Vietnam: What is the newest applicable Law on Enterprise? What are the legislative documents guiding the Law on Enterprise 2020 in Vietnam?
What is the newest applicable Law on Enterprise in Vietnam?
On June 17, 2020, the National Assembly issued the Law on Enterprise 2020 providing for the establishment, management, reorganization, dissolution, and relevant activities of enterprises, including limited liability companies, joint stock companies, partnerships, and sole proprietorships; groups of companies.
The latest Law on Enterprise 2024 or more precisely, Law on Enterprise 2020 is specified with 218 Articles in 10 Chapters.
Specifically, the titles of each chapter include the following:
- Chapter I General Provisions
- Chapter II: Enterprise establishment
- Chapter III: Limited Liability Company
+ Section 1: Multi-member limited liability companies
+ Section 2: Single-member limited liability companies
- Chapter IV: State-owned enterprises
- Chapter V: Joint Stock Company
- Chapter VI: Partnerships
- Chapter VII: Sole proprietorships
- Chapter VIII: Group of Companies
- Chapter IX: Reorganization, dissolution and bankruptcy of enterprises
- Chapter X: Implementation provisions.
However, up to now, there has not been any information or document or draft on the promulgation of a new Law on Enterprise to replace the Law on Enterprise 2020.
Therefore, the latest Law on Enterprise 2020 is still applied in 2024.
.png)
What are the legislative documents guiding the Law on Enterprise 2020 in Vietnam?
The legislative documents guiding the Law on Enterprise 2020 in Vietnam (as of January 11, 2024) include:
- Decree 16/2023/ND-CP dated April 25, 2023 on management and operation of enterprises directly serving national defense and security functions, and enterprises serving both business and national defense, security functions; amendments to Point g of Clause 1 of Article 23 in Government’s Decree No. 47/2021/ND-CP elaborating on the implementation of several articles of Law on Enterprises
- Decree 08/2023/ND-CP dated March 05, 2023 on amendments to and suspension of some articles of Decrees prescribing private placement and trading of privately placed corporate bonds in the domestic market and offering of corporate bonds in the international market
- Decree 65/2022/ND-CP dated September 16, 2022 on amendments to Decree No. 153/2020/ND-CP prescribing private placement and trading of privately placed corporate bonds in the domestic market and offering of corporate bonds in the international market.
- Decree 23/2022/ND-CP dated April 05, 2022 on prescribing establishment, reorganization, conversion of ownership, and transfer of rights to represent state capital owner in wholly state-owned enterprises
- Decree 122/2021/ND-CP dated December 28, 2021 on penalties for administrative violations against regulations on planning and investment
- Decree 47/2021/ND-CP guiding the Law on Enterprise
- Decree 01/2021/ND-CP on enterprise registration
- Decree 153/2020/ND-CP dated December 31, 2020 on prescribing private placement and trading of privately placed corporate bonds in the domestic market and offering of corporate bonds in the international market
What are the rights and obligations of enterprises in Vietnam?
Under the provisions of Article 7 and Article 8 of the Law on Enterprise 2020, enterprises in Vietnam have the following rights and obligations:
(1) Rights of enterprises
Every enterprise has the right to:
- Freely engage in any business line that is not banned by law.
- Freely run the business and choose a type of business organization; choose business lines, area of operation and type of operation; change the scale of business and business lines.
- Choose the method of mobilizing, distributing and using capital.
- Freely find markets, and customers and enter into contracts.
- Export and import.
- Hire employees by employment laws.
- Apply technological advances to improve business efficiency; have intellectual property rights protected by intellectual property laws.
- Acquire, use, and dispose of their assets.
- Reject unlawful requests for the provision of resources from other organizations and individuals.
- File complaints and participate in proceedings as prescribed by law.
- Other rights prescribed by law.
Obligations of enterprises
- Maintain the fulfillment of conditions for conducting restricted business lines and business lines restricted to foreign investors (hereinafter referred to as “restricted business lines”) prescribed by law throughout the course of business operation.
- Apply for enterprise registration; register changes to enterprise registration information; publish information about the establishment and operation of the enterprise; submit reports and fulfill other obligations prescribed by this Law.
- Take responsibility for the accuracy of information in the enterprise registration application and reports; promptly rectify incorrect information if found.
- Organize accounting works; pay taxes and fulfill other financial obligations prescribed by law.
- Protect lawful rights and interests of employees as prescribed by law; do not discriminate against or insult employees; do not mistreat or force employees to work; do not employ minors against the law; enable employees to improve their vocational skills through training; buy social insurance, unemployment insurance, health insurance and other insurance for employees as prescribed by law.
- Other obligations prescribed by law.
LawNet