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Contract lawyers in Vietnam: what to know before you hire
A guide by LawzanaOfficial sources checked 28 October 2026.
Agree clear payment, delivery and dispute terms before signing. If a contract is breached, check notice deadlines and the dispute clause, then consider negotiation, mediation, court or arbitration.
This guide covers law and procedure in Vietnam.
- Contract form
- Depends on the deal
- Oral agreements are possible, but special writing and notarization rules still apply. [1]
- Civil contract claims
- Usually three years
- Count from when you knew or should have known your rights were infringed. [1]
- Commercial claims
- Usually two years
- Count from infringement, except for the case in Article 237(1)(e). [2]
When a lawyer can help
Draft or review an agreement
You want clear terms for a sale, service, loan or lease before committing.
Review the parties' capacity, payment terms, performance duties and dispute clause. [1]
Handled by:
Negotiate directly with the other party and check any special formalities before signing.
Lawyer recommended
Agree changes or bring a contract to an end
Both sides want to change the terms, or you want to leave an existing agreement.
Draft the amendment or exit terms and assess notice obligations before you stop performing. [1] [3]
Handled by:
Seek an agreed amendment or termination first; use the contract's dispute route if agreement fails.
Lawyer recommended
Recover an unpaid private loan
A borrower has not repaid money that is due under your agreement.
Organize proof of the loan, calculate the claim and prepare the court papers. [1] [4]
Handled by:
Seek repayment by agreement; prepare evidence to support any court claim.
Lawyer recommended
Deal with defective goods or a supplier breach
Commercial goods are short, defective or delivered contrary to the agreement.
Prepare the complaint and assess performance, compensation and any agreed penalty. [2]
Handled by:
Complain to the supplier within the applicable period, then negotiate, mediate or use court or arbitration.
Lawyer recommended
Get help with a consumer contract complaint
You need guidance about a purchase or service supplied by a business.
Review the agreement and help explain the complaint and the outcome you want. [5]
Handled by:
Contact the Vietnam Competition Commission's consumer advice and support hotline.
Lawyer optional
Choose arbitration for a commercial dispute
Your business agreement contains an arbitration clause, or both sides now want arbitration.
Review the arbitration clause and prepare the claim or defence for that forum. [6]
Handled by:
Use arbitration if the parties have an arbitration agreement, made before or after the dispute.
Lawyer recommended
Before you hire a lawyer
Questions to ask
- What experience do you have with agreements like mine?
- How would you approach negotiation and a possible dispute?
- Who would handle my matter day to day?
- Can you explain the documents and communicate with me in English?
- When could you start, and how would you keep me updated?
- Can we meet remotely or in person?
What to bring
- The draft or signed agreement, including attachments and amendments.
- Relevant emails, messages and notices.
- Invoices, receipts and payment records.
- A short timeline and a note of the outcome you want.
- Any court papers or settlement proposals you have received.
Costs and free help
Official charges and free public services
- Ordinary first-instance private debt claim
- VND 300,000 or 5% within these bands
- For first-instance civil monetary claims, fees are VND 300,000 up to VND 6 million, or 5% of the full disputed value above VND 6 million through VND 400 million. If the entire claim succeeds, the defendant bears the fee, subject to exemption or non-liability. [8] [7]
Questions about lawyer charges
- Is there a charge for the first consultation?
- Will you charge a fixed fee, an hourly rate or another basis?
- What work, taxes and expenses would the quote include?
- Can you provide a written scope and explain when additional charges could arise?
Recovering an unpaid private loan
-
Try to agree repayment
Propose a repayment amount and schedule. Record any agreement clearly before deciding whether to bring a claim. [1]
-
Prepare the claim and choose the court
Gather and submit proof of the loan and unpaid balance to support your court claim. [4]
-
Submit the petition and evidence
File the claim and available evidence directly at the court or by post. Electronic filing is another option where the court provides an online portal. [4]
-
Act on the court's fee notice
Unless exempt or not liable to pay, pay the advance and return the receipt within seven days of receiving the notice under Article 195. Missing this can lead to return of the claim, except where an objective obstacle or force majeure prevented compliance. [4]
-
Attend mediation and any trial
Take part in mediation if it is held. You can agree a lawful settlement voluntarily. If the dispute proceeds to trial, present the evidence supporting your claim. [4]
-
Appealing a first-instance judgment
15 days from pronouncement; justified absence at pronouncement: from receipt or posting. [4]
Common questions
Must every contract be written or notarized?
No. Civil transactions may be verbal, written or made through specific acts. Electronic data messages prescribed by electronic transaction law count as writing. Where the law requires writing, notarization, authentication, registration or permission for a transaction, those requirements must be followed. [1]
How long do I have to bring a contract claim?
For court disputes over contracts, the entitled party has three years from when they knew or should have known their lawful rights and interests were infringed. Commercial disputes have a two-year period from infringement, except the case under Article 237(1)(e) involving a logistics provider that, after a complaint, receives no notice of court or arbitration proceedings within nine months of delivery. Courts apply limitation only on a party's request made before the first-instance judgment or decision. [1] [2]
Do commercial complaints have shorter deadlines?
Unless the parties agree a period, quantity complaints have three months from delivery and quality complaints six months from delivery. For goods under warranty, quality complaints have three months from warranty expiry. Other breach complaints have nine months from due performance or, for warranted goods, warranty expiry. Separate logistics provisions concern non-receipt of complaint notice within 14 days of delivery to the recipient and, after a complaint, non-receipt of notice of court or arbitration proceedings within nine months of delivery. [2]
Is an agreed commercial breach penalty unlimited?
No. An agreed contractual penalty, including the total for multiple breaches, is capped at 8% of the value of the breached obligation, except under Article 266. For a commercial inspection provider that negligently issues an incorrect inspection certificate, the agreed penalty cannot exceed ten times the inspection service fee. [2]
Can I end a civil contract without the other party's agreement?
Unilateral termination is permitted where the other party seriously breaches its contractual obligations, the parties have agreed to it or the law provides for it. Notify the other party immediately. Failure to notify makes you liable for resulting damage. Terminating without one of these grounds makes the terminating party the party in breach. [3] [1]
Laws that may affect your matter
- Civil transaction formalities and contract amendment provisions
- Formal requirements affecting civil transaction effectiveness, and contract amendment or termination by agreement or law. [1]
- Commercial contract penalty and limitation provisions
- Agreed contractual penalties and the commercial dispute limitation period, including the Article 237(1)(e) exception. [2]
- Civil litigation evidence provisions
- Parties' right and duty to gather and submit evidence to the court and substantiate the factual and legal basis of their claims. [4]
- Court fee and fee advance provisions
- Amounts of court fees and charges, and advances for those fees and charges. [7]
Sources (8)
- Civil Code No. 91/2015/QH13 of November 24, 2015, Viet Nam, WIPO Lex ↩ www.wipo.int
- Luật Thương mại 2005 (36/2005/QH11, sửa đổi 2026) ↩ vanban.org
- Bộ luật Dân sự 2015 (91/2015/QH13): Toàn văn còn hiệu lực ↩ vanban.org
- WIPO Lex ↩ www.wipo.int
- Ủy ban Cạnh tranh quốc gia ↩ vcc.gov.vn
- Arbitral agreement | faqs | VIETNAM INTERNATIONAL ARBITRATION CENTRE ↩ viac.vn
- Nghị quyết 326/2016/NQ-UBTVQH14: QUY ĐỊNH VỀ MỨC THU, MIỄN, GIẢM, THU, NỘP, QUẢN LÝ VÀ SỬ DỤNG ÁN… ↩ vanban.org
- Ứng dụng phần mềm EXCEL trong tính án phí dân sự ↩ vienkiemsathaiphong.gov.vn
Spotted an error? Contact us
This is general information, not legal advice; check current laws, fees and procedures with a lawyer or the relevant official body.
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