Vietnam Business Law

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Proposed new changes to the Enterprise Law 2005

The Vietnamese Government is contemplating to pass certain amendments to the Enterprise Law 2005 by end of this year. It is still early to tell how the amendments will look like. However, it appears from Resolution 22 dated 22 March 2014 of the Government that:

  • the Government is considering whether to apply criminal liability to enterprises under the amended Penal Code. Currently, only a natural person will be subject to criminal liability;
  • there will be a separate charter on management, governance and operation of State-owned enterprises in the Enterprise Law. However, there will also be a separate law on State capital in enterprises. Currently, these issues are regulated in various Decrees of the Government;
  • there will be a provision on social enterprise; and
  • it is not compulsory to record all the business lines of an enterprise in its Enterprise Registration Certificate except in case of business lines which are subject to certain business conditions. If this proposal is adopted then it could substantially reduce the hassles that an enterprise must go through when it expands its scope of operation. Currently, whenever an enterprise expands its business, it must apply to change its Enterprise Registration Certificate to record a new business line. 
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