Decree 123/2013/ND-CP: Detailing A Number Of Articles Of And Measures To Implement The Law On Lawyers

Link to law: http://vbpl.vn/tw/Pages/vbpqen-toanvan.aspx?ItemID=10868&Keyword=
Published: 2013

 

Pursuant to the December 25, 2001 Law on Organization of the Government;

Pursuant to June 29, 2006 Law No. 65/2006/QH11 on Lawyers, which was amended and supplemented under November 20, 2012 Law No. 20/2012/QH13;

At the proposal of the Minister of Justice,

The Government promulgates the Decree detailing a number of articles of and measures to implement the Law on Lawyers.

Chapter I

GENERAL PROVISIONS

Article 1. Scope of regulation

This Decree details a number of articles and measures to implement the Law on Lawyers regarding lawyer training institutions, legal aid of lawyers, lawyers’ obligation to participate in compulsory professional refresher courses, state management of lawyers and law practice, law-practicing organizations, remuneration for lawyers participating in criminal proceedings, lawyers’ socio-professional organizations, and practice of foreign law-practicing organizations and foreign lawyers in Vietnam.

Article 2. Lawyer-training institutions

1. Lawyer-training institutions mentioned in Clause 3, Article 12 of the Law on Lawyers include the Justice Academy under the Justice Ministry and those under the Vietnam Bar Federation.

2. The Vietnam Bar Federation may establish lawyer-training institutions when fully meeting the following conditions:

a/ Having a lecturing staff who are lawyers with at least 5 years’ experience of practice and prestigious legal specialists with pedagogical skills;

b/ Having an organizational apparatus suitable to training scope, model and programs;

c/ Having training programs and curricula conformable with the framework lawyer training program promulgated by the Minister of Justice;

d/ Ensuring adequate physical foundations for teaching and learning, meeting research, working and learning requirements of lecturers and trainees.

3. A dossier of request for establishment of a lawyer-training institution under the Vietnam Bar Federation comprises:

a/ A written request for establishment of a lawyer-training institution;

b/ The scheme on establishment of a lawyer-training institution. The scheme has the following major contents: necessity of the establishment, legal status, functions, tasks and objectives of training, scope and model of training, organizational apparatus and lecturing staff, enclosed with a list of expected lecturers and brief information on their experiences and skills, physical foundations suitable to the scope and model of training, plan and schedule for implementation of the scheme, and socio-economic effects of the lawyer-training institution;

c/ The draft charter of the lawyer-training institution.

4. Within 30 days after receiving a valid dossier, the Minister of Justice shall decide on the establishment of a lawyer training institution under the Vietnam Bar Federation. In case of refusal, a written notification must be made clearly stating the reason.

Article 3. Legal aid of lawyers

1. Lawyers are obliged to provide legal aid under Point d, Clause 2, Article 21, and Clause 10, Article 65, and Point dd, Clause 2, Article 67 of the Law on Lawyers. Lawyers may not refuse to perform the legal aid obligation without plausible reasons.

2. The Vietnam Bar Federation shall guide the time, methods and forms of legal aid; forms of disciplining lawyers who breach the legal aid obligation; and annually assess legal aid activities of lawyers and report them to the Ministry of Justice.

Article 4. Lawyers’ obligation to participate in compulsory professional refresher courses

Lawyers are obliged to participate in compulsory professional refresher courses under Point dd, Clause 2, Article 21 of the Law on Lawyers.

The Ministry of Justice shall provide trainees, time, forms and contents of compulsory professional refresher courses, and forms of handling lawyers who breach the obligation to participate in compulsory professional refresher courses.

Article 5. Tasks and powers of provincial-level Justice Departments in the state management of lawyers and law practice

Provincial-level Justice Departments shall assist provincial-level People’s Committees in performing the state management of lawyers and law practice in their localities under Clause 4, Article 83 of the Law on Lawyers, having the following tasks and powers:

1. To appraise dossiers and propose provincial-level People’s Committees to permit the establishment of bar associations and approve results of congress results of bar associations and dissolve bar associations.

2. To assume the prime responsibility for, and coordinate with provincial-level Departments of Home Affairs in, appraising and submitting to provincial-level People’s Committees for consideration and approval schemes on organization of term congresses of bar associations and plans on formation of new-term management boards and commendation and disciplining councils of bar associations.

3. To grant and revoke operation registration certificates of Vietnamese law-practicing organizations and foreign law-practicing organizations in Vietnam.

4. To provide information on operation registration of Vietnamese law-practicing organizations and foreign law-practicing organizations in localities to state agencies, organizations and individuals upon request in accordance with law.

5. To request bar associations to provide information on lawyers’ organization and operations and request law-practicing organizations to report on their organization and operations when necessary.

6.  To periodically report to the Ministry of Justice and provincial-level People’s Committees on Vietnamese lawyers’ organizations and law practice and the organization and operation of foreign law-practicing organizations and lawyers in localities.

7. To advise and propose to provincial-level People’s Committees measures to support the development of law practice in localities.

8. To examine, inspect and settle complaints and denunciations about the organization and operations of bar associations and law-practicing organizations according to their competence or authorization of the Ministry of Justice and chairpersons of provincial-level People’s Committees; and sanction administrative violations committed by lawyers, law-practicing organizations and bar associations according to their competence and in accordance with law.

Chapter II

LAW-PRACTICING ORGANIZATIONS

Article 6. Written requests for registration of operations of law-practicing organizations

A written request for registration of operations of a law-practicing organization has the following principal contents:

1. The name of the lawyers’ office or law firm.

2. The address of its head office.

3. The full names and permanent residence addresses of the chief of the lawyers’ office or the lawyer-owner (for single-member limited liability law firms) or members (for limited liability law firms with two or more members or law partnerships).

4. The full name and serial number and date of grant of the lawyer card of the at-law representative.

5. The fields of law practice.

Article 7. Charters of law firms

The charter of a law firm has the following principal contents:

1. The name and address of the head office.

2. The type of the law firm.

3. The fields of its law practice.

4. The full names and permanent residence addresses of the lawyer-owner (for single-member limited liability law firms) or members (for limited liability law firms with two or more members or law partnerships).

5. The rights and obligations of the owner or members.

6. The conditions and procedures for inclusion in, or withdrawal from, the list of members (for limited liability law firms with two or more members or law partnerships).

7. The organizational, managerial and executive apparatuses.

8. The procedures for approval of decisions and resolutions; principles of settlement of internal disputes.

9. The principles of profit sharing and responsibilities of members for the firm’s obligations (for limited liability law firms with two or more members or law partnerships).

10. Cases of suspension or termination of operation and procedures for asset liquidation.

11. The procedures for amendment and supplementation of the charter of the law firm.

The charter of a law firm must bear the signature of the lawyer-owner or those of all members of the firm.

Article 8. Registration of operations of law-practicing organizations

1. The procedures for registration of operations of law-practicing organizations comply with Article 35 of the Law on Lawyers.

2. An operation registration paper of a law-practicing organization must be made in two copies, one to be granted to the law-practicing organization and the other to be kept at the provincial-level Justice Department.

3. Within 7 working days after granting an operation registration paper to a law-practicing organization, the provincial-level Justice Department shall send a written notification to the tax office, statistics office and other competent state agencies, the district-level People’s Committee, the commune-level People’s Committee and the bar association of the locality where the head office of the law-practicing organization is located.

4. Law-practicing organizations shall pay an operation registration fee at the business registration fee rate applicable to enterprises.

5. After being granted operation registration papers, law-practicing organizations may have their seals carved and use their seals in accordance with the law on seal management and use.

Article 9. Operation registration papers of law-practicing organizations

An operation registration paper of a law-practicing organization has the following principal contents:

1. The name and address of its head office.

2. The fields of practice.

3. The full name and serial number and date of grant of the lawyer card of its at-law representative.

4. The full names and permanent residence addresses of its members.

Article 10. Registration of operation of branches of law-practicing organizations

1. The procedures for registration of operation of branches of law-practicing organizations comply with Article 41 of the Law on Lawyers.

2. When registering operation of their branches, law-practicing organizations shall pay a registration fee at the rate applicable to registration of the setting up of enterprise branches.

3. After being granted operation registration papers, branches may have their seals carved and use their seals in accordance with the law on seal management and use.

Article 11. Change of at-law representatives of law-practicing organizations

1. At-law representatives of limited liability law firms with two or more members or law partnerships must be lawyers and members of the law firms.

When changing their at-law representatives, limited liability law firms with two or more members or law partnerships shall, within 10 days after deciding on the change, send a written request for change of at-law representatives and their operation registration papers to provincial-level Justice Departments of localities where they register their operation.

The procedures for change of at-law representatives of limited liability law firms with two or more members or law partnerships comply with Article 36 of the Law on Lawyers.

2. At-law representatives of lawyers’ offices or single-member limited liability law firms must be lawyers owning the offices or firms.

When changing their at-law representatives, lawyers’ offices or single-member limited liability law firms shall, within 10 days after deciding on the change, send a dossier to provincial-level Justice Departments of localities where they register their operation. Such a dossier comprises:

a/ A written request for change of at-law representative;

b/ The operation registration paper of the lawyers’ office or single-member limited liability law firm;

c/ The written agreement between the former at-law representative and the expected one on the exercise of the rights and performance of obligations of the lawyers’ office or law firm;

d/ The full name and serial number and date of grant of the lawyer card of the expected at-law representative.

The procedures for change of at-law representatives of lawyers’ offices or single-member limited liability law firms comply with Article 36 of the Law on Lawyers.

3. Within 5 working days after receiving a complete and valid dossier, provincial-level Justice Departments shall re-grant operation registration papers to law-practicing organizations, clearly stating the change of at-law representative; in case of refusal, a written notification must be made, clearly stating the reason.

Article 12. Consolidation of law firms

1. Two or more limited liability law firms may agree on consolidation into a new one. Two or more law partnerships may agree on consolidation into a new one.

2. A dossier of consolidation of law firms must be sent to the provincial-level Justice Department where the new law firm registers operation. Such a dossier comprises:

a/ A written request for consolidation of law firms;

b/ The consolidation contract, clearly stating the procedures, time limit and conditions for consolidation; method of staff use; the takeover of all rights, obligations and lawful benefits of the consolidated law firms;

c/ The operation registration papers of the consolidated law firms;

d/ The charter of the consolidating law firm.

Within 10 days after receiving a complete and valid dossier, provincial-level Justice Departments shall grant an operation registration paper to the consolidating law firm; in case of refusal, a written notification must be made, clearly stating the reason.

3. The procedures for publicizing the operation registration contents of consolidating law firms comply with Article 38 of the Law on Lawyers.

4. After the consolidating law firm is granted an operation registration paper, the consolidated law firms shall terminate their operation. The consolidating law firm may enjoy the rights and lawful interests, shall take responsibility for all unpaid debts, legal service contracts under performance and labor contracts already signed with lawyers and other employees and other asset liabilities of the consolidated law firms.

Within 5 working days after granting an operation registration paper to a consolidating law firm, the provincial-level Justice Department shall notify it to the provincial-level Justice Departments of the localities where the consolidated law firms register their operation together with sending copies of the granted operation registration paper for removal of the consolidated law firms from the list of registered law firms.

Article 13. Merger of law firms

1. One or more limited liability law firms may be merged into another one. One or more law partnerships may be merged into another one.

2. A dossier of merger of law firms must be sent to the provincial-level Justice Department where the merging law firm registers operation. Such a dossier comprises:

a/ A written request for merger of law firms;

b/ The merger contract, clearly stating the procedures, time limit and conditions for merger; method of staff use; the takeover of all rights, obligations and lawful benefits of the merged law firms;

c/ The operation registration papers of the merged law firms and the merging one.

Within 10 days after receiving a complete and valid dossier, provincial-level Justice Departments shall grant an operation registration paper to the merging law firm; in case of refusal, a written notification must be made, clearly stating the reason.

3. The procedures for publicizing the operation registration contents of consolidating law firms comply with Article 38 of the Law on Lawyers.

4. After the merging law firm is granted an operation registration paper, the merged law firms shall terminate their operation. The merging law firm may enjoy the rights and lawful interests, shall take responsibility for all unpaid debts, legal service contracts under performance and labor contracts already signed with lawyers and other employees and other asset liabilities of the merged law firms.

Within 5 working days after granting an operation registration paper to a merging law firm, the provincial-level Justice Department shall notify it to the provincial-level Justice Departments of the localities where the merged law firms register their operation together with sending copies of the granted operation registration paper for removal of the consolidated law firms from the list of registered law firms.

Article 14. Transformation of limited liability law firms and law partnerships

1. A single-member limited liability law firm may be transformed into a limited liability law firm with two or more members. A limited liability law firm with two or more members may be transformed into a single-member limited liability law firm. A limited liability law firm may be transformed into a law partnership. A law partnership may be transformed into a limited liability law firm.

2. A dossier of transformation of a law firm must be sent to the provincial-level Justice Department of the locality where the law firm registers its operation. A transformation dossier comprises:

a/ A written request for transformation, clearly stating the purpose of and reason for the transformation and the commitment to take over all the rights, obligations and lawful interests of the transformed law firm;

b/ The draft charter of the new law firm;

c/ The operation registration certificate of the transformed law firm;

d/ A list of members or lawyer-owners; copies of the lawyer cards of members or lawyer-owners of the new law firm;

dd/ Copies of the papers proving the head office in case of change of head office.

3. Within 7 working days after receiving a complete and valid dossier, the provincial-level Justice Department shall grant an operation registration certificate to the new law firm; in case of refusal, a written notification must be made, clearly stating the reason.

4. The procedures for publicizing the operation registration contents of new law firms comply with Article 38 of the Law on Lawyers.

Article 15. Transformation of lawyers’ offices into law firms

1. A lawyers’ office may be transformed into a limited liability law firm or a law partnership on the basis of taking over all the rights and obligations of the lawyers’ office in accordance with law.

2. A dossier of transformation of a lawyers’ office must be sent to the provincial-level Justice Department of the locality where the law firm registers its operation. A dossier comprises:

a/ A written request for transformation, clearly stating the purpose of and reason for the transformation and the commitment to take over all the rights, obligations and lawful interests of the transformed lawyers’ office;

b/ The draft charter of the new law firm;

c/ The operation registration certificate of the transformed lawyers’ office;

d/ A list of members or lawyer-owners; copies of the lawyer cards of members or lawyer-owners of the new law firm;

dd/ Copies of the papers proving the head office in case of change of head office.

Within 7 working days after receiving a complete and valid dossier, the provincial-level Justice Department shall grant an operation registration certificate to the new law firm; in case of refusal, a written notification must be made, clearly stating the reason.

3. The procedures for publicizing the operation registration contents of new law firms comply with Article 38 of the Law on Lawyers.

Article 16. Employment of foreign lawyers by law-practicing organizations

Law-practicing organizations may sign labor contracts to employ foreign lawyers who have been granted permits to practice law in Vietnam. The rights and obligations of foreign lawyers employed by law-practicing organizations are agreed in contracts in accordance with the Law on Lawyers, this Decree and relevant laws.

Within 7 working days after signing a contract to employ a foreign lawyer, a law-practicing organization shall notify such in writing to the provincial-level Justice Service of the locality where it registers operation, enclosed with the labor contract.

Within 7 working days after terminating a foreign lawyer employment contract, the law-practicing organization shall notify such in writing to the provincial-level Justice Department of the locality where it registers operation.

Article 17. Revocation of operation registration papers of law-practicing organizations

1. The operation registration paper of a law-practicing organization may be revoked when the law-practicing organization falls into one of the following cases:

a/ Terminating operation under Clause 1, Article 47 of the Law on Lawyers;

b/ Being deprived of the operation registration paper for committing an administrative violation in accordance with the law on handling of administrative violations;

c/ Failing to register for a tax identification number within 1 year from the date of obtaining the operation registration paper;

d/ Failing to operate at the registered head office for 6 consecutive months from the date of obtaining the operation registration paper;

dd/ Failing to resume operation or to make a report on continued suspension of operation after the expiration of the duration of suspension of operation under Clause 1, Article 46 of the Law on Lawyers.

2. Provincial-level Justice Departments shall decide to revoke operation registration papers of law-practicing organizations and monitor and supervise law-practicing organizations in carrying out the procedures specified in Clauses 2 and 3, Article 47 of the Law on Lawyers. 

Chapter III

REMUNERATION FOR LAWYERS PARTICIPATING IN LEGAL PROCEEDINGS IN CRIMINAL CASES

Article 18. Ceiling rate of remuneration for lawyers participating in criminal legal proceedings

1. The level of remuneration for lawyers participating in criminal legal proceedings must be agreed upon in legal service contracts between clients and lawyers’ offices or law firms under Clause 1, Article 55 of the Law on Lawyers, and be calculated on an hourly basis or in a lump sum per case, but the highest remuneration per working hour of lawyers must not exceed 0.3 time the Government-prescribed base salary.

The working time of a lawyer must be agreed upon between that lawyer and his/her client.

2. Lawyers’ offices and law firms are encouraged to exempt or reduce lawyers’ remuneration for the poor and policy beneficiaries.

Article 19. Remuneration and expenses for lawyers who participate in legal proceedings at the request of procedure-conducting agencies

1. For cases in which lawyers are requested by procedure-conducting agencies, the remuneration rate per working day of lawyers is 0.4 time the Government-prescribed base salary.

2. Working time of a lawyer includes:

a/ The time for meeting with the person held in custody, the accused and defendant;

b/ The time for collecting documents, objects or details relating to his/her defense;

c/ The time for studying dossiers and preparing documents;

d/ The time for participation in court hearings;

dd/ Other rational time for participation in legal proceedings at the request of the procedure-conducting agency.

The working time of lawyers must be certified by procedure-conducting agencies or persons settling the cases concerned.

3. In addition to remuneration, in the course of preparing and participating in defense at court hearings and procedure-conducting agencies, lawyers are entitled to the payment of travel and accommodation expenses according to current regulations on work trip allowances for state cadres and civil servants on domestic work trips.

4. The procedure -conducting agency which has requested lawyers to participate in legal proceedings shall pay according to regulations remuneration and expenses mentioned in Clauses 1 and 3 of this Article. The fund for payment of these expenses is included in the annual budget estimate of the procedure-conducting agency.

5. In addition to remuneration and expenses paid by the procedure-conducting agency, lawyers may not request any other money and benefits from the accused, defendants and their relatives.

Chapter IV

LAWYERS’ SOCIO-PROFESSIONAL ORGANIZATIONS

Section 1

BAR ASSOCIATIONS

Article 20. Approval of plans on organization of term congresses; plans on formation of management boards and commendation and disciplining councils of the new term of bar associations

1. At least 30 days before the date scheduled for organization of a term congress, the bar association management board shall report to the provincial-level People’s Committee and the Vietnam Bar Association on its plan to organize the term congress and form the management board and the commendation and discipline council of the new term.

2. Within 7 working days after receiving such report, the Vietnam Bar Federation shall give opinions on the plan to organize the term congress and form the management board and the commendation and discipline council of the new term. Within 15 days after receiving the agreement of the Vietnam Bar Federation, the provincial-level People’s Committee shall consider and approve the plan to organize the term congress and form the management board and the commendation and discipline council of the new term of the bar association.

Article 21. Approval of results of a lawyers’ congress

1. The approval of results of a lawyers’ congress covers the following contents:

a/ Results of election of the management board, the manager and the commendation and disciplining council of the bar association;

b/ The resolution of the bar association’s term congress or congress to relieve from office and elect or replace the Manager, to additionally elect members of the management board or the commendation and disciplining council.

2. Within 7 working days after a congress concludes, the bar association’s management board shall send to the provincial-level People’s Committee a report on congress results, enclosed with the election minutes, a list and resumes of the manager and members of the management board and the commendation and discipline council of the bar association and the congress resolution. Within 7 working days after receiving the report on congress results, the provincial-level People’s Committee approve the results of the bar association’s congress.

3. Election results will be disapproved in the following cases:

a/ The election process and procedures fail to ensure regularity, democracy, publicity and transparency as prescribed by law and the Charter of the Vietnam Bar Federation;

b/ The elected leaders fail to satisfy the criteria prescribed by the Charter of the Vietnam Bar Federation.

4. The congress resolution will be disapproved in the following cases:

a/ Its contents are contrary to the Constitution, law and the Charter of the Vietnam Bar Federation;

b/ The resolution-approving process and procedures fail to ensure the regularity, democracy, publicity and transparency as prescribed by law and the Charter of the Vietnam Bar Federation.

5. Within 60 days after receiving the written notice of disapproval of the congress results, the management board of the bar association shall reorganize the congress for election, adoption or amendment of resolutions according to law and the Charter of the Vietnam Bar Federation.

6. In case of reorganizing a congress for relief from office and new election or election for replacement of the manager, additional election of a member of the management board or the commendation and disciplining council of a bar association, its management board shall report on congress results under Clause 2 of this Article.

Article 22. Regime of reporting, sending of regulations, decisions, resolutions of bar associations

1. Annually, a bar association shall send to the provincial-level People’s Committee, provincial-level Justice Service and the Vietnam Bar Federation and concurrently the provincial-level Justice Department reports on its organization and activities. The time limits and periods of reporting comply with regulations of the Ministry of Justice.

In addition to annual reports, a bar association shall make reports at the request of the Ministry of Justice, provincial-level People’s Committee or the Vietnam Bar Federation.

2. Within 7 working days after a bar association issues regulations, decisions or resolutions, its management board shall send them to the provincial-level People’s Committee and the Vietnam Bar Federation.

Article 23. Dissolution of bar associations

1. A bar association is dissolved in the following cases;

a/ It has fewer than three member lawyers;

b/ It still fails to organize a congress under Clause 3, Article 21 of this Decree;

c/ Its activities have seriously violated the law or the Charter of the Vietnam Bar Federation, adversely affecting national security, social order and safety and infringing upon the interests of the State, public interests, the rights and lawful interests of agencies or organizations or individuals.

2. If a bar association is dissolved under Clause 1 of this Article, the chairperson of the concerned provincial-level People’s Committee shall decide to dissolve it after reaching agreement with the Minister of Justice and the President of the Vietnam Bar Federation.

The re-establishment of a bar association must comply with Articles 60 of the Law on Lawyers.

Section 2

THE VIETNAM BAR FEDERATION

Article 24. Approval of the Charter of the Vietnam Bar Federation

1. Within 7 working days after the Charter of the Vietnam Bar Federation is adopted, the National Council of Lawyers shall send to the Ministry of Justice a dossier requesting approval of the Charter. The dossier comprises:

a/ A written request for approval of the Charter;

b/ The Charter and minutes on the adoption of the Charter;

c/ A report on the congress results; results of election of the National Council of Lawyers, the Standing Committee, and the President and Vice Presidents of the Vietnam Bar Federation;

d/ The congress’ resolution.

2. Within 30 days after receiving the complete and valid dossier, the Justice Minister shall decide to approve the Charter of the Vietnam Bar Federation after reaching agreement with the Minister of Home Affairs; in case of disapproval, a written notification must be made, clearly stating the reason.

3. The Charter of the Vietnam Bar Federation is disapproved in the following cases:

a/ Its contents are contrary to the Constitution, the Law on Lawyers and relevant codes, laws and ordinances and this Decree;

b/ The Charter-adopting process and procedures fail to ensure regularity, democracy, publicity and transparency as prescribed by law.

4. If the Charter of the Vietnam Bar Federation is disapproved, the National Council of Lawyers shall revise it and reorganize a congress to adopt the Charter in accordance with law.

5. When the Charter of the Vietnam Bar Federation is revised, the National Council of Lawyers shall, within 7 working days after the revised Charter is approved, send a written request for approval, enclosed with the revised Charter, the minutes on the adoption of the revised Charter and the congress’s resolution.

The approval of the revised Charter complies with this Article.

Article 25. Regime of reporting, sending of regulations, decisions and resolutions of the Vietnam Bar Federation

1. Annually, the Vietnam Bar Federation shall send to the Ministry of Justice a report on the organization and activities of lawyers and Bar Associations nationwide and of the Vietnam Bar Federation. The time limits and periods of reporting comply with regulations of the Ministry of Justice.

In addition to its annual reports, the Vietnam Bar Federation shall make reports on results of term congressed and other reports at the request of the Ministry of Justice.

2. Within seven working days after the Vietnam Bar Federation promulgates regulations, decisions or resolutions, its Standing Committee shall send them to the Ministry of Justice.

Chapter V

LAW PRACTICE BY FOREIGN LAW-PRACTICING ORGANIZATIONS AND FOREIGN LAWYERS IN VIETNAM

Article 26. Names of foreign law-practicing organizations in Vietnam

1. The name of a foreign law-practicing organization in Vietnam must include the words “chi nhanh” (branch), the name of the foreign law-practicing organization and the name of the province or centrally run city where the branch is located.

2. The name of a wholly foreign-owned law firm in Vietnam must include the phrase “cong ty luat trach nhiem huu han” (limited liability law firm) and the name of the foreign law-practicing organization.

3. The name of a joint-venture law firm between a foreign law-practicing organization and a Vietnamese one may be selected and agreed upon by concerned parties and must include the phase “cong ty luat trach nhiem huu han” (limited liability law firm).

4. The name of a law partnership between a foreign law-practicing organization and a Vietnamese law partnership may be selected and agreed by concerned parties and must include the phase “cong ty luat hop danh” (law partnership).

Article 27. Written request for setting up of branches of foreign law-practicing organizations

A written request for setting up of a branch of a foreign law-practicing organization has the following principal contents:

1. The name, nationality and address of the head office of the foreign law-practicing organization.

2. The name of the branch.

3. The fields of law practice of the branch.

4. The term of operation of the branch.

5. The location of the branch’s office.

6. The full name of the lawyer appointed as the branch’s head by the foreign law-practicing organization, enclosed with papers proving that such lawyer has practiced law for at least 2 consecutive years.

7. The foreign law-practicing organization’s commitment to having at least 2 foreign layers, including the branch’s head, to be present and practice in Vietnam. Each foreign lawyer must have 183 days or more of practicing in Vietnam during the period of 12 consecutive months.

If a foreign law-practicing organization set up more than one branch in Vietnam, the total number of foreign lawyers who are present and practice in Vietnam also complies with the provisions of this Clause.

8. The tentative operation of the branch in Vietnam.

Article 28. Written requests for establishment of foreign law firms

A written request for establishment of a foreign law firm has the following principal contents:

1. The name, nationality and address of the head office of the foreign law-practicing organization; the name and address of the head office of the Vietnamese law-practicing organization, for joint ventures and law partnerships between foreign law-practicing organizations and Vietnamese law partnerships.

2. The name of the foreign law firm.

3. The fields of its law practice.

4. The term of its operation.

5. The location of its head office.

6. The full name of the lawyer appointed as its director, enclosed with papers proving that such lawyer has practiced law for at least 2 consecutive years.

7. The foreign law-practicing organization’s commitment to having at least 2 foreign layers, including the branch’s head, to be present and practice in Vietnam. Each foreign lawyer must have 183 days or more of practicing in Vietnam during the period of 12 consecutive months.

If a foreign law-practicing organization set up more than one branch in Vietnam, the total number of foreign lawyers who are present and practice in Vietnam also complies with this Clause.

8. The tentative operation of the branch in Vietnam

Article 29. Language and consular legalization

1. Written requests for setting up of branches or foreign law firms in Vietnam and foreign lawyers’ applications for licenses for law practice in Vietnam must be made in Vietnamese. Enclosed papers, if in foreign languages, must be translated into Vietnamese and the translations must be notarized or certified under Vietnamese law.

2. Papers granted by foreign agencies or organizations or notarized or certified in foreign countries must be consularly legalized in accordance with Vietnamese law, unless they are exempted from consular legalization under a treaty to which the Socialist Republic of Vietnam is a contracting party.

Article 30. Publication on newspapers, announcement of establishment of foreign law-practicing organizations in Vietnam

Within 15 days after obtaining an operation registration paper, a foreign law-practicing organization in Vietnam shall publish in a local or central newspaper for three consecutive issues, and notify in writing the tax agency of the locality where its head office is located, of the following principal contents:

1. The name and address of the head office of the foreign law-practicing organization in Vietnam.

2. The field of its law practice;

3. The full name of the head of the branch or director of the foreign law firm.

Article 31. Scope or practice of foreign law-practicing organizations in Vietnam and Vietnamese lawyers working for foreign law-practicing organizations in Vietnam

1. The scope of practice of foreign law-practicing organizations in Vietnam complies with Article 70 of the Law on Lawyers, under which foreign law-practicing organizations in Vietnam may not:

a/ Certify copies and translations of papers granted by Vietnamese state agencies and organizations;

b/ Carry out procedures for adoption, marriage, civil status and Vietnamese nationality;

c/ Provide services of notarization, bailiff and other legal services which, as prescribed by Vietnamese law, only Vietnamese law-practicing organizations, notary organizations and bailiff organizations may provide.

2. Vietnamese lawyers working for foreign law-practicing organizations may not provide the services specified in Clause 1 of this Article.

Article 32. Consolidation of foreign law firms

1. Two or more wholly foreign-owned limited liability law firms may agree on consolidation into a new one.

Two or more joint-venture limited liability law firms may agree on consolidation into a new one.

Two or more law partnerships between foreign law-practicing organizations and Vietnamese law partnerships may agree on consolidation into a new one.

2. A dossier of consolidation of law firms must be sent to the Ministry of Justice. Such a dossier comprises:

a/ A written request for consolidation of law firms;

b/ The consolidation contract, clearly stating the procedures, time limit and conditions for consolidation; method of staff use; the taking over of all rights, obligations and lawful benefits of the consolidated law firms;

c/ The establishment licenses of the consolidated law firms;

d/ The charter of the consolidating law firm.

Within 10 days after receiving a complete and valid dossier, the Ministry of Justice shall approve the consolidation by granting an establishment license to the consolidating law firm; in case of refusal, a written notification must be made, clearly stating the reason.

3. The procedures for operation registration, publicization on newspapers and announcement of the establishment of consolidating law firms comply with Article 79 of the Law on Lawyers and Article 30 of this Decree.

4. After the consolidating law firm is granted an establishment license, the consolidated law firms shall terminate their operation. The consolidating law firm may enjoy the rights and lawful interests, shall take responsibility for all unpaid debts, legal service contracts under performance and labor contracts already signed with lawyers and other employees and other asset liabilities of the consolidated law firms.

Article 33. Merger of law firms

1. One or more wholly foreign-owned limited liability law firms may be merged into another one.

One or more joint-venture limited liability law firms may agree on merger into another one.

One or more law partnerships between foreign law-practicing organizations and Vietnamese law partnerships may agree on consolidation into another one.

2. A dossier of merger of law firms must be sent to the Ministry of Justice. Such a dossier comprises:

a/ A written request for merger of law firms;

b/ The merger contract, clearly stating the procedures, time limit and conditions for merger; method of staff use; the taking over of all rights, obligations and lawful benefits of the merged law firms;

c/ The establishment licenses of the merged law firms and the merging one.

Within 10 days after receiving a complete and valid dossier, the Ministry of Justice shall decide to approve the merger; in case of refusal, a written notification must be made, clearly stating the reason.

3. The merging foreign law firm is not required to register operation but shall only carry out the procedures for changing the contents of its establishment license in accordance with Article 80 of the Law on Lawyers.

4. The merging law firm may enjoy the rights and lawful interests, shall take responsibility for all unpaid debts, legal service contracts under performance and labor contracts already signed with lawyers and other employees and other asset liabilities of the merged law firms.

Article 34. Transformation of branches of foreign law-practicing organizations into wholly foreign-owned limited liability law firms in Vietnam

1. A branch of a foreign law-practicing organization in Vietnam may be transformed into a wholly foreign-owned limited liability law firm in Vietnam on the basis of taking over all the rights and obligations of the old branch.

A dossier of transformation of a branch of a foreign law-practicing organization in Vietnam into a wholly foreign-owned limited liability law firm in Vietnam a law firm must be sent to the Ministry of Justice. Such a dossier comprises:

a/ A written request for transformation, clearly stating the commitment of the foreign law-practicing organization to take over all the rights and obligations of the transformed branch;

b/ The draft charter of the wholly foreign-owned limited liability law firm;

c/ Copies of the establishment licenses and the operation registration certificate of the transformed branch;

d/ A list of lawyers expected to work at the wholly foreign-owned limited liability law firm;

dd/ Copies of the papers proving the head office in case of change of head office.

Within 30 days after receiving a complete and valid dossier, the Ministry of Justice shall decide to grant an establishment license to the wholly foreign-owned limited liability law firm in Vietnam; in case of refusal, a written notification must be made, clearly stating the reason.

2. The procedures for operation registration, publicization on newspapers and announcement of the establishment of foreign-owned limited liability law firms comply with Article 79 of the Law on Lawyers and Article 30 of this Decree.

Article 35. Transformation of foreign law firms into Vietnamese law firms

1. A foreign-owned limited liability law firm, a joint venture limited liability law firm or a law partnership between a foreign law-practicing organization and a Vietnamese law partnership (below collectively referred to as foreign law firm) ,ay be transformed into a Vietnamese law firm on the basis of taking over all the rights and obligations of the foreign law firm.

The name of the Vietnamese law firm after the transformation must comply with Clause 5, Article 34 of the Law on Lawyers and must not be identical with that of the transformed foreign law firm

2. A dossier of request for permission for transformation of a foreign law firm must be sent to the Ministry of Justice. Such a dossier comprises:

a/ A written request for transformation of the foreign law firm;

b/ The agreement on the transformation between the foreign law firm and the Vietnamese side, clearly stating the Vietnamese side’s commitment to take over all the rights, obligations and lawful interests of the transformed foreign law firm;

c/ The draft charter of the Vietnamese law firm;

d/ A list of members or lawyers being the owners of the Vietnamese law firm; copies of the lawyer cards of members or lawyers being the owners of the Vietnamese law firm;

dd/ The establishment license of the transformed foreign law firm.

3. Within 30 days after receiving a complete and valid dossier, the Ministry of Justice shall issue a written approval of the transformation; in case of refusal, a written notification must be made, clearly stating the reason.

4. Within 15 days after obtaining the written approval of the Ministry of Justice, the Vietnamese law firm after the transformation shall carry out the procedures for registering the transformation at the provincial-level Justice Department of the locality where the foreign law firm registers operation.

A dossier of registration of operation of the Vietnamese law firm comprises:

a/ The written request for transformation;

b/ The written approval of the Ministry of Justice;

c/ The draft charter of the Vietnamese law firm.

Within 7 working days after receiving a complete and valid dossier, the provincial-level Justice Department shall grant an operation registration paper to the Vietnamese law firm after transformation.

5. The foreign law firm shall terminate operation from the time the Vietnamese law firm after transformation is granted an operation registration paper.

6. The procedures for publicizing the operation registration contents of Vietnamese law firms after transformation comply with Article 38 of the Law on Lawyers.

Article 36. Procedures for registration of change of contents of licenses for establishment of branches or foreign law firms

1. Within 30 days after receiving a written approval of the change of the contents of its establishment license, the branch or foreign law firm shall register such change with the provincial-level Justice Department of the locality where its head office is located:

2. A change registration dossier comprises:

a/ A written request for change of the operation registration of the branch or foreign law firm;

b/ A copy of the establishment license of the branch or foreign law firm;

c/ The Ministry of Justice’s written approval of the change of the contents of the establishment license.

3. Within 5 working days after receiving a complete and valid dossier, the provincial-level Justice Department shall register the changed contents of the operation registration paper by re-granting the operation registration paper to the branch or foreign law firm; in case of refusal, a written notification must be made, clearly stating the reason.

Article 37. Procedures for registration of operation of branches of foreign law firms in Vietnam

1. A dossier of registration of operation of a branch of a foreign law firm in Vietnam comprises:

a/ A written request for registration of operation of a branch of a foreign law firm;

b/ A copy of the establishment license of the branch of the foreign law firm in Vietnam;

c/ Papers proving the head office of the branch of the foreign law firm in Vietnam.

2. Within 7 working days after receiving a complete and valid dossier, the provincial-level Justice Department shall grant an operation registration paper to the branch of the foreign law firm in Vietnam; in case of refusal, a written notification must be made, clearly stating the reason.

Article 38. Suspension of operation of branches, foreign law firms

1. A branch or foreign law firm may suspend operation provided it notifies in writing its suspension and resumption of operation to the Ministry of Justice, the provincial-level Justice Department and tax agency of the locality where it registers operation at least 30 days before the date of suspension or resumption of operation. The period of suspension of operation must not exceed 2 years.

2. A report on suspension of operation contains the following principal contents

a/ The name of the branch or law firm;

b/ The serial number and date of grant of the establishment license of the branch or law firm;

c/ The address of the head office;

d/ The period of suspension of operation, starting and ending dates;

dd/ The reason for suspension of operation;

e/ The payment of debts, settlement of legal service contracts already signed with clients and labor contracts already signed with lawyers and other employees of the branch or law firm.

3. During the period of suspension of operations, the branch or law firm shall fully pay outstanding tax debts and other debts and complete the performance of contracts already signed with its employees, unless otherwise agreed upon.

For legal service contracts already signed with clients but not yet completed, agreement must be reached with clients on the performance of such legal service contracts.

4. When a foreign law firm suspends operation, its branches shall also suspend operation.

Article 39. Termination of operation of branches and foreign law firms

1. A branch or foreign law firm shall terminate operation when its establishment license is revoked under Article 40 of this Decree.

2. In case of self-termination of operation under Point a, Clause 1, Article 40 of this Decree, at least 30 days before the expected time of termination, a branch or foreign law firm shall notify such in writing to the Justice Ministry, the provincial-level Justice Department and the tax office of the locality where its head office is located.

Before terminating operation, a branch or foreign law firm shall fully pay outstanding tax debts and other debts; complete procedures for termination of labor contracts signed with its lawyers and employees; and settle legal service contracts signed with its clients, unless otherwise agreed upon.

The branch or foreign law firm shall report in writing on the completion of the above procedures to the Ministry of Justice, the provincial-level Justice Department and the tax office of the locality where its head office is located; return its establishment license to the Ministry of Justice, the operation registration paper to the provincial-level Justice Department, and the seal to the agency competent to grant seals and register the use of seals.

Within 15 days after receiving the written report of the branch or foreign law firm, the Ministry of Justice shall decide to terminate the operation of the branch or foreign law firm.

3. When a branch or foreign law firm terminates operation for having its establishment license revoked under Points b, c, d and dd, Clause 1, Article 40 of this Decree, within 60 days after receiving the decision on establishment license revocation, it shall fully pay the outstanding tax debts and other debts; complete procedures for termination of labor contracts signed with its lawyers and employees; and settle legal service contracts signed with its clients, unless otherwise agreed upon.

The branch or foreign law firm shall report in writing on the completion of the above procedures to the Ministry of Justice, the provincial-level Justice Department and the tax office of the locality where its head office is located; return its establishment license to the Ministry of Justice, the operation registration paper to the provincial-level Justice Department, and the seal to the agency competent to grant seals and register the use of seals.

Article 40. Revocation of establishment licenses of branches and foreign law firms

1. A branch or foreign law firm has its establishment license revoked in the following cases:

a/ It self-terminates operation in Vietnam;

b/ It is sanctioned for administrative violations in the form of being deprived of the establishment license in accordance with the law on handling of administrative violations;

c/ It fails to register its tax identification number within 1 year after obtaining the establishment license;

d/ It fails to operate at the registered head office for 6 consecutive months after obtaining the operation registration paper;

dd/ After the suspension period stated in Clause 1, Article 38 of this Decree, it fails to resume operation or report on the continued suspension of operation.

2. The Ministry of Justice shall decide on revocation of establishment license of branches or foreign law firms.

3. Provincial-level Justice Departments shall decide on revocation of operation registration papers of branches and foreign law firms and monitor and supervise branches and foreign law firms in carrying out the procedures specified in Clauses 2 and 3, Article 39 of this Decree.

Article 41. Revocation of foreign lawyers’ licenses for practice in Vietnam

1. A foreign lawyer’s license for practice in Vietnam is revoked in one of the following cases:

a/ He/she no longer satisfies the conditions for practice in Vietnam prescribed in Article 74 of the Law on Lawyers;

b/ He/she is sanctioned for administrative violations in the form of being deprived of the license for practice in Vietnam in accordance with the law on handling of administrative violations;

c/ He/she is examined for penal liability;

d/ He/she ceases to practice law at his/her own will.

2. The Ministry of Justice shall decide on revocation of foreign lawyers’ licenses for practice in Vietnam.

Article 42. Notification of foreign lawyers’ branches of the Vietnamese lawyers’ code of professional ethics and conduct

1. When detecting foreign lawyers who breach the code of professional ethics and conduct of Vietnamese lawyers, provincial-level Justice Department of localities where these foreign lawyers practice shall propose the Ministry of Justice to notify their breaches to foreign law-practicing organizations that have appointed such lawyers to practice law in Vietnam or Vietnamese law-practicing organizations that employ such lawyers.

2. When foreign lawyers who commit breaches defined in Clause 1 of this Article relapse into such breaches, provincial-level Justice Department of localities where these foreign lawyers practice shall propose the Ministry of Justice to revoke or refuse to extend their practice licenses.

Chapter VII

IMPLEMENTATION PROVISIONS

Article 43. Transitional provisions

1. The charters of bar associations approved under Law No. 65/2006/QH11 on Lawyers may continue to be applied until the Charter of the Vietnam Bar Federation prescribed in Article 67 of the Law on Lawyers is approved by competent agencies, excluding contents contrary to the provisions of law and the Charter of the Vietnam Bar Federation.

2. The framework lawyer training program promulgated together with the Minister of Justice’s Decision No. 90/2008/QD-BTP of January 21, 2008, may continue to be applied until a new framework program prescribed in Article 12 of the Law on Lawyers is promulgated by the Minister of Justice; law probationers who attended lawyers training courses under the 6-month framework lawyers training program shall undergo law practice probation for 18 months.

Article 44. Effect

This Decree takes effect on November 28, 2013.

The Government’s Decree No. 28/2007/ND-CP of February 26, 2007, detailing and guiding the implementation of a number of articles of the Law on Lawyers, Decree No. 131/2008/ND-CP of December 31, 2008, guiding the provisions of the Law on Lawyers regarding lawyers’ socio-professional organizations, and Articles 3 and 5 of Decree No. 05/2012/ND-CP of February 2, 2012, amending and supplementing a number of articles of the Decrees on registration of secured transactions, legal aid, lawyers and legal counseling, cease to be effective on the effective date of this Decree.

Article 45. Implementation responsibilities

Ministers, heads of ministerial-level agencies, heads of government-attached agencies, chairpersons of provincial-level People’s Committees and the President of the Vietnam Bar Federation shall implement this Decree.

The Minister of Justice shall guide the implementation of Articles 4, 22 and 25 of this Decree.

 

 

 
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