Scope of regulation and subjects of application

Scope of regulation and subjects of application

Article 1. Scope

1. Commercial activities carried out on the territory of the Socialist Republic of Vietnam.

2. Commercial activities conducted outside the territory of the Socialist Republic of Vietnam in cases where the parties agree to choose to apply this law or foreign law, international treaties which the Socialist Republic of Vietnam is a contracting party to apply this Law.

3. Activities are not intended profitability of a transaction inside traders made on the territory of the Socialist Republic of Vietnam in cases where the implementation of activities aimed at profitable not select pressure use this law.

Article 2. Subjects of application

1. Traders commercial activities as defined in Article 1 of this law.

2. Organizations and individuals that work related to trade.

3. Based on the principles of this Act, the Government shall specify the application of this Act to individual commercial activities independently, often not for business registration.

Article 3. Definitions

In this Law, the following terms are construed as follows:

1. Commercial activities are activities aimed at profitability, including purchase and sale of goods, provision of services, investment and trade promotion activities to other profitable purposes.

2. Goods include:

a) All kinds of products, including the estate formed in the future;

b) Objects attached to land.

3. Habits in commercial activities as rules of conduct with clear content is formed and repeated in a long time between the parties, the parties implicitly admit to determine the rights and obligations inside of commercial contracts.

4. Commercial practice habits are widely recognized in commercial activities in an area, region or business sector, with the contents clearly acknowledged by the parties to determine the rights and obligations of the internal commercial activities.

5. Data message means information generated, sent, received and stored by electronic means.

6. Representative offices of foreign traders in Vietnam are dependent units of foreign traders, was established under the provisions of the law of Vietnam to explore the market and make some promotion activities commercial Vietnam law allows.

7. Branches of foreign traders in Vietnam are dependent units of foreign traders, was established and commercial activities in Vietnam under Vietnam law or international treaties to which the Republic Socialist Vietnam is a member.

8. Trading of goods are commercial activities, whereby the seller is obliged to deliver goods, transfer of ownership of the goods to the buyer and receipt of payment; the purchaser is obliged to pay to the sellers, consignees and ownership of the goods as agreed.

9. Provision of services means commercial activities whereby one party (hereinafter referred to as service providers) are obliged to perform services for another party and receipt of payment; the use of services (hereinafter referred to as the customer) is obliged to pay to the service providers and service users under the agreement.

10. Trade promotion activities that promote, seek opportunities for buying and selling goods and providing services, including promotional activities, commercial advertising, display and introduction of goods, services and opportunity fair or trade show.

11. The intermediary commercial activity is the operation of traders to carry out commercial transactions for a merchant or a number to be determined, including works representing traders, trade brokers, authorized buying and selling goods and mining commercial agents.

12. Breach of contract is for a party to perform, perform incomplete or improper implementation of obligations under the agreement between the parties or according to the provisions of this Law.

13. Violations of the fundamental breach of contract by one party causes damage to the other party to the extent that the other party does not achieve the purpose of the conclusion of the contract.

14. Origin of goods is the country or territory where the entire production of goods or the place where the basic stages of the final processing for goods in the case of countries or territories involved in the the production of such goods.

15. The form of equivalent value documents, including telegraph, telex, fax, data messages and other forms prescribed by law.

Article 4. Application of Commercial Law and relevant laws

1. Commercial activities must comply with the Commercial Law and relevant laws.

2. Commercial activities are specific provisions in other laws shall apply the provisions of that law.

3. Commercial activities are not specified in the Commercial Law and other laws shall apply the provisions of the Civil Code.

Article 5. Application of international treaties, foreign laws and international trade practice

1. Where an international treaty which the Socialist Republic of Vietnam is a contracting party to apply foreign law, international trade practices or other regulations with the provisions of this Act shall apply the provisions of that treaty.

2. The parties to commercial transactions with foreign elements were agreed to apply foreign law, international trade practices if foreign law, international commercial practice which is not contrary to the principles the law of Vietnam.

Article 6. Traders

1. Traders including economic entities legally established and individuals doing business independently, often and with business registration.

2. Traders may trade in the professions, in the province, according to the forms and methods that are not prohibited by law.

3. Right to lawful commercial activities of traders are protected by the State.

4. The State shall exercise state monopoly no timeline for commercial operation for a number of goods and services or in some areas to ensure national interests. The Government shall specify the categories of goods and services, geographical areas of the State monopoly.

Article 7. Obligations of business registration of traders

Traders that have business registration obligations as prescribed by law. Where unregistered trading, traders still have to be responsible for all its activities in accordance with this Law and other provisions of law.

Article 8. State management agency on commercial activities

1. The Government unifies state management of commercial activities.

2. The Ministry of Trade shall be responsible before the Government for performing the state management of the purchase and sale of goods and the specific commercial activities specified in this Law.

3. Ministries and ministerial-level agencies in the scope of duties and powers, be responsible for implementing the state management of commercial activities in the area assigned.

4. People's Committees at all levels shall perform the state management of commercial activities in localities under the Government's decentralization.

Article 9. Trade Association

1. Trade Association was established to protect the legitimate rights and interests of traders, merchants engaged encourage commercial development, propagation and dissemination of the provisions of the law on trade.

2. Trade associations are organized and operate in accordance with the law on associations.


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