Grounds for termination of civil obligations in Vietnam

Grounds for termination of civil obligations in Vietnam (Internet image)

1. Termination of civil obligations in Vietnam

Article 372 of the Civil Code 2015 stipulates that a civil obligation shall terminate in any of the following cases:

(1) The obligation is fulfilled;

(2) The parties so agree;

(3) The obligee waives performance of the obligation;

(4) The obligation is substituted by another civil obligation;

(5) The obligation is offset;

(6) The obligee and the obligor merge;

(7) The prescriptive period for a release from the civil obligation has expired;

(8) The obligor being a natural person dies, or the obligor being a juridical person ceases to exist, and the obligation must be performed by that particular natural person or juridical person;

(9) The obligee being a natural person dies and the right to demand does not form part of the bequeathed estate, or the obligee being a juridical person ceases to exist and the right to demand is not able to be transferred to another juridical person;

(10) A distinctive object which is the subject matter of the civil obligation no longer exists and is substituted by another civil obligation.

(11) Other cases as provided by law.

2. 11 cases of termination of civil obligations in Vietnam

2.1. Fulfillment of civil obligations in Vietnam

The civil obligation shall be deemed to be have been fulfilled when the obligor has performed the obligation in its entirety, or has performed a portion of the obligation and the obligee waives any further performance.

(Article 373 of the Civil Code 2015)

2.2. Fulfillment of obligations in case the obligee is slow to receive the object of the obligation in Vietnam

Fulfillment of obligations in case the obligee is slow to receive the object of the obligation is specified as follows:

When an obligee is late in accepting the subject matter of an obligation which is an object, the obligation to deliver an object shall be fulfilled at the moment when the object is deposited for bailment as prescribed in Clause 2 Article 355 of the Civil Code 2015.

(Article 374 of the Civil Code 2015)

2.3. Termination of civil obligations by agreement in Vietnam

Termination of civil obligations by agreement is as follows:

Parties may agree to terminate a civil obligation at any time but must not cause damage to the interests of the State or the public or the legal rights or interests of other persons.

(Article 375 of the Civil Code 2015)

2.4. Termination of civil obligations due to waiver in Vietnam

Termination of civil obligations due to waiver is prescribed as follows:

- A civil obligation shall terminate when the obligee waives the obligation of the obligor, unless otherwise provided by law.

- When a secured civil obligation is waived, the security arrangement shall also terminate.

(Article 376 of the Civil Code 2015)

2.5. Termination of civil obligations by substitution in Vietnam

Termination of civil obligations by substitution is specified as follows:

- Where parties agree to substitute an original civil obligation with another civil obligation, the original civil obligation shall terminate.

- A civil obligation shall also terminate if the obligee has accepted another property or the performance of another act as a substitute for the property or act previously agreed.

- Where a civil obligation is an obligation to support others or to compensate for any damage due to harm to life, health, honor, dignity or reputation, or another personal obligation which is not able to be transferred to other persons, such obligation may not be substituted with another obligation.

(Article 377 of the Civil Code 2015)

2.6. Termination of obligations due to clearing of obligations in Vietnam

Termination of civil obligations where obligations are offset:

- Where parties have reciprocal obligations with respect to fungible objects, when both obligations fall due, the parties shall not be required to perform their obligations to each other, and the obligations shall be deemed to have terminated, unless otherwise provided by law.

- Where the values of properties or acts are not equivalent, the parties shall settle with each other the difference in value.

- Objects having monetary value may be used to offset an obligation to pay money.

* Cases where civil obligations may not be offset

A civil obligation may not be offset in the following cases:

- The civil obligation is in dispute;

- The obligation is to compensate for harm to life, health, dignity, honor or reputation;

- The obligation is to support others;

- Other obligations as provided by law.

(Articles 378, 379 of the Civil Code 2015)

2.7. Termination of civil obligations upon merger of obligor and obligee in Vietnam

Termination of civil obligations upon merger of obligor and obligee is prescribed as follows:

A civil obligation of an obligor shall terminate when the obligor becomes the obligee with respect to that particular obligation.

(Article 380 of the Civil Code 2015)

2.8.Termination of civil obligations due to expiry of duration of waiver of civil obligation in Vietnam

Termination of civil obligations due to expiry of duration of waiver of civil obligation is prescribed as follows:

Upon expiry of the duration of waiver of a civil obligation, the obligation shall terminate.

(Article 381 of the Civil Code 2015)

2.9. Termination of civil obligations when obligor being natural person dies or when obligor being juridical person ceases to exist in Vietnam

Termination of civil obligations when obligor being natural person dies or when obligor being juridical person ceases to exist is prescribed as follows:

Where parties have agreed or the law provides that an obligation must be performed by a particular obligor, when such natural person dies or such juridical person ceases to exist, the obligation shall terminate.

(Article 382 of the Civil Code 2015)

2.10. Termination of civil obligations when distinctive objects no longer exist in Vietnam

Termination of civil obligations when distinctive objects no longer exist is prescribed as follows:

An obligation to deliver a distinctive object shall terminate when such distinctive object no longer exists.

Parties may agree on the substitution of such object with another object or on compensation for any damage.

(Article 383 of the Civil Code 2015)

2.11. Termination of civil obligations in cases of bankruptcy in Vietnam

Termination of civil obligations in cases of bankruptcy is as follows:

In cases of bankruptcy, civil obligations shall terminate in accordance with the Law on bankruptcy.

(Article 384 of the Civil Code 2015)

Ngoc Nhi

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