International Arbitration Comparative Guide

1 Legal framework

1.1 What is the relevant legislation on arbitration in your jurisdiction? Are there any significant limitations on the scope of the statutory regime – for example, does it govern oral arbitration agreements?

The primary legislation governing arbitration in Vietnam is the Law on Commercial Arbitration 2010 (LCA). Other relevant legal instruments include:

• the Civil Code of Vietnam (Law 91/2015/QH13);
• the Law on the Enforcement of Civil Judgments (Law 26/2008/QH12);
• the Civil Procedure Code 2015 (Law 92/2015/QH13);
• Decree 63/2011/ND-CP and Decree 124/2018/ND-CP (amending Decree 63/2011/ND-CP), which provide guidelines for the LCA on licensing, registering and observing the activities of arbitral institutions;
• Resolution 01/2014/NQ-HDTP, guiding the implementation of the LCA on issues such as:
• • the validity and invalidation of arbitration agreements;
  • the court's role in supporting arbitration;
  • the refusal of the court to accept disputes;
  • the setting aside of arbitral awards; and
  • the recognition and enforcement of foreign arbitral awards; and
• other Vietnamese laws that may govern the substance of a dispute. For example:
• • the Land Law 2024 allows Vietnamese arbitral institutions to hear disputes arising from commercial activities related to land; and
  • the Law on Housing 2023 allows arbitral institutions (regardless of nationality) to hear disputes involving issues such as:
  • • the ownership and use of houses;
    • housing transactions; and
    • the management of apartment building operations.

The following issues relating to the scope of the statutory regime should be borne in mind:

• While the LCA contains mandatory rules, some provisions are optional, allowing parties to opt out if otherwise agreed.
• The LCA defines the scope of arbitrable disputes, focusing heavily on the commercial aspects of disputes.
• The LCA remains silent on arbitrators' jurisdiction over non-contractual disputes.
• The LCA does not explicitly define 'electronic evidence', although electronic data is recognised as evidence under the Civil Procedure Code and the Law on Electronic Transactions 2023.
• An arbitration agreement must be in writing or in electronic form, implying that oral arbitration agreements are not governed by the LCA.

1.2 Does this legislation differentiate between domestic arbitration and international arbitration? If so, how is each defined?

Vietnamese law does not explicitly define the term 'international arbitration'. Instead, the LCA refers to 'foreign arbitration', referring to an arbitral institution established under foreign arbitration law and chosen by the parties to resolve disputes, regardless of whether:

• their dispute is domestic or foreign related; or
• the proceedings are taking place inside or outside Vietnam.

The following rules apply:

• Domestic disputes: Both Vietnamese arbitral institutions and foreign arbitral institutions have jurisdiction. However:
• • Vietnamese law must be applied to the substance of the dispute; and
  • the proceedings must be conducted in Vietnamese, unless at least one party is a foreign-invested enterprise, in which case another language may be agreed on.
• Foreign-related disputes: The governing law and language of the proceedings are determined by:
• • the parties' agreement; or
  • in the absence of such agreement, the arbitral tribunal.

Under Article 663 of the Civil Code 2015, a dispute is 'foreign related' if:

• at least one party is a foreign individual or legal entity;
• all parties are Vietnamese but the legal relationship is established, modified, performed or terminated abroad; or
• the subject matter of the relationship is located overseas.

By contrast, a domestic dispute arises when all parties are Vietnamese and none of these foreign elements is present.

1.3 Is the arbitration legislation in your jurisdiction based on the UNCITRAL Model Law on International Commercial Arbitration?

During the development of the LCA, Vietnam adopted the fundamental principles of arbitration from the UNCITRAL Model Law. However, the LCA has several distinctive features that differentiate it from the UNCITRAL Model Law, including the following:

• no provisions on international arbitration – only foreign arbitration and foreign awards are mentioned;
• no provision for emergency arbitrator;
• silence on arbitrators' jurisdiction over non-contractual disputes;
• the distinct concept of the 'place of arbitration'; and
• no choice of law in non-foreign-related disputes, with Vietnamese law and language mandated in such cases.

1.4 Are all provisions of the legislation in your jurisdiction mandatory?

While the LCA contains mandatory rules, some of its provisions are optional. These optional provisions are indicated by wording such as "unless otherwise agreed", allowing for flexibility and the ability for the parties to opt out of certain default rules.

1.5 Are there any current plans to amend the arbitration legislation in your jurisdiction?

Yes. The Vietnam Lawyers Association has proposed four major policy groups to amend the LCA, as outlined in Plan 81/KH-UBTVQH15 of the Standing Committee of the Vietnam National Assembly, including:

• expanding the scope of application to clearly define and broaden the scope of commercial arbitration to include disputes relating to business, investment, labour, intellectual property, real estate and land, in addition to commercial disputes;
• improving arbitration proceedings by resolving current procedural issues such as:
• • the definition of 'foreign arbitration'; and
  • requirements for:
  • • arbitration agreements;
    • document delivery; and
    • the statute of limitations.
• The proposals also suggest:
• • supplementing emergency arbitrator mechanisms; and
  • introducing immunity from civil liability for arbitrators;
• enhancing the authority of arbitral tribunals in handling procedural matters to better align with the UNCITRAL Model Law; and
• introducing clearer, more transparent regulations on arbitral awards, their annulment and the review of court decisions annulling arbitral awards to enhance the effectiveness and reliability of arbitration.

Additionally, new laws such as the Law on Housing 2023 and the Land Law 2024 explicitly permit arbitration for land and housing disputes arising from commercial activities, resolving previous debates over exclusive court jurisdiction. Precedent 69/2023/AL, effective from 1 November 2023, also establishes that disputes arising from non-disclosure agreements can fall under the jurisdiction of commercial arbitration.

1.6 Is your jurisdiction a signatory to the New York Convention? If so, have any reservations been made?

Vietnam is a signatory to the New York Convention on the Recognition and Enforcement of Foreign Arbitral Awards of 1958, having acceded on 12 September 1995.

Pursuant to Decision 453/QĐ-CTN dated 28 July 1995, Vietnam made a reservation to the effect that the convention applies only to disputes arising from commercial legal relationships. Accordingly, the Vietnamese courts may refuse recognition if a dispute is deemed non-arbitrable under Vietnamese law. For example, while the LCA is silent on whether tort claims may be resolved by arbitration, the Civil Procedure Code 2015 clearly distinguishes between commercial disputes and civil disputes, with tort claims falling under the latter. To ensure consistency, the term 'commercial dispute' in the LCA should thus be interpreted in line with the Civil Procedure Code 2015, thereby excluding tort and other non-contractual claims. Indeed, an overly broad reading of the LCA would imply that virtually any dispute involving a commercial party (even inheritance disputes) could be submitted to arbitration, which was not the legislature's intent. It may therefore be concluded that the definition of an 'arbitrable commercial dispute' in Vietnam is determined on a case-by-case basis.

For non-convention awards, enforcement will be considered on a reciprocity basis; however, currently, there are no leading cases or specific procedures for reciprocal recognition and enforcement.

1.7 Is your jurisdiction a signatory to any other treaties relevant to arbitration?

Vietnam participates in a number of other trade agreements that are relevant to arbitration, including the following:

• Multilateral/regional agreements:
• • Comprehensive and Progressive Trans-Pacific Partnership;
  • Association of South East Asian Nations (ASEAN) Free Trade Area;
  • ASEAN–China Comprehensive Economic Cooperation Agreement;
  • ASEAN–Korea Comprehensive Economic Cooperation Agreement;
  • ASEAN–Japan Comprehensive Economic Partnership;
  • ASEAN–India Free Trade Area;
  • ASEAN–Hong Kong, China Free Trade Agreement;
  • Regional Comprehensive Economic Partnership; and
  • Vietnam–Eurasian Economic Union Free Trade Agreement.
• Bilateral agreements:
• • Vietnam–Japan Economic Partnership Agreement;
  • Vietnam–Chile Free Trade Agreement;
  • Vietnam–Korea Free Trade Agreement;
  • European Union–Vietnam Free Trade Agreement;
  • UK–Vietnam Free Trade Agreement;
  • Vietnam–Israel Free Trade Agreement; and
  • Comprehensive Economic Partnership Agreement between Vietnam and the United Arab Emirates.

2 Arbitrability and restrictions on arbitration

2.1 How is it determined whether a dispute is arbitrable in your jurisdiction?

To determine whether a dispute is arbitrable in Vietnam, the following criteria are considered:

• Nature of the dispute: The Law on Commercial Arbitration (LCA) sets the foundation by defining the scope of arbitrable disputes, focusing heavily on commercial aspects.
• Specialised laws: Specific Vietnamese laws may allow for the settlement of disputes by arbitration, but this is limited to certain areas such as:
• • construction;
  • investment;
  • maritime; and
  • intellectual property.
• Non-contractual disputes: The laws of Vietnam are silent on whether arbitration is applicable to tort claims or non-contractual disputes.
• Court's interpretation: A court will decide on the validity of an arbitration agreement if it is found that:
• • the dispute is beyond the arbitrator's jurisdiction; or
  • the arbitration agreement is invalid, non-existent or unenforceable.

In addition, recent legal developments have expanded the scope of arbitrable disputes. For instance, Precedent 69/2023/AL has established that disputes arising from non-disclosure agreements between employees and enterprises can fall under the jurisdiction of commercial arbitration, despite labour disputes only being resolved by competent courts.

2.2 Are there any restrictions on the choice of seat of arbitration for certain disputes?

The concept of the seat of arbitration is understood differently under the LCA than in international practice. The LCA defines this solely as the physical venue in which the arbitral tribunal settles the dispute, which can be either within or outside Vietnam depending on the parties' agreement or the tribunal's decision. The seat of arbitration does not determine the procedural law of the arbitration but rather serves only to determine the arbitral award as either domestic or foreign for the purposes of recognition and enforcement in Vietnam.

3 Arbitration agreement

3.1 What are the validity requirements for an arbitration agreement in your jurisdiction?

For an arbitration agreement to be valid in Vietnam, the following requirements apply:

• Content requirements: There are no specific legal requirements regarding the content of an arbitration agreement.
• Form requirements: An arbitration agreement must be in writing. It can be made either as:
• • an arbitration clause within a contract; or
  • a separate agreement.
• Independence requirements: An arbitration agreement:
• • can be made either before or after a dispute arises; and
  • is entirely independent from the contract – any modification, extension, cancellation, invalidation or non-performance of the main contract will not invalidate the arbitration agreement.
• Validity requirements: The Law on Commercial Arbitration (LCA) and Resolution 01/2014/NQ-HĐTP further provide specific grounds where an arbitration agreement is considered invalid, as follows:
• • The dispute is not within the jurisdiction of arbitration or falls outside the scope specified in Article 2 of the LCA;
  • The person who established the arbitration agreement was not duly authorised to do so or lacked legal capacity;
  • The form of the arbitration agreement does not comply with legal regulations;
  • One of the parties was deceived, threatened or coerced and subsequently requests a declaration that the agreement is invalid; or
  • The arbitration agreement violates legal prohibitions.
• The LCA and Resolution 01/2014/NQ-HĐTP also outline cases in which an arbitration agreement cannot be implemented. These include situations where:
• • the chosen arbitration centre ceases operations;
  • the selected arbitrator cannot participate;
  • the parties disagree on procedural rules; or
  • a consumer refuses arbitration despite agreeing to model terms and conditions set out by the seller of goods or services.

Under consumer protection laws, businesses must inform consumers about arbitration clauses before entering into agreements and obtain their consent. If these clauses are included in standard form contracts, consumers retain the right to choose alternative dispute resolution methods in case of disputes.

3.2 Are there any provisions of legislation or any other legal sources in your jurisdiction concerning the separability of arbitration agreements?

The LCA explicitly states that:

• an arbitration agreement is "entirely independent from the contract"; and
• "[a]ny modification, extension, cancellation, invalidation or non-performance of the contract will not invalidate the arbitration agreement".

This provision directly addresses the separability of arbitration agreements.

3.3 Are there provisions on the seat and/or language of the arbitration if there is no agreement between the parties?

• Seat of arbitration: If there is no agreement, the arbitral tribunal will decide on a suitable seat of arbitration. The LCA contains no mandatory provisions on the seat of arbitration in any specific location if there is no agreement between the parties.
• Language of arbitration: For domestic disputes, the LCA requires Vietnamese to be used as the language of arbitration, regardless of any agreement between the parties, unless one of the parties is a foreign-invested enterprise. For foreign-related disputes, in the absence of an agreement, the arbitral tribunal will determine the most appropriate language to be used.

4 Objections to jurisdiction

4.1 When must a party raise an objection to the jurisdiction of the tribunal and how can this objection be raised?

A defendant that objects to the arbitral tribunal's jurisdiction must raise such objection in its statement of defence. Failure to do so will be deemed a waiver of the right to object. The objection must be set out in writing, specifying the legal and factual grounds. The defendant may also submit arguments on the merits if the tribunal rules that it has jurisdiction.

If, during the arbitral proceedings, a party considers that the tribunal has exceeded the scope of its jurisdiction, the party must immediately file a complaint against the tribunal's decision or action. The arbitral tribunal will then review and decide on the complaint.

If the tribunal finds that it lacks jurisdiction, the proceedings will terminate. If the tribunal considers that it has jurisdiction, the arbitration will continue on the merits of the dispute.

4.2 Can a tribunal rule on its own jurisdiction?

Article 43 of the Law on Commercial Arbitration (LCA) expressly provides that the arbitral tribunal may decide on objections to its jurisdiction, including:

• challenges to the validity of the arbitration agreement; and
• claims that the dispute does not fall within the scope of arbitration.

If a party disagrees with the tribunal's decision, it may request a court to review the matter, but the tribunal may continue the proceedings while the court is considering the objection.

4.3 Can a party apply to the courts of the seat for a ruling on the jurisdiction of the tribunal? In what circumstances?

Under the LCA, the parties may agree in advance on the competent court to support arbitral proceedings. In the absence of such agreement, the LCA includes several provisions on which court has jurisdiction in supporting arbitral proceedings, such as the following:

• Appointment of arbitrators: The court at the respondent's residence (if an individual) or head office (if an organisation). Where there are multiple respondents, any one of the respondents' courts may be chosen. If the respondent resides or is headquartered abroad, the competent court is that of the claimant's residence or head office.
• Replacement of arbitrators: The court at the place where the arbitral tribunal is conducting the proceedings.
• Challenges to arbitral decisions on the validity or enforceability of the arbitration agreement, or on the tribunal's jurisdiction: The court at the place where the arbitral tribunal issued such decision.
• Requests for court assistance in evidence collection: The court at the place where the evidence is located.
• Requests for interim measures: The court at the place where the interim measure is to be applied.
• Summoning of witnesses: The court at the place of the witness's residence.
• Applications for setting aside or registering an arbitral award: The court at the place where the arbitral tribunal rendered the award.

Accordingly, where there is no party agreement and a challenge arises against the arbitral tribunal's ruling on its jurisdiction, the competent court to review such challenge is the court at the place where the arbitral tribunal issued its decision on jurisdiction.

5 The parties

5.1 Are there any restrictions on who can be a party to an arbitration agreement?

Under the Law on Commercial Arbitration (LCA), only parties with full civil legal capacity under the Civil Code may be parties to an arbitration agreement. In practice, this has the following implications:

• Individuals must have full civil capacity (ie, they must be at least 18 years old, not under guardianship and not legally incapacitated).
• Organisations must be duly established and have legal status under the law, and the representatives of such organisations must be duly authorised to enter into the arbitration agreement.
• State agencies or units using state budget may agree to arbitration only if permitted to do so by law; disputes arising from administrative relationships or matters falling outside 'commercial activities' as defined in the LCA are non-arbitrable.
• Non-commercial entities (eg, individual businesses, cooperatives) may enter into arbitration agreements only for disputes that are considered commercial or otherwise arbitrable under the LCA.

In short, arbitration agreements in Vietnam are limited to parties:

• that have full legal capacity and authority; and
• whose dispute falls within the scope of arbitrable matters.

5.2 Are the parties under any duties in relation to the arbitration?

The LCA itself does not impose specific duties on the parties. Instead, it sets out general principles for arbitral proceedings – for example:

• respect for party autonomy;
• equal treatment of the parties;
• confidentiality (unless otherwise agreed); and
• the finality of arbitral awards.

In practice, binding duties of the parties arise from:

• the arbitration agreement;
• the arbitration rules that they have chosen; and
• any orders issued by the arbitral tribunal.

These may include obligations relating to:

• confidentiality;
• procedural cooperation;
• costs; and
• compliance with the tribunal's directions.

5.3 Are there any provisions of law which deal with multi-party disputes?

At the legislative level, the LCA contains no specific provisions on class actions or collective proceedings. A dispute may involve one claimant against multiple respondents, but there is no legal basis for multiple claimants initiating a collective claim against a single defendant.

However, in principle, Resolution 01/2014/NQ-HĐTP of the Supreme People's Court allows for the consolidation of disputes involving multiple claimants if:

• the parties have agreed to such consolidation; or
• the applicable institutional arbitration rules permit it.

Another important point is that arbitral proceedings in Vietnam do not recognise 'persons with related rights and obligations', as in civil litigation. Accordingly, an arbitration proceeding cannot extend to a third party unless that third party is expressly a party to the arbitration agreement.

6 Applicable law issues

6.1 How is the law of the arbitration agreement determined in your jurisdiction?

Vietnamese law does not expressly regulate the law governing the arbitration agreement. In practice, for domestic arbitrations, Vietnamese law will be regarded as the governing framework of the arbitration agreement. However, in the case of foreign arbitrations or ad hoc arbitrations where the parties have not made an express choice of law, Vietnamese law provides no specific rule for determining the applicable law of the arbitration agreement.

6.2 Will the tribunal uphold a party agreement as to the substantive law of the dispute? Where the substantive law is unclear, how will the tribunal determine what it should be?

In Vietnam, whether an arbitral tribunal will uphold a party's agreement on the substantive law depends on the nature of the dispute:

• For domestic disputes, the tribunal must apply Vietnamese law as the substantive law. The parties cannot agree to apply foreign law in this context.
• For foreign-related disputes, the parties are free to agree on the substantive law governing the dispute. The tribunal must respect that choice, provided that it does not contravene the fundamental principles of Vietnamese law. Where the parties have not agreed on the applicable law, the tribunal has the authority to determine it by selecting the law it deems most appropriate, usually based on factors such as:
• • the closest connection to the contract; or
  • the performance of obligations.

Thus, party autonomy in choosing the substantive law is recognised in foreign-related disputes but restricted in domestic disputes.

7 Consolidation and third parties

7.1 Does the law in your jurisdiction permit consolidation of separate arbitrations into a single arbitration proceeding? Are there any conditions which apply to consolidation?

Article 7.4 of Resolution 01/2014 allows for the consolidation of multiple disputed legal relationships into a single arbitral proceeding, subject to two conditions:

• The parties agree to consolidate such disputes into a single proceeding; and
• The applicable arbitration rules permit the consolidation of multiple disputes into a single proceeding.

Accordingly, each arbitral institution may stipulate additional conditions for consolidation depending on its procedural framework and capacity. However, in practice, some Vietnamese arbitral institutions do not provide for consolidation in their arbitration rules.

7.2 Does the law in your jurisdiction permit the joinder of additional parties to an arbitration which has already commenced?

The Law on Commercial Arbitration (LCA) does not explicitly provide for the joinder of additional parties once arbitration has commenced. However, under Resolution 01/2014/NQ-HĐTP of the Supreme People's Court, arbitral tribunals may allow the consolidation of related disputes.

7.3 Does an arbitration agreement bind assignees or other third parties?

Pursuant to Article 5 of the LCA, the assignment of rights and obligations to another party arises in two situations:

• Where a party to an arbitration agreement is an individual who dies or loses legal capacity, the arbitration agreement remains valid and binding upon that person's heirs or legal representative; and
• Where a party to an arbitration agreement is an organisation that ceases to exist, becomes bankrupt or is dissolved, merged, consolidated, divided, separated or converted into another form, the arbitration agreement remains valid and binding upon the entity that assumes the rights and obligations of that organisation.

In addition, Article 7.3 of Resolution 01/2014 provides that where contractual rights and obligations are transferred under a transaction or contract containing a valid arbitration agreement, such agreement remains effective and binding upon the assignor and the assignee. However, the parties are not bound if they have agreed otherwise.

8 The tribunal

8.1 How is the tribunal appointed?

Under Article 39 of the Law on Commercial Arbitration (LCA), both the claimant and the respondent have the right to appoint arbitrators. If the respondent fails to appoint an arbitrator within the time limit prescribed by law, or upon the claimant's request, the president of the arbitral institution will make the appointment. In ad hoc arbitration, where the parties have not reached agreement and the respondent fails to appoint an arbitrator within the statutory time limit, either party may request the competent court to appoint the arbitrator.

8.2 Are there any requirements as to the number or qualification of arbitrators in your jurisdiction?

Pursuant to Article 39 of the LCA, an arbitral tribunal may consist of either a sole arbitrator or multiple arbitrators, depending on the parties' agreement. In the absence of such an agreement, the tribunal will be composed of three arbitrators, including one presiding arbitrator. Arbitrators must satisfy the qualifications prescribed under Article 20 of the LCA, as follows:

• They should have full civil capacity in accordance with the Civil Code;
• They should have a university degree and at least five years of work experience in their field of training; and
• In special circumstances, experts with high professional qualifications and substantial practical experience – even if they do not meet the requirements set out above – may also be appointed as arbitrators.

The law further provides that the following persons are not eligible to serve as arbitrators:

• judges, procurators, investigators, enforcement officers and civil servants of:
• • the people's courts;
  • the people's procuracies;
  • investigative bodies; or
  • enforcement agencies; and
• persons who:
• • are defendants in criminal proceedings;
  • are serving criminal sentences; or
  • have completed their sentences but have not yet had their criminal records expunged.

In addition, arbitral institutions may impose more stringent qualification requirements than, or additional qualification requirements to, those stipulated under the LCA, which may vary from one institution to another.

8.3 Can an arbitrator be challenged in your jurisdiction? If so, on what basis? Are there any restrictions on the challenge of an arbitrator?

An arbitrator may be challenged in the following cases:

• The arbitrator is a relative or representative of a party;
• The arbitrator has an interest in the dispute;
• There are clear grounds to believe that the arbitrator is not impartial or independent; or
• The arbitrator has previously acted as mediator, representative or counsel of any party in the dispute prior to its submission to arbitration, unless otherwise agreed in writing by the parties.

8.4 If a challenge is successful, how is the arbitrator replaced?

For arbitral tribunals established under an arbitral institution, if the tribunal has not yet been constituted, the president of the arbitral institution will decide on the replacement of an arbitrator. If the tribunal has already been constituted, this decision will be made by the remaining members of the tribunal. If the remaining members cannot reach a decision or if the arbitrators or the sole arbitrator refuses to continue hearing the case, the president of the arbitral institution will decide on the replacement of the arbitrator.

For ad hoc arbitral tribunals, the replacement of an arbitrator will be decided by the remaining members of the tribunal. If the remaining members cannot reach a decision or if the arbitrators or the sole arbitrator refuses to continue hearing the case, then within 15 days of the date of receipt of a request by one or more arbitrators or by one or more disputing parties, the chief justice of the competent court will assign a judge to decide on the replacement of the arbitrator.

8.5 What duties are imposed on arbitrators? Are these all imposed by legislation?

Under the LCA, arbitrators must:

• be independent, impartial and objective;
• accept or refuse to hear disputes in accordance with the LCA;
• maintain the confidentiality of the substance of the dispute;
• act honestly and promptly disclose any circumstances that may affect their impartiality; and
• ensure fair and expeditious proceedings.

Beyond statutory provisions, these obligations may be further elaborated in the arbitration rules of arbitral institutions in Vietnam.

8.6 What powers does an arbitrator have in relation to: (a) procedure, including evidence; (b) interim relief; (c) parties which do not comply with its orders; (d) issuing partial final awards; (e) the remedies it can grant in a final award and (f) interest?

(a) Procedure, including evidence?

The arbitral tribunal has formal powers to conduct proceedings and decide procedural matters (Articles 25, 30 and 46–50 of the LCA). It may:

• request evidence;
• summon witnesses; or
• seek expert opinions.

However, in practice, the tribunal relies on court assistance for such powers. For instance, the tribunal may deliver summonses to witnesses, but if the witnesses refuse to appear, the tribunal has no coercive authority to compel them to do so. Similarly, the tribunal cannot enforce evidence submission or testimony without judicial support.

(b) Interim relief?

The tribunal may, at a party's request, order interim measures pursuant to Article 49 of the LCA. These include:

• preservation of property;
• prohibition of acts affecting the proceedings; and
• interim payment orders.

However, the effectiveness of such measures depends on the enforcement authorities. While the tribunal can issue an interim order, it must be enforced:

• through the court system; and
• where applicable, by the civil judgment enforcement agencies.

In practice, the tribunal may suggest that the parties submit requests for interim measures to the competent court, as the courts themselves can order interim measures before or during the proceedings (Article 53 of the LCA).

(c) Parties which do not comply with its orders?

If a party disregards tribunal directions or refuses to participate without justifiable reasons, the tribunal may proceed ex parte and render an award based on the available evidence. However, for the enforcement of measures relating to evidence, witnesses or interim relief, the tribunal must seek support from the competent court.

(d) Issuing partial final awards?

Vietnamese law does not allow arbitral tribunals to render partial final awards. Pursuant to the LCA, the tribunal must issue a final award resolving the dispute in its entirety. The same principle applies to the recognition and enforcement of foreign awards. Pursuant to Article 424.2 of the Civil Procedure Code 2015, an arbitral award will be recognised and enforced in Vietnam only if it:

• finally disposes of the whole dispute;
• terminates the arbitral proceedings; and
• is enforceable.

(e) The remedies it can grant in a final award?

Although there are no statutory limits on the remedies that may be granted, arbitral awards in practice are generally based on the remedies provided under Article 292 of the 2005 Commercial Law, including:

• specific performance;
• contractual penalties;
• compensation for damages; and
• other measures as agreed by the parties, provided that they are not contrary to:
• • the fundamental principles of Vietnamese law;
  • international treaties to which Vietnam is a party; or
  • international commercial practices.

(f) Interest?

The tribunal has the power to impose late payment interest on awarded amounts, based on the parties' agreement, but will not contradict the applicable law.

8.7 How may a tribunal seated in your jurisdiction proceed if a party does not participate in the arbitration?

Pursuant to Article 56 of the LCA, if the claimant, having been duly summoned, fails to appear at the hearing without a legitimate reason or leaves the hearing without the consent of the arbitral tribunal, the claimant will be deemed to have withdrawn its claim. In such circumstances, the arbitral tribunal will continue to hear the case if the respondent so requests or has filed a counterclaim.

If the respondent, having been duly summoned, fails to appear at the hearing without a legitimate reason or leaves the hearing without the consent of the arbitral tribunal, the tribunal will nevertheless continue to resolve the dispute on the basis of the available documents and evidence.

Furthermore, at the request of the parties, the arbitral tribunal may decide the dispute on the basis of the case file without requiring the physical presence of the parties at the hearing.

8.8 Are arbitrators immune from liability?

In Vietnam, there is no limitation of liability or immunity applicable to arbitrators. Arbitrators may be fined up to VND 30 million for:

• handling disputes without ensuring their impartiality or independence;
• disclosing confidential information; or
• not meeting the qualifications and conditions to act as an arbitrator.

Under the LCA, if the arbitral tribunal imposes an emergency interim measure beyond what was requested by the party seeking it, resulting in harm to the requesting party, the respondent or a third party which has been harmed is entitled to pursue legal action in court against the arbitral tribunal for compensation.

9 The role of the court during an arbitration

9.1 Will the court in your jurisdiction stay proceedings and refer parties to arbitration if there is an arbitration agreement?

Under the Law on Commercial Arbitration (LCA), the Vietnamese courts must decline jurisdiction and refer the parties to arbitration if a valid arbitration agreement exists.

In addition, Resolution 01/2014/NQ-HĐTP provides more detailed guidance where the parties have agreed to both arbitration and court litigation, as follows:

• If the claimant requests arbitration before filing with the court or before the court has accepted the case, the court must refuse to accept jurisdiction under Article 6 of the LCA. Where the court has already accepted the case, it must:
• • issue a decision to suspend proceedings on the basis that the dispute falls outside its jurisdiction; and
  • return the statement of claim and accompanying documents.
• If the claimant files with the court first, the court must verify whether either party has already requested arbitration. Within five working days of receiving the claim, if the court determines that arbitration has already been requested, it must return the claim to the claimant. If neither party has yet requested arbitration, the court may proceed to accept and resolve the dispute under ordinary court procedures.

9.2 Does the court in your jurisdiction have any powers in relation to an arbitration seated in your jurisdiction and/or seated outside your jurisdiction? What are these powers? Under what conditions are these powers exercised?

The concept of the seat of arbitration is understood differently under the LCA than in international practice (see question 2.2). Accordingly, the scope of court powers is distinguished as follows.

Domestic arbitrations: The Vietnamese courts have both supervisory and supportive powers, including the power to:

• appoint or replace arbitrators when the parties cannot agree (Articles 41 and 45 of the LCA);
• decide on challenges to arbitrators (Article 42 of the LCA);
• assist with the collection of evidence and the summoning of witnesses (Article 47 of the LCA) – although the courts cannot compel compliance without further judicial procedures;
• grant interim measures or order the enforcement of such measures (Article 53 of the LCA);
• register ad hoc arbitral awards (Article 62 of the LCA);
• set aside arbitral awards on statutory grounds (Articles 68–71 of the LCA); and
• enforce arbitral awards (Article 66 of the LCA; Civil Procedure Code 2015).

Foreign arbitrations (foreign arbitral institutions or foreign awards, regardless of seat): The Vietnamese courts do not provide support or supervision over foreign arbitral proceedings. Their role is limited to considering applications for the recognition and enforcement of final foreign arbitral awards – that is, awards which:

• resolve the dispute in full;
• terminate the arbitral proceedings; and
• are binding.

9.3 Can the parties exclude the court's powers by agreement?

Parties cannot contract out of the Vietnamese courts' mandatory powers under the LCA and the Civil Procedure Code 2015, such as the power to:

• set aside arbitral awards;
• recognise and enforce awards; or
• assist with interim relief.

These powers are supervisory in nature and cannot be excluded by agreement.

However, the parties may limit court intervention to some extent – for example, by choosing institutional arbitration with specialised rules, the parties can reduce the likelihood of needing court assistance in:

• appointing or replacing arbitrators; or
• determining procedural issues.

The parties may also waive certain rights within the boundaries permitted by law. Nevertheless, the courts' core supervisory and enforcement functions under Vietnamese law remain non-excludable.

10 Costs

10.1 How will the tribunal approach the issue of costs?

Under Article 34 of the Law on Commercial Arbitration (LCA), arbitration costs include:

• the arbitrators' remuneration;
• the arbitrators' travel expenses and other expenses;
• administrative fees;
• charges for expert consultation;
• any fee for the appointment of an ad hoc arbitrator by the arbitral institution at the request of the parties; and
• other expenses incurred during arbitration.

The arbitration institution will determine the allocation of these costs. In cases where the dispute is resolved by an ad hoc arbitral tribunal, the arbitration fees will be determined by the tribunal. Under Article 34.3 of the LCA, the losing party bears the arbitration costs, unless:

• the parties have agreed otherwise;
• the rules of arbitration provide otherwise; or
• the costs are allocated differently by the arbitral tribunal.

10.2 Are there any restrictions on what the parties can agree in terms of costs in an arbitration seated in your jurisdiction?

The parties are free to agree on the allocation of arbitration costs in their arbitration agreement or during the proceedings.

11 Funding

11.1 Is third-party funding permitted for arbitrations seated in your jurisdiction?

There is no applicable regulation or recognition of third-party funding for arbitrations in Vietnam.

12 Award

12.1 What procedural and substantive requirements must be met by an award?

Under Article 61 of the Law on Commercial Arbitration (LCA), an arbitral award must be made in writing and contain the following mandatory elements:

• the date and place of issuance;
• the names and addresses of the disputing parties;
• the names and addresses of the arbitrator(s);
• a summary of the petition and the matters in dispute;
• the grounds for rendering the award, unless the parties agree otherwise;
• the decision on dispute resolution (dispositive part);
• the time limit for performance of the award;
• allocation of the arbitration costs and other relevant expenses; and
• the signatures of the arbitrators (if a dissenting arbitrator refuses to sign, the award remains valid if the presiding arbitrator signs and records the dissent).

Failure to include any of these mandatory elements may constitute grounds for annulment under Article 68 of the LCA.

Vietnamese law does not impose substantive requirements on the content of an award beyond compliance with the above formal elements. However, in practice, even if the content of the award does not contravene the law, the award may still be annulled if:

• its enforcement would affect evidence in criminal proceedings; or
• it restricts the constitutional rights of individuals – for example, the right to freely work and choose employment.

12.2 Must the award be produced within a certain timeframe?

Pursuant to Article 61.3 of the LCA, the award:

• may be announced at the hearing; or
• must be issued within 30 days of the end of the last hearing.

Failure to render the award within the specified timeframe may constitute grounds for annulment.

13 Enforcement of awards

13.1 Are awards enforced in your jurisdiction? Under what procedure?

Both domestic and foreign arbitral awards may be enforced in Vietnam.

Domestic awards: Under the Law on Commercial Arbitration, domestic awards are final and effective from the date of issuance and voluntary enforcement is recommended. However, the winning party has the right to request the civil judgment enforcement agency to enforce the award within five years of the effective date of the award. An ad hoc award must be registered at the competent court before requesting the enforcement agency to enforce it within one year of the date of issuance of the arbitral award.

The civil judgment enforcement procedure for an institutional domestic award involves the following main steps:

• Request for enforcement: Under the Law on Enforcement of Civil Judgment, the winning party submits a request for enforcement to the competent civil judgment enforcement agency.
• Acceptance and issuance of an enforcement decision: The enforcement agency must issue an enforcement decision within five working days of receipt of a valid request.
• Enforcement of the award: The enforcement agency may apply compulsory enforcement measures to ensure the execution of the award.

Foreign awards: The procedure for the enforcement of a foreign award issued under the New York Convention involves the following main steps:

• Filing a petition: Within three years of the effective date of the New York Convention award, the party seeking enforcement must file a petition with the Ministry of Justice (MOJ).
• Submission to the court: The MOJ forwards the petition to the competent court within seven days. The court then checks the petition and notifies the opposing party and the procuracy.
• Preparation for review of the request: Within two months of accepting the case, the court must decide to:
• • temporarily suspend the review;
  • terminate the review; or
  • open a hearing to review the request.
• Review of the request: The court has 20 days from making its decision to open a hearing to review the request.
• Service of the court's decision: Within 15 days of issuing a decision to recognise or not recognise the New York Convention award, the court must send the decision to:
• • the involved parties;
  • the MOJ; and
  • the procuracy.

The subsequent steps of the enforcement procedure are carried out in the same manner as the enforcement procedure for domestic arbitral awards.

For non-convention awards, enforcement will be considered on a reciprocity basis.

14 Grounds for challenging an award

14.1 What are the grounds on which an award can be challenged, appealed or otherwise set aside in your jurisdiction?

Vietnamese law does not provide for an appeal against arbitral awards. However, parties may apply to the competent court to have an arbitral award annulled. Under Article 68 of the Law on Commercial Arbitration (LCA), an award will be set aside if any of the following grounds are established:

• There is no arbitration agreement or the arbitration agreement is invalid.
• The composition of the arbitral tribunal or the arbitral proceedings was:
• • not in conformity with the parties' agreement; or
  • contrary to the provisions of the LCA.
• The dispute is outside tribunal's jurisdiction – where the arbitral award contains matters beyond the tribunal's jurisdiction, such matters will be annulled.
• The award was rendered based on forged evidence; or an arbitrator received money, assets or other material benefits from one of the disputing parties, thereby affecting the impartiality and fairness of the arbitral award.
• The award contravenes fundamental principles of Vietnamese law.

14.2 Are there are any time limits and/or other requirements to bring a challenge?

Under Article 69 of the LCA, a party must file an application to set aside an award within 30 days of receipt of the award. After this time limit expires, the court may not accept any request for annulment of the arbitral award.

14.3 Are parties permitted to exclude any rights of challenge or appeal?

The right to request annulment under Article 68 of the LCA is mandatory and cannot be waived by agreement. The parties are not permitted to agree on excluding the right to request annulment of an arbitral award. Even if a party has contractually waived such right, a subsequent application for annulment will still be duly accepted and reviewed by the Vietnamese courts in the ordinary course.

15 Confidentiality

15.1 Is arbitration seated in your jurisdiction confidential? Is a duty of confidentiality found in the arbitration legislation?

The Law on Commercial Arbitration (LCA) does not provide for the confidentiality of arbitration. Article 4(4) of the LCA provides only that arbitration will be conducted in private, unless the parties agree otherwise. Arbitrators must keep secret the substance of the disputes that they hear, except when they are required to disclose information to the authorities.

15.2 Are there any exceptions to confidentiality?

While confidentiality is a fundamental principle of arbitration under Article 4.4 of the LCA, this principle is not absolute. The disclosure of arbitral proceedings or awards may be permitted or required in certain circumstances, as follows:

• The parties may agree to waive confidentiality – for instance, by opting for a public hearing.
• Disclosure may be necessary in connection with recognition, enforcement or annulment proceedings before Vietnamese courts.
• Disclosure may be required by law – for example:
• • to meet regulatory requirements;
  • to serve public policy considerations; or
  • to comply with anti-corruption obligations.
• Disclosure may be made upon the request of the competent state authorities.
• Where a party is a public company or a listed company, disclosure obligations under the securities law may override the duty of confidentiality.

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.