1. New Law on Protection of Consumer Rights

On 20 June 2023, the National Assembly adopted the Law No. 19/2023/QH15 on Protection of Consumer Rights (“PCR Law 2023”). The PCR Law 2023 will take effect on 01 July 2024 and will replace the Law on Protection of Consumer Rights 2010, as amended. Some key provisions of the PCR Law 2023 are highlighted below.

Definition of consumer

The PCR Law 2023 defines a consumer as a person who purchases and/or uses products, goods or services for consumption or daily life purposes of a person, a household or an organisation, and not for a commercial purpose. Under this definition, consumers do not include persons purchasing and/or using goods, services or products for any commercial purpose.

Prohibited acts

Among new prohibitions, the PCR Law 2023 prohibits business entities/individuals to use images, advice or recommendations of influential persons to encourage consumers to purchase or use products, goods or services without notifying them that the content is sponsored; or to request consumers to purchase another product, good or service as a condition to conclude a contract contrary to the consumer’s wishes.

Consumers, organisations and individuals, on the other hand, are forbidden to abuse the protection of consumer rights to infringe upon the interests of the State as well as the lawful rights and interests of other organisations and individuals.

Safety and confidentiality of consumer’s information

Business entities/individuals are required to ensure safety and confidentiality of consumer’s information in accordance with the PCR Law 2023 and other relevant laws. The information protection rules must be publicly displayed at the head office, business locations and published on the website and applications (if any). Business entities/individuals are also required to have measures to prevent the acts of hacking or illegally accessing, illegally using, and illegally altering, updating or destroying consumer’s information.

Standard form contracts

When entering into the standard form contracts or using general transaction conditions, the business entities/individuals must give reasonable time for the consumers to study the standard form contracts or general transaction conditions.

Besides, business entities/individuals doing business on goods, products and services which regularly have a large number of purchasers or users and directly affect the consumers must register their standard form contracts and general transaction conditions with the competent State agency before those documents are entered into by business entities/individuals and consumers. The list of such goods, products and services will be issued and revised by the Prime Minister from time to time.

The PCR Law 2023 introduces a list of the clauses that are not permitted to be used in standard form contracts and general transaction conditions. Some examples of these clauses are: providing sanctions that are more unfavourable to the consumer in case of breach or termination of the contract; allowing the business entity/individual to extend the contract without having a prior notice or a mechanism enabling the consumes to opt for extension or termination of the contract; contradicting the goodwill principle of civil laws causing disadvantages to the consumer.

Recall of defective products and goods

Defective products and goods are classified into two groups: (a) those potentially cause harm to consumer’s health and lives, or cause harm to consumer’s health, lives and properties; and (b) those potentially cause harm to consumer’s properties. Each classification is subject to different procedures for recall. The PCR Law 2023 provides the general procedures for recall of defective products and goods and leaves the details for future regulations.

Prior information provided in distance transactions

The PCR Law 2023 stipulates that business entities/individuals selling products, goods or services to consumers in cyberspace, or via electronic means or other means must provide consumers with certain information prior to the contract is concluded.

The above-mentioned prior information includes the name, business address, contact details of the business entity/individual or its representative in Vietnam (if any); the enterprise registration certificate’s  number or equivalent document; the price, quantity, quality, origin, and expiry date of the products, goods or services; the payment and delivery; the conditions and mode of goods exchange or return, the validity period of the offer; tax and fees (if any); functions, usage and warranty; consumers’ rights as stipulated in Article 38.3 of the PCR Law 2023; the process for dealing with the return of products, goods or services or termination of the contract; and receiving and resolving claims.

If prior information is provided incompletely or incorrectly, the consumer has the right to unilaterally terminate the contract within 30 days from the date of the conclusion of the contract and the business entity/individual must reimburse the consumer for the amount paid in proportion to un-used products, goods or services within the timeframe stipulated in the PCR Law 2023.

2. New Pricing Law

On 19 June 2023, the National Assembly adopted the Law 16/2023/QH15 on Pricing (“Pricing Law 2023”). The Pricing Law 2023 will take effect on 01 July 2024 (except Article 60.2 which will be effective from 01 January 2026) and will replace the Pricing Law 2012, as amended. Below are some notable changes of the Pricing Law 2023.

The Pricing Law 2023 governs the management, regulation and evaluation of prices of goods and services, except for certain types of goods and services such as land, houses, electricity, healthcare services, education and training services whose prices must be determined by specialised laws.

In principle, business entities/individuals are entitled to determine the prices of their goods and services. Nevertheless, the State agencies may apply pricing regulation measures to control the prices of certain goods and services. These measures are amended under the Pricing Law 2023 as follows:

• Price Stabilisation is implemented for a certain period of time to stabilise prices of goods and services where there are abnormal price fluctuations. The Pricing Law 2023 removes electricity, edible salt and sugar from the List of goods and services subject to price stabilisation, which are presented in Annex I. At the same time, it supplements DAP fertilisers, livestock feed and aquaculture feed to this List.
• Price Determination by the State is applied to goods and services in the sector of State monopoly over production and business; important natural resources; national reserves goods; public utility products and services; and essential goods and services purchased and sold in monopoly or in a limited completive market. The List of such goods and services is provided in Annex II.
• Price Negotiation is the negotiation of prices between purchasers and sellers with involvement of the relevant State agency as intermediary.
• Price Declaration is applied to goods and services that are subject to compulsory price declaration stipulated in Article 28.2 of the Pricing Law 2023. Business entities shall send a notice of the declared price to the relevant State agency after determining or adjusting a price.
• Reference Price is applied to several goods and services in the category subject to reference price in accordance with the Government regulations. Business entities shall base on the reference price to determine the price of good/service.
• Checking Price Formation Factors is implemented when the price of good/service abnormally fluctuates.

With respect to price evaluation business, the Pricing Law 2023 amends qualification standards for persons to be registered as price evaluators. It also amends the condition on the number of qualified price evaluators in order for an enterprise to be licensed to conduct price evaluation business, and sets out the conditions for the legal representative, director or general director of a price evaluation enterprise.

3. Decree implementing the Law on Petroleum

On 01 July 2023, the Government issued Decree 45/2023/ND-CP (“Decree 45”) implementing the Law on Petroleum 2022. Decree 45 takes effect from 01 July 2023 and replaces Decree 95/2015/ND-CP dated 16 October 2015 and Decree 33/2013/ND-CP dated 22 April 2013. Some key provisions of Decree 45 are highlighted below.

Process for issuing investment registration certificates

Decree 45 provides the following process for issuing an investment registration certificate (IRC) for a petroleum project and documents to be submitted for approval in relation to each of these steps:

• Formulation of the plan for selection of contractor to sign a petroleum contract;
• Selection of contractor, and negotiation of the petroleum contract between the selected contractor and Petro Vietnam (PVN);
• Approval of the draft petroleum contract. After negotiating the petroleum contract, PVN submits the draft petroleum contract and relevant documents as attachments to the Ministry of Industry and Trade (MOIT) for evaluation and then submitting to the Prime Minister for approval; and
• Issuance of the IRC: After signing the petroleum contract with the contractor, PVN will submit an application for issuance of the IRC and the signed petroleum contract to the MOIT for issuing the IRC for the petroleum project.

Read the full legal update here.

Model petroleum production sharing contract

Decree 45 promulgates a new model petroleum production sharing contract which is mandatory to the sharing of products between PVN and the contractors. PVN and the contractor are only allowed to negotiate the items “depending on the results of tendering or negotiation” and some other contents provided in Article 20.7 of the model contract.

Safety management documentation

Decree 45 requires contractors to formulate safety management programs, risk assessment reports, and emergency response plans. Those documents must be accepted by the PVN and then approved by the MOIT before carrying out exploration drilling, new construction or renovation of petroleum works, or clean-up of petroleum works.

Transfer of the contractor’s rights and obligations under a petroleum contract

According to the Law on Petroleum 2022, a contractor may transfer all or part of its rights and obligations under a petroleum contract subject to approval from the Prime Minister. PVN shall, as requested by the contractor, submit the application dossier for the transfer to the MOIT for evaluation and proposal to the Prime Minister’s approval. Within 05 working days after receiving the Prime Minister’s approval, the MOIT shall issue the adjusted IRC to the contractor and PVN.

4. Planning on mineral development

The Prime Minister issued Decision 866/QD-TTg dated 18 July 2023 (“Decision 866”) approving the planning for exploration, exploitation, processing and use of minerals in 2021- 2030, with a vision to 2050.

Decision 866 sets out the overall objectives for mineral development as well as the objectives and requirements for exploration, exploitation and processing for specific minerals (such as bauxite, titanium, rare earth, gold, copper, nickel, tin, wolfram, antimony, lead, zinc, etc.). It also details proposals for mineral exploration, and mineral exploitation projects in the attached Annexes.

Decision 866 specifies a number of solutions in order to achieve these objectives, which include, among others: (i) improving the legal framework relating to minerals; (ii) encouraging the accumulation of small-sized mines to form larger mines to attract investment in exploration, exploitation and processing and application of modern technologies; (iii) enhancing co-ordination between relevant ministries and provincial People’s Committees in granting mineral operation permits and sharing information about the exploitation and processing of minerals of licensed mining enterprises; and (iv) applying environmentally-friendly mining technologies and equipment.

5. Resolution to reduce difficulties for production and business

The Government issued Resolution 105/NQ-CP dated 15 July 2023 on solutions to reduce difficulties for production and business and to reform administrative procedures.

Under Resolution 105, relevant State agencies are required to implement the following solutions to reduce difficulties for production and business, among other things: (i) proposing policies to support green-plant projects and renovation projects, (ii) completing the regulations on carbon credit market; (iii) effectively implementing the policy on value added tax (VAT) reduction of 2% approved by the National Assembly, and studying to extend the period of VAT reduction, as necessary; and (iv) studying to reduce trade union fees from 2% to 1% for employers and delay the payment in 2023.

In addition, Government plans to amends the regulations on fire prevention and fighting, including the national technical regulation QCVN 06:2022/BXD on fire safety of buildings and constructions; the regulations on business conditions, specialised inspection; the regulations on related transactions; and other regulations in order to simplify administrative procedures and facilitate production and business activities.