vietnamese law.  

Licences and Permits for running business in Vietnam

Navigating among numerous licences and permits required by law for running a business in Vietnam has never been easy. There many reasons including:

• There is no comprehensive list of valid licences and permits available. Therefore, businesses run the risks of missing certain licences and permits. This is particular true as many authorities in Vietnam have the power to issue licences and permits;
• The time and efforts required for obtaining a licence or permit may be substantial. In practice, the authorities may not always check or enforce the required licence or permit. Therefore, the risk in practice of missing a particular licence and permit varies; and
• That being said, in theory, missing a required licence or permit may be subject to administrative penalty and, in extreme case, criminal penalty (e.g. see the case against Mr Nguyen Duc Kien).

Regarding the first point, I just come across of report on business licences and permits prepared by the Ministry of Planning and Investment (MPI) in December 2013 (MPI List). The MPI seems to have spent substantial time and efforts verifying with all other ministries about the licences and permits issued by such other ministries. As such, the MPI List is quite comprehensive. The MPI List provides for the list of 334 licences and permits requires for various conditional business lines in Vietnam.

Therefore, a business owner may use the information in the MPI List to check if it has obtained all the licences and permits mentioned in the MPI List for its operation, if necessary.

A copy of the MPI List in Vietnamese can be downloaded here.

An unofficial translation of the MPI List by VILAF can be downloaded here.