Decree 35/2020 – New merger filing thresholds in Vietnam

During the Covid-19 outbreak, the Vietnamese Government issued an important decree implementing the Competition Law 2018. Among other things, the Government has introduced a (mostly) complete new set of merger filing thresholds. Unfortunately, like social distancing measures applied during Covid-19, the new merger filing thresholds could potentially put more “legal distance” between parties to M&A deals in Vietnam especially those conducted by large corporations.

Under the old Competition Law 2004, the Government only applies the “market share” test to determine whether a merger filing should be made. Due to the vagueness and difficulty of determining market share numbers in practice, only a few M&A deals are subject to merger filing under the old Competition Law 2004. Now, it is no longer the case. In addition to the old market share test, Decree 35/2020 introduces two new “bright-line” tests (i.e., “size- of-person” test and “size-of-transaction” test) without any exception. Any M&A transaction triggering any of the three separate and independent tests will now need to be reported to the not-yet-established National Competition Committee (NCC). In short, the NCC now presumably has more testing tools for a merger filing than the competition authorities in EU(one), US (two), and China (one), which unfortunately is not a good sign for M&A lawyers in Vietnam.

Details of each test for each industry are set out in the table below (US$ numbers are approximates):

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Written by Nguyen Quang Vu On In ,

A Comparison Between Vietnam’s Trade In Service Commitments under WTO, CPTPP, and EVFTA

The full text of the Comprehensive and Progressive Agreement for Trans-Pacific Partnership Agreement (CPTPP) and the Free Trade Agreement between Vietnam and European Union (EVFTA) have been made available for public information. Please download here a table comparing the existing commitments of Vietnam under WTO Agreement, CPTPP and EVFTA Agreement for certain service sectors. The comparison is done by Tran Thuy Tien, Nguyen Thuc Anh and Le Minh Thuy.

Notes:

  • Vietnam’s specific commitments are contained in two Annexes (Annex I and Annex II) of Chapter 9 of the CPTPP and Chapter 8 and Annex 8-B of the EVFTA Agreement. The list below covers specific commitments in specific sectors or sub-sectors. But there are commitments which apply to all sectors and are not listed in here.

  • CPC codes are as used in the Provisional Central Product Classification.

  • No limitation means no limits on national treatments in terms of Foreign ownership, forms of investment or other restriction.

  • Branching is generally not allowed unless otherwise indicated.

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Written by Nguyen Quang Vu On In ,

Vietnam Covid-19 Outbreak – Legal Guide to Employment Issues

Please download our guidance on the following employment Covid-19 issues here.

This guidance is written by Nguyen Hoang Duong, Nguyen Bich Ngoc, Quach Mai Phuong, and Nguyen Quang Vu.

1. Employer’s general responsibility to maintain a safe workplace during Covid-19 outbreak?

2. How to deal with employees confirmed to be positive for Covid-19?

3. How to deal with an employee who is in quarantine due to Government order?

4. How to deal with an employee who violates “Covid-19” regulations (e.g., making an untrue medical declaration, or avoiding quarantine) and is later on tested positive?

5. How to deal with employees who are suspected to have or be exposed to Covid-19 but are not subject to quarantine requirements?

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Written by Nguyen Quang Vu On In ,

Vietnam Covid-19 Outbreak - The Legal Secrets of Vietnam’s Success

Undoubtedly, Vietnamese people can be proud of the society’s collective success in combating Covid-19 outbreak (less than 300 confirmed cases and no death after three months since the first confirmed case). Newspaper reports have attributed Vietnam’s success to many things including Government’s decisive and consistent policy, comprehensive quarantine and contact tracing, and high-level of awareness and cooperation by Vietnamese people. However, not much has been said about the legal framework that underpins Vietnam’s success. In this post, we will describe the legal framework which deals with infectious disease and epidemic such as Covid-19 in Vietnam. This post is written by Nguyen Hoang Duy and edited by Nguyen Quang Vu.

Law on Prevention and Control of Infectious Diseases 2007

The Law on Prevention and Control of Infectious Diseases 2007 was issued by the National Assembly in 2007. Laws issued in Vietnam are not always perfect. However, the fact that there is a law issued by the highest authority in Vietnam about pandemic a long time ago (probably after the SARS outbreak in 2003) demonstrates that Vietnam has given serious thought about how to deal with a pandemic.

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Written by Nguyen Quang Vu On In ,