Stay informed with the latest legal developments impacting the market in Vietnam. This month, we are pleased to share the most relevant updates from our GBA Board Members, Dr. Oliver Massmann, Partner & General Director of Duane Morris Vietnam, and Michael Wekezer, Country Manager of Rödl Vietnam.
Legal News contributed by Dr. Oliver Massmann, some highlights are as follows:
1. A new decree regulates the re-lending of ODA loans and foreign concessional loans
- Under Decree No. 317/2025/ND-CP, that amends and supplements certain provisions of Decree No. 97/2018/ND-CP, the re-lending of ODA loans and foreign concessional loans are regulated for public scientific and technological organizations, as well as financially autonomous public universities.
- Decree 317 regulates that public service units that are public scientific and technological organizations or public universities with investment projects in science, technology, innovation, and digital transformation, as outlined in the Politburo’s Resolution No. 57-NQ/TW, dated December 22, 2024, and the Law on Science, Technology, and Innovation, are allowed to re-borrow 10% of ODA loans and concessional loans for these investment projects, provided they ensure regular and investment expenditures, according to public debt management laws.
- Additionally, Decree 317 also stipulates that these entities are not required to provide loan guarantees, saying that no loan guarantee is required if a public service unit, being a public scientific and technological organization or a public university, re-borrows foreign loans from the government under the provisions of Point d, Clause 2, Article 21 of this decree, and cannot provide loan guarantees with assets as per legal regulations.
2. Decree regulates corporate income tax incentives
- Under Decree 320/2025/ND-CP detailing the implementation of the Law on Corporate Income Tax, the standard corporate income tax (CIT) rate is 20 percent, except for specific cases and cases eligible for the preferential rates.
- Specifically, a CIT rate of 15 percent applies to enterprises with a total revenue in the preceding year of not more than VND 3 billion (USD 114,000), while a CIT rate of 17 percent applies to enterprises with a total revenue in the preceding year of over VND 3 billion but not more than VND 50 billion.
- Total revenue used as the basis for determining eligibility for the above-mentioned 15 percent and 17 percent tax rates includes total revenue from sales of goods and provision of services (excluding revenue deductions), revenue from financial activities, and other income according to the enterprise’s business result statements.
- Expenses that can be deducted also include market research costs; research costs for products and services serving the development of new products and services; and investment costs for projects to develop new products and services that are unsuccessful or must be discontinued.
3. Property to be granted e-identification codes from March 1
- Each real estate product will have its own unique electronic identification code starting from March 1 this year to ensure transparency, strict management and standardization of market information.
- The new regulation comes under Decree 357/2025/NЭCP on the construction and management of information systems and databases on housing and the real estate market nationwide, issued by the Government in the early days of 2026.
- According to the decree, the information system and database on housing and the real estate market will be built and managed uniformly from the central to local levels. The Ministry of Construction is responsible for building and managing the system nationwide. Provincial people’s committees are responsible for collecting data, updating and using the database.
- The electronic identification code for each real estate product is a string of alphanumeric characters, with a maximum of 40 characters. This code is granted individually to each house, apartment, detached house,e and real estate property within a construction project.
- Simultaneously, the real estate database will include statistics on buying and selling prices, total transaction value, and inventory. The system will also contain data on notarized transactions and information on real estate purchase and sale contracts that include the identification code of the real estate and the individual or organization involved in the transaction, the signing date, and the form of transaction (buying, selling, leasing, and transfer).
Legal News contributed by Michael Wekezer, some highlights are as follows:
1. Incentives for companies in the digital technology, semiconductor, and artificial intelligence industries
- Law on Digital Industry and Technology No. 71/2025/QH15 dated 14 June 2025 (effective from 01 January 2026).
- Providing incentives for digital technology, semiconductor, and AI enterprises.
- Allowing companies to utilize user data to develop digital technology products and services.
- Digital technology research and development expenses are applicable for corporate income tax deductions.
2. Introducing various legal definitions and mechanisms for construction projects
- Law on Construction No. 135/2025/QH15 dated 10 December 2025 (effective from 01 July 2026).
- Expanding the scope of Construction Permits Exemption to include urgent and large-scale projects.
- Introducing a definition for Liquidated Damages and modern dispute resolution mechanisms aligned with international practice.
3. Regulations on execution and validity of digital labour contracts
- Decree No. 337/2025/ND-CP dated 24 December 2025 regarding digital labour contracts (effective from 01 January 2026).
- A labour contract can now be executed either in digital or paper form. Execution of eContract must comply with the regulations on electronic transactions, cybersecurity, data management, personal data protection, and storage.
- Imposing obligations on eContract service providers to verify and authenticate signatory identities through appropriate technological solutions and to obtain the required business licenses.
| Dr. Oliver Massmann Partner & General Director | Michael Wekezer Country Manager |