OVERVIEW OF INTERNATIONAL LAW
EXERCISE 1: DETERMINING CIVIL RELATIONS WITH FOREIGN
ELEMENTS (STATE THE TYPE OF CIVIL RELATIONS)
1. A (Vietnamese citizen) married B (Vietnamese citizen) at the Vietnamese Embassy
in Australia.
- This is a QHDS without foreign elements.
- Because: A and B are both Vietnamese citizens.
Getting married at the Vietnamese Embassy in Australia, this is a special territory of
Vietnam.
- Relationship type: Marriage and Family
2. A (a Vietnamese person residing abroad) married B (a Vietnamese person residing
abroad) at the Vietnamese Embassy in the United States.
- QHDS with foreign elements
- Because A and B are Vietnamese citizens residing abroad
- CCPL: Clause 25, Article 3 of the Law on Marriage and Family
- Type of relationship: Marriage and Family with foreign elements
3. A (a Vietnamese citizen, residing in Russia) was adopted by B and C (both Russian
citizens).
- QHDS with foreign elements
- Because there is 1 party involved who is a foreign individual (A is a Vietnamese citizen
adopted by B and C, Russian citizens)
- CCPL: point a, clause 2, Article 663, 2015 Civil Code
- LQH: adoption relationship with foreign elements
4. Mr. H (Singaporean citizen) signed a labor contract with company X (Singaporean
legal entity) at company X's headquarters. Accordingly, Mr. H assumed the position of
branch director of company X in Vietnam.
- QHDS with foreign elements
- The labor contract relationship between Mr. H and Company X is a labor relationship
with foreign elements, due to the participation of a foreign individual (Mr. H), a
foreign legal entity (Company X), and the relationship arising abroad (contract signed
in Singapore), working in Vietnam.
- LQH: labor relations with foreign elements
5. Ms. T and Mr. V got married in commune X, district Y, province Z (Vietnam). When
they divorced, the couple had joint assets including a house and a car in the UK.
- QHDS with foreign elements
- Common property of house and car at VQA is subject to QHDS abroad
- CCPL: point c clause 2 Article 663 Civil Code 2015
- LQH: marriage and family relations with foreign elements
6. A (Vietnamese citizen, legal representative of private enterprise X) signed a contract
to buy and sell coconut residue with B (Indonesian citizen, legal representative of
private enterprise Y). The contract was signed in Indonesia.
- QHDS with foreign elements
- Because there is 1 party involved who is a foreign individual (B is an Indonesian
citizen)
- CCPL: point a, clause 2, Article 663 of the Civil Code
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- LQH: sales relations with foreign elements
7. A (Taiwanese nationality) authorized G Law Company Limited to carry out
procedures to establish X Company Limited in Vietnam. The competent authority of
Vietnam has issued a Certificate of Business Registration to A.
- QHDS with foreign elements
- Because there is one participating party which is a foreign legal entity, specifically the
law firm THNN G, authorized by Taiwanese national A to establish LLC X in
Vietnam.
- CCPL: point a, clause 2, Article 663 of the Civil Code
- LQH: proxy relationship
8. S (a US citizen) passed away in the United States. The inheritance that S left to his
children (all US citizens) includes personal property and real estate in the United
States, and personal property in Vietnam.
- QHDS with foreign elements
- Because Mr. S's (US citizen) estate is movable property in Vietnam, the inheritance
will be in accordance with Vietnamese law.
- CCPL: Clause 2, Article 680 of the 2015 Civil Code
9. Company X (a Vietnamese legal entity) signs a transportation contract with company
Y (a Vietnamese legal entity) at company X's headquarters. Y is obliged to transport
goods from Vietnam to Thailand for company Z (a Thai legal entity) according to the
sales contract that Z previously signed with X.
- QHDS with foreign elements
- There is 1 participating party which is a foreign legal entity, specifically company Z
(Thai legal entity).
- CCPL: point a, clause 2, Article 663 of the Civil Code
- LQH: foreign-related sales relations and foreign-related transportation relations
10. Mr. K (a Vietnamese citizen) passed away in Vietnam, leaving an inheritance of a
house and land in Vietnam to his son M (a Vietnamese citizen residing abroad).
- QHDS with foreign elements
- Because the beneficiary is M, a Vietnamese citizen residing abroad.
- CCPL: point a, clause 2, Article 663 of the Civil Code
- LQH: inheritance relationship with foreign elements
11. Ms. D (a Vietnamese citizen) suddenly passed away in Laos. Ms. D has only one
daughter, N (a Vietnamese citizen), who is currently working in Korea. All of Ms. D's
assets are in Vietnam.
- QHDS with foreign elements
- Because the inheritance relationship arose in Laos and Ms. D's inheritance is in
Vietnam.
- LQH: inheritance relationship with foreign elements
12. Mr. R and Mr. Q (both Vietnamese citizens) studied in Sweden. During a drunken
fight, R and Q got into a fight, resulting in Q's death. The Swedish court sentenced R
to 20 years in prison and ordered him to pay compensation to Q's family.
- QHDS with foreign elements
- Compensation for damages involving foreign elements
- QHHS is not subject to regulation.
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13. The Vietnamese Government signed a contract to hire GS Corporation (a Korean
legal entity) to construct the urban railway line No. 1 (Metro Ben Thanh - Suoi Tien,
Ho Chi Minh City). GS continued to sign a contract with the subcontractor Lien Thanh
Vietnam Electromechanical Joint Stock Company (a Vietnamese legal entity) to
construct the electrical assembly section of this project.
- QHDS has foreign elements because one party participating is a foreign legal entity.
- Vietnamese Government and GS Company (PN Korea)
- GS Company and Joint Stock Company (PN VN)
- LQH: Contractual relationship
14. Ms. O and Mr. P (both are Vietnamese citizens, working in Taiwan). Here, O and P
lived together as husband and wife and O became pregnant. O returned to Vietnam to
give birth to C and asked P to pay child support.
- QHDS with foreign elements
- Because of the cohabitation and the pregnancy occurring abroad
- CCPL: point c clause 2 Article 663 Civil Code 2015
- LQH: foreign element alimony relationship
15. Company H (a Vietnamese legal entity) leases land from the Cambodian
Government to grow durian. The products are sold to Company V (a Laotian
company).
- QHDS with foreign elements
- Because there is 1 participating party which is a foreign legal entity, specifically the
Cambodian Government (non-commercial legal entity) and company V (Lao legal
entity).
- CCPL: point a, clause 2, Article 663, 2015 Civil Code
- LQH: land lease and sale relationship
16. Company X (a Chinese legal entity) signed a joint venture contract with company
Y (a Korean legal entity) in Korea. The parties agreed to establish company Z in
Vietnam specializing in trading medical equipment. Company Z signed a contract to
purchase equipment with hospital K (a Vietnamese legal entity).
- QHDS without foreign elements
- Because the QHMB between company Z and hospital K is not a QHDS with foreign
elements because both parties are Vietnamese legal entities and have relations in
Vietnam.
- LQH: sales relationship
17. Company M and Company H (both are Vietnamese legal entities) signed a business
cooperation contract at the headquarters of Company H. According to the contract, M
is obliged to seek domestic and foreign customers and H is obliged to produce products
for consumption. The first batch of goods was sold to the branch of Company U (a
German legal entity) in Vietnam.
- QHDS with foreign elements
- Because of the participation of foreign organizations (company U through its branch
in Vietnam)
- CCPL: point a, clause 2, Article 663, 2015 Civil Code
- LQH: foreign-related sales relationship between company U (German legal entity) and
company H (Vietnamese legal entity)
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18. B (a Vietnamese citizen) sneaked into E's (a Vietnamese citizen) house and stole an
antique vase. B sold the vase to D (a Thai citizen). D sold the vase to T (a Vietnamese
citizen). T advertised the vase for sale, E saw it and asked T to return the vase to him.
- Theft relationship between B and E: Civil relationship without foreign elements
(related to property ownership).
- Sales relationship between B and D: Sales relationship of goods with foreign elements.
- Sales relationship between D and T: Sales relationship of goods with foreign elements.
19. The consortium of contractors including Coteccons (leading the consortium), An
Phong Joint Stock Company, Thanh An Company, Delta Company Limited (all
Vietnamese legal entities) and PEP Company (Thai legal entity) won the bid for the
Long Thanh airport construction project (Dong Nai province) invited by the Vietnam
Airports Corporation (ACV), after which the parties negotiated and signed the
contract.
- The contractual relationship between the contractor consortium (including Coteccons,
An Phong, Thanh An, Delta, and PEP) and ACV is a civil relationship with foreign
elements, due to the participation of a foreign legal entity (PEP), satisfying the
element.
- CCPL: 663.2.a BLDS 2015
- LQH: Construction contract relations with foreign elements.
20. Mr. J (British nationality) is the owner of company B (established under Vietnamese
law). Company B entered into a contract to purchase 3,000 tons of rice from company
H (Vietnamese nationality) in Vietnam.
- QHDS without foreign elements
- Because both parties are Vietnamese legal entities, the sales contract arises in
Vietnam.
- LQH: sales relationship
21. Mr. R (of Vietnamese origin, residing in the Philippines) signed a power of attorney
contract for Mr. K (of Vietnamese nationality). Accordingly, Mr. K represented Mr.
R to sign a house rental contract in District 1 (HCMC, Vietnam) for a term of 06
months with Ms. M (of Vietnamese nationality). The contract was concluded in
Vietnam.
- The authorization relationship between Mr. R and Mr. K is a civil relationship with
foreign elements, due to the participation of a Vietnamese person residing abroad (Mr.
R).
- The rental relationship between Mr. R (through Mr. K) and Ms. M is a civil
relationship with foreign elements, due to the participation of Vietnamese people
residing abroad.
22. Ms. Tetomu (Japanese nationality) is the General Director of Joint Venture
Company N (established under Vietnamese law). Ms. Tetomu signed a contract to
purchase assets with Mr. M (Vietnamese nationality).
- The property sale and purchase relationship between Joint Venture Company N
(represented by Ms. Tetomu) and Mr. M is not a civil relationship with foreign
elements.
- Because the signing of the sales contract was carried out by joint venture company N
(Vietnamese legal entity) with Mr. M (Vietnamese individual).
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23. Company K (Vietnamese nationality) won the bid to build a highway in Laos.
Company K signed a contract to hire 500 workers (all Vietnamese nationality) to go
to Laos to carry out the construction. The labor contract was signed in Vietnam.
- Construction contract relationship with foreign elements (between Company K and
the inviting party in Laos).
- Labor contract relationship with foreign elements (between Company K and 500
workers).
- Because there is one party participating that is a foreign legal entity and the
implementation of that civil relationship is abroad.
- CCPL: 663.2.ab BLDS 2015
EXERCISE 2: ANALYZE THE FOLLOWING LEGAL RELATIONSHIPS.
WHICH LEGAL RELATIONSHIP IS SUBJECT TO REGULATION OF
VIETNAMESE INTERNATIONAL LAW?
1. On January 22, 2018, KE. Ltd. (a Vietnamese legal entity), the main contractor of the
Keangnam Hanoi Landmark Tower Project, signed a contract for the design,
engineering, supply and installation of the exterior aluminum layer with the
Subcontractor Consortium, SYAIE Company and SYAIE 2 Company (both Chinese
legal entities).
- The subcontracting relationship between KE. Ltd. Company and the Subcontractor
Consortium (SYAIE Company and SYAIE 2) is a civil relationship with foreign
elements, because there is the participation of a foreign organization (Chinese legal
entity), subject to the regulation of international law.
- CCPL: 663.2.a BLDS 2015
2. Philip Orient Lines Vietnam (a 100% foreign-invested company) signed a container
transportation contract with Corgo Logistics GMBH (a German legal entity).
Accordingly, GMBH is obliged to transport containers from Ho Chi Minh City to
Hamburg (Germany). Mr. Jonny Chew (a German citizen, CEO of Philip Orient Lines
Vietnam) personally requested GMBH to continue transporting the above number of
containers to the UK.
- The container transportation contract between Philip Orient Lines Vietnam Company
and Corgo Logistics GMBH Company is subject to the regulation of Vietnamese
international law, because it involves a Vietnamese legal entity and is related to the
territory of Vietnam (the starting point is in Ho Chi Minh City).
3. On June 1, 2024, Ms. H married Mr. B (both are Vietnamese citizens) at the People's
Committee of Commune X (District Y, Province K, Vietnam) and had a child together,
A. In 2025, the family moved to the Czech Republic to live. During their time living
together in the Czech Republic, the couple had conflicts. Now that they have
determined that their marital relationship is no longer there, they have decided to
divorce. Both of them have permanent residence in the Czech Republic. After
divorcing Ms. H, Mr. B married Ms. Nina Ploukova (Czech citizen) in the Czech
Republic.
- Divorce relationship between Ms. H and Mr. B: Divorce relationship has foreign
elements, subject to regulation of Vietnam's international justice.
- Marital relationship between Mr. B and Ms. Nina Ploukova: The marital relationship
has foreign elements and is subject to the regulation of Vietnamese international law.
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- CCPL: 663.2.a BLDS 2015
4. On June 29, 2024, shipping and trading company A (a Vietnamese legal entity) and
insurance company P (a Vietnamese legal entity) signed a hull insurance contract for
ship N for the amount of USD 2,800,000, the total insurance premium was USD
14,000 and was fully paid by company A. Company P continued to sign a reinsurance
contract with PVI Reinsurance Joint Stock Corporation (a Vietnamese legal entity).
On August 13, 2024, ship N ran aground in the Foammulah Island area, Maldives.
Insurance company P refused to pay all the damages incurred to company A and only
agreed to pay a portion.
- Insurance contract relationship between Company A and Company P: Insurance
contract relationship with foreign elements, subject to regulation of Vietnamese
international law.
- Reinsurance contract relationship between Company P and PVI: Reinsurance contract
relationship with foreign elements, subject to regulation of Vietnamese international
law.
- CCPL: 663.2.a BLDS 2015
5. On February 25, 2016, Ms. Viviane C (Canadian citizen) and HL Group (Hong Kong)
signed a 2-year labor contract for Ms. Viviane C to work for HL Group globally. On
July 1, 2017, she continued to sign a labor contract with HL Law Company Limited
(a company established in Vietnam by HL Group), working location in Vietnam.
- Labor contract relationship between Ms. Viviane C and HL Law Company Limited:
Labor relationship with foreign elements, subject to regulation of Vietnamese
international law because of the participation of a foreign individual, Ms. Viviane C
(Canadian citizen) and performed in Vietnam.
- CCPL: 663.2.a BLDS 2015
6. On January 2, 2017, CK Company Limited (a Vietnamese legal entity) signed a
contract in principle with Huynh Quoc Company (a Vietnamese legal entity). Through
the designation of Huynh Quoc Company, CK Company sent goods to Z Service
Company Limited (a Vietnamese legal entity) for Z Company to transport to CK
Company's customers in Thailand. There was no direct transportation contract
between CK Company and Z Company. The freight for transporting goods was paid
directly by CK Company to Huynh Quoc Company.
- Principle contractual relationship between CK Company and Huynh Quoc Company:
Commercial contractual relationship with foreign elements, subject to regulation of
Vietnamese international law.
- Cargo transportation relationship between Company Z and customers in Thailand
(with indirect participation of Company CK): Cargo transportation relationship with
foreign elements, subject to regulation of Vietnamese international law.
- Payment relationship between CK Company and Huynh Quoc Company: Payment
relationship has foreign elements, subject to regulation of Vietnamese international
law.
7. On October 27, 2017, CK Company delivered the goods in container ZMOU8816315
of company Z to Cat Lai port to wait to be loaded onto the ship TRF KAYAV.015/N.
All procedures for handing over the container were completed through customs
declaration No. 301584221800 as well as the Ship Registration Confirmation dated
October 27, 2017. Next, company G (a Chinese legal entity) issued the bill of lading.
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Company Z is the agent of company G. Company G issued the bill of lading to
company CK through the agent, company Z, under the mediation of company Huynh
Quoc (if you are "confused" about the relationship between Z, G, CK, Huynh Quoc,
please refer to the Vietnam Maritime Code 2015 for a better understanding).
- Goods delivery and transportation relationship between Company CK and Company
Z: Goods transportation relationship has foreign elements, subject to regulation of
Vietnamese international law.
- Bill of lading issuance relationship between Company G, Company Z, and Company
CK: Bill of lading issuance relationship has foreign elements, subject to regulation of
Vietnamese international law.
- Brokerage relationship between Huynh Quoc Company and the parties (CK, Z, G):
Commercial brokerage relationship with foreign elements, subject to regulation of
Vietnamese international law.
8. The ship TRF KAYAV.015/N is owned by OOCL Logistics Vietnam and was
chartered by Z company. When the ship was anchored at Cat Lai port, preparing to
depart for Thailand, it was rammed by the Gas Emperos ship of Sellan Gas (a
Panamanian legal entity), causing serious damage to the ship TRF KAYAV.015/N.
Information about sentences 6-7-8 related to each other
- Chartering relationship between Company Z and OOCL Logistics Vietnam Company:
Chartering relationship with foreign elements, subject to regulation of Vietnamese
international law.
- Maritime collision between ship TRF KAYAV.015/N and ship Gas Emperos:
Maritime collision accident with foreign elements, subject to regulation of Vietnamese
international law.
- The relationship of transporting goods and issuing bills of lading between Company
CK, Company Z, Company G, and customers in Thailand: The relationship of
transporting goods and issuing bills of lading has foreign elements and is subject to
the regulation of Vietnamese international law.
- Brokerage relationship between Huynh Quoc Company and the parties: Commercial
brokerage relationship with foreign elements, subject to regulation of Vietnamese
international law.
9. The branch of Company D (Malaysian legal entity) in Vietnam signed a labor contract
with Mr. Charles (Singaporean citizen) as branch director for a term of 05 years.
However, the company unilaterally terminated the contract with Mr. Charles before
the term.
- The labor contract relationship between the Branch of Company D (Malaysian legal
entity) in Vietnam and Mr. Charles (Singaporean citizen) is a labor relationship with
foreign elements, due to the participation of foreign legal entities and individuals.
10. Mr. T and Ms. L (both Vietnamese citizens) met and fell in love with each other
while studying abroad in Taiwan. They then got married, lived together in Taiwan,
and were granted a marriage certificate by the Vietnam Economic and Cultural Office
in Taipei on November 5, 2020. During their time together, Mr. T and Ms. L had 2
children together. In March 2025, Mr. T returned to Vietnam and stayed there. Because
of previous conflicts and the time apart, their feelings faded. Now both have agreed to
file for divorce because the possibility of reconciliation and reunion is no longer there.
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- Marital relationship between Mr. T and Ms. L: The marital relationship has foreign
elements and is subject to the regulation of Vietnamese international law.
- Divorce relationship between Mr. T and Ms. L: Divorce relationship has foreign
elements, subject to regulation of Vietnamese international justice.
- QHDS is generated abroad.
- CCPL: 663.2.b BLDS 2015
EXERCISE 3: TRUE/FALSE. EXPLANATION
1. Not all social relations with foreign elements are subject to the regulation of
international law.
Comment: True
Explanation: Only civil relations with foreign elements are subject to international
judicial regulation.
2. The sources of international law must always contain both types of international law
norms: conflict norms and substantive norms.
Comment: False
Explanation: since the sources of international private law may contain only conflict
norms (determining which country's law will apply) or substantive norms (directly
regulating the rights and obligations of the parties), depending on the specific provisions
and legal context, it is not required that both types of norms exist simultaneously.
3. All international treaties that Vietnam is a signatory to are sources of Vietnamese
international law.
Comment: True
Explanation: International treaties are considered a source of international justice when
such treaties contain principles and norms regulating civil relations in the broad sense
with foreign elements.
4. Article 668 of the 2015 Civil Code is not a source of Vietnamese international law.
Comment: False
Explanation: Article 668 of the 2015 Civil Code stipulates that international treaties, an
important source of law of Vietnam's international justice, take priority when there is a
difference with the provisions of the 2015 Civil Code.
5. International private law and Vietnamese civil law have the same research content on
international relations.
Comment: False
Explanation: International law regulates relations with foreign elements, while civil law
mainly regulates domestic relations.
6. International treaties to which Vietnam is a member are the source of Vietnamese
international law.
Comment: False
Explanation: International treaties of which Vietnam is not a member can also be
applied to regulate certain civil relations with foreign elements when the parties to the
relationship choose them as the source of law to regulate the relationship between them
if those international treaties satisfy the conditions on choice of law.
7. When resolving a case with a foreign element, the court only applies the laws of its
own country.
Comment: False
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Explanation: foreign law, international treaties, or laws agreed upon by the parties may
apply.
8. International treaties on international law that are always in force have priority over
Vietnamese law.
Comment: True
Explanation: Article 664 of the Civil Code clearly stipulates that if there is a difference
between an international treaty to which Vietnam is a member and the provisions of
Vietnamese law, the international treaty shall take precedence.
CCPL: Article 664 of the 2015 Civil Code
9. According to Vietnamese law, the law applicable to civil relations with foreign
elements is determined according to international treaties to which the Socialist
Republic of Vietnam is a member or Vietnamese law.
Comment: True
Explanation: because the applicable law is determined based on international treaties or
Vietnamese law.
CCPL: Article 664 of the 2015 Civil Code
10. Civil relations with foreign elements are relations between parties of different
nationalities.
Comment: False
Explanation: Civil relations with foreign elements do not require the parties to have
different nationalities, but can have the same nationality but the establishment, change,
implementation, termination or subject of that relationship arises abroad.
CCPL: point b,c clause 2 Article 663 Civil Code 2015
11. Civil relations with foreign elements are always understood as civil relations in
which at least one party is a foreign agency, organization, individual, or Vietnamese
person residing abroad.
Comment: False
Explanation: Civil relations with foreign elements do not require at least one of the
parties to be a foreign agency, organization, individual, or Vietnamese residing abroad,
but can be civil relations between participating parties who are Vietnamese citizens or
organizations, but the basis for establishing, changing, or terminating such relations is
under foreign law, arising abroad, or the assets related to such relations are abroad.
CCPL: points b, c, clause 2, Article 663 of the 2015 Civil Code
12. All relations with foreign elements are subject to the regulation of international law.
Comment: False
Explanation: Only civil relations with foreign elements are subject to international
judicial regulation.
13. All civil relations are subject to the regulation of international law.
Comment: False
Explanation: Only civil relations with foreign elements are subject to international
judicial regulation.
14. The law chosen by the parties shall automatically apply.
Comment: False
Explanation: The law chosen by the parties is automatically applied when the following
conditions are met:
– There must be agreement between the parties.
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– The law agreed upon by the parties must not be contrary to the basic principles of the
international treaties to which the parties are members, nor contrary to the national law
of which the parties are nationals.
– The chosen law must be the norm that directly addresses the problem.
15. International treaties to which Vietnam is a member are the source of the highest
legal effect of Vietnamese international justice.
Comment: True
Explanation: The law applicable to civil relations with foreign elements is determined
according to international treaties to which the Socialist Republic of Vietnam is a
member or Vietnamese law.
CCPL: Clause 1, Article 664 of the 2015 Civil Code
16. When resolving a case with a foreign element, the court shall only apply the law of
its own country.
Comment: False
Explanation: foreign law, international treaties, or laws agreed upon by the parties may
apply.
17. International private law is essentially civil law with foreign elements.
Comment: False
Explanation: Because international law is a branch of law that regulates civil matters
with foreign elements.
18. A civil relationship with a foreign element is only a relationship in which the assets
related to the relationship are located abroad.
Comment: False
Explanation: not only property relations but also other relations established, changed,
performed, terminated or the subject of such relations arising abroad
CCPL: points b, c, clause 2, Article 663 of the 2015 Civil Code
19. Civil relations between Vietnamese citizens and organizations cannot be subject to
the regulation of Vietnamese international law.
Comment: False
Explanation: Civil relations between participating parties are Vietnamese citizens and
organizations, but the basis for establishing, changing, and terminating such relations
according to foreign law, arising abroad, are subject to the regulation of Vietnamese
international law.
CCPL: point b,c clause 2 Article 663 Civil Code 2015
20. Judicial assistance agreements between Vietnam and countries do not have legal
norms directly regulating international judicial relations.
Comment: False
Explanation: In the mutual legal assistance agreements, there are also a few essentially
unified norms established to directly regulate certain relationships such as the settlement
of inheritances without heirs.
21. According to the provisions of Vietnamese law, a legal entity established in a place
will have the nationality of that country.
Comment: True
Explanation: A legal entity is a certain organization of people established under the laws
of a certain country. Therefore, a legal entity cannot be established under the laws of
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two countries, so the nationality of a legal entity is determined according to the laws of
the country where the legal entity is established.
CCPL: Clause 1, Article 676 of the 2015 Civil Code
22. Foreigners in Vietnam have the same legal status as Vietnamese citizens.
Comment: False
Explanation: According to Vietnamese law, there will be regulations to limit some
rights and obligations of foreigners in Vietnam. For example: Political rights (foreigners
are not allowed to run for or vote for state agencies) or the right to practice a profession
(journalism).
23. The nationality of a legal entity is always determined according to the place where
the legal entity is established.
Comment: True
Explanation: A legal entity is a certain organization of people established under the laws
of a certain country. Therefore, a legal entity cannot be established under the laws of
two countries, so the nationality of a legal entity is determined according to the laws of
the country where the legal entity is established.
CCPL: Clause 1, Article 676 of the 2015 Civil Code
24. Under Vietnamese law, the civil legal capacity of a foreign legal entity is always
determined according to the law of the country where that legal entity is established.
Comment: False
Explanation: In case a foreign legal entity establishes and conducts civil transactions in
Vietnam, the civil legal capacity of that legal entity will be determined according to
Vietnamese law.
CCPL: Clause 3, Article 676 of the 2015 Civil Code
25. According to Vietnamese law, the civil capacity of a foreigner is always determined
according to the law of the country of which he or she is a citizen.
Comment: false
Explanation: In case a foreigner establishes and performs civil transactions in Vietnam,
the civil capacity of the foreigner is determined according to the laws of Vietnam.
CCPL: Clause 2, Article 674 of the 2015 Civil Code
26. According to Vietnamese law, the civil legal capacity of a foreigner is always
determined according to the law of the country of which he or she is a citizen.
Comment: false
Explanation: In case a foreigner establishes and performs civil transactions in Vietnam,
the civil capacity of the foreigner is determined according to the laws of Vietnam.
CCPL: Clause 2, Article 674 of the 2015 Civil Code
27. A State shall always enjoy immunity in all property relations in which it is a party.
Comment: False
Explanation: In case a state causes damage to people and property due to irresponsible
acts of the state, it is not entitled to property immunity.
28. When a State waives its immunity from jurisdiction, it waives its immunity from
jurisdiction.
Comment: False
Explanation: Judicial immunity is not only immunity from trial but also immunity from
security measures for lawsuits, immunity from application of enforcement measures.
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29. The subjects of regulation of international law are civil relations related to assets
abroad.
Comment: False
Explanation: not only related to property but also other relationships such as labor,
purchase, transportation, civil relations are performed and established abroad.
CCPL: Clause 2, Article 663 of the 2015 Civil Code
30. Sources of international law are also sources of law applicable to the regulation of
ownership relations with foreign elements.
Comment: True
Explanation: Types of sources of international justice in Vietnam Currently, Vietnam
does not have its own international law code. Therefore, the legal regulations (from
article 663 to article 671 of the 2015 Civil Code) regulate civil relations with foreign
elements.
31. Determining the foreign element in a civil relationship is for the sole purpose of
determining whether that relationship is subject to the regulation of international law.
Comment: True
Explanation: A civil relationship with a foreign element is a civil relationship in one of
the following cases: At least one of the participating parties is a foreign individual or
legal entity; The participating parties are all Vietnamese citizens or Vietnamese legal
entities, but the establishment, change, implementation or termination of that
relationship occurs abroad; The participating parties are all Vietnamese citizens or
Vietnamese legal entities, but the subject of that civil relationship is abroad.
CCPL: Clause 2, Article 663 of the 2015 Civil Code
32. International treaties on international law that are always in force have priority over
Vietnamese law.
Comment: True
Explanation: The hierarchy of effectiveness of international treaties compared to
Vietnamese legal documents International treaties have priority over domestic legal
documents.
33. According to Vietnamese law, civil relations between Vietnamese citizens and
Vietnamese people residing abroad are not defined as civil relations with foreign
elements.
Comment: False
Explanation: The above QHDS is still considered a QHDS with foreign elements, the
establishment, change or subject of that QHDS is carried out abroad.
CCPL: Clause 2, Article 663 of the 2015 Civil Code
34. National law shall be given priority to regulate civil relations with foreign elements
in Vietnam if there is no international treaty to which Vietnam is a member.
Comment: True
Explanation: In case the international treaty cannot be determined, the applicable law is
the law of the country that has the closest connection with the civil relationship with
foreign elements (national law).
Clause 3, Article 664, Civil Code 2015
35. According to Vietnamese law, foreign individuals and foreign legal entities are
subjects of marriage and family relations with foreign elements.
Comment: True
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Explanation: A marriage and family relationship with foreign elements is a marriage
and family relationship in which at least one party is a foreigner or a Vietnamese
residing abroad; a marriage and family relationship between parties who are Vietnamese
citizens but the basis for establishing, changing or terminating that relationship is under
foreign law, arises abroad or the assets related to that relationship are abroad.
CCPL: Clause 25, Article 3 of the Law on Marriage and Family
36. Civil relations with foreign elements are relations between parties of different
nationalities.
Comment: False
Explanation: Civil relations with foreign elements do not require the parties to have
different nationalities, but can have the same nationality but the establishment, change,
implementation, termination or subject of that relationship arises abroad.
CCPL: point b,c clause 2 Article 663 Civil Code 2015
37. International private law is essentially civil law with foreign elements.
Comment: False
Explanation: Because international law is a branch of law that regulates civil matters
with foreign elements.
38. An international treaty shall become a source of Vietnamese international law when
it is signed or acceded to by Vietnam.
Comment: False
Explanation: It is possible to agree on the choice of international treaties to resolve the
issue.
39. The foreign element is the basic feature that distinguishes the Judiciary from other
branches of law.
Comment: False
Explanation: Because the foreign element is a characteristic feature of international law
to distinguish it from civil law and domestic private law branches.
40. To resolve the adjustment of civil relations with foreign elements, only the
substantive method and the conflict method shall be applied.
Comment: True
Explanation: Because the substantive method and the conflict method are two methods
of regulation of international justice.
41. Under Vietnamese law, the civil legal capacity of a foreign legal entity is always
determined according to the law of the country where that legal entity is established.
Comment: False
Explanation: In case a foreign legal entity establishes and conducts civil transactions in
Vietnam, the civil legal capacity of that legal entity will be determined according to
Vietnamese law.
42. According to Vietnamese law, the civil capacity of a foreigner is always determined
according to the law of the country of which he or she is a citizen.
Comment: false
Explanation: In case a foreigner establishes and performs civil transactions in Vietnam,
the civil capacity of the foreigner is determined according to the laws of Vietnam.
CCPL: Clause 2, Article 674 of the 2015 Civil Code
13
44. State immunity includes only judicial immunity.
Comment: False
Explanation: State immunity includes judicial immunity and immunity of property
owned by the state.
45. When a State waives its immunity from jurisdiction, it waives its immunity from
judicial action.
Comment: False
Explanation: Judicial immunity is not only immunity from trial but also immunity from
security measures for lawsuits, immunity from application of enforcement measures.
46. When countries sign an international treaty to regulate civil relations with foreign
elements arising between citizens and legal entities between member countries, that
international treaty always takes priority.
Comment: True
Explanation: The law applicable to civil relations with foreign elements is determined
according to international treaties to which the Socialist Republic of Vietnam is a
member or Vietnamese law.
CCPL: Clause 1, Article 664 of the 2015 Civil Code
CONFLICT OF LAWS
Exercise 1: Company A (Vietnam) and Company B (Japan) signed a contract for the
sale of goods. The contract was signed at the headquarters of company B. In the
contract, the parties agreed that when a dispute arises in the contract, Singapore law will
be applied to the contract. The contract dispute arose and was resolved at the Vietnam
International Arbitration Center (VIAC).
He said:
1. The law of the place where the Contract is signed is understood to be the law of which
country?
- The law of the place of the contract is understood to be the law of Japan, because the
contract was concluded at the headquarters of Company B in Japan. As a general rule
in private international law, the law of the place of the contract (lex loci contractus)
is the law of the country where the contract is concluded, unless the parties have
agreed otherwise on the applicable law.
2. In principle, which disputes are governed by the Law of the place where the Contract
is signed? (Specify the disputes that can be resolved by the Law of the place where
the Contract is signed)
- When the two parties do not agree on the applicable law → the law of the place of
signing can be chosen to resolve the entire dispute;
- In case of disputes relating to the form of contract, legal capacity, validity, and related
procedural issues
3. Can the law of the parties' choice be applied to determine the subject status of the
parties in the contract? (state the conditions).
- No, the law chosen by the parties is not applied to determine the subject status (civil
legal capacity and civil conduct capacity) of the parties in an international contract
under Vietnamese law. Subject status is determined according to separate mandatory
provisions on civil relations with foreign elements, regardless of the agreement to
choose the law applicable to the contract.
14
- Conditions for legal entities: Civil legal capacity is determined according to the law
of the country in which the legal entity is established (Clause 2, Article 676 of the
2015 Civil Code)
EXERCISE 2: ARE THE FOLLOWING LEGAL NORMS CONFLICT OF
LAW? ANALYZE THOSE CONFLICT OF LAW.
1. In marriage between a Vietnamese citizen and a foreigner, each party shall comply
with the laws of his or her country on marriage.
- The above rule is a conflict rule because it determines the applicable law (the law of
the country of which each party is a national) to regulate the conditions for marriage
in a marriage relationship with a foreign element.
2. The ship owner is responsible for providing complete documents and fully and
accurately declaring the contents related to the registered ship as prescribed in
Articles 20 and 24 of this Code to the Vietnam Ship Registration Authority.
- The regulations stated in the exercise are not conflict regulations, but are content
regulations, specifically regulating the responsibilities of ship owners in providing
documents and declaring information to the Vietnam Ship Registration Authority.
3. Contracts relating to real estate in Vietnam must comply with the laws of the
Socialist Republic of Vietnam.
- is a conflict rule, as it designates Vietnamese law as the law applicable to contracts
relating to real estate located in Vietnam.
4. Ownership of movable property in transit is determined according to the law of the
country where the movable property is transported.
- As a rule on conflicts of ownership of movable property in transportation, Clause 2,
Article 678 of the 2015 Civil Code stipulates that real estate property in
transportation is determined according to the law of the country where the real estate
is transported, but can be agreed upon.
5. If the contract is concluded in Vietnam and performed entirely in Vietnam, it must
comply with Vietnamese law.
- is a conflict rule, because it specifies Vietnamese law as the law applicable to
contracts that satisfy two conditions: concluded and performed entirely in Vietnam.
6. Legal relations regarding inheritance of movable property are governed by the law
of the contracting party of which the testator was a citizen at the time of death.
- is a conflict rule, because it specifies the applicable law (the law of the testator's
country of nationality) for the inheritance relationship of movable property.
7. In case of collision occurring in international waters between ships of the same
nationality, the law of the country whose flag the ship flies shall apply.
- is a conflict rule, because it specifies the law of the flag State as the law applicable
to the legal relationship arising from the collision.
8. In cases where legal relations relate to property ownership on ships, ship charter
contracts, crew contracts, passenger and baggage transportation contracts, division
of salvage remuneration between the owner of a salvage ship and the crew of the
salvage ship, salvage of sunken property in international waters, and incidents
occurring on ships while they are in international waters, the law of the country
whose flag the ship flies shall apply.
- is a conflict rule, since it specifies the law of the flag state as the applicable law.
15
9. Marriage between foreigners permanently residing in Vietnam at a competent
authority of Vietnam must comply with the provisions of this Law on marriage
conditions.
- is a substantive norm, because it directly regulates the obligation to comply with the
marriage conditions of the 2014 Law on Marriage and Family.
10. The classification of assets as movable or immovable is determined according to
the law of the country where the assets are located.
- is a conflict rule, because it specifies the law of the country where the property is
located as the law applicable to the classification of the property.
11. Foreign law cannot be applied by Vietnamese Court to resolve the above divorce
case.
- is not a conflict rule, because it directly stipulates that Vietnamese courts must apply
Vietnamese law (Law on Marriage and Family 2014) to resolve divorce cases with
foreign elements.
12. Ownership and other rights to movable property in transit are determined
according to the law of the country where the movable property is transported, unless
otherwise agreed.
- It is a conflict rule, because it determines the legal system applicable (the law of the
country where the movable property is transported, unless otherwise agreed) to the
legal relations regarding ownership and other rights to the movable property during
transportation.
13. In case a foreigner establishes and performs civil transactions in Vietnam, the civil
capacity of that foreigner is determined according to Vietnamese law.
- is a conflict rule, because it determines the applicable law (Vietnamese law) to assess
the civil capacity of foreigners when establishing and performing civil transactions
in Vietnam. This rule may conflict with the law of the country of which the foreigner
is a citizen, if that law has different provisions on civil capacity.
14. The jurisdiction to resolve adoption cases belongs to the Court of the country of
the adopted child's nationality.
- It is a conflict rule because it determines the legal jurisdiction (the court of the
country where the adoptive child is a national) to resolve the adoption case, instead
of directly regulating the rights and obligations of the parties. This rule may conflict
with the law of the country where the adoptive parent resides or where the adoption
takes place, if that law provides for the jurisdiction of the courts of their country or
according to other criteria.
15. Compensation for non-contractual damages is determined according to the law of
the country where the damaging act occurred or where the actual consequences of
the damaging act arose.
- is a conflict rule, because it determines the applicable law (the law of the country
where the damaging act occurred or where the actual consequences arose) to regulate
the compensation for non-contractual damages. This rule may conflict with the law
of another country (e.g. the country where the parties reside or are nationals) if that
law uses different criteria to determine the applicable law, or when the damaging act
and the consequences occur in two different countries.
16
16. In case a contract is concluded abroad and violates the provisions on contract form
under the law of that country, but is not contrary to the provisions on contract form
under the law of the Socialist Republic of Vietnam, the form of contract concluded
abroad shall still be recognized in Vietnam.
- It is a conflict rule because it determines which Vietnamese law is applied to
recognize the form of contract in case there is a difference between Vietnamese law
and the foreign law where the contract is concluded.
17. The establishment and termination of ownership rights and the content of
ownership rights over assets are determined according to the laws of the country
where the assets are located.
- is a conflict rule, because it determines the applicable law (the law of the country
where the property is located) to regulate ownership and the content of ownership.
18. The jurisdiction of Vietnamese Courts to resolve civil cases involving foreign
elements is determined according to the provisions of Chapter III of this Code, unless
otherwise provided for in this Chapter.
- is a conflict of jurisdiction (judicial conflict) norm, because it determines the
jurisdiction of Vietnamese Courts in civil cases with foreign elements.
19. In case of concluding a contract in absentia, the determination of the place of
concluding the contract must comply with the law of the country where the individual
resides or where the legal entity that proposes to enter into the contract is
headquartered.
- is a conflict rule, because it determines the applicable law (the law of the country of
residence/headquarters of the proposing party) to determine the place of conclusion
of the contract in case of absence.
20. Contracts entered into in Vietnam and performed entirely in Vietnam must comply
with the laws of the Socialist Republic of Vietnam.
- is a conflict rule, because it determines that Vietnamese law is the law applicable to
contracts entered into and performed in Vietnam.
21. In case the legal relationship is related to the contract of carriage of goods, the law
of the country where the goods are delivered under the contract shall apply.
- is a conflict rule, because it determines the applicable law (the law of the country
where the goods are paid for) for the legal relations related to the contract of carriage
of goods.
22. Marriage between a citizen of one Contracting Party and a citizen of the other
Contracting Party shall comply with the conditions for marriage prescribed by the
law of the Contracting Party of which they are citizens. In addition, the person getting
married shall comply with the law of the Contracting Party where the marriage takes
place regarding cases where marriage is prohibited.
- is a conflict rule, because it determines the applicable law (the law of the country of
which the person getting married is a citizen for the conditions of marriage, and the
law of the country where the marriage takes place for prohibitions) to regulate the
marital relationship.
EXERCISE 3: DETERMINING THE LAW TO RESOLVE THE DISPUTE
17
a. Professor P (US citizen) - a world-famous mathematician, came to Vietnam to
attend a conference on digital mathematics. The accident happened on his way to
Hanoi University of Science and Technology with Professor U. They were discussing
a mathematical model to simulate traffic conditions on Hanoi streets, where there are
not enough traffic lights; and while crossing an intersection, suddenly a speeding
motorbike driven by Mr. A (Vietnamese citizen) crashed straight into Professor P,
seriously injuring him. His relatives sued A in a Vietnamese court, demanding
compensation. Which national law did the Vietnamese court apply to resolve the
issue?
- The law applicable to the settlement of non-contractual damages is the law of the
country where the damaging act occurred or where the actual consequences arose. In
this case, both the damaging act (accident) and the actual consequences (injury)
occurred in Vietnam.
⇒ The Vietnamese court will apply Vietnamese law to resolve the case of
compensation for non-contractual damages in this case.
- CCCPL: Clause 1, Article 687 of the 2015 Civil Code
b. B (a Vietnamese citizen) sneaked into E's (a Vietnamese citizen) house and stole an
antique vase. B sold the vase to D (a Cambodian citizen, residing in Cambodia). D
took a picture of the vase and posted it for sale online. E saw it and asked for the vase
back, but D refused because he thought the vase belonged to him. E sued D in a
Vietnamese court. Which national law did the Vietnamese court apply to resolve the
case?
- The Vietnamese court will apply Vietnamese law to resolve the dispute over
ownership of the antique vase, because the property is assumed to be in Vietnam.
- CCPL: Clause 2, Article 678 of the 2015 Civil Code
c. Mr. B (a Japanese citizen) was sent to Vietnam by the Japanese company where he
worked for a period of 02 years to support the branch of the company to stabilize its
business in the initial stage after its establishment. Here, he used a product of
Company X (a Japanese legal entity) sold by agent F (a Vietnamese legal entity) to
the Vietnamese market. This product caused him to be severely poisoned. After
verification, it was discovered that the product contained an ingredient that exceeded
the permissible threshold, which could be harmful to people if used repeatedly. Mr.
B sued Company X in a Vietnamese court. Which national law did the Vietnamese
court apply to resolve the case?
- The Vietnamese court will apply Vietnamese law to resolve the case of compensation
for non-contractual damages caused by Company X's defective product that poisoned
Mr. B, because the actual consequences occurred in Vietnam.
- CCCPL: Clause 1, Article 687 of the 2015 Civil Code
d. The consortium of contractors including Coteccons (leading the consortium), An
Phong Joint Stock Company, Thanh An Company, Delta Company Limited (all
Vietnamese legal entities) and Company P (Turkish legal entity) won the bid for the
Long Thanh airport construction project (Dong Nai province) invited by the Vietnam
Airports Corporation (ACV), after which the parties negotiated and signed a contract.
The dispute arose from the division of work and profits related to the consortium
18
contract. Company P sued Coteccons in a Vietnamese court. Which national law did
the Vietnamese court apply to resolve the case?
- The Vietnamese court will apply Vietnamese law to resolve the dispute over the joint
venture contract between Company P and Coteccons Company, because the contract
was signed and performed entirely in Vietnam.
e. J (US citizen) adopts child S (Vietnamese citizen). Which national law does the
competent authority of Vietnam apply to determine the eligibility of the adoptive
parent?
- The competent authority of Vietnam (Court or authorized agency) will apply US law
to determine the eligibility of J (adoptive person) to adopt child S.
f. Company X (a Vietnamese legal entity) specializes in trading in cosmetics and
established a new branch in Ho Chi Minh City. On the opening day, the branch has
an attractive promotion program, according to which, any customer who visits the
store on October 10, 2025 will receive a lucky spin (100% winning with different
prize levels, the highest value is Iphone 16 Pro max). Mr. T (a Mexican citizen) is
that lucky person. However, the branch refused to hand over the phone to him on the
grounds that he had committed fraud when he had won the spin twice (once in the
morning and once in the evening of October 10, 2025). Angry, Mr. T sued the branch
and company X in a Vietnamese court. Which national law does the Vietnamese
court apply to resolve the matter?
- The Vietnamese court will apply Vietnamese law to resolve the dispute between Mr.
T and Company X (same branch) related to the promotion program, because the
transaction was concluded and performed entirely in Vietnam.
g. In 2019, Ms. G (a Vietnamese citizen) and Mr. X (a Vietnamese citizen) got married
at the Vietnamese Embassy in Australia. After that, the couple had a conflict. In 2024,
Ms. G returned to visit her biological parents in Vietnam and filed a petition in the
Vietnamese court requesting a divorce from Mr. X and dividing the couple's joint
assets, including personal and real estate in Australia; personal and real estate in
Vietnam. The couple did not have any children together. Which national law does
the Vietnamese court apply to resolve the matter?
- Vietnamese courts will apply:
+
Vietnamese law to resolve the divorce request between Ms. G and Mr. X,
because both are Vietnamese citizens and the marriage took place at the Vietnamese
Embassy (considered as Vietnamese territory).
+
Vietnamese law to determine ownership and division of movable and immovable
property in Vietnam.
+
Australian law for determining ownership and distribution of movable and
immovable property in Australia.
h. Mr. V (a Vietnamese residing abroad, with dual citizenship of Vietnam and the
United States) married Ms. P (a Vietnamese citizen) at a competent authority in
Vietnam. Which national law is applied to determine the marriage conditions (form
+ content) of the parties?
19
- The court or competent authority of Vietnam shall apply Vietnamese law to
determine:
+
Marriage conditions (content) of both Mr. V and Ms. P, because both are
Vietnamese citizens (for Mr. V, Vietnam is considered the country with the closest
connection).
+
Forms of marriage and cases of prohibition of marriage, because the marriage
takes place at a competent authority of Vietnam.
i. Mr. N (a Vietnamese citizen) passed away in Vietnam without leaving a will. Mr.
N's estate includes a house and land in Vietnam. A dispute arose between Mr. N's
children, Mr. D (currently residing in the United States) and Mr. C (permanently
residing in Vietnam). Mr. C sued Mr. D in a Vietnamese court, requesting to divide
the inheritance. Which national law did the Vietnamese court apply to resolve the
case?
- Vietnamese courts will apply Vietnamese law to resolve disputes over inheritance
division.- CCPL: Clause 1, Article 680 of the 2015 Civil Code, because the inheritance is real
estate in Vietnam,
EXERCISE 5: TRUE/FALSE. EXPLANATION
1. When the laws of different countries have different regulations on a specific issue, a
conflict of laws will arise.
Comment: False
Explanation: This statement is incorrect. Conflict of laws arises when the following two
conditions are met:
– There must be a civil relationship with foreign elements arising in reality that needs
to be adjusted.
– There must be differences in specific content between the relevant legal systems.
⇒ Therefore, when the laws of countries provide differently on a specific issue between
relevant legal systems regarding civil relations with foreign elements, a conflict of laws
arises. When the laws of countries provide differently on a specific issue regarding
administrative relations or criminal relations, a conflict of laws does not arise.
2. When the conflict rules refer to foreign law, the competent authorities must apply the
law of that country to resolve it.
Comment: False
Explanation: The competent authority does not always have to apply foreign law. The
application also depends on other conditions such as public order, the ability to
determine the content of the law, the principle of retroactivity.
3. The phenomenon of back-reference and reference to the law of a third country does
not occur for all types of conflict of laws.
Comment: True
Explanation: Because the phenomenon of reverse reference or reference to the law of a
third country only occurs in certain cases, it does not apply to all types of conflict of
laws. Whether it occurs or not depends on the type of legal relationship, the provisions
of the law of the referred country and the policy of the country resolving the dispute.
4. The application of foreign law is the result of applying conflict of laws to choose the
applicable law.
20
Comment: True
Explanation: A one-sided conflict rule is a rule that indicates the application of the law
of the country that issued the rule, so a one-sided conflict rule does not recognize the
application of foreign law.
5. Foreign law cannot be applied to resolve conflicts of law regarding the rights and
obligations of the parties to a contract in cases where the contract is signed and
performed entirely in Vietnam.
Comment: True
Explanation: If there is no foreign element, and the entire process of concluding and
performing the contract takes place in Vietnam, foreign law cannot be applied to
regulate the rights and obligations of the parties in the contract.
6. The conflict rule cannot be applied to determine the jurisdiction of national courts in
civil cases with foreign elements.
Comment: False
Explanation: Conflict of laws rules are used to indicate which legal system will be
applied to regulate the content of a civil relationship with a foreign element (for
example: marriage, inheritance, contract, etc.). Meanwhile, the jurisdiction of a national
court (i.e. which country's court has the right to resolve the case) is determined by
international jurisdiction rules, not conflict of laws rules.
7. Conflict of laws arises when the legal content of two or more countries is different.
Correct assessment.
Explanation: Conflict of laws is a phenomenon that occurs when a civil relationship
with foreign elements involves two or more different legal systems, the provisions of
which are different in the way they regulate that relationship.
8. The dependent part of the conflict rule is the part that specifies the legal system of
the country that promulgates the rule to be applied.
Wrong statement. Because the legal system prescribed in the subordinate part can be of
any country, not necessarily the country that issued the norm.
9. The Law of Courts is always applied in resolving conflicts of laws.
Wrong assessment.
Explanation: Because the Court Law system only applies in certain cases.
10. There exists a conflict norm that is only partial in scope or partial in dependence.
Correct assessment
Explanation: Because in reality there are conflicting norms established in an indirect,
referential, or incomplete manner.
11. When the conflict of laws refers to foreign law, that foreign law shall automatically
apply.
Wrong perception
Explanation: Not all cases where conflict rules refer to foreign law are automatically
applied.
12.
Conflict of laws is a special legal norm.
Correct assessment
Explanation: Because the conflict rule has its own subject of application (relationships
with foreign elements), does not directly regulate the content, and has a different
referential nature than the normal content rule.
21
13. The consequences of applying foreign law include only the phenomenon of legal
evasion, reverse reference and reference to the law of a third country.
Wrong perception
Explanation: Those phenomena are part of the consequences, but there are many other
important consequences, such as conflicts with public order, failure to determine the
law, and protection of substantive rights.
14. A two-way conflict rule is a conflict rule that provides for the application of the law
of the country that issued the rule.
Wrong perception
Explanation: Two-way conflict rules can refer to both domestic and foreign law,
depending on the point of connection, not always applying the law of the country issuing
the rule.
15. The conflict of laws rule does not recognize the application of foreign law.
Correct Statement
Explanation: Since the conflict rule is only a guideline, it does not require all parties to
agree. A party can refuse to apply foreign law if it conflicts with its national public
order.
16. Conflicts of law arise when civil relations with foreign elements arise in practice
and need to be adjusted.
Correct Statement
Explanation: Because conflicts of law arise when there is a civil relationship with
foreign elements and a dispute or legal issue arises that requires determining the
applicable law. At this time, it is necessary to apply the conflict of law to guide the
selection of the appropriate law to regulate that relationship.
17. The purpose of applying public order reservations in international law is to refuse
to apply foreign law to apply the law of the country where the court is located.
False Statement
Explanation: The purpose of applying public order reservations in international justice
is to avoid contravening the fundamental principles of Vietnamese law.
18. Based on the legal form, conflict rules are divided into national conflict rules and
conflict rules in international treaties.
Comment: True
Explanation: Based on the form of law, conflict rules can be classified into national
conflict rules and conflict rules in international treaties.
19. The system of court law is always applied in resolving conflicts of laws.
Comment: False
Explanation: Only applicable to resolve conflicts of law on formal law, not to resolve
conflicts of law on content.
20. According to Vietnamese law, in case of reference to Vietnamese law, the
provisions of Vietnamese law on the rights and obligations of parties participating in
civil relations shall apply.
Comment: True.
Explanation: According to Clause 2, Article 668 of the Civil Code, "In case of referring
to Vietnamese law, the provisions of Vietnamese law on the rights and obligations of
parties participating in civil relations shall apply."
CCPL: Clause 2, Article 688 of the 2015 Civil Code
22
21. The conflict of laws rule may refer to the application of foreign law.
Comment: False
Explanation: A one-sided conflict rule is a conflict rule that stipulates the application of
the law of the country that issued the rule.
22. Conflict of laws arises when the parties in a civil relationship have different
nationalities.
Comment: Wrong pulse
Explanation: A legal conflict arises when the following two conditions are met:
+ There must be civil relations with foreign elements arising in practice that need
to be adjusted.
+ There must be differences in specific content between the relevant legal systems.
⇒ The above statement does not fully satisfy the above two conditions for a conflict of
laws to arise.
23. Conflict of laws arises when assets related to civil relations are located abroad.
False Statement.
Explanation: Conflict of laws arises when the assets involved in a civil relationship are
located abroad and there must be a difference in specific content between the relevant
legal systems.
24. The existence of substantive norms in international treaties eliminates the
phenomenon of conflict of laws.
False Statement
Explanation: the phenomenon of conflict disappears when the conditions that give rise
to conflict no longer exist.
25. Only one system of law should be applied in resolving conflicts of laws.'
False Statement
Explanation: because each system has only a certain scope of application, the resolution
of legal conflicts applies many different systems.
26. No single factor is the most important in resolving conflicts of laws.
Correct Statement
Explanation: because each system has only one different scope of application, no system
is the most important in resolving conflicts of laws.
27. Only when the conflict of laws rule is applied does a conflict of laws arise.
False Statement
Explanation: Conflict of laws arises when the following two conditions are met:
+ There must be civil relations with foreign elements arising in practice that need
to be adjusted.
+ There must be differences in specific content between the relevant legal systems.
28. Of the basic types of affiliation, personal affiliation is the most important.
False Statement
Explanation: Among the basic types of dependencies, there is no most important
dependency.
29. The personal system is only applied to regulate personal relationships.
False Statement.
Explanation: The personal system is not only applied to regulate personal relationships
but also used to regulate property relationships.
23
30. When resolving civil cases with foreign elements, the court shall only apply the
conflict of laws of its own country.
False Statement.
Explanation: When resolving civil cases with foreign elements, Vietnamese courts may
have to apply or consider conflict rules in foreign laws, known as reference.
CCPL: Clause 1, Article 668 of the 2015 Civil Code.
31. When applying conflict of law rules to resolve conflicts of law, conflict of law rules
will refer to substantive rules or domestic law rules.
False Statement.
Explanation: Because: When a domestic conflict rule refers to foreign law, it may refer
to that foreign conflict rule but does not always refer directly to the substantive rule.
CCPL: Clause 1, Article 668 of the 2015 Civil Code
32. The relevant part of the conflict rule is the part that specifies which foreign legal
system should be applied.
False Statement
Explanation: The subsystem of the conflict of laws does not always lead to the
application of foreign law. Give a criterion for connecting civil relations to a certain
legal system (domestic law or foreign law).
33. Conflict of law norms are a type of legal norm that, based on the reference to the
conflict of law norms, the competent authorities choose the optimal legal system to
regulate civil relations in the broad sense with foreign elements.
False Statement
34. Conflicts of law arise only in civil relations with foreign elements (in the broad
sense).
Correct Statement.
Explanation: This provision clearly shows that the prerequisite for a legal conflict to
arise is that there must be a civil relationship with a foreign element.
CCPL: Clause 1, Article 664 of the 2015 Civil Code
35. The conflict rule always refers to the application of foreign law.
False Statement.
Explanation: The conflict rule is essentially about choosing the law to apply (domestic
or foreign law), not always referring to the application of foreign law.
CCPl: Clause 1, Article 678 of the 2015 Civil Code clearly states the application of
conflict rules.
36. Conflict of laws is a specific phenomenon of international law.
Correct assessment.
Explanation: Conflict of laws is a special feature of international justice, it does not
directly regulate relationships but only prescribes rules that help determine the legal
system that needs to be applied and how that specific relationship is resolved is
determined by the law referred to.
37. Conflicts of law arise in all relations of international justice.
False Statement
Explanation: There are exceptions such as parties voluntarily choosing the law,
international treaties determining the applicable law, and relationships directly
regulated by Vietnamese law.
24
38. All civil relations with foreign elements give rise to conflicts of law.
Wrong assessment.
Explanation: Because not all civil relations with foreign elements give rise to conflicts
of law. Conflict of law only arises when there are differences between the relevant legal
systems and the parties in that relationship and cannot agree to apply a single legal
system in that relationship.
39. When the laws of different countries have different provisions on a particular issue,
a conflict of laws will arise.
Wrong assessment.
Explanation: The specific issue must be subject to the conflict of laws.
40. All applicable laws must be applied in resolving conflicts of laws.
Wrong assessment.
Explanation: The parties' right to choose the applicable law is possible but not always
absolute.
41. In case an international treaty to which Vietnam is a member or Vietnamese law
stipulates that the parties have the right to choose the law, the law applied to regulate
civil relations with foreign elements is always the law agreed upon by the parties.
Wrong perception
Explanation: because only civil relations with foreign elements are subject to
international judicial regulation.
42. The relevant part of the conflict rule is the part that specifies which foreign legal
system should be applied.
Wrong assessment.
Explanation: The subordination section is the section that determines which country's
legal system should be applied to regulate the relationships stated in the scope section.
43. One of the systems that is always applied to resolve conflicts of law in the field of
contracts is the system of the law of nationality of the legal entity.
Wrong perception
Explanation: because the legal system of nationality of a legal entity is not one of the
systems that is always applied to resolve conflicts of laws in the field of contracts.
44. The dependent part of a conflict of laws rule is the part that specifies the legal system
of the country that promulgates the rule to be applied.
Wrong perception
Explanation: because the dependent part is not the part specifying the law of the country
issuing the norm, but the part determining the legal system to be applied.
45. Conflict of laws arises when the legal content of two or more countries is different.
Correct assessment
Explanation: because conflicts of law arise when a legal relationship has a foreign
element and there are two or more legal systems that can be applied, but the provisions
of these systems are different.
46. The system of court law is always applied in resolving conflicts of laws.
Wrong perception
25
Explanation: because the law of the court is not always applied in resolving conflicts of
laws. The court only applies the law of its own country in certain cases, the rest is
according to the system prescribed in the conflict of laws rules.
47. Conflict of laws is a special legal norm.
Correct assessment
Explanation: because conflict rules have special nature, structure and scope of
application, different from normal content rules.
48. The phenomenon of conflict of laws can only occur in relationships of a civil nature
and with foreign elements.
Wrong perception
Explanation: because conflicts of law not only occur in civil relations, but also in many
other types of relations with foreign elements in international justice such as marriage family, labor, commerce,...
49. The conflict of laws rule may refer to the application of foreign law. Conflict of
laws arises when the parties in a civil relationship have different nationalities.
Wrong perception
Explanation: because the fact that the parties have different nationalities may be an
indication of a foreign element, it is not the only condition and does not mean that a
conflict of laws always arises.
50. Conflict of laws arises when assets related to civil relations are located abroad.
False Statement.
Because Conflict of Laws arises not only when the property is located abroad, but also
when there is any foreign element in the civil relationship, such as: One party is a
foreign individual/organization; The legal event occurs abroad; The relationship arises
abroad; Or the property is located abroad.
⇒ Therefore, foreign assets are only one of many factors, not the only condition for the
emergence of legal conflicts.
51. The purpose of applying public order reservations in international law is to refuse
to apply foreign law in order to apply the law of the country where the court is located.
Correct Statement
Explanation: Because the reservation of public order (ordre public) is a principle in
international justice that allows the court to refuse to apply foreign law if that law is
contrary to the basic principles of law and social morality of its own country ➡ In that
case, the law of the country where the court is located (lex fori) will be applied instead.
52. The existence of substantive norms in international treaties eliminates the
phenomenon of conflict.
False Statement.
Explanation: Because the substantive norms in international treaties only help guide or
directly regulate legal relations, but cannot eliminate the phenomenon of legal conflicts.
Legal conflicts arise when there are many legal systems that can be applied to a
relationship, while the substantive norms are only part of the content of that law.
53. The conflict of laws rule does not recognize the application of foreign law.
Correct Statement.
Explanation: Since the conflict rule only specifies the foreign law to be applied, a party
to a relationship may refuse to recognize or accept the application of that law for reasons
26
such as violating the public order of their country. This refusal falls within the scope of
the conflict rule exception, based on the public order principle in private international
law.
54. Only one system of law should be applied in resolving conflicts of laws.
Correct Statement.
Explanation: Because when resolving legal conflicts, it is often necessary to select and
apply only one legal system (the legal system belonging to a country) to regulate that
legal relationship, avoiding the simultaneous application of many different laws causing
conflicts.
55. All applicable laws must be applied in resolving conflicts of laws.
False Statement.
Explanation: Because in resolving legal conflicts, it is only necessary to select and apply
a single legal system according to conflict rules, not to apply all related legal systems
because it will cause contradictions and difficulties in implementation.
56. No single factor is the most important in resolving conflicts of laws.
False Statement.
Explanation: Because for each type of relationship, there is always the most important
main dependency to determine the applicable law (such as nationality, place of
residence, place of contract performance...).
57. When the laws of different countries have different provisions on a particular issue,
a conflict of laws will arise.
Correct statement Correct
Explanation: Conflict of laws arises when two or more legal systems with different
provisions are capable of being applied to a civil relationship with a foreign element.
58. Only when the conflict of laws rule is applied does a conflict of laws arise.
False Statement
Explanation: Conflict of laws arises before the application of conflict rules, due to
differences between legal systems. The application of conflict rules is to resolve that
conflict situation.
59. Among the basic types of affiliation, personal affiliation is the most important.
False Statement
Explanation: There is no legal or doctrinal basis to assert that personal affiliation is
paramount.
60. The personal system is only applied to regulate personal relationships.
Correct Statement.
Explanation: Personal relations (such as nationality, permanent residence) are often
applied in relationships such as marriage, divorce, guardianship, civil capacity, that is,
relationships related to human relatives.
61. When resolving civil cases with foreign elements, the Court shall only apply the
conflict of laws of its own country.
False Statement.
Explanation: According to common law principles and some exceptions, Vietnamese
Courts can apply foreign conflict rules (if permitted by Vietnamese law).
62. When applying conflict of law rules to resolve conflicts of law, conflict of law rules
will refer to substantive rules or domestic law rules.
27
Correct Statement.
Explanation: Conflict rules do not resolve the content of the dispute but only refer to
the applicable legal system (usually the substantive rules – substantive law – of the
country referred to).
63. Vietnamese courts cannot apply conflict of laws rules of foreign countries to resolve
a civil relationship with foreign elements.
False Statement.
Explanation: In practice and doctrine, the principle of subsequent reference (renvoi)
allows Vietnamese courts to apply foreign conflict rules, if consistent with the
provisions of Vietnamese law or international treaties to which Vietnam is a member.
64. The application of foreign law is the result of applying the conflict of laws rule to
choose the applicable law.
Correct Statement.
Explanation: The conflict rule serves to indicate which legal system (domestic or
foreign) will be applied to resolve a case with a foreign element.
65. Conflict of laws is a special legal norm.
Correct Statement
Explanation: Conflict of interest rules are special rules because they do not directly
regulate rights and obligations but only have a "referential" function, that is, they
indicate the substantive law that will be applied.
66. The system of law of courts is always applied in resolving conflicts of laws.
False Statement.
Explanation: Although the procedural law of the court is always applied to procedural
issues and to determine conflict of rules, the substantive law to resolve the substance of
the case may be foreign law, not always the law of the court.
67. The conflict rule always refers to the application of foreign law.
False Statement
Explanation: The conflict rule may refer to the application of domestic law or foreign
law, depending on the particular case.
68. The conflict of laws rule may refer to the application of foreign law.
False statement.
Explanation: The conflict of parties rule only determines the scope of application of
one's own law. It does not directly "refer" to foreign law but only indirectly leaves open
the possibility of applying foreign law if the conditions for applying domestic law are
not satisfied.
69. Conflict of laws is a specific phenomenon of international law.
Correct Statement.
Explanation: Conflict of laws is the core content and most typical phenomenon that
international justice studies and resolves.
70. Conflicts of law arise in all relations of international justice.
False Statement
Explanation: Conflict of laws only arises when there is a foreign element and the
possibility of applying many different legal systems, leading to the need to choose the
28
applicable law. Not all relationships with a foreign element automatically have conflicts
of laws.
For example, if the parties have agreed to a valid choice of applicable law and that law
is recognized by the law of the forum, or an international treaty has directly addressed
the issue, then there will be no conflict of laws.
71. When the laws of different countries have different provisions on a particular issue,
a conflict of laws will arise.
Correct Statement
Explanation: Conflict of laws occurs when there is a difference between the legal
systems of countries on a particular issue. This often arises in relations with a foreign
element, when a legal issue involves several countries, and these countries have
different legal regulations. In this case, countries must determine which law will be
applied to resolve the issue, and the choice of law appropriate to the actual
circumstances can create a conflict.
72. Only when the conflict of laws rule is applied does a conflict of laws arise.
False Statement
Explanation: Conflict of laws can arise when the laws of different countries provide
different regulations on a particular issue, but it is not necessary to immediately apply
the conflict of laws rules for a conflict of laws to arise. Conflict of laws rules are a tool
to resolve conflicts of laws when they occur, but conflicts of laws can exist even when
the regulations of different countries are not consistent, without the need to immediately
apply the conflict of laws rules.
73. The personal law system is only applied to regulate personal relationships.
Correct Statement
Explanation: The personal law system is only applied to regulate personal relationships
such as nationality, marriage, divorce, inheritance, and legal issues related to
individuals. These issues are directly related to personal identity and need to be
regulated by the law of the country that has a close connection with that individual.
74. Conflicts of law arise only in civil relations with foreign elements (in the broad
sense).
False Statement
Explanation: Conflicts of law can arise not only in civil relations with a foreign element,
but can also occur in internal civil relations when there are differences between the legal
provisions of different agencies, organizations, or judicial authorities within a country.
Conflicts of law are mainly related to determining which law will be applied in disputes
with an international element, but in some cases, conflicts can also arise in internal civil
relations when different legal provisions are inconsistent.
75. The phenomenon of legal conflicts arises when civil relations with foreign elements
arise.
Correct Assessment
Explanation: Conflict of laws arises when there is a civil relationship with a foreign
element, because when countries have different regulations on the same legal issue, this
difference creates a conflict. To resolve this problem, it is necessary to apply conflict of
laws to determine which country's law will be applied in each specific situation.
76. Applying conflict rules indirectly resolves the phenomenon of conflict of laws.
29
Correct Statement
Explanation: Applying conflict of laws rules is an indirect method of resolving conflicts
of laws. Instead of directly resolving conflicts between legal regulations of countries,
conflict of laws rules help determine which national law will be applied in civil relations
with foreign elements, thereby resolving disputes without changing or eliminating the
differences between legal systems.
77. According to current regulations of Vietnamese law, foreign law is naturally applied
when conflicting rules in Vietnamese law are referred to.
False Statement
Explanation: In case: The foreign law is contrary to the basic principles of Vietnamese
law or the content of the foreign law cannot be determined.
CCPL: Article 670 of the 2015 Civil Code
78. According to the provisions of Vietnamese law, when having to apply foreign law,
Vietnamese Courts do not apply conflicting rules in that foreign legal system.
Correct Statement
Explanation: When applying foreign law referred to by Vietnam's conflict of laws, the
Court shall only apply the substantive provisions of that foreign law.
79. Article 123(2) of the 2014 Law on Marriage and Family stipulates: “The jurisdiction
to resolve marriage and family cases involving foreign elements at the Court shall be
implemented in accordance with the provisions of the Civil Procedure Code”. This is a
conflicting norm.
False Statement
Explanation: Conflict rules are rules that guide the choice of law applicable to relations
with foreign elements.
+ Meanwhile, the provision in Clause 2, Article 123 of the 2014 Law on Marriage
and Family only refers to procedural jurisdiction, that is, the norm refers to
procedural procedures, not to conflicting norms.
+ Article 663 of the 2015 Civil Code – determining civil relations with foreign
elements
+ The conflict rule is used to specify which country's law will be applied to regulate
that relationship.
=> Article 123(2) is not a conflict rule, but a reference rule on procedural jurisdiction.
JURISDICTION OF THE COURT
EXERCISE 1: Read the situation carefully and answer the following questions:
Company A (a Vietnamese legal entity) is a registered business company and operates
mainly in the field of maritime transport. On January 29, 2014, Company A signed a
time charter contract with Company E (a Vietnamese legal entity). Accordingly,
Company E chartered ship G from Company A for the period from February 5, 2014 to
January 25, 2015 to transport goods according to Company E's instructions.
On December 10, 2014, Company C (a Chinese legal entity) and Company N (a
Vietnamese legal entity) signed a Goods Sales Contract No. CH20141210A.
Accordingly, Company C sold to Company N about 6,600 tons of Ammonium Sulphate
fertilizer at a price of 128.5 USD/ton, total value 848,100 USD. The payment method
chosen by the parties is Letter of Credit (abbreviated as L/C). The delivery terms are
30
FOB terms, meaning that Company N is obliged to arrange the transportation of goods
from the port of China to Vietnam. Company N has chosen Joint Stock Commercial
Bank H to open L/C. Through the Bank, Company N will receive a set of goods
documents (bill of lading, commercial invoice, packing list, certificate of origin,
certificate of quality...) from Company C to pay for the purchase of the shipment.
To transport goods under the sales contract, on December 16, 2014, Company N signed
Ship Charter Contract No. 001/CP/CLVN/CAN/XII/2014 (reference number:
CH20141210A) for voyage transportation with Company E. According to the
agreement in the contract, ship G will transport a shipment of fertilizer from Zhapu port
(China) to Quy Nhon port (Vietnam) for Company N. On January 16, 2015, under the
direction of Company E, Company A dispatched ship G to Zhapu port to receive the
goods. After completing the loading, ship G issued bill of lading No. TSZPL01 dated
January 16, 2015 as evidence that the ship had received the shipment of 6,085 tons of
fertilizer from Company C. At the request of Company C, the role of Company N was
shown on the bill of lading as “Notice recipient” (notice of ship arrival, notice of
readiness to unload, etc.); the Bank was “Order issuer of delivery order”. This means
that the shipment of fertilizer will be delivered to Company N at the port of discharge
if Company N can present the original bill of lading endorsed by the Bank along with
the delivery order to Company N.
On January 21, 2015, as the charterer, Company N issued a directive requesting
Company A, Company E, the Captain and Agent of Ship G (ship G) to deliver the goods
without presenting the original bill of lading on the grounds that the original bill of
lading had not yet been shipped from China to Vietnam. Company N committed to
immediately deliver the original bill of lading to Ship G after the original bill of lading
was shipped to Vietnam and to insure Ship G against any damages that may arise from
the delivery of the goods as requested.
On January 22, 2015, ship G arrived at Quy Nhon port and was ready to unload. Under
pressure from Company N, Company A reluctantly delivered the goods as requested by
Company N. After receiving the goods, Company N sold the entire shipment right at
Quy Nhon port. However, from February 2015 to November 2015, Company N gave
many reasons and promises to delay and not pay Company C the amount of 781,922.5
USD, despite the fact that Company C had to send a representative to Vietnam to meet
and work directly many times. After that, Company C sued Company A and Company
E and Company N to claim compensation for the entire value of the fertilizer shipment
transported on ship G on the grounds that ship G delivered the goods without requiring
Company N to present the original bill of lading. Company N did not take any action to
protect ship G as they had committed.
1. Are the following legal relationships subject to regulation by Vietnamese
international law?
a. Legal relationship between Company C and Company A
Compensation for damages outside of contract with foreign elements based on point a,
clause 2, article 663 of the Civil Code
b. Legal relationship between Company C and Company N
Contractual relations with foreign elements based on point a, clause 2, article 663 of the
Civil Code
c. Legal relationship between Company A and Company E
31
Contractual relations with foreign elements based on point b, clause 2, article 663 of the
Civil Code
d. Legal relationship between Company E and Company N.
Contractual relations with foreign elements based on point b, clause 2, article 663 of the
Civil Code
2. Company C sues Company N in Vietnamese Court
a. Does the Vietnamese court have jurisdiction to resolve this case?
- Because company C is a Chinese legal entity, based on point a, clause 2, article 464
of the Civil Procedure Code, the above case is a civil case with foreign elements.
The defendant is a Vietnamese legal entity, so based on point b, clause 1, article 469 of
the Civil Procedure Code, the Vietnamese court has general jurisdiction to resolve this
case.
b. Suppose that, at the time of dispute, the parties have agreed that: “In case of any
dispute arising between the parties, the parties will first negotiate, if not, the dispute will
be resolved by arbitration at the Pacific International Arbitration Center (PIAC) or a
competent Vietnamese court”. What is your opinion on this issue?
- Pursuant to Point a, Clause 1, Article 472 of the Civil Procedure Code, when the parties
have agreed to choose arbitration to resolve a case in which a Vietnamese court has
general jurisdiction to resolve the case, the Vietnamese court must return the petition
and suspend the resolution of the case.
- Therefore, since company C and A have agreed to choose Pacific International
Arbitration to resolve the dispute, the Vietnamese court must suspend the settlement of
this case.
c. In which cases does the Chinese court have jurisdiction to resolve the case?
- The Chinese court has jurisdiction to resolve the case in case the two parties have an
agreement that when a dispute arises, the Chinese court will resolve it. Pursuant to Point
a, Clause 1, Article 472 of the Civil Procedure Code, when the two parties have agreed
on the competent authority to resolve the case, the Vietnamese court must suspend the
resolution of the case.
d. Would you advise Company C to sue Company N in a Vietnamese Court or a Chinese
Court? Why?
- Advise company C to file a lawsuit in Vietnamese court because:
+ The defendant is in Vietnam, so it will be convenient for monitoring the execution of
the judgment.
+ If a lawsuit is filed in a Chinese court, after the verdict is issued, it must be compared
with Vietnamese law to consider recognition and enforcement.
e. Suppose that, in the contract between the parties, there is a clear provision stating that
any disputes (if any) will be resolved by the Singapore Court under Vietnamese law.
What is your opinion on this issue?
- I do not agree with the above view. Because it is impossible to agree that the Singapore
Court will apply Vietnamese law. If so, the agreement on choosing a court is invalid
and according to point a, clause 1, article 472 of the Civil Procedure Code, when the
agreement on choosing a court to resolve the case is invalid, the Vietnamese court still
has the authority to resolve civil cases with foreign elements for which the Vietnamese
court has general jurisdiction.
f. Add details for VIAC to have jurisdiction
32
- Company C and company N agreed in the contract that if a dispute arises, it will be
brought to the Vietnam Arbitration Court (VIAC) for settlement.
3. Company C sues Company A
a. Company C sued Company A in a Vietnamese court. Does the Vietnamese court have
jurisdiction to resolve this case?
- Case C and A are cases with foreign elements based on point a, clause 2, article 464
of the Civil Procedure Code because company C is a Chinese legal entity.
- Pursuant to point 6, clause 1, article 18 of the Vietnam-China Arbitration Agreement
on the jurisdiction to resolve cases of compensation for non-contractual damages, the
act causing the damage occurred in Vietnam, so the Vietnamese court has the
jurisdiction to resolve the case between C and A.
b. Company C sued Company A in a Chinese court. Does the Chinese court have
jurisdiction to resolve this case?
- Case C and A are cases with foreign elements based on point a, clause 2, article 464
of the Civil Procedure Code because company C is a Chinese legal entity.
- Pursuant to point 6, clause 1, article 18 of the Vietnam-China Arbitration Agreement
on the jurisdiction to resolve cases of compensation for non-contractual damages, the
place where the consequences arise is in China, so the Chinese court has the jurisdiction
to resolve the case between C and A.
4. Company A sued Company N in a Vietnamese court.
a. Does the Vietnamese court have jurisdiction to resolve this case?
- The case of A and N does not fall under the provisions of Clause 2, Article 464 of the
Civil Procedure Code, so there is no foreign element. This is a domestic relationship in
Vietnam, so the Vietnamese court has the authority to resolve it.
b. Suppose, the parties have agreed that the dispute arising will be resolved by the
Singapore International Arbitration Centre (SIAC) under its Rules of Procedure. What
is your view on this matter?
- Because the case does not have a foreign element, it is not possible to agree on the
selection of the Singapore International Arbitration Center to resolve the case.
EXERCISE 2: Minsk Tractor Company (a Belarusian legal entity) and Mekong
Company (a Vietnamese legal entity) signed Contract No. CTT–SZ-Tractor-2020-001GK dated June 14, 2020 on the import of tractors for agricultural use. To perform the
contract, Minsk Company hired Company P (a Latvian legal entity) to deliver a number
of tractors to Mekong Company. However, when inspecting the goods, Mekong
Company said that the products did not meet the quality standards and violated the
agreement in the Contract, so Mekong Company sued Minsk Tractor Company.
1. Are the following legal relationships subject to regulation by Vietnamese
international law?
a. Contractual relationship between Minsk Company and Mekong Company
- Contractual relationships with foreign elements according to point a, clause 2, article
663 of the civil code
b. Contractual relationship between Minsk Company and Company P
- Not subject to the regulation of Vietnam's international law because both are foreign
countries.
2. Mekong Company sues Minsk Company
33
a. The negotiation was unsuccessful, so Mekong Company filed a lawsuit against Minsk
Company in the Vietnamese Court. Does the Vietnamese Court have jurisdiction?
Knowing that the contract between the parties has a provision stating: “In case of any
dispute arising between the parties, the parties will first negotiate. If unsuccessful, the
dispute will be resolved at the Shanghai International Arbitration Center (SHIAC)
according to the Rules of Procedure of this Center”.
- The case between Mekong and Minsk is a case with foreign elements based on point
a, clause 2, article 464 of the Civil Procedure Code because one of the participating
parties, Minsk, is a foreign country (Belarus).
- The defendant in the case is the Belarusian legal entity Minsk and the case between
Mekong and Minsk does not fall under the cases specified in Clause 1, Article 469 of
the Civil Procedure Code, so the Vietnamese court has no jurisdiction.
- The two parties agreed that the dispute would be resolved at the arbitration center in
Shanghai, so Mekong had to file a lawsuit at the Shanghai International Arbitration
Center.
b. Negotiations failed, Mekong Company sued Minsk Company in Vietnamese Court.
Does Vietnamese Court have jurisdiction?
- The case between Mekong and Minsk is a case with foreign elements based on point
a, clause 2, article 464 of the Civil Procedure Code because one of the participating
parties, Minsk, is a foreign country (Belarus).
- The defendant in the case is the Belarusian legal entity Minsk and the case between
Mekong and Minsk does not fall under the cases specified in Clause 1, Article 469 of
the Civil Procedure Code, so the Vietnamese court has no jurisdiction.
c. In which cases do Vietnamese courts have exclusive jurisdiction?
- When the parties have an agreement, all disputes will be resolved in Vietnamese
courts.
d. Negotiations failed, Mekong Company sued Minsk Company in Belarusian court.
Does Belarusian court have jurisdiction?
- The Belarusian court has jurisdiction because the defendant is the Belarusian legal
entity Minsk company.
EXERCISE 3: On September 16, 2021, Mr. NHD (a Vietnamese citizen) signed a labor
contract with H Management Consulting Company (a Japanese legal entity), with a term
of 12 months, starting from September 30, 2021, accordingly, Mr. D is responsible for
surveying the Vietnamese market in the field of restaurant and hotel chain management.
The monthly salary according to the contract is 7,000 USD, food and travel allowance
is 900 USD. On December 15, 2021, Mr. G (a Japanese citizen - General Director of
Company H) sent a notice via email to Mr. D with the content of terminating the labor
contract with Mr. D from December 30, 2021. Disagreeing with the reason given by
Company H, Mr. D sued Company H.
1. Are the following legal relationships subject to regulation by Vietnamese
international law?
a. Labor contract relationship between Company H and Mr. D
- The labor contract relationship between company H and Mr. D is subject to the
provisions of Vietnamese international law and this is a civil relationship with foreign
elements based on point a, clause 2, article 663 of the Civil Code.
b. Labor contract relationship between Company H and Mr. G
34
- The labor contract relationship between Company H and Mr. G is not subject to the
regulation of Vietnamese international law because both parties are foreigners (Japan).
2. Mr. D sued Company H.
a. Mr. D sued Company H in a Vietnamese court. Does the Vietnamese court have
jurisdiction to resolve the matter?
- Company H is a Japanese company and Mr. D is Vietnamese. According to point a,
clause 2, article 464 of the Civil Procedure Code, there is one foreign party involved,
so this case is a civil case with foreign elements.
- Pursuant to Point e, Clause 1, Article 469 of the Civil Procedure Code, the civil
relationship with foreign elements between Mr. D and Company H was established and
terminated in Japan and affected the rights and obligations of Mr. D, a Vietnamese
person, so the Vietnamese court has the authority to resolve this case.
b. Mr. D sued Company H at the Vietnam International Arbitration Center (VIAC).
Does VIAC have jurisdiction to resolve the matter if the contract between the parties
contains a clause stipulating that any dispute that arises will be resolved by VIAC?
- VIAC has the authority to resolve because according to Clause 1, Article 5 of the
Arbitration Law, the condition for resolving a dispute by arbitration is that there must
be an agreement. Because Mr. D and Company H have an agreement, VIAC has the
right to resolve.
c. Mr. D sued Company H in a Japanese court. Does the Japanese court have jurisdiction
to resolve the matter? Specify the legal basis.
Hint: The jurisdiction of Japanese courts in resolving civil cases with foreign elements
is stipulated in the 1996 Japanese Civil Procedure Code.
- “A Japanese court shall have jurisdiction over a civil case if the defendant is domiciled
in Japan…”
- The Japanese court has jurisdiction if the defendant (here, Company H - a Japanese
legal entity) is headquartered in Japan.
- Therefore, the Japanese court has jurisdiction to resolve the case.
EXERCISE 4: In 2024, Ms. TKM (a Vietnamese citizen) married Mr. S (a Swiss
citizen) in Vietnam. At first, the couple lived happily and stably in Vietnam. M and S
created a joint asset of an apartment in Ho Chi Minh City and a house in Switzerland.
However, conflicts arose between the parties. Mr. S returned to Switzerland. Out of
sight, out of mind and without any children, both parties wanted a divorce.
1. Is the above legal relationship subject to regulation by Vietnamese international law?
a. Marriage between M and S
- Is it subject to the regulation of Vietnamese judiciary based on point a, clause 2, article
663 of the Civil Code, one of the participating parties is a foreigner?
b. Divorce between M and S
- Is it subject to the regulation of Vietnamese judiciary based on point a, clause 2, article
663 of the Civil Code, one of the participating parties is a foreigner?
2. M divorced S
a. M filed for divorce from S in a Vietnamese court, requesting the court to divide the
couple's common property. Does the Vietnamese court have the authority to resolve
this?
35
- Mr. S is Swiss, Mrs. M is Vietnamese, so according to point a, clause 2, article 464 of
the Civil Procedure Code, there is one party participating who is a foreigner, so the
above case is a civil case with foreign elements.
- Pursuant to Point d, Clause 1, Article 469 of the Civil Procedure Code, because Ms.
M is a Vietnamese citizen, the Vietnamese court only has the authority to resolve the
division of property, which is the apartment in Ho Chi Minh City, but not the house in
Switzerland.
b. S filed for divorce from M in a Swiss court, requesting the court to divide the couple's
common property. Does the Swiss court have jurisdiction to resolve the matter?
- According to the Swiss Federal Code on Private International Law (PILA): Article 59
PILA: “The Swiss court has jurisdiction to settle a divorce if one of the parties is a Swiss
citizen
or
is
residing
in
Switzerland.”
- Mr. S is a Swiss citizen and resides in Switzerland, so the Swiss court has jurisdiction
to settle the divorce.
- However, the Swiss court only has jurisdiction to divide property, which is a house in
Switzerland, and does not have jurisdiction over an apartment in Ho Chi Minh City.
c. When S returned to Switzerland for a while, before he could proceed with the divorce
proceedings with M, S suddenly passed away in Switzerland without leaving a will. A
dispute arose between S's and M's parents regarding the inheritance that S left behind.
S's parents filed a petition with the Swiss court requesting the division of this
inheritance. Does the Swiss court have jurisdiction to resolve this matter?
Suggestion: Unlike Vietnam, the regulations on the jurisdiction of the Court and the
laws applicable to civil relations with foreign elements in Switzerland are codified into
a legal document - the Swiss International Private Law Act 1987.
- According to the Swiss Federal Code on Private International Law 1987 (PILA):
Article 86 PILA – On jurisdiction in inheritance: “The Swiss courts have jurisdiction to
resolve issues related to inheritance if the testator is a Swiss citizen or resides in
Switzerland at the time of death.”
- S was a Swiss citizen and was residing in Switzerland at the time of his death.
- Therefore, the Swiss Court has jurisdiction to resolve the inheritance dispute.
- Property can be divided in Switzerland.
- Real estate abroad (such as apartments in Ho Chi Minh City) → The Swiss court may
not have direct enforcement authority, but can still issue a division decision, if this
decision is later recognized and enforced in Vietnam.
EXERCISE 5: TRUE/FALSE. EXPLANATION
81. Foreign courts are only competent to resolve civil cases with foreign elements as
prescribed in Article 440 of the 2015 Civil Procedure Code.
Comment: False
82. In civil relations, if the parties do not agree to apply foreign law, the courts may still
apply foreign law to resolve the case.
Comment: True
Legal basis: Article 644 of the Civil Code
Explanation: In the absence of agreement, the tribunal may apply foreign law under the
conflict of laws rule if it deems appropriate.
36
83. When a State waives its immunity from jurisdiction, it waives its immunity from
jurisdiction.
Comment: True
84. A judgment of a foreign court, when legally and competently declared in that
country, shall be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 423, 425, 431 of the 2015 Civil Procedure Code
Explanation: To be enforced in Vietnam, the judgment must go through recognition
procedures and does not automatically take effect.
85. Vietnamese courts accept and resolve all civil cases with foreign elements.
Comment: False
Legal basis: Articles 469 and 470 of the 2015 Civil Procedure Code.
Explanation: Not all cases are resolved by Vietnamese Courts; there are exceptions such
as cases under the exclusive jurisdiction of foreign Courts, or cases under the exclusive
jurisdiction of Vietnamese Courts.
86. Mutual legal assistance in civil matters includes extradition.
Comment: False
Explanation: Extradition is criminal assistance, not civil.
87. Any civil judgment or decision issued by a foreign court can be brought back to
Vietnam for recognition and enforcement.
Comment: False
Legal basis: Article 423; Article 424 of the 2015 Civil Procedure Code
Explanation: Not all judgments are recognized, but conditions regarding jurisdiction,
procedure, and not contrary to public order are considered.
88. The subject applying international law and foreign law is only the judicial body.
Comment: False
Legal basis: Article 664 of the 2015 Civil Code
Explanation: Not only judicial bodies, but also arbitration and administrative agencies
can apply foreign law.
89. The signs determining international civil jurisdiction under international treaties are
only by nationality and territory.
Comment: False
Explanation: The criteria for determining jurisdiction are not only based on
nationality/territory but also on place of residence, place of property...
90. Foreign court judgments on divorce cases between Vietnamese citizens and
foreigners cannot be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 125 and 127 of the 2014 Law on Marriage and Family; Article 425
of the Civil Procedure Code.
Explanation: A divorce judgment can be recognized if it meets the conditions of
Vietnamese law.
91. All civil judgments and decisions of foreign courts are automatically recognized in
the absence of international treaties.
Comment: False
Legal basis: Articles 423, 424, 425 of the 2015 Civil Procedure Code
Explanation: If there is no treaty, recognition procedures in Vietnam are still required.
37
92. Civil judgments and decisions that have not yet become legally effective according
to the provisions of the law of the country whose court issued the judgment or decision
shall not be recognized in Vietnam.
Comment: True
Legal basis: Article 423 of the 2015 Civil Procedure Code
Explanation: The judgment must have legal effect in the country where it was issued to
be considered for recognition in Vietnam.
93. Vietnamese courts accept and resolve all civil cases with foreign elements.
Comment: False
Legal basis: Articles 469 and 470 of the Civil Procedure Code.
Explanation: Not all cases fall under the jurisdiction of the Vietnamese Court.
94. The determination of the jurisdiction of the national court over a civil case with a
foreign element must be based on the guidance of the conflict of laws.
Comment: False
Explanation: Jurisdiction is determined by civil procedure rules, not conflict rules.
95. All foreign arbitral awards shall be enforced in Vietnam only when the decision of
recognition and enforcement by a Vietnamese court has legal effect.
Comment: True
Legal basis: Article 427 of the 2015 Civil Procedure Code
Explanation: Vietnamese courts must recognize foreign arbitration awards before
enforcement.
96. Vietnamese courts accept and resolve all civil cases with foreign elements.
Comment: False
Legal basis: Articles 469 and 470 of the Civil Procedure Code.
Explanation: Not all cases fall under the jurisdiction of the Vietnamese Court.
97. A judgment of a foreign court, when legally and competently declared in that
country, shall be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 423, 425, 431 of the 2015 Civil Procedure Code
Explanation: To be enforced in Vietnam, the judgment must go through recognition
procedures and does not automatically take effect.
98. Foreign court judgments on divorce cases between Vietnamese citizens and
foreigners cannot be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 125 and 127 of the 2014 Law on Marriage and Family; Article 425
of the Civil Procedure Code.
Explanation: A divorce judgment can be recognized if it meets the conditions of
Vietnamese law.
99. Foreign court judgments on divorce cases between Vietnamese citizens and
foreigners cannot be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 125 and 127 of the 2014 Law on Marriage and Family; Article 425
of the Civil Procedure Code.
Explanation: A divorce judgment can be recognized if it meets the conditions of
Vietnamese law.
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100. The conflict of laws rule cannot be applied to determine the jurisdiction of national
courts in civil cases with a foreign element.
Comment: False
Explanation: Jurisdiction can be determined by conflict of laws if the treaty so provides.
101. The court always applies its own law in resolving civil cases with foreign elements
according to the system of court law.
Comment: False
Legal basis: Article 664 of the 2015 Civil Code
Explanation: Vietnamese law does not always apply, foreign law can also be applied
according to conflict rules.
102. All foreign arbitral awards shall only be effective in Vietnam after the Vietnamese
Court's decision on recognition and enforcement takes legal effect.
Comment: True
Legal basis: Article 427 of the 2015 Civil Procedure Code
Explanation: Vietnamese courts must recognize foreign arbitration awards before
enforcement.
103. The jurisdiction of a national court over a civil case with a foreign element is
determined according to the guidance of the conflict of laws in international treaties to
which the country is a member and the civil procedural law of the country.
Comment: True
Explanation: Jurisdiction is determined according to the guidance of procedural law and
international treaties.
104. Foreign arbitral awards are automatically recognized and enforced in Vietnam if
the foreign country is a member of the 1958 New York Convention.
Comment: False
Legal basis:
Explanation: Even though it is a member of the Convention, it still has to go through
the recognition procedure in Vietnam.
105. All foreign arbitral awards shall only be enforced in Vietnam after the Vietnamese
court's decision on recognition and enforcement has taken legal effect.
Comment: True
Legal basis: Article 427 of the 2015 Civil Procedure Code
Explanation: Vietnamese courts must recognize foreign arbitration awards before
enforcement.
106. Vietnamese courts do not have jurisdiction over civil cases with foreign elements
if the parties reside, do business, or live permanently abroad.
Comment: False
Legal basis: Article 469 of the Civil Procedure Code
Explanation: Vietnamese courts may still have jurisdiction if the case involves property
or relationships arising in Vietnam.
107. Civil judgments and decisions of foreign courts, when they come into legal effect
in the country where they were issued, will always be recognized and enforced in
Vietnam.
Comment: False
Legal basis: Articles 423, 425, 431 of the 2015 Civil Procedure Code
39
Explanation: To be enforced in Vietnam, the judgment must go through recognition
procedures and does not automatically take effect.
108. Under Vietnamese law, foreign arbitral awards are only recognized and enforced
in Vietnam after they are recognized and enforced by a Vietnamese court.
Comment: True
109. Foreign court judgments on divorce cases between Vietnamese citizens and
foreigners cannot be recognized and enforced in Vietnam.
Comment: False
Legal basis: Articles 125 and 127 of the 2014 Law on Marriage and Family; Article 425
of the Civil Procedure Code.
Explanation: A divorce judgment can be recognized if it meets the conditions of
Vietnamese law.
110. Vietnamese courts accept and resolve all civil cases with foreign elements.
Comment: False
Legal basis: Articles 469 and 470 of the Civil Procedure Code.
Explanation: Not all cases fall under the jurisdiction of the Vietnamese Court.
111. A foreign arbitral award shall only be enforceable in the territory of the host
country after it has been recognized and enforced by the court of the host country.
Comment: False
Explanation: Arbitration is a non-judicial mechanism; the award can be recognized
without confirmation by the Court of that country.
MARRIAGE WITH FOREIGN ELEMENTS
EXERCISE 1:
Ms. NT H (Vietnamese citizen): 25 years old, permanent resident of Nhon Hoi
commune, An Phu district, An Giang province.
Mr. R (Belgian citizen): 35 years old, permanent resident in Belgium, temporary
resident in Vietnam.
1. Marriage
a. Ms. H and Mr. R voluntarily got to know each other and got married in Vietnam.
Which agency has the authority to register the marriage between Ms. H and Mr. R?
- Because Ms. H is a Vietnamese citizen and Mr. R is a Belgian citizen, there is one
foreign party involved. Based on point a, clause 2, article 663 of the Civil Code, the
civil relationship between H and R is a civil relationship with foreign elements.
- Pursuant to Point a, Clause 2, Article 7, the People's Committee at the district level
has the authority to register civil status for events specified in Clause 1, Article 3 of the
Law on Civil Status. Clause 1, Article 3 of the Law on Civil Status stipulates that civil
status events include marriage. Therefore, the People's Committee of An Phu district
where Ms. H permanently resides has the authority to register the marriage between Ms.
H and Mr. R.
b. Ms. H and Mr. R voluntarily got to know each other and got married in Belgium.
Will the Belgian authorities register the marriage between Ms. H and Mr. R?
- Yes if both parties meet the requirements under Belgian law
c. Ms. H and Mr. R voluntarily got to know each other and got married in Vietnam.
Which national law is applied to regulate this marriage?
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- Pursuant to Article 126 of the Law on Marriage and Family, which stipulates that
marriages involving foreign elements will be governed by Vietnamese law.
d. Ms. H and Mr. R voluntarily got to know each other and got married in Belgium.
Which national law is applied to regulate this marriage?
- Regarding the marriage conditions, Ms. H and Mr. R must meet the conditions of their
respective countries.
- If you get married in Belgium, Belgian law must apply.
2. Divorce
After getting married in 2020, Ms. H and Mr. R lived and worked in Vietnam. At first,
the couple lived happily together and had a child together, K (a Vietnamese citizen). In
2023, the couple had a conflict. In 2019, Mr. R returned to Belgium. In 2026, Ms. H
filed for divorce from Mr. R.
About the common child: Ms. H wants to raise K.
Regarding common property: The couple has common property, including: (i) personal
property and real estate in Vietnam; (ii) personal property and real estate in Belgium.
Ms. H requests to divide this common property.
Regarding common debt: None.
(2i) Determination of Court Jurisdiction
a. Ms. H filed a lawsuit to request a divorce from Mr. R in a Vietnamese court. Does
the Vietnamese court have the authority to resolve this case?
Mr. R is Belgian, Mrs. H is Vietnamese, so according to point a, clause 2, article 464 of
the Civil Procedure Code, there is one party participating who is a foreigner, so the
above case is a civil case with foreign elements.
- Pursuant to Point d, Clause 1, Article 469 of the Civil Procedure Code, because Ms.
H is a Vietnamese citizen, the Vietnamese court only has the authority to resolve the
divorce case between R and H.
- Vietnamese courts only have the authority to divide movable and immovable property
in Vietnam.
b. Ms. H filed a lawsuit to request a divorce from Mr. R at the Belgian Court. Does the
Belgian Court have the authority to resolve this case?
- The Belgian court has jurisdiction to resolve this divorce case, based on the fact that:
Mr. R is a Belgian citizen and is residing in Belgium.
(2ii) Determining applicable law
a. Ms. H filed a lawsuit to request a divorce from Mr. R in a Vietnamese court. Which
national law is applied to resolve this divorce case?
- Pursuant to Clause 1, Article 127, Vietnamese law must be applied.
b. Ms. H filed a lawsuit for divorce from Mr. R at the Belgian court. Which national
law is applied to resolve this divorce case?
- In case Ms. H (a Vietnamese citizen) files a lawsuit for divorce from Mr. R (a Belgian
citizen) at the Belgian Court, which law is applied to resolve this divorce case will be
determined by the Belgian Court according to the provisions of the 2004 Belgian
International Private Law Code.
- Specifically, Article 55 of the Belgian Code of International Private Law clearly
stipulates the procedure for determining the applicable law in divorce cases involving
foreign elements. Accordingly, if the spouses have the same nationality at the time of
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filing the lawsuit, the law of that country will be applied. In case there is no common
nationality, the law of the common habitual residence of the spouses at the time of filing
the lawsuit will be applied. If there is no common residence at that time, the Court will
consider the last common residence of the spouses, provided that one of them still
resides there. In the last situation, when the above criteria cannot be applied, the law of
the applicant's nationality will be used.
- Applied to the specific situation, because Ms. H is a Vietnamese citizen and Mr. R is
a Belgian citizen, the two do not have a common nationality. If they used to reside
together in Belgium and Mr. R is currently residing there, the Belgian Court may apply
Belgian law to resolve the divorce case. Conversely, if there is no common residence
that meets the conditions, then Vietnamese law - that is, the law of the plaintiff, Ms. H
- will be applied.
3. Inheritance
a. Suppose that, while waiting for the Vietnamese court to hear the divorce case with
Ms. H, Mr. R suddenly passed away in Vietnam (without leaving a will). A dispute
arose between Mr. R's parents (Belgian citizens, permanent residents in Belgium) and
Ms. H regarding the division of the inheritance left by Mr. R. Ms. H filed a lawsuit in
the Vietnamese court requesting the Vietnamese court to divide Mr. R's inheritance.
Which national law is applied to resolve this case?
Reference: Private International Law of Belgium
- The law applicable to resolve the case of dividing Mr. R's inheritance will be:
+ Vietnamese law, if the inheritance is real estate in Vietnam.
+ Belgian law, if the estate is movable property and does not fall under the
exceptions under Vietnamese law.
EXERCISE 2. A and B (both Vietnamese citizens residing in Germany) got married at
the Vietnamese Embassy in Germany. After living together for a while, conflicts arose
between the two parties and A and B both wanted a divorce. It is known that the
common property of the couple includes personal and real estate in Vietnam.
a. A files a petition at a Vietnamese court requesting a divorce from B and division of
the couple's common property. Does the Vietnamese court have jurisdiction to resolve
the case?
- A and B are Vietnamese citizens who got married in Germany. The establishment of
the relationship between A and B took place in Germany. Pursuant to Point b, Clause
2, Article 464 of the Civil Procedure Code, the case between A and B is a civil case
with foreign elements.
- Pursuant to Point d, Clause 1, Article 469 of the Civil Procedure Code, the divorce
case between A and B, both of whom are Vietnamese citizens, therefore the Vietnamese
court has the authority to resolve it.
b. Assuming the Vietnamese Court has jurisdiction, which national law will the
Vietnamese Court apply to resolve the above case?
- Pursuant to Clause 1, Article 122 of the Law on Marriage and Family: The provisions
of the law on marriage and family of the Socialist Republic of Vietnam shall apply to
marriage and family relations involving foreign elements, except where otherwise
provided for by this Law.”
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- So Vietnam will be applied to the relationship between A and B.
c. Suppose A files a petition at a German court requesting a divorce from B and a
division of the couple's common property, including personal and real estate in
Vietnam. The German court issues a judgment stating that the common property of A
and B will be divided in half, with each person receiving half of the total value of the
property. A files a petition at a Vietnamese court requesting recognition and
enforcement of the judgment of the German court. If you are the competent person, will
you recognize and enforce this judgment? Why?
- Not to recognize and enforce the judgment because:
+ Pursuant to Point a, Clause 1, Article 470, Vietnamese courts have exclusive
jurisdiction over civil cases with foreign elements related to rights to real estate in the
territory of Vietnam and pursuant to Clause 3, Article 127 of the Law on Marriage and
Family, the settlement of real estate must comply with the law of the country where the
property is located.
- The real estate of A and B is located in Vietnam, so this is a separate jurisdiction of
the Vietnamese court and applies Vietnamese law to the real estate of A and B, so the
German court does not have jurisdiction to resolve. Therefore, the judgment of the
German court is not recognized and enforced.
EXERCISE 3: Mr. M (Vietnamese nationality), Mrs. Sakura (Japanese nationality).
1. In 2023, Mr. M and Ms. Sakura registered their marriage in Japan. Please let us know
in which cases the Law on Marriage and Family of Vietnam can be applied to adjust the
marriage conditions of Ms. Sakura (please explain clearly why)?
- Pursuant to Clause 1, Article 126 of the Law on Marriage and Family, if the marriage
of Mr. M and Ms. Sakura is conducted at a competent state agency of Vietnam, Ms.
Sakura must also comply with the provisions of the Law on Marriage and Family of
Vietnam on marriage conditions.
2. After getting married, Mr. M and Mrs. Sakura returned to Vietnam to live and work
stably from June 2023 (with a note of marriage in Vietnam). In March 2025, the couple
had a conflict and asked the Japanese Court to resolve the divorce. Please provide:
a. Does the Vietnamese court have jurisdiction to resolve the above case? Why?
- Because Ms. Sakura is Japanese, based on point a, clause 2, article 464 of the Civil
Procedure Code. Because one party is a foreigner, this case is a civil case with foreign
elements.
- Because Mr. M and Ms. Sakura have lived and worked stably in Vietnam for a long
time, specifically 1 year and 9 months, based on point b, clause 1, article 470 of the
Civil Procedure Code, the divorce case between Mr. M and Ms. Sakura is under the
exclusive jurisdiction of the Vietnamese court.
b. Suppose the Vietnamese Court has jurisdiction. There is an opinion that: “Foreign
law cannot be applied by the Vietnamese Court to resolve the above divorce case”. What
is your opinion on this opinion?
- The above statement is wrong, foreign law can still be applied.
- Based on Clause 2, Article 122 of the Law on Marriage and Family, if other
Vietnamese legal documents refer to the application of foreign law, foreign law shall
be applied, if such application does not contravene the basic principles stipulated in
Article 2 of this Law.
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3. In 2028, Nam Viet Company (Vietnamese nationality - represented by Mr. M) signed
a contract to hire Amikawa Company (Japanese nationality - represented by Ms.
Sakura) to transport a shipment of electronic goods from Japan to Vietnam. In the
contract, the parties agreed to choose Japanese law to resolve disputes arising from the
contract. When a dispute arose, the parties requested the Vietnamese Court to resolve
it.
Exercise 4: In the United States, J (US citizen) married H (Vietnamese citizen, residing
in the United States). In 2023, the couple returned to Vietnam to live and work stably
in Vietnam.
1. Is the marriage between J and H automatically valid in Vietnam? Why?
- The marriage between J and H is not automatically valid in Vietnam because both of
them got married in the United States, so it is necessary to confirm whether the marriage
between J and H is in accordance with the conditions for marriage under Vietnamese
law or not and whether it is eligible for a marriage license or not.
2. In 2024, a couple had a conflict and asked the Vietnamese Court to resolve the
divorce. After reviewing the case, the Vietnamese Court decided: “They are not
recognized as husband and wife, all property disputes will be resolved by civil law”.
What do you think about the above decision?
- J and H got married in the United States, so if they return to Vietnam, they must
complete the marriage registration procedure according to Vietnamese law to be
recognized as husband and wife. Therefore, if both of them have not completed the
procedure, they will not be recognized as husband and wife and the settlement of
property disputes is in accordance with Vietnamese law.
3. Suppose in 2025, while visiting family in the United States, J files a petition with the
US Court to resolve the divorce. After the US Court's divorce judgment becomes legally
effective, J requests the Vietnamese Court to recognize and enforce the above judgment.
Will it be recognized and enforced in Vietnam? Why?
- J is an American and H is Vietnamese, so because one party is a foreigner, based on
point a, clause 2, article 464 of the Civil Procedure Code, the case between J and H is a
civil case with foreign elements.
- Pursuant to Point b, Clause 1, Article 470 of the Civil Procedure Code, since one party
in the divorce case is H, a Vietnamese citizen, and both have lived and worked longterm in Vietnam from 2023 to 2025, the divorce case between H and J is a case under
the exclusive jurisdiction of the Vietnamese court. Therefore, the US court does not
have jurisdiction to resolve the case and the effective judgment of the US court is not
recognized and enforced in Vietnam.
EXERCISE: TRUE/FALSE. EXPLANATION
1. Vietnamese law only recognizes one marriage ceremony, which is the civil ceremony
for marriages with foreign elements.
Comment: True
Legal basis: Article 9 of the 2014 Law on Marriage and Family
Explanation: Vietnamese law only recognizes marriage when it is registered with a
competent state agency according to legal procedures (civil ceremony). Marriage
according to religious ceremonies has no legal value.
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2. When resolving a divorce request with foreign elements in Vietnam, the most
important thing is to consider whether the divorce conditions meet the legal regulations
of the country of which the parties are nationals.
Comment: False
Legal basis: Article 127 of the 2014 Law on Marriage and Family
Explanation: When resolving a divorce involving foreign elements and one party is a
Vietnamese citizen, Vietnamese law is applied to consider the conditions for divorce. It
is not mandatory to consider the foreign law of which the parties are nationals.
Therefore, "considering conditions according to foreign law" is not the most important
thing as stated.
3. According to Vietnamese law, foreign individuals and foreign legal entities are
subjects of marriage and family relations with foreign elements.
Comment: False
Explanation: The 2014 Law on Marriage and Family only regulates relationships
between individuals and does not apply to legal entities in marital relationships. Legal
entities cannot be the subjects of marital relationships.
4. The scope of research of Vietnamese international judiciary on marriage and family
relations includes three issues: resolving conflicts of applicable laws, conflicts of
jurisdiction, recognition and enforcement of judgments and decisions of foreign courts
and arbitrations in Vietnam.
Comment: True
Legal basis: TPQT textbook, BLDS, BLTTDS
Explanation: Including: conflicts of law, conflicts of jurisdiction, recognition and
enforcement of foreign judgments/decisions.
5. If two Vietnamese citizens get married abroad under Vietnamese law, that marriage
is a marriage with foreign elements.
Comment: False
Legal basis: Clause 25, Article 3, Law on Marriage and Family 2014
Explanation: Even though they are of the same nationality, marriage abroad is still
considered to have a foreign element.
6. Foreign court judgments on divorce cases between Vietnamese citizens and
foreigners cannot be recognized and enforced.
Comment: False
Legal basis: Articles 423, 439 of the 2015 Civil Procedure Code; Article 127 of the Law
on Marriage and Family
Explanation: It can still be recognized if the judgment is legal and does not violate the
basic principles of Vietnamese law.
7. According to Vietnamese law, guardianship is determined according to the law of the
country where the person under guardianship is a national.
Comment: False
Legal basis: Article 682 of the 2015 Civil Code
Explanation: Guardianship is determined by the law of the ward's place of residence,
not by nationality.
8. According to Vietnamese law, the personal law system is the only system of law
applied to resolve legal conflicts regarding marriage conditions and marriage
prohibitions.
45
Comment: False
Legal basis: Clause 1, Article 126 of the Law on Marriage and Family 2014
Explanation: In the case of marriage between a Vietnamese citizen and a foreigner or
between two foreigners in Vietnam, each party must comply with the laws of his or her
country regarding marriage conditions, not just the personal law.
In addition, if getting married in Vietnam, you must also comply with Vietnamese law
on the form of marriage, which means there is an additional dependency on the place
where the marriage takes place.
9. When a German marries a Vietnamese citizen, he or she must comply with the
marriage conditions prescribed by German law and Vietnamese law.
Comment: True
Legal basis: Clause 1, Article 126 of the Law on Marriage and Family 2014
Explanation: Each party must comply with the laws of his or her country regarding the
conditions for marriage.
10. According to Vietnamese law, in cases where an international treaty to which the
Socialist Republic of Vietnam is a member refers to the application of foreign law,
foreign law shall apply.
Comment: True
Legal basis: Clause 2, Article 664 of the 2015 Civil Code, Clause 2, Article 6 of the
Marriage and Family Law
Explanation: International treaties may refer to the application of foreign law and have
priority over the application of the Treaty.
11. The settlement of property in the form of real estate abroad upon divorce shall
comply with the laws of the country of which the subject is a national.
Comment: False
Legal basis: Clause 3, Article 127 of the Law on Marriage and Family
Explanation: The settlement of foreign real estate assets upon divorce shall comply with
the laws of the country where the real estate is located.
12. According to the provisions of Vietnamese law, the District People's Committee has
the authority to register marriages involving foreign elements.
Comment: True
Legal basis: Article 37 of the 2014 Law on Civil Status
Explanation: The District People's Committee has the authority to register marriages
involving foreign elements.
13. Vietnamese law is always applied to resolve divorces involving foreign elements if
one of the parties is a Vietnamese citizen.
Comment: False
Legal basis: Clause 2, Article 122, Clause 2, Article 127 of the Law on Marriage and
Family 2014
Explanation: Foreign law can be applied if appropriate or according to international
treaties, not always Vietnamese law.
In case the party is a Vietnamese citizen who is not a permanent resident in Vietnam at
the time of the divorce request, the divorce shall be resolved according to the law of the
country where the couple resides.
14. If two Vietnamese citizens get married abroad, according to Vietnamese law, that
marriage must be a marriage with a foreign element.
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Comment: True
Legal basis: Clause 25, Article 3, Law on Marriage and Family 2014
Explanation: Marriage abroad is a sign of foreign elements, even if of the same
nationality.
15. According to Vietnamese law, divorce between two foreigners residing in Vietnam
will be resolved according to the law of the country where both spouses are nationals.
Comment: False
Legal basis: Article 127 of the 2014 Law on Marriage and Family
Explanation: If you are a permanent resident in Vietnam, divorce is resolved according
to Vietnamese law.
16. Vietnamese law is always applied to resolve divorces involving foreign elements if
one of the parties is a Vietnamese citizen.
Comment: False
Legal basis: Clause 2, Article 127 of the Law on Marriage and Family 2014
Explanation: In case the party is a Vietnamese citizen who is not a permanent resident
in Vietnam at the time of the divorce request, the divorce shall be resolved according to
the law of the country where the couple resides together.
CONTRACTS WITH FOREIGN ELEMENTS
EXERCISE 1:
E Company Limited: Vietnamese legal entity
K Company Limited: Singapore Legal Entity
S Company: Canadian Legal Entity
On August 24, 2017, Company E signed a sales contract No. 110910/KY with Company
S, according to which Company E imported raw materials (tanned cowhide) to produce
shoes from Company S and then transferred the raw materials to Company K. When the
contract between Company S and Company E was signed, Company E would advance
30% of the total contract value to Company S; the remaining 70% would be paid before
Company K shipped the goods. The contract value was 929,620 USD; Company E
would pay 30% to Company S within 03 working days from the date of signing the
contract; the processing fee of 173,000 USD would be paid by Company E to Company
K within 02 days from the date the goods were completed; the remaining amount would
be paid by Company E to Company S no later than 05 days before the goods were
completed.
On September 5, 2017, Company E and Company K signed Business Cooperation
Contract No. 01/HĐHTKD with the following content: The two parties cooperate in the
production of all kinds of leather shoes and sandals (Details are specified in the
appendix attached to each order). Company E is responsible for providing technology,
designs, specifications, raw materials to ensure quality and necessary circulating
packaging according to the total production standards for Company K. Company K
organizes and carries out the production of products of the business cooperation contract
according to the technology, designs, and product specifications required by Company
E. The parties to the business cooperation contract are divided by sales revenue. The
ratio of sales revenue division for the parties participating in the implementation of the
business cooperation contract is agreed upon on the basis of the assigned work and is
specified in detail in each appendix attached to the contract.
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1. Is the above legal relationship subject to regulation by Vietnamese international law?
a. Legal relationship between Company E and Company K
- Contractual relations for the sale of goods with foreign elements according to Point a,
Clause 2, Article 663 of the Civil Code with one foreign party participating are subject
to the regulation of Vietnam's international judicial system.
b. Legal relationship between Company E and Company S
- Contractual relations for the sale of goods with foreign elements according to Point a,
Clause 2, Article 663 of the Civil Code with one foreign party participating are subject
to the regulation of Vietnam's international judicial system.
After sending many reminders, Company E still did not fulfill its payment obligations
as committed in the contract with Company S. Company S sued Company E.
2. Determine the authority to resolve disputes
a. Company S sued Company E in a Vietnamese court. Does the Vietnamese court have
jurisdiction to resolve this case?
- Because company S is a Canadian legal entity, based on point a, clause 2, article 464
of the Civil Procedure Code, there is one participating party that is a foreign
organization, so the case between S and E is a civil case with foreign elements.
- Pursuant to Point b, Clause 1, Article 469 of the Civil Procedure Code, because the
defendant is E LLC, a Vietnamese legal entity, the Vietnamese court has the authority
to resolve the case between S and E.
b. Article 6 of the Sales Contract stipulates as follows: “Any disputes arising from this
contract shall be resolved by the Singapore International Arbitration Center (SIAC)”.
Company S sues Company E in the Vietnamese Court. Does the Vietnamese Court have
jurisdiction to resolve this case?
- Because company S is a Canadian legal entity, based on point a, clause 2, article 464
of the Civil Procedure Code, there is one participating party that is a foreign
organization, so the case between S and E is a civil case with foreign elements.
- Pursuant to Point b, Clause 1, Article 469 of the Civil Procedure Code, because the
defendant is E LLC, a Vietnamese legal entity, the Vietnamese court has the authority
to resolve the case between S and E.
- Pursuant to Point a, Clause 1, Article 472 of the Civil Procedure Code, when the two
parties have agreed to choose a dispute resolution agency, the Vietnamese court must
return the petition and suspend the settlement of the case.
- The Vietnamese court has no jurisdiction to resolve the dispute and must return the
petition to the Singapore International Arbitration Center (SIAC) to resolve the dispute.
c. Article 6 of the Sales Contract stipulates as follows: “Any dispute arising from this
contract shall be resolved by the Singapore International Arbitration Center (SIAC) in
accordance with the Rules of Procedure of the International Court of Arbitration ICC”.
Company S sued Company E in the Vietnamese Court. Does the Vietnamese Court have
jurisdiction to resolve this case?
- Because company S is a Canadian legal entity, based on point a, clause 2, article 464
of the Civil Procedure Code, there is one participating party that is a foreign
organization, so the case between S and E is a civil case with foreign elements.
48
- Pursuant to Point b, Clause 1, Article 469 of the Civil Procedure Code, because the
defendant is E LLC, a Vietnamese legal entity, the Vietnamese court has the authority
to resolve the case between S and E.
- Because the Singapore International Arbitration Center is a permanent arbitrator, it
can only apply Singapore law and cannot apply other procedural rules, so the arbitration
agreement between S and E is invalid.
- Pursuant to Point a, Clause 1, Article 472 of the Civil Procedure Code, in case the
selection agreement is invalid, the Vietnamese court still has jurisdiction to resolve the
case.
d. The sales contract has the following clause: “Any dispute arising from this contract
shall be resolved by a sole arbitrator appointed by the parties in accordance with the
simplified procedure prescribed in the VIAC Arbitration Rules”. Company S sued
Company E in a Vietnamese court. Does the Vietnamese court have jurisdiction to
resolve this case?
- Because company S is a Canadian legal entity, based on point a, clause 2, article 464
of the Civil Procedure Code, there is one participating party that is a foreign
organization, so the case between S and E is a civil case with foreign elements.
- Pursuant to Point b, Clause 1, Article 469 of the Civil Procedure Code, because the
defendant is E LLC, a Vietnamese legal entity, the Vietnamese court has the authority
to resolve the case between S and E.
- The sole arbitrator appointed jointly by the parties is an ad hoc arbitrator, so the VIAC
arbitration rules can be applied.
- Pursuant to Point a, Clause 1, Article 472 of the Civil Procedure Code, when the two
parties have agreed to choose a dispute resolution agency, the Vietnamese court must
return the petition and suspend the settlement of the case.
- The Vietnamese court has no jurisdiction to resolve the case and must return the
petition.
3. Determine applicable law
a. Suppose that the Vietnamese Court has jurisdiction to resolve the dispute. Which
national law is applied to resolve the above case?
- Company S is a Canadian legal entity and company E is a Vietnamese legal entity
because both are members of CISG and the contract between S and E is a contract for
the sale of goods, so when the Vietnamese court has jurisdiction to resolve the case, it
will refer to the application of CISG law if both parties do not have an agreement to
exclude CISG.
b. Suppose that SIAC has jurisdiction to resolve the dispute. Which national law is
applicable to resolve the above case?
- If the contract between Company E and Company S contains a choice of law clause,
the chosen national law will govern the contract.
- In case the parties do not have an agreement on choice of law, the arbitrator will
determine the applicable law based on the principle of conflict of laws. Both Vietnam
and Canada are members of CISG → CISG can be applied automatically (unless
excluded).
At the time of signing the contract, Company S and Company E agreed that if one party
fails to perform its contractual obligations, causing damage to the other party, it must
49
compensate the damaged party an amount of 500,000 USD. In addition, the contract
also has the following clause: ““Any disputes arising from this contract shall be resolved
by the Singapore International Arbitration Center (SIAC) under the laws of the province
of Quebec (Canada)”.
Disputes arose, SIAC accepted to resolve and issued a Judgment.
At the hearing to consider the request, the representative of Company E stated that the
SIAC Arbitration Award violated Point b Clause 2 Article 459 of the 2015 Civil
Procedure Code because it required Company E to compensate Company S 500,000
USD while the actual damage incurred was only about 300,000 USD. This is unfair to
Company E.
On the contrary, the representative of Company S objected on the grounds that: The law
applicable to the content of the contract is the law of the State of Quebec and the
agreement between the parties in the contract is completely legal.
4. If it is the competent authority, does the Group RECOGNIZE or NOT RECOGNIZE
the SIAC arbitral award? Why?
- As the competent authority to consider the application, it is appropriate to decide to
RECOGNIZE the SIAC arbitration award because:
- The parties have a clear choice of law agreement (Quebec law) and choose SIAC as
the jurisdiction;
- The agreement on a predetermined compensation level is legal under the governing
law;
Note on sentence 4: Only consider from a theoretical perspective because in reality, it
only stops at the arbitration accepting to resolve the above case and has not recorded
any case where the Vietnamese Court has received a request to recognize an arbitration
award with similar content.
EXERCISE 2: On April 30, 2024, company A (Vietnam) signed a contract with B
(USA) for the international sale of goods. In the contract, the parties agreed: "The goods
are delivered to the carrier to be delivered to the buyer no later than June 30, 2024 at
port X". Please indicate:
1. In case the parties choose the ICC's Incoterms 2020 practice (FOB - delivered on
board) to adjust the contract, when is the time of transfer of risk for the goods under the
contract determined?
- FOB means the seller delivers the goods when the goods have been loaded on board
the ship at the named port of loading.
- Risk is transferred from seller to buyer when the goods are placed on board the vessel.
2. In case seller B violates payment obligations and buyer A files a lawsuit in a
Vietnamese court, does the Vietnamese court have jurisdiction to resolve the above
dispute? Which country's law is applicable?
- Because there is one participating party, B (United States), based on point a, clause 2,
article 464 of the Civil Procedure Code, the case between B and A is a civil case with
foreign elements.
- Because the defendant is company A (Vietnam), based on point b, clause 1, article 469
of the Civil Procedure Code, the Vietnamese court has the authority to resolve the case.
- The contract between the two parties is a contract for the sale of goods and Vietnam
and the United States are both members of CISG, so CISG can be applied if there is no
exclusion clause.
50
EXERCISE 3: M is a Vietnamese citizen, N is a B citizen; K is a legal entity with C
nationality. There is no international treaty between A, B and C. Suppose the contract
between M and K is a contract for the sale of goods and a Vietnamese court resolves a
dispute about the parties' obligations for loss of goods in the contract:
1. Please prove that: "The provisions on the rights and obligations of the parties in the
contract for the sale of goods in the 2005 Vietnam Commercial Law can be applied to
resolve disputes".
- The dispute arising from the contract for the sale of goods between M (an individual
with Vietnamese nationality) and K (a legal entity with nationality of country C) is a
civil dispute with foreign elements as prescribed in Clause 1, Article 663 of the 2015
Civil Code. In this situation, the Vietnamese Court is the dispute resolution agency, so
Vietnamese law on international justice will be applied to determine the law governing
the contract.
- Pursuant to Article 683 of the 2015 Civil Code, in case the parties do not have an
agreement to choose the law governing the contract, the applicable law is the law of the
country where the party with the specific obligation resides or was established at the
time of entering into the contract. In a contract for the sale of goods, the specific
obligation is usually the obligation to deliver the goods, and this obligation belongs to
the seller. If in this situation, the seller is M (Vietnamese nationality), then Vietnamese
law will be applied to regulate the content of the contract.
- The 2005 Law on Commerce of Vietnam is a specialized law regulating commercial
relations, including the sale and purchase of goods with foreign elements. In Article 27
of the Law on Commerce, the law clearly stipulates that commercial disputes with
foreign elements are governed by Vietnamese law if Vietnamese law is selected or
applied according to the provisions of the law. Thus, if Vietnamese law is determined
to be the law governing the contract according to the provisions of Article 683 of the
Civil Code, the provisions on the rights and obligations of the parties in the 2005 Law
on Commerce will be applied to resolve the dispute.
2. Is the following statement true or false? Analysis: “Both the substantive method and
the conflict method can be applied to resolve disputes between the parties in this
contract. Each method has certain advantages and limitations.”
- The above statement is correct. In a contract for the sale of goods with a foreign
element, both the conflict of laws method and the unified substance method can be
applied.
- The conflict of laws method helps determine which country's law will govern the
contract (for example, according to Article 683 of the 2015 Civil Code). The advantage
is that it is flexible and respects national sovereignty; the disadvantage is that it can lead
to
the
application
of
unfamiliar
laws,
causing
difficulties.
- The substantive method (such as the CISG) provides unified regulations that directly
govern the contract. The advantage is that it is clear and predictable; the disadvantage
is that it only applies when the parties are members or have an agreement to apply it.
- Therefore, each method can be applied depending on the situation and has its own
advantages and disadvantages.
51
EXERCISE 4: Company H (a 100% foreign-invested company, established in Vietnam
and headquartered in Ho Chi Minh City) signed a contract to hire Company W (a
Singaporean company and headquartered in Singapore) to transport 1,000 tons of
pepper from Vietnam to the Russian Federation. In the contract, the two parties agreed
to choose the Singapore Court to resolve disputes arising from the contract. During the
performance of the contract, a dispute arose between the parties. Company H sued
Company W at the Vietnamese Court, requesting compensation for damages due to
breach of contract. After receiving notice that the Vietnamese Court had accepted the
above case, Company W counter-sued Company H at the Singapore Court, requesting
that Company H compensate for damages due to breach of contract. Knowing that there
is a Mutual Legal Assistance Agreement on Civil Matters between Vietnam and Russia;
there is no Mutual Legal Assistance Agreement on Civil Matters between Vietnam and
Singapore. Please let us know:
1. Does the Vietnamese court have jurisdiction to resolve the above dispute? Explain
the reasons and state the legal basis?
- Because one of the parties involved is company W (Singapore), based on point a,
clause 2, article 464 of the Civil Procedure Code, the case between company W and
company H is a civil case with foreign elements.
- Pursuant to Point e, Clause 1, Article 469 of the Civil Procedure Code, the
establishment, change, and termination of the relationship occurred outside the territory
of Vietnam but affected Company H headquartered in Vietnam, so the Vietnamese court
has the authority to resolve the matter.
- But based on point a, clause 1, article 472 of the Civil Procedure Code, the two parties
have agreed to choose the Singapore court to resolve disputes, so the Vietnamese court
does not have the authority to resolve them.
2. Assuming the Vietnamese Court has jurisdiction, which law will be applied to resolve
the above dispute?
- Because there is no agreement on the choice of applicable law, based on Clause 3,
Article 664 of the Civil Code, the law of the country with the closest connection to the
civil relationship with foreign elements will be applied and the Vietnamese court with
jurisdiction will apply Vietnamese law.
EXERCISE 5: Company A (Vietnam, headquartered in Ho Chi Minh City) signed a
contract to purchase a shipment of medical equipment from Company B (Japan,
headquartered in Tokyo). The contract was negotiated and signed at Company B's
headquarters in Tokyo (Japan). Claiming that Party B had delivered goods that did not
comply with the contract in terms of quality and quantity, A sued B in the Vietnamese
Court.
1. Does the Vietnamese court have jurisdiction over the above dispute? Legal basis?
- Because one of the parties involved is company B (Japan), based on point a, clause 2,
article 464 of the Civil Procedure Code, the case between company B and company A
is a civil case with foreign elements.
- Pursuant to Point e, Clause 1, Article 469 of the Civil Procedure Code, the
establishment, change, and termination of the relationship occurred outside the territory
of Vietnam but affected Company A headquartered in Vietnam, so the Vietnamese court
has the authority to resolve the matter.
52
2. Suppose the Vietnamese Court is determined to be the competent Court. Please
determine the law applicable to the following contractual relationships and analyze the
legal basis for determining the applicable law?
- The two parties do not have an agreement on choice of law, so the law of the country
with the closest connection to the contract will apply.
- This is a contract for the sale of goods, so according to point a, clause 2, article 683 of
the civil code, the law of the country most closely related to the contract is the country
where the seller is established. Therefore, in this case, Japanese law will apply.
EXERCISE 6: Company A (seller) of country M nationality signed a contract for the
sale of goods with company B (buyer) of country N nationality. The contract was signed
in country P. During the performance of the contract, a dispute arose because the seller
did not deliver the agreed quantity of goods and the buyer refused to receive the goods.
The dispute was brought to trial at the Court of country Q. Using the knowledge of
international justice you have learned, please indicate:
1. How to determine whether the Court of Country Q will have jurisdiction over the
above dispute?
To determine whether the Court of State Q has jurisdiction, it is necessary to:
Consider whether there is an agreement between the parties to choose the Court of
Country
Q;
- If there is no agreement, consider the elements of the actual connection of the dispute
- - with Country Q (such as the place of performance of obligations, place of violation,
place of signing of contract...); - Apply the civil procedure law of Country Q to assess
whether the Court of Country Q has international jurisdiction or not.
2. Which legal system can be applied to resolve the above dispute?
- The law of the country with the closest connection to the contract may be applied, that
is, the law of the seller's country M.
- The law of the court that tries the law of country Q can be applied.
- CISG may apply if M and N are both members of CISG and there is no agreement
excluding CISG
- The law of country M or N may be applied if there is a choice agreement.
3. Assuming the parties have agreed to choose the law applicable to this contract, please
identify the conditions under which the law chosen by the parties can be applied to
resolve the above dispute?
The
agreement
on
choice
of
law
is
clear
and
legal;
- Does not contradict international treaties to which the relevant country is a member; Does not violate public order of the country where the Court is adjudicating; - The
chosen law must be a specific national law; - Is consistent with the conflict of laws
mechanism of the country with jurisdiction to resolve disputes.
4. Suppose Q is Vietnam, and Vietnam and countries M, N, P have not signed any
international treaties related to the field of international sales contracts. Analyze the
principles of law application that the Court must comply with in the process of resolving
the above case according to current Vietnamese law.
- If the two parties M and N do not have an agreement to choose the applicable law,
then according to Clause 1, Article 683 of the Civil Code, the law of the country most
closely related to the contract will be applied.
53
- Pursuant to Point a, Clause 2, Article 683 of the Civil Code, for contracts for the sale
of goods, the law of the country where the legal entity is established will apply, so the
law of country M will apply because company A is the seller.
EXERCISE 7: Mr. Lee Byung-hun (Korean nationality, residing in Vietnam) signed a
loan contract with Ms. Kim Chi (Vietnamese nationality, residing in Vietnam).
Accordingly, Mr. Lee Byung-hun lent Ms. Kim Chi an amount of 1.5 billion VND. This
contract was notarized at Notary Office No. 1 in Ho Chi Minh City. After the loan term
expired, Ms. Kim Chi refused to repay the loan amount and interest as agreed in the
contract to Mr. Lee Byung-hun. Mr. Lee Byung-hun filed a lawsuit with the Vietnamese
Court demanding that Ms. Kim Chi pay the money.
1. Does the Vietnamese court have jurisdiction over the above dispute? Why?
- Because there is one party involved, Mr. Lee Byung-hun, who is Korean, based on
point a, clause 2, article 464 of the Civil Procedure Code, this case is a civil case with
foreign elements.
- Because the defendant in the lawsuit is Ms. Kim Chi, a Vietnamese, based on point a,
clause 1, article 469 of the Civil Procedure Code, the Vietnamese court has jurisdiction
to resolve the case.
2. According to you, which country's law should the Vietnamese Court apply to resolve
the above dispute? Why?
- Because the two parties do not agree on the choice of applicable law, the law most
closely associated with the contract will be applied based on Clause 1, Article 683 and
Clause 3, Article 664 of the Civil Code.
- Based on the legal factors of the court where the trial took place, the law where the
contract was concluded and the law where the property is located are all Vietnamese
law, so in this case, Vietnamese law will be applied.
EXERCISE 8: In Vietnam, Company D (Vietnam) signed a contract to lease 2 of its
factories in Binh Duong to Company R (Thailand) to store goods. The contract was
established in Thailand. The two parties agreed to choose the Italian legal system to
resolve disputes over the rights and obligations of the parties in the contract. When there
was a dispute, Company D sued Company R in the Vietnamese Court. It is known that
Vietnam, Thailand, and Italy have not signed any relevant international treaties.
1. Can the above dispute be accepted and resolved by a Vietnamese Court? If a
Vietnamese Court has jurisdiction to accept and resolve the dispute, please state the
characteristics of this type of jurisdiction.
- Because there is one party involved, company R, with Thai nationality, based on point
a, clause 2, article 464 of the Civil Procedure Code, the above case is a civil case with
foreign elements.
- Because the civil case between R and D involves the right to real estate assets located
in Vietnam, namely 2 factories in Binh Duong, based on point a, clause 1, article 470
of the Civil Procedure Code, the above case falls under the exclusive jurisdiction of the
Vietnamese court.
- The characteristic of exclusive jurisdiction is that only Vietnamese courts have the
authority to resolve the case.
2. Assuming that the Vietnamese Court has jurisdiction, the court must apply Italian
law to resolve the dispute, because the parties have agreed and chosen Italian law as the
law to be applied in resolving the dispute. Is this statement true or false? Why?
54
- This statement is wrong.
- Because according to Clause 1, Article 683 of the Civil Code, when agreeing on the
choice of law, the chosen law will be applied, but except for the case specified in Clause
4, Article 683 of the Civil Code, if the contract has real estate as the subject, the
applicable law will be the law of the country where the real estate is located.
3. Please identify the legal system applicable to resolve the above case using knowledge
of Vietnamese international judicial law?
- Based on Clause 1 and Clause 4, Article 683 of the Civil Code, because the two parties
did not agree to choose the law as the subject of the two factories in Binh Duong,
Vietnam, the applicable law will be Vietnamese law.
EXERCISE 9: Mr. A (just turned 22 years old) and Ms. B (just turned 20 years old)
are both Chinese citizens residing in China and studying in Vietnam. After a period of
getting to know each other, Mr. A and Ms. B decided to go together to the competent
authority of Vietnam to register their marriage according to the law.
1. Is the marriage between Mr. A and Ms. B at a competent authority in Vietnam subject
to the regulation of Vietnam's International Justice? Explain.
- Is the marriage relationship between Mr. A and Ms. B subject to the regulation of
Vietnamese international law because according to point a, clause 2, article 663 of the
Civil Code, both parties are Chinese, so this relationship is a civil relationship with
foreign elements?
Additional information 1: Suppose A and B are allowed to get married in Vietnam.
After getting married, A and B sign a contract with C (Vietnamese citizen, residing in
Ho Chi Minh City) to rent an apartment in District 7, Ho Chi Minh City. During the
implementation of this apartment rental contract, a dispute arises between the parties.
2. Please tell us how to determine the Court's jurisdiction to resolve the above dispute
between the parties. (1 point)
- Because one party involved is A and B is Chinese, based on point a, clause 2, article
464 of the Civil Procedure Code, this case is a civil case with foreign elements.
- A and B signed a contract with C in Vietnam to rent an apartment in Vietnam, so based
on point a, clause 1, article 470 of the Civil Procedure Code, the Vietnamese court has
separate jurisdiction to resolve the above case.
Additional Fact 2: In another development, A was previously a party to a dispute over
inheritance rights with relatives in China. This dispute was resolved at a competent
court in China. The Chinese court issued a judgment on this dispute, which included the
determination of A's property, which is the inheritance that A is entitled to from the
above inheritance relationship, and is currently in Vietnam. A wants to request the
competent authority of Vietnam to recognize and enforce this judgment in Vietnam.
- Vietnam and China have signed a treaty on mutual legal assistance in civil matters, so
the recognition and enforcement of judgments must comply with this treaty.
- Pursuant to Point 1, Clause 1, Article 15 of the Vietnam-China Judicial Assistance
Agreement, the judgment on property inheritance disputes is within the scope of
decisions that the signatory party must recognize and enforce in its territory, so the
judgment of the Chinese court will be recognized and enforced in Vietnam.
3. As a consulting lawyer for A, please briefly outline the process of recognizing and
enforcing civil judgments and decisions of foreign courts in Vietnam according to the
provisions of current Vietnamese law.
55
- A needs to submit a request for recognition and enforcement of the judgment of the
Chinese Court to the People's Court of the province where the property is located in
Vietnam. The dossier includes: a request, the effective judgment, documents proving
rights and a certified Vietnamese translation. The Court will consider the validity of the
judgment according to the provisions of the 2015 Civil Procedure Code, without
reviewing the content, only considering the conditions for recognition (for example, not
violating public order, having jurisdiction, etc.). If the conditions are met, the Court will
issue a decision to recognize, and the judgment will then be enforced as a judgment of
a Vietnamese Court.
4. Please let me know what conditions the above judgment of the Chinese Court must
meet to be recognized and enforced in Vietnam?
- To be recognized and enforced in Vietnam, a civil judgment of a Chinese Court must
satisfy the following conditions (according to Articles 438 and 439 of the 2015 Civil
Procedure Code):
1. The judgment has become legally effective under Chinese law.
2. The judgment requested for recognition does not fall under the cases that
Vietnam does not recognize according to the provisions of Vietnamese law or
international treaties.
3. Between Vietnam and China there is an international treaty on judicial assistance
(already exists), or the principle of reciprocity.
4. The jurisdiction of the Chinese Court is in accordance with the provisions of the
treaty or Vietnamese law.
5. Does not violate the basic principles of Vietnamese law, does not contravene
public order.
6. The parties to the case are duly summoned, have equal opportunity to present
their opinions, and are not restricted in their right to defense.
7. There is no legally effective judgment or decision of a Vietnamese Court on the
same dispute.
Additional Fact 3: A is an authorized representative of a company established under
Chinese law (Company D). A signed a contract on behalf of Company D to purchase
10,000 tons of coffee beans from Company E (a joint venture company established
under Vietnamese law) in which a Singaporean shareholder holds 42% of the charter
capital). In the contract, the parties agreed to choose Singaporean law as the source of
law to govern the content of the contract. In addition, the parties also agreed to choose
the Vietnam International Arbitration Center (VIAC) located next to the Vietnam
Chamber of Commerce and Industry (VCCI) as the dispute resolution agency.
5. Please indicate in which cases the Vietnamese Court may have jurisdiction to resolve
the above dispute of the parties?
- Because there is one party involved, A, who is Chinese, based on point a, clause 2,
article 464 of the Civil Procedure Code, the above case is a civil case with foreign
elements.
- Because the contract was signed in Vietnam and the work was performed in Vietnam,
based on point d, clause 1, article 469 of the Civil Procedure Code, the Vietnamese
court has the authority to resolve the case.
- But because the two parties have agreed to choose VIAC as the settlement agency,
based on point a, clause 1, article 472 of the Civil Procedure Code, the Vietnamese court
56
does not have the authority to settle the case but must return the petition and suspend
the settlement.
6. Does the Singapore legal system automatically apply to the content of the contract
between the parties? Please explain.
- Yes, because according to Clause 1, Article 683 of the Civil Code, the parties can
agree to choose the applicable law if it does not fall under the cases specified in Clauses
4, 5 and 6 of the Civil Code.
EXERCISE 10: Mr. F (Australian and Canadian nationality) resides, lives and does
business long-term in Vietnam, has no assets in Vietnam. M and F signed a contract for
the sale of property. The above contract was signed and performed in Singapore.
Because John did not fulfill his payment obligations in the contract, M sued F in a
Vietnamese court. Knowing that Vietnam, Australia and Canada have not signed a
mutual legal assistance agreement on civil matters. Question:
1. Does the Vietnamese court have jurisdiction to resolve the above case? State the legal
basis, characteristics and legal consequences of that jurisdiction.
- Because one of the parties involved, Mr. F, has Australian and Canadian nationality,
according to Point a, Clause 2, Article 464 of the Civil Procedure Code, the above case
is a civil case with foreign elements.
- Pursuant to Clause 1, Article 469 of the Civil Procedure Code, because the
establishment of the contract taking place in Singapore affects the rights and obligations
of Mr. F, who resides permanently in Vietnam, the Vietnamese court has general
jurisdiction.
- Characteristic:
+ Is a broad jurisdiction, applied when the case has foreign elements but is not under
the exclusive jurisdiction of another country.
- Legal consequences:
+ Vietnamese courts have the right to accept and resolve cases.
+ Judgments and decisions are effective in Vietnam and are the basis for requesting
recognition and enforcement abroad according to corresponding procedures.
2. Assuming that the Vietnamese Court has jurisdiction, the Vietnamese Court will
naturally apply its own law to resolve disputes regarding payment obligations in the
contract. Is this statement true or false? Why?
- Wrong assessment
- Pursuant to Clause 1, Article 683 of the Civil Code, if the two parties do not agree on
the applicable law, the law of the country with the closest connection to the contract
will be applied.
- Pursuant to Clause 3, Article 664 on general provisions for determining the law
applicable to civil relations with foreign elements, the legal criteria of the trial court is
the Vietnamese court and the law applicable to the place of contract conclusion is
Singaporean law.
3. To determine the validity of the contract, the Vietnamese court must consider F's civil
capacity when signing the contract. In your opinion, which country's law is applicable
to regulate this issue? State the legal basis? Knowing that M and F have agreed to choose
Canadian law to resolve the civil capacity of the parties.
- Pursuant to Clause 1, Article 674 of the Civil Code, the civil conduct of an individual
is determined by the law of the country of which that person is a national.
57
- Because F has Canadian nationality and F and M have agreed to choose Canadian law
to resolve civil capacity, the applicable law is Canadian law.
EXERCISE 11. Company M (Hong Kong nationality) signed a contract to sell printing
paper to Company D (Vietnamese nationality). The contract was signed and performed
entirely in Hong Kong. In the contract, the two parties agreed that "Any disputes arising
from the contract shall be resolved at the Hong Kong Court". When Company D
received and inspected the goods, it discovered that the shipment was wet and of poor
quality. Company D filed a lawsuit with the Vietnamese Court.
1. Does the Vietnamese court have jurisdiction to resolve the above dispute? Why?
- Because there is one participating party, company M, of Hong Kong nationality, based
on point a, clause 2, article 464 of the Civil Procedure Code, the above case is a civil
case with foreign elements.
- Pursuant to Point e, Clause 1, Article 469 of the Civil Procedure Code, the
establishment of the contract took place in Hong Kong outside the territory of Vietnam
but affected the rights and obligations of Vietnamese company D, so the Vietnamese
court has general jurisdiction to resolve this case.
- But according to point a, clause 1, article 472 of the Civil Procedure Code, when the
two parties have agreed to choose the Hong Kong court to resolve the dispute, the
Vietnamese court does not have the authority to resolve the dispute and must return the
lawsuit.
2. Suppose the Vietnamese Court has jurisdiction. It is stated that: “Hong Kong law is
applied to resolve the above dispute because the parties have agreed to choose the Hong
Kong Court”.
- Wrong assessment
- It is not because of an agreement to choose a Hong Kong court that Hong Kong law
must be applied. Based on Clause 1, Article 683 of the Civil Code, if the two parties do
not agree to choose the applicable law, the law of the country with the closest connection
to the contract shall apply. Based on Point a, Clause 2, Article 683 of the Civil Code,
for contracts for the sale of goods, the law of the country where the legal entity of the
seller is established must be applied. The place where company M is established is Hong
Kong, so Hong Kong law must be applied.
EXERCISE 12: Company P (Vietnamese nationality) signed a contract to purchase
construction materials with Company K (Canadian nationality). The contract was
signed and performed in Australia. The parties agreed to choose Singapore law to
resolve any disputes related to the contract. Because Maple Company did not deliver
goods of the quality agreed upon in the contract, Company P sued Company K in a
Vietnamese court. Note: There is no relevant international treaty between Vietnam and
Canada.
1. Does the Vietnamese Court have jurisdiction to resolve the above dispute? And if the
Vietnamese Court has jurisdiction, please let us know what kind of jurisdiction it is and
what are the characteristics of this type of jurisdiction?
- Because one of the parties involved is company K with Canadian nationality, based
on point a, clause 2, article 464 of the Civil Procedure Code, the above case is a civil
case with foreign elements.
58
- Pursuant to Point e, Clause 1, Article 469 of the Civil Procedure Code. Because the
contract signed in Australia affects the rights and obligations of Vietnamese company
P, the Vietnamese court has general jurisdiction to resolve the dispute.
- Characteristic:
+ Is a broad jurisdiction, applied when the case has foreign elements but is not under
the exclusive jurisdiction of another country.
2. Assuming that the Vietnamese Court has jurisdiction, the Vietnamese Court must
apply Singaporean law to resolve the above dispute out of respect for the parties'
agreement. What is your opinion on this statement?
- The above view is consistent with Vietnamese law.
- Pursuant to Clause 1, Article 664 of the Civil Code, if the parties have an international
treaty, the international treaty will be applied, but between Canada and Vietnam there
is no relevant international treaty.
- Pursuant to Clause 2, Article 664 of the Civil Code, if Vietnamese law stipulates that
the parties can agree to choose the law, it will be determined according to the parties'
choice.
- Pursuant to Clause 1, Article 683 of the Civil Code, the parties may agree to choose
the law applicable to the contract if it does not fall under the cases specified in Clauses
4, 5, and 6 of this Law.
- Therefore, applying Singaporean law to resolve disputes is in accordance with legal
regulations.
EXERCISE 13: M (a Vietnamese citizen residing in Vietnam) went on a business trip
to Russia for a period of 4 years from (2021 - 2025) under a labor contract signed with
company S. Here, M bought a car to serve his travel needs during the work of T (a
Vietnamese citizen residing in Russia).
1. Please determine the legality of the form of the above car sales contract?
- The car sale contract between M and T is legally valid in form if it is established in
accordance with the provisions of Russian law - where the contract is signed. If it is not
in accordance with Russian law but in accordance with Vietnamese law, the transaction
can still be valid in Vietnam.
2. During his stay in Russia, M caused an accident to N. Please determine which court
has the authority to resolve the above relationship and which law will the competent
court apply to resolve it?
- Because the accident occurred in Russia and one party, N, has Russian nationality,
according to point a, clause 2, article 464, the above case is a civil case with foreign
elements.
- Pursuant to Point e, Clause 1, Article 469, the civil relationship with foreign elements
between N and M occurring in Russia outside the territory of Vietnam affects the rights
and obligations of M, a Vietnamese citizen residing in Vietnam, so the Vietnamese court
has general jurisdiction to resolve the case.
- Pursuant to Clause 3, Article 664 of the Civil Code. Since the two parties have no
agreement on the choice of applicable law and there is no relevant international treaty
between Vietnam and Russia, the law of the country with the closest connection to the
civil relationship will be applied. Civil relations arising in Russia will apply Russian
law.
59
3. Assuming N is a Vietnamese citizen, residing in Vietnam and traveling to Russia,
please determine the competent court and the law applicable to the above relationship.
EXERCISE 14. In Vietnam, Company D (Vietnamese nationality) signed a contract to
buy and sell auto parts with Company S. Company S was established in Indonesia, with
branches in Singapore and Vietnam. The contract was performed in Singapore. When
there was a dispute over payment obligations in the contract, Company D filed a lawsuit
against Company S in a Vietnamese court. It is known that Vietnam has not signed any
mutual legal assistance agreements with Indonesia and Singapore.
1. Does the Vietnamese court have jurisdiction to resolve the above dispute? If the court
has jurisdiction, please state the characteristics of this type of jurisdiction.
- Because one of the parties involved is company S established in Indonesia, based on
point a, clause 1, article 464 of the civil code, the above case is a civil case with foreign
elements.
- Pursuant to Point d, Clause 1, Article 469 of the Civil Code, the contract was signed
in Vietnam and the subject matter is property in the territory of Vietnam, so the
Vietnamese court has the authority to resolve the case.
- Characteristic:
+ Is a broad jurisdiction, applied when the case has foreign elements but is not under
the exclusive jurisdiction of another country.
2. Assuming that the Vietnamese Court has jurisdiction to resolve the dispute, since the
contract was signed in Vietnam, do you think the Vietnamese Court will apply
Vietnamese law to resolve the payment obligations of the parties?
- Vietnamese courts will apply Vietnamese law to resolve disputes because there is no
mutual legal assistance agreement between Vietnam, Singapore and Indonesia and
according to Clause 1, Article 683 of the Civil Code, if the two parties do not have an
agreement on the choice of applicable law, the law of the country with the closest
connection to the contract will be applied. According to Point a, Clause 2, Article 683
of the Civil Code, for contracts for the sale of goods, the law of the country where the
legal entity of the seller is established will be applied. Company D has Vietnamese
nationality, so Vietnamese law will be applied to resolve disputes.
EXERCISE 15: TRUE/FALSE. EXPLANATION
1. According to the provisions of Vietnamese law, the parties to a contract always have
the right to choose the applicable law to regulate the rights and obligations of the parties
in all contracts with foreign elements.
Comment: False
Legal basis: Clauses 1, 4, 5, 6, Article 683 of the 2015 Civil Code
Explanation: In case the subject of the contract is real estate, the law chosen by the
parties,...
2. According to the provisions of Vietnamese law, the parties being individuals in a
contract for the sale of goods with foreign elements may choose a legal system of a
country to regulate their civil capacity.
Comment: False
Legal basis: Articles 683, 676 of the 2015 Civil Code
Explanation: The choice of law only governs the content of the contract, not including
civil capacity.
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3. According to the provisions of Vietnamese law, the Law agreed upon by the parties
shall only be applied to regulate contractual relations with foreign elements.
Comment: True
Legal basis: Clause 1, Article 683 of the Civil Code
Explanation: Only contracts with foreign elements are entitled to choose the governing
law.
4. One of the systems that is always applied to resolve conflicts of law in the field of
contracts is the system of the Law on Nationality of Legal Entities.
Comment: False
Explanation: The law that governs is primarily the law chosen by the parties, or the law
of the place where the contract is performed if no choice is made.
5. Foreign law cannot be applied to resolve conflicts of law regarding the rights and
obligations of the parties to a contract in cases where the contract is signed and
performed entirely in Vietnam.
Comment: False
Legal basis: Clause 3, Article 683 of the Civil Code
Explanation: If the contract has a foreign element, foreign law may still apply.
6. According to Vietnamese law, in case the form of a contract is not consistent with
the form of contract under the law applicable to that contract, but is consistent with the
form of contract under the law of the country where the contract is concluded or
Vietnamese law, that form is recognized in Vietnam.
Comment: True
Legal basis: Clause 3, Article 863 of the Civil Code
Explanation: The form of contract is recognized if it complies with one of three legal
systems: the law governing the contract, the law of the place of conclusion, or
Vietnamese law.
7. Under Vietnamese law, the parties to a contract always have the right to choose the
applicable law to regulate the rights and obligations of the parties in all civil contracts
with foreign elements.
Comment: False
Legal basis: Clauses 1, 4, 5, 6, Article 683 of the Civil Code
Explanation: In cases where the subject is real estate, the applicable law will be the
place where the property is located,...
8. To resolve contractual relations with foreign elements, it is only necessary to apply
one legal system, which is the legal system where the contract is performed.
Comment: False
Legal basis: Clause 2, Article 683 of the Civil Code
Explanation: Vietnamese law gives priority to the law chosen by the parties. If there is
no agreement, the law of the place where the contract is performed will apply.
9. The provisions on the rights and obligations of the parties in civil contracts issued by
the Vietnamese State are always applied in regulating civil contractual relations with
foreign elements.
Comment: False
Legal basis: Clause 1, Article 683, Article 664 of the Civil Code
Explanation: If there is a foreign element, foreign law can be applied but not contrary
to the basic principles of Vietnamese law.
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10. When the parties to a civil contract with foreign elements agree to choose the legal
system of country A to regulate the rights and obligations of the parties in the contract,
the law of country A shall apply.
Comment: True
Legal basis: Clause 1, Article 683 of the Civil Code
Explanation: The right of the parties to freely choose the governing law in a contract
with a foreign element.
11. The law chosen by the parties to resolve the issues of rights and obligations of the
parties in the contract shall naturally be applied.
Comment: False
Legal basis: Articles 664, 683 of the Civil Code
Explanation: Only applicable if not contrary to the basic principles of Vietnamese law.
12. According to Vietnamese law, resolving conflicts of law regarding the content of a
contract will apply the system of choice of law according to which the parties in the
contractual relationship agree on the law applicable to the contract.
Comment: True
Legal basis: Clause 1, Article 683 of the Civil Code
13. The provisions on the rights and obligations of the parties in civil contracts issued
by the Vietnamese State are always applied in regulating civil contractual relations with
foreign elements.
Comment: False
Legal basis: Clause 1, Article 683, Article 664 of the Civil Code
Explanation: If there is a foreign element, foreign law can be applied but not contrary
to the basic principles of Vietnamese law.
14. When the parties to a civil contract with foreign elements agree to choose the legal
system of country A to regulate the rights and obligations of the parties in the contract,
the law of country A shall apply.
Comment: True
Legal basis: Clause 1, Article 683 of the Civil Code
Explanation: The right of the parties to freely choose the governing law in a contract
with a foreign element.
15. To resolve contractual relations with foreign elements, it is only necessary to apply
one legal system, which is the legal system where the contract is performed.
Comment: False
Legal basis: Clause 2, Article 683 of the Civil Code
Explanation: Vietnamese law gives priority to the law chosen by the parties. If there is
no agreement, the law of the place where the contract is performed will apply.
16. Foreign law cannot be applied to resolve conflicts of law regarding the rights and
obligations of the parties to a contract in cases where the contract is signed and
performed entirely in Vietnam.
Comment: False
Legal basis: Clause 3, Article 683 of the Civil Code
Explanation: If the contract has a foreign element, foreign law may still apply.
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17. Foreign law cannot be applied to resolve conflicts of law regarding the rights and
obligations of the parties to a contract in cases where the contract is signed and
performed entirely in Vietnam.
Comment: False
Legal basis: Clause 3, Article 683 of the Civil Code
Explanation: If the contract has a foreign element, foreign law may still apply.
18. According to the provisions of Vietnamese law, the parties to a contract always have
the right to choose the applicable law to regulate the rights and obligations of the parties
in all civil contracts with foreign elements.
Comment: False
Legal basis: Clauses 1, 4, 5, 6, Article 683 of the Civil Code
Explanation: In cases where the subject is real estate, the applicable law will be the
place where the property is located,...
19. If a contract contains a choice of law clause, the contract is considered to have a
foreign element.
Comment: False
Legal basis: Article 663 of the Civil Code
Explanation: The choice of law is not a factor in determining whether a contract has a
foreign element. Factors such as one party being a foreigner, the subject being abroad,
the performance being abroad, etc. must be considered.
20. Under Vietnamese law, the parties to a contract always have the right to choose the
applicable law to regulate the rights and obligations of the parties in all civil contracts
with foreign elements.
Comment: False
Legal basis: Clauses 1, 4, 5, 6, Article 683 of the Civil Code
Explanation: In cases where the subject is real estate, the applicable law will be the
place where the property is located,...
21. The law chosen by the parties shall automatically apply.
Comment: False
Legal basis: Articles 664, 683 of the Civil Code
Explanation: Only applicable if not contrary to the basic principles of Vietnamese law.
22. The law chosen by the parties to resolve the issues of rights and obligations of the
parties in the contract shall naturally be applied.
Comment: False
Legal basis: Articles 664, 683 of the Civil Code
Explanation: Only applicable if not contrary to the basic principles of Vietnamese law.
INHERITANCE WITH FOREIGN ELEMENTS
EXERCISE 1: H (a French citizen) came to Vietnam to live and work. Here, H met
and married Ms. P (a Vietnamese citizen). They have one child, G. The couple has
created a common asset including: Personal property and real estate in Vietnam worth
3 billion and 5 billion, respectively; personal property and real estate in France worth 6
billion and 8 billion, respectively. In addition, the couple also has real estate in Belgium
worth 10 billion.
a. H suddenly passed away in Vietnam without leaving a will. Determine the law
applicable to the inheritance that H left behind.
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- Pursuant to Clause 1, Article 680 of the Civil Code, the legacy left by H will be
determined according to the law of the country of which H was a citizen immediately
before his death.
- Pursuant to Clause 2, Article 680 of the Civil Code, real estate will be determined
according to the law of the place where the property is located. Vietnamese law will
apply to real estate in Vietnam. French law will apply to real estate in France. Belgian
law will apply to law in Belgium.
b. From the results of question (a), please determine the value of the inheritance that P
and G are entitled to. Assume that French and Belgian laws on inheritance and the
common property regime of spouses are similar to Vietnamese law.
- H's legacy: (3+5+6+8+10)/2= 16 billion
- According to point a, clause 1, article 651 of the civil code, the wife and biological
children have the same legal inheritance, so P and G will receive equal shares of the
inheritance, equal to half of the inheritance left by H, which is 8 billion.
EXERCISE 2: Mr. K (Singaporean nationality, residing in Vietnam). K had an accident
and died. He left behind a sum of money in a Vietnamese bank account. His children
disputed the inheritance rights to the property. The Vietnamese court has jurisdiction.
1. Determine the applicable law to resolve the above inheritance.
- Pursuant to Clause 1, Article 680 of the Civil Code, inheritance will be determined
according to the law of the country of which the testator was a citizen before death, i.e.
Mr. K's inheritance will be determined according to the law of Singapore.
2. Suppose, after consideration, the Vietnamese Court decides to apply Vietnamese law
to resolve the above case? What is your opinion on the application of law by the
Vietnamese Court?
- The application of Vietnamese law by Vietnamese courts is not consistent with Article
680 of the Civil Code.
Exercise 3: Citizen A (Vietnamese nationality) died without leaving a will. The
beneficiaries of A's inheritance include: B (Vietnamese nationality) and C (Cuban
nationality). Because they could not agree on how to divide the inheritance, B and C
brought the case to a Vietnamese court for settlement.
Knowing that A's legacy includes: a house (in Ho Chi Minh City); a car and personal
belongings (in Cuba, where A lived before his death). Please let me know:
1. Which law is applied to resolve the inheritance dispute between B and C?
- Pursuant to Clause 1, Article 680 of the Civil Code, A's inheritance, including the
house in Ho Chi Minh City, the car and personal belongings in Cuba, will be determined
according to the law of the country where A was a citizen before his death, that is,
Vietnamese law.
2. According to the law that you have determined to apply, how are the rights and
obligations of the parties (B and C) resolved? (Specify which inheritance is subject to
which law to divide between B and C)
- According to the provisions of Article 680 of the 2015 Civil Code, the determination
of the applicable law to resolve inheritance depends on the type of property left behind.
For a house in Ho Chi Minh City that is real estate, the applicable law will be the law
of the country where the real estate is located, that is, Vietnamese law. For cars and
personal belongings that are movable property, the applicable law is the law of the
country of which the testator had nationality immediately before death. Because the
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deceased had Vietnamese nationality, Vietnamese law is also applied, even though these
properties are in Cuba. Thus, the entire estate of the deceased in this situation is divided
according to Vietnamese law and the Vietnamese Court has the authority to resolve.
EXERCISE 4: TRUE/FALSE. EXPLANATION
1. According to the provisions of Vietnamese law, inheritance without heirs is movable
property that is settled according to the law of the country of which the testator was a
citizen before his death.
Comment: False
Legal basis: Article 680 of the Civil Code
Explanation: Determined by the law of the country where the property is located.
2. The sole legal basis for resolving inheritance involving foreign elements in Vietnam
is in Part V of the 2015 Civil Code.
Comment: False
Explanation: In addition to the 2015 Civil Code, Vietnamese law also cites international
treaties, international practices and foreign laws when resolving inheritance involving
foreign elements.
3. Types of sources of law International private law is also a source of law applicable
to regulating inheritance relations with foreign elements.
Comment: False
Explanation: Textbook page 467, No International Treaty
4. According to Vietnamese law, the form of a will is determined in the country of which
the testator is a national.
Comment: False
Legal basis: Clause 2, Article 681 of the Civil Code
Explanation: The form of a will is determined by the law of the place where the will is
made, not by nationality.
5. The capacity to make a will, change or revoke a will is determined according to the
law of the country of which the testator is a national at the time of making, changing or
revoking the will.
Comment: True
Legal basis: Clause 1, Article 681 of the Civil Code
Explanation: The law of the place of nationality at the time of the act is the basis for
determining the capacity to act.
6. According to Vietnamese law, the form of a will in inheritance relations involving
foreign elements is determined according to the law of the country where the will is
made.
Comment: True
Legal basis: Clause 2, Article 681 of the Civil Code
Explanation: The form of the will may be in accordance with the law of the place where
the will is made, or Vietnamese law if appropriate.
7. According to the provisions of Vietnamese law, inheritance without heirs is movable
property that is resolved according to the law of the country of which the testator was a
citizen before his death.
Comment: False
Legal basis: Article 680 of the Civil Code
Explanation: Determined by the law of the country where the property is located.
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8. Sources of international law are also sources of law applicable to regulating
inheritance relations with foreign elements.
Comment: False
Explanation: Textbook page 467, No International Treaty
9. According to Vietnamese law, inheritance by law must always comply with the laws
of the country of which the testator was a citizen at the time of death, regardless of
whether the inheritance is movable or immovable property.
Comment: False
Legal basis: Clause 2, Article 680 of the Civil Code
Explanation: Real estate must follow the law where the real estate is located.
10. According to Vietnamese law, inheritance by law must always comply with the laws
of the country of which the testator was a citizen at the time of death, regardless of
whether the inheritance is movable or immovable property.
Comment: False
Legal basis: Clause 2, Article 680 of the Civil Code
Explanation: Real estate must follow the law where the real estate is located.
11. According to the provisions of Vietnamese law, inheritance without heirs is movable
property that is settled according to the law of the country of which the testator was a
citizen before his death.
Comment: False
Legal basis: Article 680 of the Civil Code
Explanation: Determined by the law of the country where the property is located.
12. Determining the foreign element in an inheritance relationship is for the sole
purpose of correctly determining the legal system that should be applied in regulating
that relationship.
Comment: False
Explanation: Determining foreign elements also affects the court's jurisdiction, the
validity of documents, recognition of foreign documents, etc.
13. According to Vietnamese law, the form of will made by Vietnamese citizens abroad
must be governed by Vietnamese law.
Comment: False
Legal basis: Clause 2, Article 681
Explanation: The law of the country where the will is made can be applied, it is not
mandatory to follow Vietnamese law.
14. According to the provisions of Vietnamese law, inheritance without heirs is movable
property that is settled according to the law of the country of which the testator was a
citizen before his death.
Comment: False
Legal basis: Article 680 of the Civil Code
Explanation: Determined by the law of the country where the property is located.
15. According to Vietnamese law, the form of a will in inheritance relations involving
foreign elements is only determined according to the law of the country where the will
is made.
Comment: False
Legal basis: Clause 2, Article 681 of the Civil Code
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Explanation: Can be determined according to the law of the place of establishment or
Vietnamese law.
16. The provisions on inheritance in the judicial assistance agreements between
Vietnam and other countries are always applied by Vietnamese Courts in resolving
inheritance issues between Vietnamese citizens and citizens of signatory countries.
Comment: False
Legal basis: Article 664 of the Civil Code
Explanation: In case of choice of law and the law cannot be determined
ASSETS AND PROPERTY RIGHTS WITH FOREIGN ELEMENTS
1. According to Vietnamese law, conflicts of law regarding ownership involving foreign
elements are resolved according to the law of the country where the property is located
for real estate and the law of the country of which the owner is a national for movable
property.
Comment: False
Legal basis: Clause 1, Article 678 of the Civil Code
Explanation: The case of movable property in transit is determined according to the law
of the country where the movable property is transported to.
2. According to Vietnamese law, ownership rights with foreign elements are resolved
according to the law of the country where the property is located for real estate, and
according to the law of the owner's nationality for movable property.
Comment: False
Legal basis: Clause 1, Article 678 of the Civil Code
Explanation: Ownership of all types of property (movable and immovable) is governed
by the law of the place where the property is located, with no exception for movable
property.
3. The laws of all countries agree to apply the law of the place where the property is
located to resolve conflicts of law regarding foreign ownership of movable and
immovable property.
Comment: False
Legal basis: Textbook page 683
4. According to Vietnamese law, ownership rights with foreign elements are resolved
according to the law of the country where the property is located for real estate, and
according to the law of the owner's nationality for movable property.
Comment: False
Legal basis: Clause 1, Article 678 of the Civil Code
Explanation: Ownership of all types of property (movable and immovable) is governed
by the law of the place where the property is located, with no exception for movable
property. This statement is incorrect because it incorrectly applies the law governing
movable property.
5. Types of sources of law International private law is also a source of law applicable
to regulating ownership relations with foreign elements.
Comment: False
Explanation: international practice does not apply.
6. Under Vietnamese law, the law of the place where the property is located plays an
important role in regulating ownership and other rights to property in transit.
Comment: True
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Legal basis: Clause 2, Article 683 of the Civil Code
Explanation: The law of the place where the property is located governs ownership,
including where the property is in transit, unless otherwise provided.
7. Under Vietnamese law, the law of the place where the property is located plays an
important role in resolving conflicts of law regarding ownership of movable property
in transit.
Comment: True
Legal basis: Clause 2, Article 683 of the Civil Code
Explanation: The law of the place where the property is located governs ownership,
including where the property is in transit, unless otherwise provided.
8. Under Vietnamese law, one of the exceptions where the law of the place where the
property is located does not apply is the adjustment of ownership of movable property
in transit.
Comment: True
Legal basis: Clause 2, Article 683 of the Civil Code
Explanation: Property in transit is an exception that may not apply to the law where the
property is located, if Vietnamese law or international treaties provide otherwise.
9. The laws of all countries apply the provisions of the Law of the place where the
property is located in regulating issues of establishing, changing, terminating ownership
rights, and the content of ownership rights to property regardless of whether it is
movable or immovable property.
Comment: False
Legal basis: Article 683 of the Civil Code
Explanation: Not all countries apply the law of the place of property for both movable
and immovable property. For movable property, some countries apply the law of
nationality, the law of residence, or the law of the place of shipment.
10. According to Vietnamese law, conflicts of law regarding ownership involving
foreign elements are resolved according to the law of the country where the property is
located for real estate and the law of the country of which the owner is a national for
movable property.
Comment: False
Legal basis: Clause 1, Article 678 of the Civil Code
Explanation: Ownership of all types of property (movable and immovable) is governed
by the law of the place where the property is located, with no exception for movable
property.
11. Ownership of state assets abroad must in all cases be settled according to the law of
the country where the assets are located.
Comment: False
Legal basis: Article 678
Explanation: In case there is another agreement and in case the subject is movable
property in transit, it is determined according to the law of the country where the
movable property is transported to.
12. Under Vietnamese law, the law of the place where the property is located is applied
to resolve all ownership relations with foreign elements.
Comment: False
Legal basis: 683 Civil Code
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13. A State shall always enjoy immunity in all property relations in which it is a party.
Comment: False
Explanation: If the country participates as a normal entity, the exemption may be
denied.
OUTSIDE CONTRACT DAMAGES IN INTERNATIONAL LAW
EXERCISE 1: A (Vietnamese citizen, residing in Vietnam) worked at the
representative office of Company K (Vietnam) in Germany for a period of 36 months
(from 2023 to 2026) under the labor contract that A signed with Company K. In early
2024, during a business trip to a city in Germany, A had a traffic accident and suffered
damage to his health and property due to the negligence of Mr. F (German citizen,
residing in Germany). A sued Mr. F in a Vietnamese court to request compensation for
non-contractual damages.
1. Please let us know if the Vietnamese Court has jurisdiction to resolve the above case?
- Because there is one party involved, Mr. R, a German citizen, based on point a, clause
1, article 464 of the civil code, this case is a civil case with foreign elements.
- Pursuant to Point e, Clause 1, Article 469, because the accident occurred in Germany
outside the territory of Vietnam and affected A, a Vietnamese citizen residing in
Vietnam, the Vietnamese court has general jurisdiction to resolve this case.
2. If the Vietnamese Court has jurisdiction, which country's law will the Court apply to
resolve the above case?
- Pursuant to Clause 1, Article 687 of the Civil Code, if the two parties do not have an
agreement on the choice of applicable law, the law of the country where the
consequences of the event causing damage arise will be applied.
- The event caused damage in Germany so German law will apply.
3. Suppose Mr. F is a person with dual nationality (Vietnam and Germany). If the
Vietnamese Court has jurisdiction to resolve the case of compensation for damages,
please determine the applicable law for this case. (Knowing that Vietnam and Germany
have not signed any relevant treaties)
- Pursuant to Clause 2, Article 672 of the Civil Code, if the law referred to is the law of
a country where the individual has multiple nationalities including Vietnamese
nationality, the applicable law is Vietnamese law.
- However, this is a civil relationship of compensation for damages with foreign
elements outside the contract, so the basis for determining the application of Clause 1,
Article 687 of the Civil Code must apply the law where the event caused the
consequences, which is Germany.
EXERCISE 2: TRUE/FALSE. EXPLANATION
1. According to international law, extra-contractual compensation is always subject to
the law of the country where the violation occurred or where the consequences of the
violation occur.
Comment: False
Legal basis: Article 687 of the 2015 Civil Code
Explanation: Vietnamese law allows the parties to agree on the applicable law (if it is
not contrary to public order), and does not require that the law of the place where the
act occurred or where the consequences occurred must always be applied. In addition,
it is also possible to consider the place of residence, the place of property, etc.
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2. Compensation for non-contractual damages is always determined according to the
law of the place where the damaging act occurred.
Comment: False
Legal basis: Article 687 of the 2015 Civil Code
Explanation: The law of the place where the act occurred does not always apply; it
depends on the agreement of the parties, where the consequences arise, and other
relevant circumstances under the conflict of laws.
3. According to the provisions of Vietnamese law, the settlement of compensation for
damages outside of contracts involving foreign elements must always comply with the
law of the country where the violation occurred or where the consequences of the
violation are present.
Comment: False
Legal basis: Article 687 of the 2015 Civil Code
Explanation: Similar to above, Vietnamese law allows the application of other laws if
there is a suitable agreement; the choice of law also depends on the nature of the case
and related factors, not fixed.
4. Compensation for non-contractual damages is always determined according to the
law of the country where the damaging act occurred.
Comment: False
Legal basis: Article 687 of the 2015 Civil Code
Explanation: Vietnamese law does not require the application of the law where the
damaging act occurred in all cases; this is just one option among the options for
determining the applicable law.
LESSON 1: DETERMINING THE APPLICABLE LAW
3.1. H (Vietnamese Citizen) and D (Taiwan) are cohabiting couples. After that, H gave
birth to G (Vietnamese Citizen) in Vietnam. H filed an application at the Vietnamese
Court requesting D to support alimony for G. Determine the applicable law to resolve
this dispute.
- H (Vietnamese citizen) and D (Taiwanese citizen) are cohabiting partners.
- According to Article 464(2)(a) of the Civil Procedure Code 2015, the civil case
between H and D is considered a civil case with a foreign element.
- According to Article 123(1) of the Vietnamese Law on Marriage and Family 2014, the
law regulating the support obligation is the law of the country where the requester for
support resides. In this case, the requester is H, and she is interpreted in Vietnam, so
Vietnamese law is applied.
3.2. Company X & Company Y (both Indian legal entities) signed a trademark transfer
agreement. This brand continued to be used by Company Y in the Vietnamese market.
The parties then had a dispute regarding the rights of using this trademark. Company Y
sued Company X at the Vietnamese Court. Determine the applicable law to resolve this
dispute.
- Company X and Company Y (both Indian legal entities) entered into a trademark
transfer agreement.
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- According to Article 464(2)(a) of the Civil Procedure Code 2015, the civil case
between Company X and Company Y is considered a civil case with a foreign element.
According to Article 679 of the Vietnamese Civil Code 2015, Intellectual property
rights are determined according to the law of the country where protection of the
intellectual property object is requested. The trademark continues to be used by
Company Y in the Vietnamese market. In this case, protection is claimed in Vietnam,
so Vietnamese law is applied.
3.3. A (Vietnamese Citizen) got married to B (American Citizen) in Vietnam.
Determine the applicable law conditions for required for marriage.
- A (Vietnamese citizen) and B (American citizen) got married in Vietnam.
- According to Article 464(2)(a) of the Civil Procedure Code 2015, the marriage
between A and B is considered a civil case with a foreign element.
- According to Article 126(1) of the Vietnamese Law on Marriage and Family 2014, the
conditions for marriage of each party shall be governed by the law of the country of
which person is a citizen. Therefore, the conditions for A shall follow Vietnamese law,
and the conditions for B shall follow American law.
3.4. A (Vietnamese Citizen, lived in Russia) was adopted by B & C (both Russian
Citizens). Which applicable law to determine the adoption conditions of the parties?
- Pursuant to Point a, Clause 2, Article 663 of the 2015 Civil Code, since B and C are
Russian, the above civil relationship is a civil relationship with foreign elements.
- Pursuant to Clause 1, Article 29 of the 2010 Law on Adoption, foreigners permanently
residing abroad who adopt Vietnamese children must meet all conditions prescribed by
the law of the country where they permanently reside and the provisions of Article 14
of this Law.
- So the conditions for adoption are determined by Russia where B and C are permanent
residents and Article 14 of the Vietnamese adoption law.
3.5. Mr. D (Korean Citizen) signed a labor contract with Company P (Vietnamese legal
entity) at the company headquarters. According to contract, Company P hired Mr. OD
as a General Director to manage all activities of the Company. Later, Company P
unilaterally terminated the labor contract with Mr. D.Mr. D sued the company at the
Vietnamese Court. Determine the applicable law to resolve this dispute.
- Mr. D (Korean citizen) signed a labor contract with Company P (a Vietnamese legal
entity) at the company's headquarters in Vietnam.
- According to Article 464(2)(a) of the Civil Procedure Code 2015, this is a civil case
with a foreign element because one of the parties is a foreigner.
- According to Article 683(2)(d) of the Vietnamese Civil Code 2015, the law governing
individual labor relations is the law of the country where the work is performed, unless
otherwise agreed upon by the parties and such agreement is not contradicted to the law
of that country.
- In this case, the work was performed in Vietnam, and the labor contract was also
signed in Vietnam. There is no indication of any different agreement on applicable law.
Therefore, Vietnamese law shall be applied to resolve the labor dispute between Mr. D
and Company P.
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3.6. Mr. V (Vietnamese Citizen) and Ms. T (American Citizen) volunteer got married
in Vietnam. After getting married, Mr. V and Mrs. T lived together for about 2 months.
During their married life, Mr. V and Mrs. T often had conflicts due to differing views
on life and incompatible personalities. After that, Ms. T returned to the United States to
work while Mrs. T still lives in Vietnam. Since Ms. T returned to the United States, Mr.
V and Ms. T no longer contact each other, so the conflict became more and more
serious. Now he realized that the purpose of marriage had not been achieved, so he filed
an application to the Vietnamese Court to request a divorce from Mrs. T. Determine the
applicable law to resolve this dispute.
- Mr. V (Vietnamese citizen) and Ms. T (American citizen) are spouses who got married
in Vietnam.
- According to Article 464(2)(a) of the Civil Procedure Code 2015, the dispute between
Mr. V and Ms. T is a civil case involving a foreign element because one of the parties
is a foreigner.
- According to Article 127(1) of the Law on Marriage and Family 2014, divorce
between a Vietnamese citizen and a foreigner is governed by Vietnamese law, if it is
conducted at a competent Vietnamese authority. In this case, the divorce is requested at
a Vietnamese Court, so Vietnamese law shall be applied to resolve this dispute.
3.7. Company N (Vietnamese legal entity) signed a contract on the sending of
Vietnamese workers abroad with Ms. G (Vietnamese Citizen). After working in Japan
for a while, Ms. G was laid off from the Japanese company. Ms. N sued Company N at
Vietnamese court because she believed that Company N had not properly performed its
obligations as they had committed. Determine the applicable law to resolve this dispute.
- Ms. G (Vietnamese citizen) and Company N (Vietnamese legal entity) signed a labor
export contract, and the dispute arose from the implementation of this contract.
- According to Article 464(2)(b) of the Civil Procedure Code 2015, the dispute has a
foreign element because it involves a labor relationship performed abroad. However,
since the contract was signed in Vietnam between two Vietnamese parties and the
dispute relates to the obligations of the Vietnamese company, the applicable law shall
be determined under Vietnamese law.
- According to Article 683(5) of the Civil Code 2015, where the parties are both
Vietnamese and the contract is performed abroad, Vietnamese law still applies unless
otherwise agreed. In this case, there is no indication that the parties chose a foreign law,
so Vietnamese law is applicable to resolve the dispute.
3.8. Company S (Vietnamese legal entity) signed a purchase and sale frozen seafood
contract with Company K (Indonesian legal entity). Company K hired MCC Indonesia
to transport goods to Vietnam. Then, Company M (Vietnamese legal entity - agent of
MCC Singapore) arbitrarily moved the goods to another container, causing damage to
Company S. Company S sued Company M at the Vietnamese Court. Determine the
applicable law to resolve this dispute.
- According to Article 464.2.b of the Civil Procedure Code 2015, in this case, although
the dispute is directly between Company S (Vietnam) and Company M (Vietnam), the
harmful act originated from an international carriage contract between Company K
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(Indonesia) and MCC Indonesia/Singapore, relating to the delivery of goods from
Indonesia to Vietnam. This constitutes a civil relation involving foreign elements.
- Pursuant to Clause 2, Article 687 of the Civil Code 2015, non-contractual obligations
are governed by the law of the country where the act causes the damage to occur.
- The act of unilaterally transferring the goods to another container, which caused
damage, was committed in Vietnam by Company M.
- The consequences (damage or loss of goods) also occurred in Vietnam. There is no
information indicating that the parties have agreed to choose another applicable law.
Therefore, Vietnamese law shall apply to the settlement of this dispute.
3.9. Larry Hillblom (American Citizen), passed away in the United States. The legacy
he left includes: movables & real estate in the United States, real estate in Canada,
movables in Vietnam. Nguyen Thi Be (representative of Nguyen Be Lory) sued Larry's
mother at the Vietnamese Court with a request to divide Larry's inheritance. Determine
the applicable law to resolve this dispute.
- Since one of the parties involved, Larry Hillblom, is a US citizen, concerning Point a,
Clause 2, Article 464 of the 2015 Civil Procedure Code, the above lawsuit is considered
a civil case with a foreign element.
- The estate includes assets located in many countries. Pursuant to Article 680 of the
2015 Civil Code, for immovable property, the law of the country where the property is
located shall apply; for movable property, the law of the country of which the deceased
was a national immediately prior to death shall apply. distorted, the portion of the estate
including immovable property in the United States shall be governed by US law;
immovable property in Canada shall be governed by Canadian law; movable property
located in Vietnam and the United States shall be governed by US law. The Vietnamese
court, when resolving the case, will apply these rules to divide the estate.
3.10. Ms. D (Vietnamese Citizen) signed a labor contract with Company X (Vietnamese
legal entity), taking on the position of branch director of the Company in Germany.
Later, Company X signed a labor sub-leasing contract with Company Y (Vietnamese
legal entity). According to this contract, Ms. D transferred to the position of human
resources director of Company Y. The dispute arose from the labor sub-leasing contract,
Company Y sued Company X at the Vietnamese Court. Determine the applicable law
to resolve this dispute.
- Company Y (Vietnamese legal entity) and Company X (foreign legal entity)
established and changed their civil relationship in Germany. According to Article
464(2)(b) of the Civil Procedure Code 2015, this is considered a civil case with a foreign
element.
- According to Article 683(1) of the Civil Code 2015, if the parties have no agreement
on the applicable law, the law of the country having the closest connection to the
contract shall apply. Since the labor sublease contract was established in Germany,
German law shall be applied.
3.11. Mr. Robert and Ms. Vefica Elvechir (both American Citizens) rode on a Sidecar
which he rented from a motorbike shop in Hanoi. While they were traveling on the road,
a collision occurred with a truck driven by Kieu Van Hien (Vietnamese Citizen) going
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in the opposite direction. Both Ms. Vefica Elvechir and Mr. Robert were injured, the
Sidecar was seriously damaged. The parties could not agree on the compensation. Mr.
Robert suedMr. Present at the Vietnamese Court. Determine the applicable law to
resolve this dispute.
- Mr. Robert and Mrs. Vefica Elvechir are US citizens, while Mr. Kieu Van Hien is a
Vietnamese citizen. According to Article 464(2)(a) of the Civil Procedure Code 2015,
this case is considered a civil case with a foreign element.
- According to Article 687(1) of the Civil Code 2015, in cases of non-contractual
compensation for damage, the applicable law is the law of the country where the
consequences of the event causing the damage occur. In this case, the accident occurred
in Hanoi, Vietnam, and the consequences also arose in Vietnam, so Vietnamese law is
applied to resolve the dispute.
3.12. Company X (German legal entity, headquartered in Bavaria, Germany) signed a
contract with Company Y (Vietnamese legal entity, headquartered in Ho Chi Minh City,
Vietnam). Company Y agreed to be the exclusive agent for the beer brand produced by
Company X. The parties had a dispute related to the above contract. Company X sued
Company Y at the Vietnamese Court. Determine the applicable law to resolve this
dispute.
- The case has a foreign element under Point a, Clause 1, Article 464 of the 2015 Civil
Procedure Code, because one party to the dispute is Company X - a foreign legal entity
established and headquartered in Germany, while the other party is Company Y- a
Vietnamese legal entity.
- According to Clause 1, Article 683 of the 2015 Civil Code, if the contract does not
contain an agreement on the applicable law, the law of the country where the agent is
headquartered will apply. In this case, the agent is Company Y, headquartered in
Vietnam, so Vietnamese law will govern the contract and be applied to resolve the
dispute.
3.13. The branch of Company X (Singapore legal entity) and Mr. NVT (Vietnamese
Citizen) concluded a life insurance contract. After performing the contract, the dispute
arose. Mr. T sued Company X at the Vietnamese Court. Determine the applicable law
to resolve this dispute.
- The case involves a foreign element under Point a, Clause 1, Article 464 of the 2015
Civil Procedure Code, because one party to the dispute is Company X - a foreign legal
entity established in Singapore, while the other party is Mr. NVT - a Vietnamese citizen.
- According to Clause 1, Article 683 of the 2015 Civil Code, if the contract does not
contain an agreement on the applicable law, the law of the country having the closest
connection to the contract shall apply. In this case, the branch of Company X in Vietnam
signed the contract and provided services in Vietnam, so Vietnamese law will govern
the contract and apply to dispute resolution.
3.14. MT Group Import-Export Company Limited (Vietnamese legal entity) signed a
contract with Guangzhou Aozoom Auto Lighting Co.., Ltd (Chinese legal entity).
formation, MT Company was the exclusive distributor of lighting products, spare parts,
and automobile equipment under the "Aozoom" brand of Guangzhou Aozoom. The
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parties had a dispute related to the above contract. Company X sued Company Y at the
Vietnamese Court. Determine the applicable law to resolve this dispute.
- The dispute in this case arose from an exclusive distribution contract between MT
Group Import-Export Co., Ltd. (a Vietnamese legal entity) and Guangzhou Aozoom
Auto Lighting Co., Ltd. (a Chinese legal entity). This is a dispute involving a foreign
element under Point a, Clause 1, Article 464 of the Civil Procedure Code 2015, as one
party is a foreign legal entity.
- According to Clause 1, Article 683 of the Civil Code 2015, if the parties agree on the
applicable law and such agreement does not contravene the fundamental principles of
Vietnamese law, the agreed law shall apply. In the absence of such an agreement, for a
contract for the sale of goods, the applicable law is the law of the country where the
seller has its head office. In this case, the seller – Guangzhou Aozoom Auto Lighting
Co., Ltd. - is headquartered in China, so Chinese law shall apply to resolve the dispute.
3.15. Company X (Vietnamese legal entity) signed a contract with Company Y (Chinese
legal entity). Company Y undertook processing for products manufactured by Company
X. The parties have a dispute related to the above contract. Company X sued Company
Y at the Vietnamese Court. Determine the applicable law to resolve this dispute.
- The dispute arising from the processing contract between Company X (a Vietnamese
legal entity) and Company Y (a Chinese legal entity) is considered a civil case with a
foreign element under Clause 2, Article 464 of the 2015 Civil Procedure Code.
- According to Article 683 of the 2015 Civil Code, if the parties agree on the applicable
law and such agreement does not contravene the fundamental principles of Vietnamese
law, the law chosen by the parties shall apply. In the absence of such an agreement, the
applicable law for a service contract is the law of the country where the service provider
is established, which in this case is Chinese law.
3.16. Company X (Vietnamese legal entity) signed a purchase and sale capital
contribution contract with Ms. Oh (Korean Citizen). reproduce, Ms. Oh sold all 100%
of the capital contribution that she owned in Company Y (Vietnamese legal entity) to
Company X. Pursuant to the contract, Ms. Oh handed over the entire factory of
Company Y for Company X to manage and operate. However, Company X did not pay
Ms. Oh as they had agreed. Ms. Oh reminded many times and requested to return the
factory, but Company X still did not do so. Ms. Oh sued Company X at the Vietnamese
Court. Determine the applicable law to resolve this dispute.
- Because one party to the case is Ms. Oh, a Korean citizen, this is considered a civil
case with a foreign element under Article 464(2) of the Civil Procedure Code 2015.
- According to Article 683 of the Civil Code 2015, if the parties agree on the applicable
law and such agreement does not contravene the fundamental principles of Vietnamese
law, the agreed law shall be applied. In the absence of such agreement, the applicable
law shall be the law of the country most closely connected with the contract, except in
the cases specified in Clauses 4, 5, and 6 of this Article.
- Since the subject matter of the contract is immovable property, pursuant to Article
683(3) of the 2015 Civil Code, the applicable law shall be the law of the country where
the immovable property is located, which in this case is Vietnamese law.
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3.17. On June 15, 2007, Orange Engineering Company Limited (Korean legal entity)
and Phu My Development Joint Stock Company (Vietnamese legal entity) signed a
service contract (in Vietnam) with the following contents: Phu My Company hired by
the Orange Company as a contractor to provide design services for the construction
investment project "National Club and Double Bird Golf Course" in Phu My commune,
Thu Dau Mot town, Binh Duong province (The project was invested by Phu My
Company). The scope of work included: Basic design (including planning and basic
design items) and implementation design (including civil works items, golf course CD
and auxiliary equipment plans). Service period was 3 months after the contract signing
date. Service fee is 400,000,000 KRW excluding VAT and all taxes payable in Vietnam.
However, when the payment deadline came, Phu My Company refused to pay as it
promised. Orange Engineering Company sued Phu My Company at the Vietnamese
Court. Determine the applicable law to resolve this dispute.
- Since one party is a Korean legal entity, pursuant to Article 464(2)(a) of the 2015 Civil
Procedure Code, this is a civil case with a foreign element.
- According to Article 683(1) of the 2015 Civil Code, if the contract does not stipulate
the applicable law, the law of the country most closely connected to the contract shall
apply. In this case, pursuant to Article 683(2)(b) of the 2015 Civil Code, the law of the
country most closely connected is the law of the country where the service provider is
established; Therefore, Korean law is applied in this situation.
LESSON 2: DETERMINING THE JURISDICTION OF THE COURT
1.1. Mr. D (Korean Citizen) signed a labor contract with Company P (Vietnamese legal
entity) at the company headquarters, accordingly, Company P hired Mr. D as a General
Director to manage all activities of the Company P. Years later, Company P unilaterally
terminated the labor contract with Mr. D. After that, Mr. D sued the company at the
Vietnamese Court. Question: Vietnamese Court has jurisdiction to resolve this case?
- This dispute arose from a labor contract between Mr. D - a Korean citizen - and
Company P - a Vietnamese legal entity. Therefore, according to point a clause 2 Article
464 of the Civil Procedure Code 2015, this is a civil case involving foreign elements
because one party is a foreign individual.
- Pursuant to Article 469.1.c and Article 470.1.c of the Civil Procedure Code 2015,
Vietnamese courts have jurisdiction over labor disputes occurring in Vietnam. Since the
labor contract was signed and performed in Vietnam, the Vietnamese Court has
jurisdiction to resolve this case.
1.2. Company S (Singaporean legal entity) signed a labor contract with Mr. P
(Vietnamese citizen, domiciled and resident permanently in Vietnam) in Vietnam.
According to contract, Mr. P held the position of Regional Director and worked in
Vietnam with a salary of 40 million VND/month. Later, Mr. P unilaterally terminated
the contract with Company S. The Company sued Mr. P at the Vietnamese Court.
Question: Vietnamese Court has jurisdiction to deal with this case.
- This dispute arose from a labor contract between Company S - a Singaporean legal
entity - and Mr. P - a Vietnamese citizen firmly established in Vietnam. Therefore,
under point a clause 2 Article 464 of the Civil Procedure Code 2015, this is a civil case
involving foreign elements because one party is a foreign legal entity.
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- Based on Article 469.1.c and Article 4701.a of the Civil Procedure Code 2015,
Vietnamese courts have jurisdiction over labor disputes that arose and are performed in
Vietnam. SinceMr. P worked in Vietnam under the contract, the Vietnamese Court has
jurisdiction.
1.3. The branch of company X (Chinese legal entity) in Vietnam concluded a contract
to purchase and sell electronic components with company Y (Vietnamese legal entity).
Knowing that the contract was signed in Vietnam. After that, a dispute arose between
the parties. Company Y sued Company X at the Vietnamese Court. Question:
Vietnamese Court has jurisdiction to deal with this case?
- This dispute arose from a sale and purchase contract between the branch of Company
X - a Chinese legal entity - in Vietnam and Company Y - a Vietnamese legal entity.
Under point b clause 2 Article 464 of the Civil Procedure Code 2015, this is a civil case
involving foreign elements because one party is a branch of a foreign legal entity in
Vietnam.
- Pursuant to clause 3 Article 469 of the Civil Procedure Code 2015, disputes over
contracts where the contract is signed and performed in Vietnam falls under the
jurisdiction of Vietnamese courts. As the contract was signed in Vietnam, the
Vietnamese Court has jurisdiction to resolve this case.
1.4. Ms. T and Mr. N (both Vietnamese Citizens) got married at the Commune People's
Committee. The spouses lived happily for a while and they had a child. ThenMr. N went
to work abroad in Korea for 5 years (term of 3 years and extended for 2 more years).
Out of sight, out of mind, Ms. T filed for divorce from Mr. N at the Vietnamese Court.
Question: Vietnamese Court has jurisdiction to deal with this case?
- The dispute arose between Ms. T and Mr. N - both Vietnamese citizens - regarding
divorce. Under Article 464 of the Civil Procedure Code 2015, this is not a case with
foreign elements since both parties are Vietnamese nationals.
- Pursuant to clause 1 Article 28 and clause 1 Article 39 of the Civil Procedure Code
2015, the district-level People's Court where the defendant resides has jurisdiction over
divorce cases between Vietnamese citizens. Therefore, the Vietnamese Court has
jurisdiction to resolve this case.
1.5. Mr. V (Vietnamese Citizen) and Ms. Le Tatyana T (American Citizen) volunteer
got married in Vietnam. After getting married, Mr. V and Mrs. T lived together for
about 2 months. During their married life, Mr. V and Mrs. T often had conflicts due to
differing views on life and incompatible personalities. After that, Ms. T returned to the
United States to work while Mrs. T still lives in Vietnam. Since Ms. T returned to the
United States, Mr. V and Ms. T no longer contact each other, so the conflict became
more and more serious. Now he realized that the purpose of marriage had not been
achieved, so he filed an application to the Vietnamese Court to request a divorce from
Mrs. T. Question: Vietnamese Court has jurisdiction to deal with this case?
- This dispute involves Mr. V - a Vietnamese citizen and Ms. T - an American citizen over divorce. According to Article 4642.a of the Civil Procedure Code 2015, this is a
civil case involving foreign elements because one party is a foreign country.
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- Pursuant to Article 469.1.d and Article 470.1.a of the Civil Procedure Code 2015,
Vietnamese courts have jurisdiction to settle divorce cases where one party is a
Vietnamese citizen reflected in Vietnam. SinceMr. V resides in Vietnam, the
Vietnamese Court has jurisdiction.
1.6. Mr. C (Chinese Citizen, permanent resident in China) lived together with Ms. H
(Vietnamese Citizen) in Vietnam. During their time, Ms. H gave birth to a child M
(Vietnamese Citizen). At first, Mr. C took very good care of M, but then Mr. C returned
to China and no longer supported M. A few years later, because of difficult
circumstances and not being able to take care of her child, Ms. H sued Mr. C at the
Vietnamese Court to request Mr. C to support his child. Question: Vietnamese Court
has jurisdiction to deal with this case?
- This dispute involves Mr. C - a Chinese citizen and Ms. H - a Vietnamese citizen regarding child support. According to Article 464.2.a of the Civil Procedure Code 2015,
this is a civil case involving foreign elements because one party is a foreign country.
- Pursuant to Article 469.1.d and Article 470.1.a of the Civil Procedure Code 2015,
Vietnamese courts have jurisdiction to settle cases of alimony for children where the
child resides in Vietnam. Since the child is a Vietnamese citizen and resides in Vietnam,
the Vietnamese Court has jurisdiction.
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