Business Law in International Context

This article explores the legal system of Vietnam and its impact on business law. It covers Vietnamese contract law, agency and employment law, intellectual property and the law of torts. The article also discusses the reforms made to encourage integration in the international economy.

Running head: BUSINESS LAW IN INTERNATIONAL CONTEXT 1
Business Law in International Context
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Table of Contents
Business Law in International Context............................................................................................3
Executive Summary.........................................................................................................................3
Introduction......................................................................................................................................3
Vietnamese Contract Law................................................................................................................4
Legal System of Contract Law of Vietnam.................................................................................4
Vietnamese Agency and Employment Law....................................................................................5
Employment Contract..................................................................................................................6
Vietnamese Intellectual Property and the Law of Torts..................................................................6
Conclusion.......................................................................................................................................7
References........................................................................................................................................9

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Business Law in International Context
Executive Summary
The legal system of countries vary from one country to the other and this is because of
the differences in economic, socio-political and the differences in history. Vietnam has been
considered to a socialist nation and thus its legal system depends largely on the social system.
The country is under the communist party and therefore the legal system contains its traditions
and history. The legal ideologies of the Vietnamese were brought about by certain legal
ideologies (Westphal, 2015). Such legal ideologies can be categorized into certain periods that is
Soviet legal traditional, French colonialist, feudal legal system and the legal system which
occurred during the period of globalization and integration.
Introduction
The existing legal system of Vietnam was developed based on the ideologies of the
Soviet Union. Such a legal system was established based on the civil system and this also
included a modification of the Marxist Leninist ideology. The constitution of the Vietnamese
was developed based on that of the Soviet Union. Further, the legal system of the country is
under the social legality principle and that of democratic centralism. Such principles have helped
in shaping the type of legislation in Vietnam (Symeonides, 2017). The legal institutions of
Vietnam are developed and operated based on the legal ideologies.
The Vietnamese legal system comprises of a variety of categories of normative
documents which forms the legal validity hierarchy. The highest legal validity is the constitution.
The Vietnamese legal system has also been affected greatly by the socio-economic conditions

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and this is attributed to the fact that such a legal system has to react to the socio-economic
conditions’ changes.
The legal structure mainly dwells on the contract, employment, intellectual property law
and the tort law. The contract law is used as the primary law for establishment of business related
laws. The employment law on the other hand is governed by certain rules based on the circulars,
decrees and government regulations (Symeonides, 2017). Such a law is however based on the
French Civil code. The Vietnamese intellectual property is mainly used to provide protection to
various property of the citizens and this is especially the copyrights. Also, with the reforms in the
country, the legal system has mainly been based on the law of state rather than the socialist
legality.
Vietnamese Contract Law
The contract law of Vietnam has been considered as the key foundation of the business
law for the country. The legal system of the nation has been established such that it favors the
development of foreign firms (Son, 2017). However, with the accession of Vietnam to become a
member of the World Trade Organization, there are certain changes which have been made in the
contract law.Further,the Vietnamese contract law allows for e-contracts and e-signatures
whereby the agreements can be made electronically without using the physical papers. Usually a
written signature is not necessary for any contract to become valid.
The right to import and export from the country has been given to all the foreign business
enterprises and this is as long as they are members of WTO.Vitenam has signed a free trade
agreement to allow for buying and selling by the foreign nations in the country (Rose, 2017). It
therefore means that various items can be bought and sold freely within the borders of the
country. The foreign investors can only invest in Vietnam as long as they abide by the laws, rules
and regulations regarding foreign investments. Such laws are found in the investment law which

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aims at enhancing the investment environment. Just like mentioned earlier, the foreigners can
buy and sell various products freely since there are no trade barriers placed for them.
Legal System of Contract Law of Vietnam
According to Rose, (2017), the civil law of Vietnam entirely depends on the French civil
code. Such a French civil code is considered as a branch of the private law which comprises of a
variety of areas of law. Such areas entail the property law, contract law, inheritance law, family
law and law of persons. During the process of establishing companies and business, the law of
obligations and contract law have become particular elements of interest. The contract law of
Vietnamese mainly relates to the transformation of various relationships existing between two or
more individuals. It has been considered as the basis both the social and economic life of the
nation.
There are two primary accountability systems of the Vietnamese contract law and they
include, a tort which has often been enforced in circumstances where there is no existence of a
contract which has been made between various parties. The other system of accountability is the
contractual liability which is executed upon the conclusion of a contract between the different
parties in a particular dispute.
In the Vietnamese contract law, there are certain reforms which have been made with the
intent of encouraging integration in the international economy. Such reforms include the reforms
based on the internationalization of the economy of Vietnam. In the above mentioned reform, the
civil code is used to govern Vietnam's civil law and such a code is considered to be essential in
the legal system of Vietnam. The reform was made when the country became a member of the
World Trade Organization (Nguyen, 2017).

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The other reform was on the adaptation of the civil law to practice and its aim was to
ensure that the additional requirements of the investors were met. There are various rules which
were manipulated with the aim of meeting such an objective (Riefa, 2016). The pre-contractual
period based rules such as the civil transactions which have not met the met the requirements as
indicated in the civil code, cannot be considered as invalid when one particular party or even
both have carried out at least two thirds of the obligation bestowed upon them. The above reform
has helped to reinforce the legal security for a variety of foreign investors.
Vietnamese Agency and Employment Law
The employment law of Vietnam is considered as employee friendly. For example, the at-
will termination of employment has not been made possible because they have to be based on the
statutory grounds. The labor code forms the law which regulates the employment relationship.
There are also certain other rules which govern employment law such as the circulars, decrees
and government regulations (Mamlyuk, 2015). According to the employment of the Vietnamese,
there are various types of employment such as the open-ended contract which includes the
temporary contracts and the fixed term contracts.
The agency law on the other hand is based on the civil code 2005.The agency relationship
is considered as a relationship in which one particular individual acts on behalf of another.
According to the law, it is only a representative who has been given the authority has the power
to perform the civil transactions. All the third parties in the civil transactions must be informed
by the representative of the details of the representation.The unilateral power of the attorney
granted to the agent by the principal is often used to establish the agency relationship. Under the

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circumstance in which the authorized person has renounced the particular authorization, the
agency relationship may be terminated.
Employment Contract
According to the employment law, every particular party is free to agree on the terms of
the employment contract and this is as long as the compulsory of the labor code is included in
such an agreement. Additionally, the contract should not entail a less favorable term of that
which has been stipulated in the employment law. Prior to the commencement of a formal
employment, all the parties are required to enter into an agreement with the particular employee.
Further such agreements made between the parties must be done in writing, however, when it is
for a temporary job, it is done orally (Calvi & Coleman, 2016). The contract must also be in
Vietnamese but in the case where the employee is a non-Vietnamese citizen, the contract is done
in a dual language. The employment law also provides for non-discrimination of the workers
based on their gender, skin color, race, religion, social class and nationality among others. Also,
the employees are entitled to the right to be an issue with a leave especially after working for a
period of twelve months. According to the law, the minimum wages is about 3980 VND.The
retirement age for the men is 60 years while the retirement age for the women is 55 years
(Thanh, Trinh & Tung, 2017).
Vietnamese Intellectual Property and the Law of Torts
Vietnam is a member of various organizations such as the World Intellectual Property
Organization and World Trade Organization, the country’s intellectual property considered
various elements of the intellectual property on the basis of the international standards as is

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expected of them in the Agreement on Trade Related Aspects of Intellectual Property Rights.
The nation’s intellectual property framework is considered as strong and this is because it entails
a variety of multilateral agreements and also other vital bilateral trade agreements (Brown,
2016). Based on the intellectual property law of Vietnam, there are certainly three types of rights
which are to be protected by such a law. The rights include the right in plant varieties, copyright
and related rights and industrial property rights. Apart from that Vietnam has an office referred
to as the National Office of Intellectual Property of Vietnam. Such an office is an agency which
works in the Science and Technology Ministry and its fundamental roles entail the provision of
services related to intellectual property as exhibited in the intellectual property law.
According to Antons (2017), the Vietnamese tort law is based on the French Civil Code.
According to the Vietnam tort law, tort is defined as an object which results in a rise to a demand
for compensation. The civil relation of tort can result in damages to health conditions honour,
human dignity, legitimate rights, prestige, and property. The Vietnamese Civil Code 2005,
defines it as a civil liability in its Article of 280 (Anderson, Brodie & Riley, 2017). The primary
source of tort law is stipulated in Chapter XXI of the VCC 2005 and this also includes certain
other guiding legal instruments. The tort law has often been used to regulate product liability in
the country. Further, in Vietnam, certain measures have been placed to regulate matters relating
to product liability and this is contained in Article 630 of the VCC 2005. The other legal
instruments which help in governing the product liability is the Article 4 of the Ordinance on the
Protection of Consumers' Interests whose aim is to offer certain liabilities of individuals,
organizations manufacturing and trading in various products. When a contract is breached, the
aggrieved party is paid the total sum of money equal to the damage caused to the party. There is

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no specific amount paid since it only depends on the sum of money equivalent to the damage
caused to another party.
Conclusion
In summary, the nation’s intellectual property framework is considered as strong and this
is because it entails a variety of multilateral agreements. Such a law protects various types of
rights such as the right in plant varieties, copyright and related rights and industrial property
rights. Based on the employment law, every particular party is free to agree on the terms of the
employment contract and this is as long as the compulsory of the labor code is included in such
an agreement. On the other hand, the contract law of Vietnamese mainly relates to the
transformation of various relationships existing between two or more individuals.

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References
Anderson, G., Brodie, D., & Riley, J. (2017). The Common Law Employment Relationship: A
Comparative Study. Edward Elgar Publishing.
Antons, C. (2017). Law and Society in East Asia. Routledge.
Brown, R. C. (2016). Up and down the Multinational Corporations' Global Labor Supply Chains:
Making Remedies That Work in China. UCLA Pac. Basin LJ, 34, 103.
Calvi, J. V., & Coleman, S. (2016). American law and legal systems. Routledge.
Mamlyuk, B. N. (2015). Early Soviet Property Law in Comparison with Western Legal
Traditions.
Nguyen, X. T. (2017). Beyond TPP: Legal Reform for Financing Intellectual Property and
Innovation in Vietnam.SMU Sci. & Tech. L. Rev., 20, 241.
Riefa, C. (2016). Consumer protection and online auction platforms: Towards a safer legal
framework. Routledge.
Rose, C. V. (2017). The “new” law and development movement in the post–Cold War era: A
Vietnam case study. In Law and Society in East Asia (pp. 91-138). Routledge.
Son, B. N. (2017). The Law of China and Vietnam in Comparative Law. Fordham Int'l LJ, 41,
135.
Symeonides, S. C. (2017). Private International Law Bibliography 2016: US and Foreign
Sources in English. The American Journal of Comparative Law.
Thanh, N. D., Trinh, P. T. T., & Tung, N. T. (2017). Minimum wages in Viet Nam: preliminary
observations. Policy Discussion PD-06. Hanoi: Vietnam Institute for Economic and
Policy Research (VEPR).
Westphal, C. M. (2015). 10. Political, economic, and public policy constraints on the use of
human resource practices to protect intellectual property in China and the United

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States.Managing the Legal Nexus Between Intellectual Property and Employees:
Domestic and Global Contexts, 273.