LEGAL ENVIRONMENT FOR BUSINESS IN VIETNAM
Business Law – Matching 1
1 Generally, business law is
2 Legal environment for business
in Vietnam includes a set of
rules regulating business
behaviour of business entities in
the market and
3 Citizens have the right
4 Business Entities are
5 An organization being a business E
entity is the one that
6 An individual person being a
business entity is the one who
7 Business Law is important
because
8 Laws regulating business
activities in Vietnam include
9 Basic legal documents for
business activities in Vietnam
which are passed by the National
Assembly include
10 Secondary Regulations (sub-
laws) for business activities in
Vietnam which are passed by
Standing Committee of the
A to freely do business in accordance with the
law
B it creates legal environment for business
activities; ensures the right to do business
and protects legitimate rights of customers,
employees and society as a whole
C Ordinances; Governmental Decrees
Decisions of the Prime Minister;
Circulars, Joint-circulars of Ministries,
Ministerial level bodies;
Resolutions of People’s Council;
Decisions of People’s Committee
D has full capacity to be responsible for
his/her civil acts and applies for a business
registration
Legal normative documents in business
(legal documents and secondary
regulations) and other sources including
business/ commercial customary laws and
international treaties to which Vietnam is a
party
F The Constitution 2013, the Civil Code
2005, Commercial Law 2005, Enterprises
Law 2020; Investment Law 2020 and
Competition Law 2018
G the law regulating and affecting the
operation of a business.
H has own name, assets, stable office; duly
formed for the purpose of conducting
business
I individuals and organizations that conduct
business activities in accordance with the
law
J rules creating business framework for
business activities
 National Assembly and state
organs at levels include
Business Law – Matching 2
1 Enterprises law
2 Commercial law
3 Contract law
4 Competition law
5 Investment law
6 Labour law
7 Intellectual property law
A is a branch of law which determines the
circumstances in which promises made by
the parties to a contract shall be legally
binding on them. Its rules define the
remedies that are available against a person
who fails to perform his/her contract and
conditions under which the remedies are
available
B applies to investors, other organizations
and individuals (hereinafter referred to as
entities) involved in business investment
C provides particular legal stipulations on the
rights and obligations of consumers; the
responsibilities of traders to consumers and
the responsibilities of social organisations
in protection of the rights of consumers;
disputes and settlement of disputes between
consumers and traders; and the
responsibilities of the State to protect the
right of consumers
D regulates commercial activities conducted
for the purpose of profit
E provides for the basic principles in civil
proceedings; the order and procedures for
initiating lawsuits at courts to settle cases
of civil, marriage and family, business,
trade and labor disputes
F regulates the procedure for submitting,
receiving petitions and initiating
bankruptcy process; the asset liabilities and
measures for asset preservation during
bankruptcy settlement; procedure for
business operation recovery; the
declaration of bankruptcy and
implementation of Decisions on the
declaration of bankruptcy
G governs practices in restraint of
competition, unfair competitive
practices, the order and procedures for
resolution of competition cases, and

8 Consumer Protection
9 Civil procedural law
10 Bankruptcy law
Business Law – Matching 3
1 Private enterprise
2 Limited liability company
3 Partnership
4 Shareholding company
5 Shareholder
6 Partner
7 Director/General Director
measures for dealing with breaches of the
laws on competition.
H regulates the establishment, organization of
management, re-organization, dissolution
and related activities of enterprises
I stipulates copyright, copyright - related
rights; industrial property rights; rights in
plant varieties and for the protection of
these rights
J specifies the labor standards; the rights,
obligations and responsibilities
of the employees, the employers, labor
representative and other relations directly
related to the labor relation, the State
management of labor
A is either an individual or organization
holding at least one share of a shareholding
company
B Is a member of a partnership which may be
either unlimited liability partners or limited
liability partners
C Is the person who manages the day-to-day
business operation and works under the the
supervision of the owner of the company or
the board of management
D is an body that comprises all members of
the limited liability company and is the
highest decision- making authority of the
company.
E is an enterprise owned by one individual
who shall be liable for all activities of the
enterprise to the extent of all his or her
assets
F Is the “domestic law” of a company that
provides principles and rules regarding
operation and activities of the company in
addition to laws
G is an enterprise in which the charter capital
is divided into equal portions called shares;
shareholders may be organizations or
individuals; the minimum number of
shareholders is three and there is no

8 General meeting of shareholders
9 Members’ Council
10 Article of Incorporation
restriction on the maximum number;
and shareholders are liable for the debts
and other property obligations of the
enterprise to the extent of the amount of
capital contributed to the enterprise
H comprises one [single] member limited
liability companies and limited liability
companies with two or more members
[multi-member].
I Is the highest decision making body of a
shareholding company which consists of all
shareholders with voting rights
J is an enterprise in which there must be at
least two members being co-owners of the
company jointly conducting business under
one common name (unlimited liability
partners). In addition to unlimited liability
partners, the company may also have
limited liability partners

Fill in the blanks with the words provided in the box

representative equality force

special compete prohibited
ownership taxes business

1. If any specialized law provides ______regulations on the establishment, organization of

management, re- organization, dissolution and related activities of enterprises, the
provisions of such law apply
2. _______ means the continuous conduct of one, several or all of the stages of an
investment process, from production to sale of products or provision of services on the
market for profit-making purposes
3. All enterprises shall be entitled to ________freely within the framework of the law.
4. The State recognises and protects the ______of assets, invested capital, income and other
lawful rights and interests of an enterprise and its owner(s).
5. State administrative bodies shall not be permitted to _______an enterprise, organization
or individual to purchase or sell goods or services with an enterprise appointed by such
body.
6. The State recognises the long term existence and the development of the types of
enterprise, ensures the ______of enterprises before the law irrespective of their form of
ownership and economic sector; and recognises the lawful profit-making nature of
business activities
 7. Enterprises have the right o freely conduct business in the lines which are not ______by
law.
8. Enterprises have the obligations to declare and pay _______and to perform other
financial obligations as stipulated by law.
9. An enterprise must ensure that there is always at least one legal _______residing in
Vietnam.

The following passages are exerpted from relevant laws regulating business activities in
Vietnam. Complete this from a text about law, using appropriate words from the list after
the passage.

Passage 1:

Manager of an (1) _______means a manager of a company or a manager of a private enterprise,

comprising the (2)_______of a private enterprise, an unlimited (3)_______partner, the chairman
of a members’ council, a member of a members' council, the chairman of a company, the
chairman of a board of management, a member of a board of management, a director or general
director, and an individual holding another managerial position, who is (4)_______to enter into
transactions of the company in the name of the company as stipulated in the (5)_____of the
company.

(charter, enterprise, authorized, owner, liability)

Passage 2:

In extremely (1)_______cases where the State compulsorily acquires or requisitions with

compensation the (2)_______of an enterprise for reasons of national defence or security or in the
national interest, in emergency cases or in cases of prevention of and fighting against natural
disasters, the enterprise shall be paid in the case of compulsory (3)________, or the enterprise
shall be compensated in the case of compulsory requisition at the market (4) ______at the time
of the compulsory acquisition or requisition. The payment or (5)______must ensure the interests
of the enterprise without discrimination as between types of enterprise

(property, necessary, acquisition, compensation, price)

Passage 3:

Legal (1) _______of an enterprise means an (2)_______representing the enterprise to exercise

the rights and perform the obligations arising out of (3)________of the enterprise, and
representing the enterprise to act as plaintiff, defendant or person with related interests and
obligations in arbitration proceedings or (4)______and to (5)______other rights and perform
other obligations in accordance with law.
 (individual, courts, transactions, representative, exercise)

Passage 4:

Enterprises are obligated to (1)______the lawful and legitimate rights and interests of employees
in accordance with the labour law; not to (2)_________between and offend the honour and
dignity of (3) _______in the enterprise; not to use forced labour and child labour; to support and
facilitate its employees to participate in training to improve their qualifications and technical
skill; to implement the regimes of social (4)_______, (5)_______loss insurance, health insurance
and other insurance for employees in accordance with law.

(discriminate, employees, ensure, job, insurance)

Passage 5:

The following (1)__________and individuals do not have the right to (2) ________and manage
enterprises in Vietnam: State agencies and units of people’s armed forces using State assets to
establish business enterprises to make private (3)_______for their own agencies or units; Cadres
[senior employees], State (4)_______and State employees in accordance with the law on cadres,
State officials and State employees; Minors; persons whose (5)_______for civil acts is restricted
or lost; organizations without legal entity status

(profit, establish, , officials, organizations, capacity)