INTRODUCTION TO LAW

Assoc. Prof. Nguyen Tien Hoang (PhD)

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 CONTENTS

l Chapter 1. State and law

l Chapter 2. Civil Law in Vietnam
l Chapter 3. International Law

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 Learning materials

1. Course book (Readings and

Tutorials)
2. Vietnam Civil Code 2015
3. Introduction to Law (Textbook,
Vietnamese)
4. Law on Enterprises 2014 and
disputes arising from activities of
Vietnamese enterprises (Reference
book, Vietnamese)
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 Grading Breakdown

10% Attendance
30% Mid-term exam
60% Final exam

Total: 100%

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 RULES REQUIRED IN CLASS

Do not lay your head on the desk, fall asleep

Do not do private things

Keep your mobile phones silent

Raise questions if you do not understand

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 CHAPTER 1
STATE AND LAW

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 Chapter 1
State and law

I. Origin of State and Law

II. Styles, functions of states
III. Sources of law
IV. Types of law

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 I. Origin of State and Law
1. Origin of States

Primitive community/ classless society

Class society State

3 times of specializations

states appear when there are opposite classes having

conflicts. State is the body of ruling class. There is no such 8
thing as a state without law (no state, no law)
 What is a state?

• Special political organization

• Protect the rights and interests of the

ruling class

• Maintain the stability of the society

• Have enforcement power

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 Essence of a state

• Class- conscious face

• Social face

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 Separation/concentration
of powers

Legislative Executive Judicial

power power power

Power to make Power to Power to

law administer the interpret the
law law

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I. Origin of State and Law
(cont.)
2. Origin of Law

Primitive community: customs and usages

Class society State

Law
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 Law is legally enforceable rules
made by authorities within a
society.

Law is the will of ruling class determined

essence by material conditions of a society.

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 II. Styles, functions of states

Ruling form Monarchy Absolute

Styles Structural
form Republic Constitutional

Federal Dualistic
Aristocrat
Democratic
Unitary Parliamentary
Domestic Presidential
Functions
Parliamentary
External
People democratic
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 National Assembly
President

Courts Prosecution
Government
Institutes

People People
Committees Ministries
Councils

vote
People

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 III. Sources of law
Customs and usages Case law Legislation
(Common law) (Civil law)

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 III. Sources of Law
p Legislation:
Constitution - Law of the Land
Codes
Acts
p Common Law - established by precedents, or
earlier cases decided by courts
p Customs and usages

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 1. Legislation

Law making
process The Literal Rule
The Mischief Rule
The Golden Rule
ACTS interpretation

Delegated legislation

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 Legal documents in Vietnam
l Constitution
l Acts, Codes
l Ordinances
l Decrees Issued by??
l Orders
l Decisions
l Circulars

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 Legal norms
l Stated in the legislation
l Include:
l Assumption
l Regulation
l Sanction

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 Examples
l The Buyers shall be entitled not to pay in full or
pay a part if he discovers goods are in damage
upon delivery and can pay only after the Seller’s
replacement.
l A married man who lives with another as spouse
shall be imprisoned from 3 months up to 1 year.
l If the value of the leased property decreases in
comparison with its condition at the time it was
received, the Leaser shall be entitled to demand
damages.

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 Legal relations

Social relations + Legal norms = Legal relations

Elements of legal relations: parties, content, object

Capacity Conducts, things,

non-conduct
Legal event:

Grounds to raise, modify or terminate legal relations?

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 2. Common Law
l Judge-made law;
l Two hundred years ago, almost all law was
common law; most new law is statutory.
l Common law predominates in tort, contract, and
agency law; it is important in property and
employment law.
l Based on stare decisis, meaning “let the decision
stand” (previous decisions – precedents – are
generally upheld in similar cases.)
l Incorporates predictability and flexibility.

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 3. Customs and usages
Law on Commerce 2005:
Article 12. Principle of application of customs in
commercial activities pre-established between parties
Except otherwise agreed, the parties shall be regarded as
automatically applying customs in commercial activities pre-
established between them which they have already known or
ought to know, provided that such customs are not contrary to
the provisions of law.
Article 13. Principle of application of practices in
commercial activities
Where it is neither provided for by law nor agreed by the
parties, and there exist no customs pre-established between
them, commercial practices shall be applied provided that such
practices are not contrary to the principles provided for in this
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Law and the Civil Code
 IV. Types of law

Criminal law Civil law

Criminal Law is an offence Civil Law controls the

C against the society even actions between individuals
though only one person may C and or business
suffer. organizations.

Criminal Law aims to punish Civil law aims to

Cthe criminal and money is paid
to the state, not the victim.
C compensate a person who
has suffered a loss by
receiving money. This is
known as damages.
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 Legal names of disputing
Parties
CRIMINAL LAW CIVIL LAW

l Prosecution l Plaintiff
l Accused l Defendant

l Appellant
l Respondent

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 Proof

CRIMINAL LAW CIVIL LAW

Burden
l Falls on the Prosecution l Falls on the Plaintiff

Standard
l Beyond Reasonable doubt l Balance of Probabilities

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 Verdict
CRIMINAL LAW CIVIL LAW
l Guilty or Not guilty l Proven or Not proven

l Punishments are known l Compensation -

as Penalties and can known as a remedy.
include fines or The most common is

imprisonment damages, but can also

be injunctions, &
specific performance

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 Classifications of Law
Substantive Law vs. Procedural Law
p Defines rights and p Establishes
obligations of processes for
involved parties resolving disputes

Public Law vs. Private Law

p Sets the duties of p Regulates duties

the Government to between individuals,
its citizens organizations

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 CHAPTER 2
CIVIL LAW IN VIETNAM

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 Outline

I. Some fundamental concepts

II. Civil legal relations
III. Ownership
IV. Civil obligations
V. Civil contract

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 Outline

I. Some fundamental concepts

1. Objects
2. Principles
3. Sources
4. Civil Code 2015

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 1. Objects
Article 1.- Tasks and governing scope of
the Civil Code
The Civil Code provides for the legal status,
legal standards for the conduct of individuals,
legal persons, other subjects; the rights and
obligations of subjects regarding personal
identities and property in civil, marriage and
family, business, trade, labour relations
(hereinafter referred collectively to as Civil
relations).
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 2. Principles

1. Compliance with law

2. Respect for good morals and

traditions

3. Show of Civil nature

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 3. Sources of Civil law

l Constitution 2013
l Civil Code 2015
l Delegated legislations

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 II. Civil legal relations

1. Parties
l Individual: age of 6- age of 15- age of 18
l Organizations:
lLegal entities
lFamily households
lCo-operative groups
lState - special party

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 II. Civil legal relations (cont.)

2. Objects
- Property: types?
- Conducts
- Non-conducts

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 III. Ownership

1. Elements of ownership
1) Right of possession
2) Right of usage
3) Right of disposal
2. Forms of ownership
3. Methods of ownership protection

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 IV. Civil obligations

1. Definition
2. Bases for giving rise to Civil obligations
3. Types of Civil obligations:
1) Joint civil obligations
2) Divisible civil obligations

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 IV. Civil obligations (cont.)
4. Transfer of rights/obligations
- Transfer of rights
- Transfer of obligations
5. Securities for performance of civil obligations
- Pledge
- Mortgage
- Deposit
- Security collateral
- Escrow account
- Guaranty
- Pledge of trust
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 V. Civil contract

I. Definition
II. Principles of entering into Civil contracts
III. Entering into Civil contract
1) Offer
2) Acceptance
IV. Forms of contract
V. Types of contract
VI. Essential elements of a valid contract
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 1. Offer

l “An offer is a legally binding promise

made by one party to another party”

Offer distinguish Invitation to treat

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 Offer invitation to treat
***
l Displaying goods for sale with the price
attached
l Advertising goods for sale through
catalogue/ media
l Tenders/auctions
l Preliminary enquiries

Invitation to treat
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 The fate of the offer

Offeror may withdraw the offer

Offeror may revoke the offer

Offer
Offeree may reject the offer

Offeree may accept the offer à contract

Offer may lapse due to passing of time

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 Withdraw/revoke the offer

l Offer can be withdrawn prior to their

reaching the offeree
l Offer can be revoked anytime before
acceptance
l Withdrawal and revocation must be
communicated to the offeree in some
reasonably reliable manner.

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 Rejecting an offer
l Offer can be rejected expressly or by
implication
l How can be understood “implication”?

Offeree’s conduct Offeree’s counter offer

Reply with any changes

Clarification of the terms
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 2. Acceptance of the offer

l Only the offeree may accept the offer

l Acceptance must be final and
unconditional
l Acceptance must be communicated to the
offeror.
Silence does not amount to acceptance

Offeror can not force acceptance upon the offeree

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 V. Civil contract (cont.)

3. Remedies l Basis
Students are required to find
the basis for these remedies
+ Penalty (fine for breach)
+ Compensation (damages)
+ Specific performance
+ Suspension
+ Stoppage
+ Cancellation

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 V. Civil contract (cont.)

4. Excuses for non-performance

Force majeure

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 CHAPTER 3
INTERNATIONAL LAW

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 International law
International
Private law

A a B b
A b
A B
State A State B

International Public law

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 I. Definition of International law

l International public law is a branch of

International Law, which governs
relationships between states and/or
international organizations.
l International private law is a branch
of International Law, which governs
relationships between individuals and
organizations in different states.

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Examples of International
public and private law

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 II. Sources of Int’l Private Law

State A Agreed/signed State B

International treaty Convention

Get used to Agreement
Protocol, etc.

Customary law
National law: a typical case. 55
 International treaty

l Legal documents signed and approved by

international law subjects (states,
international organizations…).
l Treaties are legally binding agreements
between two or more states.
l Conventions are legally binding agreements
between states sponsored by international
organizations.

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 International treaty

l Generally, it comes into effect only when

states consent to it.
l Evidence of the consent:
l Decisions of the International Court of Justice.
l Resolutions passed by the UN General Assembly.
l Multilateral treaties, conclusions of international
conferences, and provisions repeated over and
over again in bilateral treaties.

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 Customary law
l Custom – a long-established tradition or usage
that becomes customary law if it is:
1. Consistently and regularly observed
(Evidence of this found in official statements of
governments, opinions of legal advisors,
executive decrees, orders to military forces,
and court decisions).
2. Recognized by those states observing it as a
practice that they must obligatorily follow.

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 National law

l National law - the law issued and

governing social relations within a nation.
1. Reasons for international application of
national law?
2. Main legal families in the world: Common
Law, Civil Law, Islamic Law…

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 Municipal legal systems

l Study of different municipal law

systems is known as comparative law.
l Three major legal system types:
l Romano-Germanic civil law.
l Anglo-American common law.
l Islamic law.

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 Romano-Germanic Civil Law

l Civil law set out in national law codes.

l Civil law deals only with rights of private citizens as
opposed to public law that deals with constitutional
and administrative issues.
l Guidance for decisions comes only from the civil
code, not court decisions.
l Developed from many sources, including the jus
commune or common law of Europe and the lex
mercatoria (merchant law) of the Renaissance.
l Led to development of the French Civil Code
1804 and the German Civil Code 1896 which are
followed by many countries today.
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 Anglo-American Common Law

l Common law is based primarily on court-made

rules of precedent.
l Developed fundamental doctrine of supremacy
of the law. All persons, including the
sovereign, are subordinate to the rule of law.
l Precedent used prior acts or instances as a
model for deciding later similar cases.
l Equity courts based upon being just, impartial,
and fair in circumstances not covered by rules
of law have now merged with law courts.
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Contrasting Civil and Common Law

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 Islamic Law

l The Islamic legal system is known as Shari’a.

l Shari’a is derived from the following sources
and are listed in order of importance:
1. The Koran;
2. The Sunna or teachings and practices of the
Prophet Mohammad;
3. The writings of Islamic scholars;
4. Consensus of the legal community.

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 III. International persons

l State
l Independent state
l Dependent state
l Inchoate state
l International Organization
l Inter-governmental
organization (IGO)
l Non-governmental
organization (NGO)
l Individual
 State

l State - political entity comprising a territory,

population, a government capable of entering
into international relations, and a government
capable of controlling its territory and peoples.
l An independent state is sovereign and
operates independently and internationally.
l A dependent state (Puerto Rico) has formally
surrendered some aspects of their political and
governmental functions to another state.
l An inchoate state lacks attributes of
independent state, such as territory or
population.
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 International organization
l Under the United Nations Charter, there are two
kinds of international organizations:
1. Inter-governmental organization (IGO)
2. Non-governmental organization (NGO)
l IGO is a permanent organization set up by two or
more states to carry on activities of common
interest.
l NGO is an international organization made up of
organizations or individuals other than states.
l May be non-profit NGO or for-profit NGO (MNC,
TNC…).

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 IGO
l IGO charter (Ex: UN Charter) sets out its
l Aims
l Objectives
l Internal structure
l Resources
l Express powers
l IGO must be recognized to have legal
capacity – the qualification or authority
to deal with other international persons.
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 The United Nations
l Most important IGO
l Its charter is a multilateral treaty
l Operate through its organs- agencies
that carry on specific functions within a
larger organizations.
l UN organs are the General Assembly, the
Security Council, the Secretariat, the
International court of Justice, the Trusteeship
Council, and the Economic and Social Council.
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 Other IGOs

l General IGOs that are devoted to political

cooperation, security, & promotion of economic,
social, and cultural development include:
l Council of Europe, African Union, Arab League,
Commonwealth of Independent States…
l Specialized IGOs deal with issues of mutual
interest such as European Space Agency and
International Criminal Police Agency (INTERPOL).
l Free Trade Areas are cooperative economic IGOs.
These include CPTPP, EVFTA, USMCA…
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 NGO

l Non-profit NGOs serve as coordinating

agencies for private national groups.
l Include International Bar Assoc., Amnesty
International, and the International
Committee of the Red Cross…
l For-profit NGOs, known as TNCs or MNCs, are
international corporations of which subsidiaries
are located in multiple countries.

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 Individual
l Individuals have no direct rights under traditional view of
International law.
l Two capacities: civil law capacity, civil act capacity.
l Mainly participates in international civil transactions: civil
rights and obligations.
l Being the party of international contract: contractual
rights and obligations.
l Individual may assert claim for violation of basic human
rights intended to protect all people from cruel and
inhuman treatment, threats to their lives, and persecution.
 IV. Conflict of laws

Definition: the differences between various law

sources in term of specific issues.
Reasons:
l Differences between states in term of political
regime, essence of state and governing class.
l Differences between states in term of
economic development.
l Differences between states in term of social
and natural issues, culture, religion…
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 Forms of law conflicts

- Legal status of parties:

+ Individual: civil act capacity
+ Organization: nationality
- Form of the contract: written, verbal, specific
act.
- Content of the contract: fundamental clause.
- Jurisdiction of the court: automatic jurisdiction,
apply substantial law…
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 Solutions

- Agree substantial law:

+ Sign and approve international treaties
(CISG 1980…).
+ Issue common laws (Law on sale of goods
contract…).
- Apply legal norms on law conflict.

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 THANK YOU

Assoc. Prof. Nguyen Tien Hoang (PhD)

0967 968 988
nguyentienhoang.cs2@ftu.edu.vn

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