8 Key Highlights of the Amended Land Law

 

What Are Changes in Land Law?

Land law serves as a fundamental pillar in the socio-economic structure of any nation, and Vietnam is no exception. As Vietnam continues to experience rapid industrialization and urbanization, the importance of a robust and adaptive Land Law becomes increasingly paramount.

On the morning of January 18, at the closing session of the 5th extraordinary meeting of the 15th National Assembly, with 432 out of 477 delegates approving, the National Assembly passed the amended Land Law, which will come into effect from January 1, 2025.

According to the Ministry of Natural Resources and Environment, the amended Land Law includes 16 chapters with 260 articles, amending and supplementing 180 out of 212 articles of the 2013 Land Law and adding 78 new articles.

The amended Land Law has institutionalized the Party’s guidelines, resolving difficulties and problems identified during the summary of the implementation of the Land Law. The new contents include:

Land Policies for Ethnic Minorities According to the Ministry of Natural Resources and Environment, the amended Land Law has specified regulations to institutionalize the Party’s policies on land for ethnic minorities.

Accordingly, the law has stipulated policies to ensure communal living land; allocation and leasing of land for ethnic minorities lacking residential and production land; responsibilities of state agencies in developing and implementing land support policies for ethnic minorities.

The amended Land Law also prescribed resources to implement policies; ensure land funds to carry out land policies for ethnic minorities; and set restrictions on some rights of land users in cases where land is allocated, leased, or changed in use purpose under land support policies for ethnic minorities…

The amended Land Law specifically regulates policies to support residential land, agricultural production land, and non-agricultural business land for individuals who are ethnic minorities living in poverty or near-poverty in ethnic minority and mountainous areas.

Forms of land allocation include: allocation of residential land within the limit; allowing the change of land use purpose to residential land within the land limit for land originating from state allocation, lease, recognition, or acquired through inheritance, donation, transfer of land use rights as prescribed by law; allocation of agricultural land within the limit; leasing of non-agricultural land that is not residential for business purposes.

For those who have been allocated or leased land for the first time but now have no land or lack land, they are to be further allocated residential land within the limit, allowed to change the use purpose to residential land within the limit; further allocation of agricultural land within the limit or leasing of non-agricultural land that is not residential for business purposes.

The law also stipulates that ethnic minorities who are beneficiaries of policies shall be allocated land by the state without charge for land use.

On Planning and Land Use Planning According to the Ministry of Natural Resources and Environment, the amended Land Law has perfected the regulations on planning and land use planning, ensuring this is the foundation of the state management of land.

Specifically, the law has supplemented and completed the principles of land use planning to ensure the consistency of the planning system. Land use planning and plans are developed at three levels: national, provincial, and district.

Higher-level land use planning ensures the land use needs of the lower levels; lower-level land use planning must conform to the higher-level land use planning.

The development of land use planning and plans at all levels must ensure the participation of political-social organizations, communities, and individuals; ensure openness and transparency. Land use planning at all levels is developed simultaneously; higher-level land use planning must be decided and approved before lower-level planning.

The amended Land Law continues to regulate the development of annual district-level land use plans, but the provisions are simplified, not requiring the annual district-level land use plan to include the demand for change of land use purpose associated with residential land of households and individuals.

Furthermore, the law supplements the list of projects for compensation, support, and resettlement separated from investment projects as prescribed by public investment law in the content of annual district-level land use plans.

The law also enhances the openness, transparency, and public participation in land use planning by organizing consultations; supplementing and completing regulations on the implementation of land users’ rights in planning areas. Accordingly, if land use planning has been announced but the annual district-level land use plan is not yet available, land users can continue to use and exercise their rights.

The law also provides that the land area determined in the annual district-level land use plan that has been approved by the competent authority for project implementation or for change of land use purpose, if after two consecutive years has not been decided upon for land recovery or not permitted to change land use purpose, the competent authority that approved the plan must review, evaluate, adjust, cancel, and must announce the adjustment, cancellation for the public knowledge.

If there is no adjustment, cancellation, or there is an adjustment, cancellation but it is not publicly announced, the land users are not restricted in their rights to use the land as prescribed by law.

Regarding land allocation, leasing, and conversion of land use purposes

The amended Land Law has added many bases for land allocation, leasing, and permission to change land use purposes. For cases where the state allocates land without collecting land use fees, the law specifies the subjects who are allocated land by the state without land use fees for constructing state agency headquarters. Additionally, three cases have been added, including: allocating land for agencies, organizations to implement public housing projects; allocating land to ethnic minorities who are beneficiaries of policies; and allocating land for religious purposes as compensation for cases where the state recovers religious land.

For cases where the state allocates land with land use fees, the law also adds three instances, including: economic organizations allocated land to implement commercial housing projects, social housing, housing for the armed forces; investment projects for renovation and reconstruction of apartment buildings; constructing facilities for storing ashes.

The second case is for overseas Vietnamese and foreign-invested economic organizations allocated land to implement commercial housing projects as per the housing law; using land received through the transfer of real estate projects as per the real estate business law for cases where the state allocates land with land use fees.

The third case is for households, individuals, overseas Vietnamese allocated land as land compensation when the state recovers land.

Regarding cases where the state leases land, the law also specifies the instances where the state collects a one-time land lease fee for the entire lease period. At the same time, it specifies cases of land allocation and leasing that must go through bidding or auction and cases where land allocation and leasing do not require going through these processes.

Regarding the conversion of land use purposes, the Ministry of Natural Resources and Environment indicates that it has been controlled by the amended Land Law from the planning and land use planning stages, with provisions that the content of district-level land use planning must specifically determine the area of land allowed for conversion of use.

The conversion of land use purposes is also controlled from the step where competent authorities organize investment policy decisions, land use rights auctions, and investor selection for projects through regulations on decisions to allow the conversion of land use purposes based on investment policy decisions, auction results of land use rights, and results of investor selection for project implementation.

The amended Land Law also specifically regulates cases of land use for commercial housing projects through the mechanism where the state recovers land to organize auctions of land use rights, tendering for investor selection for the project, conversion of land use purposes for those currently having land use rights for residential land, and other types of land.

The amended Land Law also provides for the amendment of some articles of the Forestry Law to centralize the entire authority to approve the conversion of forest use purposes to the Provincial People’s Councils.

Why Land Law is Important in Vietnam?

The Land Law in Vietnam governs the allocation, use, and management of land, which is a critical resource for agricultural productivity, industrial development, and urban expansion. It establishes the framework for land ownership rights, usage regulations, and the responsibilities of land users. Given that all land in Vietnam is owned collectively by the people and managed by the state, the Land Law provides the necessary legal guidelines for the state to regulate land use effectively.

An updated and well-structured Land Law is vital for several reasons. Firstly, it underpins economic development. With clear land use regulations, investors and businesses have the confidence to invest, knowing their land rights are protected. This attraction of investment is crucial for the growth of Vietnam’s economy, providing job opportunities, enhancing productivity, and contributing to national revenue.

Secondly, the Land Law plays a significant role in agricultural reform. It enables the restructuring of land for agricultural efficiency, allowing for larger farming plots and more effective cultivation, which can lead to increased agricultural output and better food security for the nation.

Thirdly, it is critical for urban planning and sustainable development. As cities expand, the need for planned urban growth becomes essential to avoid haphazard development and ensure the sustainable use of land resources. The Land Law facilitates this by setting out the planning requirements and ensuring that land is used in a way that is beneficial for social and economic progression while preserving the environment.

Fourthly, the Land Law in Vietnam ensures social equity and stability. By providing a legal framework for land allocation and use, it helps prevent land disputes which can arise from unclear land regulations. This is particularly important in Vietnam, where land-related issues are among the most common causes of disputes and protests.

Finally, the Land Law addresses environmental concerns by incorporating land use strategies that contribute to environmental protection and sustainable land management. It is pivotal in regulating the exploitation of natural resources, conserving biodiversity, and mitigating the impacts of climate change through proper land use planning and management.

In conclusion, the Land Law in Vietnam is not merely a set of rules governing land transactions; it is a strategic instrument that shapes the country’s development trajectory. It ensures that land resources are used efficiently and responsibly, aligning with the broader goals of economic growth, social justice, and environmental sustainability. As Vietnam moves forward, the ongoing evolution of its Land Law will continue to be a key driver in its journey towards a prosperous and equitable society.

About ANT Lawyers, a law firm in Vietnam

We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest rate protection, risk mitigation and regulatory compliance. ANT lawyers has lawyers in Ho Chi Minh city, Hanoi, and Danang, and will help customers in doing business in Vietnam.

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Plan to Simplify Regulations on Telecom, Gaming, Internet Service

 

In the process of economic integration and development, in order to create favorable conditions for business and service sectors under the management of the Ministry of Information and Communications, Vietnam has approved the plan to reduce and simplify regulations a number of regulations under its control.

Accordingly, Decision No. 1994/QD-TTg agreed to reduce and simplify regulations related to business lines: Provision of pay radio and television services; Provide G1, G2, G3, G4 video games online; Newspapers; Telecommunications service business; publisher’s activities; Business in printing services, except for packaging printing; Publishing services business; Postal services; Information Technology; Science and technology; Domain name registration and maintenance services; Internet; Network information security products and services in Vietnam. It is important for the company operating in the areas of concern to consult with telecom, internet business, media lawyers to follow up with specific changes in law in Vietnam.

These are industries with fast-growing trends and have a strong impact on other industries as well as on the overall economic development. Therefore, the facilitation and restriction of procedures will contribute to attracting foreign investment and creating development motivation for businesses, quickly catching up with the rapid changes of services, improving the quality of services and improving the quality of services information and communication products.

Accordingly, on procedures for granting certificates of eligibility to provide public electronic game services, for the application components “Plan for the location of the computer room of the public video game service point suitable according to the prescribed area” and “Pay the fee for the issuance of the Certificate of eligibility to operate the point of supply providing public video game services” were abolished. Especially, it is subject to change immediately after the time of licensing. Therefore, the information of the location of the machine room option at the time of consideration for licensing is of little significance. Besides, the Decision also mentions supplementing the form of implementing administrative procedures on electronic means (changing the form of paper copies into electronic ones) to be flexible and ensure consistency with the Enterprise Law 2020 in the implementation for businesses.

The decision also abolishes administrative procedures for granting licenses to provide G1, G2, G3, G4 video game services online. According to the plan, many procedures with G1 online game service will be abolished such as: licensing procedures; license re-issuance; license renewal or procedures for amending and supplementing the license to provide G1 video game services on the internet… This is a meaningful abolition decision for the practice of licensing video games. Because, it is challenging for state agencies to request enterprises to apply for permits and report every time they change their business plans, affecting the autonomy of enterprises as well as creating huge inadequacies in terms of business administrative procedures.

In addition, business conditions: “The publisher’s office has an appropriate area, meets the provisions of the law on standards and norms for using the office” has been simplified to ” having an office that meets the provisions of law on standards and norms for using the office”. This change is reasonable, because the criterion of suitable area has no basis for explanation. Moreover, the area of ​​the publisher’s headquarters is not related to the management of the State. With the new regulations, publishers can be autonomous in choosing the right area, ensuring space for business activities. At the same time, the Decision also combines two administrative procedures including re-issuance and renewal of licenses for printing and publishing publications into one administrative procedure, limiting cumbersome procedures, saving time and costs for businesses.

In addition, in the field of publication distribution service business, the Decision simplifies the process of granting certificates of registration for publishing and publishing electronic publications in the direction of only performing the verification process determining the project of publishing and distributing electronic publications. Therefore, if the project is eligible and accepted, the enterprise will be granted a certificate of operation registration immediately.

According to the simplified version of the Decision, the Postal Business Registration Certificate and the Postal Investment Certificate in Vietnam will be merged into the Business Registration Certificate.

Therefore, the introduction of Decision No. 1994/QD-TTg has reduced and simplified procedures; help the process of preparing documents quickly; save time for organizations and individuals when carrying out administrative procedures and minimize the cost of administrative compliance.

Readmore: https://antlawyers.vn/library/plan-to-simplify-regulations-on-telecom-gaming-internet-service.html

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How to Set-up Travel Services Business in Vietnam

 Foreign investor could only set-up joint venture with Vietnam travel agency to set-up travel services business in Vietnam because transport of passenger belongs to investment areas with conditions applied to foreign investor in Vietnam.

No one could deny that information technology has tremendously changed the way travel services business operates. The use of booking reservation system application on smartphone and internet are widespread that make travel has never been easier. Foreign investor would be interested to explore the travel services market. However, 100% foreign owned company is not allowed to set-up travel services business in Vietnam. As this investment area is conditional, it is advised that a law firm in Vietnam should be consulted to ensure compliance with local regulations.

The application process and documents requirements are briefly as following:

I. Required documents:

Application for the International Travel Business License (form);

Certificate of business registration (copy – certified)

Business plan for the international travel agency;

Tour schedule

Proof of at least 4 years of experience in international travel business operations

Certified copies of the tourist guides’ cards whereby at least 3 international tourist guides are required

Confirmation of bank deposit (as per regulations);

Proof of office premises or legally registered place of business

II. Business License Application Procedure

Submission of the required documents to the correct authority (Department of Culture, Sports and Tourism of the province/city where the business is headquartered).

The Department of Tourism of the province/city completes the records of appraisal and submits a written request with the agency’s records to the Ministry of Culture, Sports and Tourism in Vietnam within ten working days from the date of receipt of a valid application. When cases are not eligible for the proposed permit to the state agencies, the provincial tourism department shall cite the specific reasons for refusal.

The state management agency of tourism (VNAT – Ministry of Culture, Sports and Tourism) is responsible for reviewing and licensing the international travel business within ten working days from the date of both receipt of the file and written request of the state agency of tourism in the province. In case of refusal, the ministry shall state the specific reasons to the state and provincial tourism authorities

III. Number of records

– Submission to the Department of Culture, Sports and Tourism: 01

– Tourism Authority Filed in: 01

We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest rate protection, risk mitigation and regulatory compliance. ANT lawyers have Attorneys in Hanoi, Attorneys in Ho Chi Minh and Attorneys in Danang.

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How to Close a Business in Vietnam?

All corporations, companies, partnerships, branch offices, representative offices and other business entities are legal entities in Vietnam which can only be dissolved through formal procedures. The following will be discussing about how to close a business in Vietnam.

What are the major challenges with closing a business in Vietnam?

The main thing to remember throughout the process is that the dissolving company, a branch office or a representative office, one should pay close attention to the involvement of all key stakeholders, i.e. the employees, customers, creditors, business partners and relevant authorities.

The following are key information to gather for thorough analysis

Company size in terms of capital and number of employees?

Enterprise’s business sector?

Tax invoice usage declaration?

Annual profit?

Compliance with tax procedures?

Administrative violations in the field of taxation?

Any outstanding tax?

Tax document filing records?

Other tax matters?

What does the dissolution process involve?

Once an analysis has been through, the next procedures mostly deal with reporting and submitting the relevant documents to the various regulators and tax authorities at each step of the process, terminating contracts, liquidating assets and settling liabilities, and general administrative work such as returning the corporate seal, registration certificates, and having the company’s name removed from the system of the license authorities.

How to prepare document to close a business in Vietnam?

1. Documents submitted to the licensing authority in Vietnam:

Liquidation notice of enterprise;

Minutes of the meeting of Management Board / Board of Directors decided on the dissolution of enterprises;

The company’s decision on liquidation;

Report on enterprise asset liquidation;

The list of creditors and the paid debt;

Documents evidencing that enterprise has fulfilled all of its tax;

Confirmation on social insurance for employees after the dissolution decision;

The seal and certificate of seal sample registration.

2. Documents submitted to the tax authority in Vietnam:

Liquidation notice of enterprise;

Minutes of the meeting of Management Board / Board of Directors decided on the dissolution of enterprises;

The company’s decision on dissolution;

Audit reports and tax settlements;

The financial statements for the year to date the decision on dissolution;

The company’s tax liabilities audited by tax authority;

Verification of tax obligations of the enterprise.

Closing a business in Vietnam might be a lengthy process and more complicated than setting up a company in Vietnam. Sometimes, it is important to make a decision to exit and start a new venture to continue doing business in Vietnam.

As a law firm in Vietnam, we do assist clients to close the business, exit the investment and deal with pending issues with licensing authorities including department of planning and investment, department of labour, tax bureau and others.

Readmore: https://antlawyers.vn/library/how-to-close-a-business-in-vietnam.html

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Establish Business in Vietnam and Obtain Business Registration Certificate

It is getting easier for the investor in doing business in Vietnam. In order for the investor to do business in Vietnam, the investor needs to establish business in Vietnam. Business registration certificate is considered a legal document of an organization, which is a paper or electronic document that records information related to business registration that the Business Registration Authority grants to an enterprise.

What to prepare for submission to establish business in Vietnam?

According to the provisions of the Law on Enterprises, to establish business in Vietnam, the investors need to prepare the following:

Enterprise name ;

Address where the head office of the enterprise is located;

Full name, contact address, nationality, number of legal papers of the individual, for the legal representative of limited liability companies and joint stock companies; for general partners of a partnership company; for business owners of private enterprises.

Full name, contact address, nationality, number of legal papers of the individual, for members being an individual; name, enterprise identification number and head office address of the member being an organization, for limited liability companies;

Charter capital for companies, investment capital for private enterprises.

In which, the name of the enterprise must be a Vietnamese name consisting of two elements: type of business and proper name.

Currently, Vietnam recognizes four types of enterprises when the investors chose to establish business in Vietnam:

Limited liability companies

Joint stock companies

Partnerships

Private enterprises

The enterprise’s proper name can be written with the letters of the Vietnamese alphabet, the letters F, J, Z, W, numbers and symbols. The enterprise code element recorded on the Certificate of Business Registration is a series of numbers created by the National Information System on Business Registration, issued to an enterprise upon its establishment, and recorded on the Certificate of Business Registration. Each business has only one unique code and that code will not be reused for other businesses.

Business registration procedures to establish business in Vietnam

The business registration can be carried out directly at the Vietnam Business Registration Office or through the postal service or through the electronic information network. If choosing the form of enterprise registration via electronic information network, the enterprise founder shall submit an application at the National Enterprise Registration Portal. Business registration documents will be presented in electronic form and have the same legal value as paper business registration documents.

The business registration agency is responsible for reviewing the validity of the enterprise registration dossier and granting the Business registration certificate within 03 working days from the date of receipt of the application. In case the application is not sufficient or not prepared according to the regulations, the business registration agency must notify in writing the contents that need to be amended and supplemented to the enterprise founder.

If the business registration authority refuses to register the enterprise, it must notify in writing the enterprise founder and clearly state the reasons. The company could prepare its own submissions or hire a Vietnam business lawyers to assist with the submissions to establish business in Vietnam.

Readmore: https://antlawyers.vn/library/establish-business-in-vietnam-and-obtain-business-registration-certificate.html

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Money Laundering Regulations in Vietnam

 

Crime always be in existence in parallel with the development of the society. It is not possible to totally remove the crime from society but only to prevent such to happen. Together with the development of socio economy and technology, crime has become more complex to recognize. Especially crime of money laundering takes place in a much more sophisticated manner to make it difficult to control and detect. Money laundering not only affects all aspects of economic and political life but also threatens the national security.

According to the provisions of Vietnam law, money laundering is an act of an organization or individual in order to legalize the origin of the property obtained from a crime. In which, property is understood as objects, money, valuable papers and property rights according to the provisions of the Civil Code, which can exist in material or immaterial form; movable or immovable property; tangible or intangible; legal documents or instruments proving ownership or interest in the property.

Not all acts involved are considered money laundering under criminal code. Only the following acts will be considered money laundering:

Participating directly or indirectly in financial, banking or other transactions in order to conceal the illegal origin of money or property due to their crimes, which they have or know or have grounds to know is due to other people. other crimes that have;

Using money and property that they commit crimes that they have or know or have grounds to know are other people’s criminal acts and have them to conduct business or other activities;

Concealing information about the origin, true nature, location, movement or ownership of money or property committed by oneself that has or knows or has grounds to know that it is committed by others. guilty of obtaining or obstructing the verification of such information;

Committing one of the above three acts with respect to money or property known to be obtained from the transfer, transfer or conversion of money or property obtained by other persons committing the offense.

Assisting organizations and individuals involved in crimes to avoid legal responsibility by legalizing the origin of property obtained from crime;

Possession of property if it is known at the time of receipt of the property that such property was obtained from a crime, in order to legalize the origin of the property.

The investigation agencies, and prosecutors have to obtain significant evidence through a legal ways to prove the crime committed by money launder. According to some experts, it is important to prove, prosecute and charge the original crime which “dirty” money was made leading to money being laundered. In practice, this is a challenging task because it takes a great effort to synchronize and cooperate between different jurisdictions of countries involved. Individuals who commit money laundering offenses may be sentenced from 01 to 15 years of imprisonment, depending on the seriousness of the violation. Additional penalties are a fine of between VND 20,000,000 and 100,000,000, a ban from holding certain posts, practicing certain professions or doing certain jobs for 1 to 5 years, or confiscation of part or all of property. The person who prepares to commit this crime can be sentenced to between 6 months and 3 years in prison. In case companies or commercial legal entities commit money laundering, they may be fined from VND 1,000,000,000 to VND 20,000,000 or have their operations suspended for a term of 1 to 3 years or be permanently suspended. Prevention of money laundering is difficult involved a number of government authorities i.e. Anti-money laundering department, State bank of Vietnam…

Readmore: https://antlawyers.vn/update/money-laundering-regulations-in-vietnam.html

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What Are Conditions for E-commerce Business in Vietnam?

Offenders who have completely served their penalties shall be given conditions to do business, live honestly and integrate with the community, and when they meet all the conditions prescribed by law, their conviction may be expunged and their criminal records will be cleaned. A person whose criminal record is removed is considered as having not been convicted. There are three cases of conviction expungement, including: Automatic conviction expungement; Conviction expungement under a Court’s decision; Special cases of conviction expungement.

Automatic conviction expungement applies to people convicted not for crimes of infringing upon national security and crimes of undermining peace, against humanity and war crimes when they have completed their main penalty, the probationary period of the suspended sentence, the person has served the additional penalty, other decisions of the judgment or has expired and does not commit any new crime during the periods specified below: (i) 01 year in case of a warning, fine, community sentence or suspended imprisonment; (ii) 02 years in case of imprisonment of up to 05 years; (iii) 03 years in case of imprisonment from over 05 years to 15 years; (iv) 05 years in case of imprisonment of over 15 years or commuted life imprisonment. A convict serving an additional punishment that is mandatory supervision, prohibition from residence, prohibition from holding certain positions, prohibition from doing certain jobs, deprivation of certain citizenship rights for a period longer than those specified in points (i), (ii), (iii) above, automatic conviction expungement shall be granted when he/she finishes serving the additional punishment.

Conviction expungement under a Court’s decision is applicable to persons convicted of crimes of infringing upon national security and crimes of undermining peace, against humanity and war crimes. The Court shall decide the conviction expungement of convict based on the nature of the crimes committed, the law-observing attitude, the convicted person’s labor attitude and the following conditions:

The Court shall grant conviction expungement if the convict, after serving the primary sentence or probation period as well as additional sentences and other decisions of the judgment, does not commit any new crime over the following periods: (i) 01 year in case of warning, community sentence, or suspended imprisonment; (ii) 03 years in case of imprisonment of up to 05 years; (iii) 05 years in case of imprisonment of between more than 5 years and 15 years; (iv) 07 years in case of imprisonment of more than 15 years, life imprisonment or death sentence that is commuted.

If the convict is serving an additional sentence which is mandatory supervision, prohibition from residence, or deprivation of certain citizenship rights for a longer period than that specified in points (i), (ii) above, conviction expungement shall be considered when he/she finishes serving the additional sentence.

If an application for conviction expungement is rejected for the first time, it may only be resubmitted after 01 year from the day on which it is rejected; if the application for conviction expungement is rejected for the second time, it may only be resubmitted after 02 years from the day on which it is rejected.

Where a convict shows remarkable improvements and has made reparation in an effort to atone for the crime and conviction expungement is requested by his/her employer or local authority, the court shall decide to grant conviction expungement if has served at least one third of the above period.

In order to be automatically expunge conviction or expunged conviction according to the decision of the Court, the convict must fully comply with the decisions in the judgment including the payment of court costs and not commit any new crime within the prescribed time limit. For special cases of conviction expungement, convict must have at least one-third of the time limit for conviction expungement according to regulations and the Court shall decide to expunge conviction at the request of agencies or organizations where the person works or the local government where the person resides.

The period after which a conviction may be expunged depends on the primary sentence. If the convict who has not had the conviction expunged commits a new crime which leads to a conviction under an effective judgment, the period after which the conviction may be expunged shall start over from the day on which the primary sentence has been served or the end of the probation period of the new judgment or from the deadline for execution of the new judgment. If the convict has committed more than one crime and one of which is automatically eligible for expungement, one of which is eligible for expungement under a court’s decision, the Court shall decide expungement pursuant to the prescribed time limit for conviction expungement under the Court’s decision.

A convicted corporate legal entity shall automatically have its conviction expunged if it does not commit any new criminal offence for 02 years from the day on which the primary punishments, additional punishments, other decisions of the judgment are served or from the expiration of the time limit for execution of the judgment.

Criminal record card can be obtained at authority to reveal the current criminal conviction situation or changes of situation of such conviction.

Readmore: https://antlawyers.vn/library/what-are-conditions-to-clean-up-criminal-records.html

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How Bank Guarantee Letter Could Help Secure a Transaction and Risks Involved?

 

In the process of performing civil transactions, there is a need to bind the performance of obligations of the parties hence secured transaction is needed and guarantee is one of the commonly used methods to secure the performance of obligations in business and commercial activities. The party that provides guarantee is normally a commercial bank and bank guarantee is normally a loan service. In reality, there are potentially many risks involved in the guarantee transaction through issuing of bank guarantee letter which needs the attention of dispute lawyers in banking and finance to provide legal advice throughout the process.

Bank guarantee or guarantee commitment is a document issued by the guarantor or counter-guarantee or the guarantee-confirming party in the form of a Letter of Guarantee or a Guarantee Contract. Thus, a letter of bank guarantee is understood as a written commitment of the bank to the guarantee recipient that the bank will perform financial obligations on behalf of the guaranteed party when the guaranteed party fails to perform or not fulfilling the obligations committed to the guarantee recipient. In case the parties choose the form of counter-guarantee or guarantee confirmation, the letter of guarantee shall include the written commitment of the counter-guarantee issuing party to the guarantee, or of the guarantee-confirmation issuing party to the obligee.

When a guarantee obligation arises, the obligee must send a written request for the performance of the guarantee obligation, enclosed with the documents agreed upon in the guarantee commitment, to the guarantee-executing bank. The request for performance of guarantee obligations is considered valid when the bank receives it within the working time of the bank and within the valid guarantee commitment period. In case the request for performance of the guarantee obligation is sent in the form of a registered letter via the public postal network, the date the guarantor receives the request is the date of signing and receiving the registered letter.

Within 5 working days from the date the guarantor bank receives a valid written request for performance of the guarantee obligation, the guarantor shall be responsible for properly and fully performing the promised guarantee obligation for the with the guarantor. In case the guarantor bank refuses to perform the guarantee obligation, within 5 working days after receiving the request to perform the guarantee obligation, the bank must reply in writing clearly stating the reason for the refusal. In case of payment in foreign currency, credit institutions, foreign bank branches shall debit that foreign-currency sum to the mandatory lending account.

Credit institutions, or foreign bank branches, shall agree on the guarantee-issuing fee amount paid to customers. In case of a counter guarantee or guarantee confirmation, the guarantee-issuing fee amount shall be agreed upon by parties on the basis of the guarantee-issuing fee amount approved by the obligor. If the guarantee currency is foreign one, parties shall agree on collecting the guarantee-issuing fee by accepting that foreign currency or converting that foreign currency into Vietnam at the sell rate defined on the fee collection or fee collection notification date.

Disputes could arise from many situations, for example, there is a case of issuing a false letter of guarantee because an individual in the bank violates the law, or the bank officer signs a letter of guarantee without proper authorization from the legal representative of the bank, or letter of guarantee is in violation of form according to the regulation of state bank. In addition, if a conditional letter of bank guarantee is applicable, a dispute may arise from an understanding of whether or not the conditions for the guarantee have been met. In many cases, there might need to be a lawsuit to determine the conditions fulfilment of the guarantee and such might be lengthy and costly. Therefore, the parties involved in the guarantee transaction might need to consult a lawyer with expertise in banking disputes to check the legitimacy and validity of the letter of bank guarantee and the possibility to be guaranteed when the conditions are met.

ANT Lawyers – As a law firm in Vietnam will always follow up with authorities for legal update on matters relevant to banking and finance to update clients on regular basis.

Readmore: https://antlawyers.vn/library/how-bank-guarantee-letter-could-help-secure-a-transaction-and-risks-involved.html

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How to Set up Foreign Owned Company in IT and Computer Related Service? | ANT Lawyers

  Information technology and computer related service have played an extremely important role in life as well as in business activities on global scale. The industrial revolution 4.0 has comprised of many technologies and IT and computer service take a big part of such. The laws of Vietnam and the international commitments to which Vietnam is a party have no restrictions on foreign investors in terms of both the form of investment and the proportion of capital contribution in business in this field. Further, Vietnam prioritizes and encourages development in the field of IT and computer services which is considered attracting high level of intelligence and green business. The investors have grown confidence in Vietnam’s increasingly improved legal systems to protect the Intellectual Property rights in trademark and copyright to protect the company and individuals to exploit economic benefits in IT and computer related service areas.

IT is the core foundation of smart city, intelligent transport system, intelligent education. Computer services and related services include: consulting services related to computer hardware installation, software implementation services, data processing services, database services, services maintenance and maintenance of office machinery and equipment, including computers and other computer services.

Under Vietnam’s WTO commitments, foreign investors are allowed to set up 100% foreign-invested enterprises to conduct business in IT and computer services and related services. At the same time, it is allowed for computer service business enterprises to set up branches when there is a need to generate additional business activities at locations outside the head office of the enterprise.

To establish an enterprise with 100% foreign invested capital, investors need to apply for an Investment Registration Certificate in accordance with the Law on Investment 2014 and an Enterprise Registration Certificate in accordance with the Law on Enterprise 2014.

A dossier of application for an Investment Registration Certificate comprises: a written request for implementation of an investment project; copy of identity card, citizen identity card or passport for individual investor and copy of establishment certificate or equivalent document certifying legal status for institutional investor; investment project proposal; copies of the latest 2-year financial statements or commitment of financial support of the parent company or financial institution or guarantee of investor’s financial capacity or documents explaining the financial capacity of the house invest; a copy of the location lease agreement or other documents certifying that the investor has the right to use the project location. If the project uses technologies on the list of technologies restricted from transfer, the explanation of the use of technologies must be submitted. Within 15 days from the date of receiving the complete and valid file, the Department of Planning and Investment will issue the Investment Registration Certificate to the foreign investor.

An Enterprise Registration Certificate dossier comprises: an application for enterprise registration; enterprise’s regulations; a list of members of a limited liability company with two or more members or a list of general partners; a notarized copy of identity card or valid passport of individual member; a notarized copy of the Enterprise Registration Certificate of the organization’s member; a notarized copy of valid identity card or passport of the organization’s legal representative; copy of Investment Registration Certificate. After 03 working days from the date of receiving a complete and valid dossier, the Department of Planning and Investment will issue an Enterprise Registration Certificate.

For the establishment of a branch, a dependent unit of the enterprise, tasked to perform all or a part of the functions of the enterprise, including an authorized representative function, business lines of a branch must be consistent with the business line of the enterprise. When registering a branch operation, the enterprise must send a notice of setting up the branch to the Business Registration Office where the branch is located. A dossier of establishment of a branch comprises of a notice of establishment of a branch; branch establishment decisions; decisions to appoint branch heads; minutes of meeting of establishment of branch; copy of the Business Registration Certificate; copy of identity card or Passport of the head of branch. Within 3 working days after receiving a valid dossier, the Enterprise Registration Office shall grant a branch operation registration certificate.

The investors should pay attention to legal compliance since incorporation and during the operation in accordance with the law. ANT Lawyers with offices in Hanoi, HCMC and Da Nang will be helping the clients to ensure the efficient operation from legal perspective.

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How Foreigners Could Marry Vietnamese Wife? | ANT Lawyers

 When a foreigner marrying a Vietnamese, this is cross cultural marriage with challenges and complexity in relationships which could be legally difficult. The Vietnam laws on Marriage and Family on marriage and family relations involving foreign elements provide legal grounds to avoid false marriages to gain citizenship or conduct human trafficking.

The following should be taken into consideration when a foreigner marrying a Vietnamese. However due to the complexity, it is suggested family lawyers in Vietnam to be consulted to ensure the correct processes and procedures are carried out in timely manner:

Marriage consultation:

If marriage registration between a foreigner and a Vietnamese belongs one of the following cases, Vietnamese citizen must be consulted by the provincial Marriage Consultancy Center: i) the age gap between two partners is 20 years or more; ii) this is the third marriage of the foreign partner, or the foreign partner has gone through a divorce with a Vietnamese citizen; iii) the partners do not completely understand about the families and backgrounds of each other; about the languages, traditions, customs, cultures, and laws on marriage and families of each other’s country.

After being advised on marriage consultation, Vietnamese citizen will be issued a certificate by Marriage Consultancy Center (hereafter referred to as Certificate) which is part of the application dossier.

When the Vietnamese citizens is fluent in a foreign language or foreigner is fluent in Vietnamese, and the interviews at the Justice Department show that both sides have an good understanding of family circumstances, personal situation, and the understanding of language, customs, traditions, culture, laws on marriage and family in each country, the Certificate will not be needed.

Submission for marriage registration

One of two parties would submit directly to provincial Department of Justice of province where the Vietnamese citizen applicant resides. A dossier of marriage registration is prepared including the following papers of each party:

a) The marriage registration declaration (standard form);

b) The papers of marriage status of each party:

Vietnamese shall provide the written certification of marital status issued by the People’s Committee where he/she resides.

Foreigner shall provide the documentary evidence on marital status of foreigners issued by a competent agency of the country of which the applicant is a citizen. In cases where foreign laws do not prescribe the certification of marriage status, it can be replaced by the certification of oath taken by the applicant that he or she concurrently has no wife or husband, in accordance with the laws of those countries; the written certificate of marriage eligibility issued by a competent agency of the country of which the applicant is a citizen (unless laws of this country do not regulate about this document); for foreigners who have already been divorced with Vietnamese citizens at foreign competent agencies, they must submit the written confirmation that the divorce which carried out abroad have been recorded in civil status book as prescribed by law of Vietnam.

c) The medical examination from a Vietnamese or foreign competent health organization, certifying that such person does not suffer from mental diseases or other diseases which make a person incapable to aware or control his/her acts;

d) Copies of personal papers, such as identity card or passport, passport or papers of substitute value such as travel document or residence card;

e) Copies of the household registration book, the temporary residence book (for Vietnamese citizens living in the country); permanent residence card, temporary residence card or temporary residence certificate (for foreigners residing temporarily or permanently in Vietnam).

f) Certificate of Marriage Consultancy Center on marriage to a foreigner that Vietnamese citizens have been given advice for marriage in compulsory cases mentioned above.

All documents provide by parties have to have valuation within 6 months to the date when the dossier is received.

Interviews for marriage registration to a foreigner in Vietnam

Within 15 days as from the date of receiving the complete and valid dossiers as well as fees, the provincial Department of Justice shall have the responsibilities to implement the direct interview at head office for both marriage partners in order to check, clarify personal matter, voluntary marriage and extent of understanding each other of both marriage partners.

If the interview result shows that two parties fail to understand status of each other, the provincial Department of Justice shall make an appointment for re-interview; the next interview shall be performed 30 days after the preceding interview.

In cases there are issues which need to be verified, the provincial Department of Justice shall carry out necessary procedures to verify.

Certificate of marriage registration in Vietnam

After interviewing both marriage partners, studying and verifying the marriage registration dossiers, opinions of police agencies (if any), the provincial Department of Justice shall report result and propose settlement of marriage registration to submit to provincial People’s Committees for decision, enclosed with 01 set of marriage registration dossier.

Within 05 working days, after receiving the written submission of the provincial justice department together with the marriage registration dossier, the chairman of the provincial People’s Committee shall sign in the certificate of marriage and return dossier to the provincial Department of Justice for holding the ceremony for marriage registration.

In case refusal for marriage registration, provincial People’s Committees shall have a document clearly stating reasons thereof and send it to the provincial Department of Justice in order to notify both marriage partners.

Ceremonies for marriage registration in Vietnam

Within 05 working days, after the Chairman of the provincial People’s Committee signs the marriage certificate, the provincial Department of Justice shall hold ceremony for marriage registration.

The marriage registration ceremony shall be solemnly organized at the office of the provincial Department of Justice. When the marriage registration ceremony is held, both marriage partners must be present. The representative of the provincial Department of Justice shall preside over the ceremony, requesting both parties to state their final intention on voluntary marriage. If they agree to marry each other, the representative of the Department of Justice shall record the marriage in the marriage registers, requesting each party to sign on the marriage certificate, the marriage register and hand over the original marriage certificate to the husbands and wives, each with one certificate.

The marriage certificate shall be valid from the date the marriage registration ceremony is organized as provided. The grant of copies of the marriage certificate from the original registers shall be implemented by the provincial Department of Justice at the requests of the wives or husbands.

We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest rate protection, risk mitigation and regulatory compliance. ANT lawyers have Attorneys in Hanoi, Attorneys in Ho Chi Minh and Attorneys in Danang.

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Renewal of License for the Establishment of Branches Office in Vietnam | ANT Lawyers

 How to extend branch license in Vietnam?

The extension of the license for the establishment of a foreign trader’s branch in Vietnam shall be following the regulation of the commercial law and the relevant guiding decrees and circulars under Vietnam laws.

Preparation of dossiers for extension of license for the establishment of branches includes:

- Application for extension of license for the establishment of branches, made according to the form set by the Ministry of Industry and Trade, signed by a competent representative of the foreign trader;

- A copy of the business registration certificate or equivalent paper of the foreign trader that is translated into Vietnamese and certified by a Vietnamese diplomatic mission or consulate abroad consular legalization in accordance with the law of Vietnam;

- Copies of audited financial statements or documents certifying the fulfillment of tax or financial obligations in the latest fiscal year or papers of equivalent value issued by competent agencies or organizations (where the foreign trader established) to prove the existence and operation of the foreign trader in the latest financial year, it must be translated into Vietnamese and authenticated in accordance with the provisions of Vietnamese law;

- A copy of the license for the establishment of the branch.

The order and procedures for extension of the license for the establishment of the branch at a competent agency shall be as follows:

- A dossier for extension of the license for the establishment of the branch must be submitted within 30 days at the latest before the license expires;

- Foreign traders submit applications directly or via post or online (if applicable) to the Ministry of Industry and Trade;

- Within 03 working days from the date of receipt of the dossier, the Ministry of Industry and Trade shall check and request the supplement if the dossier is incomplete and invalid. Requests for supplementary records are made at most once during the process of processing applications;

- Within 05 working days from the date of receipt of the complete and valid dossier, the Ministry of Industry and Trade shall renew the branch establishment permit. In case of non-renewal, the reasons therefor must be clearly stated in writing;

- In case the extension of the license for the establishment of the branch is not governed in specialized legal documents, the Ministry of Industry and Trade shall send a written request for comment to the specialized management ministry within 03 working days from the date of receipt of a complete and valid file. Within 5 working days from the date of receiving the Ministry of Industry and Trade’s written request, the specialized managing ministries shall clearly state whether they agree or disagree with the license extension. Within 5 working days after receiving the opinions of the specialized management ministry, the Ministry of Industry and Trade shall extend or not extend the branch establishment permit to the foreign trader. In case of non-renewal, the reasons therefor must be clearly stated in writing;

- Within 15 days from the date of extension of the license for the establishment of the branch, the Ministry of Industry and Trade shall publish on the website of the Ministry.

Our lawyers in Vietnam constantly follow up with changes of law to provide the client with update for better decision making process.

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What Are Tax Obligations of a Representative Office in Vietnam? | ANT Lawyers

Vietnam-based representative office of a foreign trader means a dependent unit of the foreign trader, which is established under the provisions of Vietnamese law to conduct market survey and a number of commercial promotion activities permitted by Vietnamese law.

Representative office of foreign trader in Vietnam has the rights and obligations in accordance with the law of Vietnam. Foreign trader is responsible before the law of Vietnam for all operations of its representative office in Vietnam.

Accordingly, representative office in Vietnam is not allowed to conduct business activities, nor carry out other activities for profit-generating purposes. The representative office in Vietnam only performs the activities for the right purposes, scope and duration specified in the certificate to establish the representative office. Besides, the representative office in Vietnam has the right to rent the head office, rent and buy the facilities and materials necessary for the operation of the representative office; to recruit Vietnamese and foreign employees to work at the representative office in accordance with the provisions of Vietnamese law; to use an account in foreign currency, in Vietnam dong of foreign currency origin opened by a foreign trader at a bank licensed to operate in Vietnam and only use this account for the operation of the representative office; to have a seal bearing the name of the representative office according to the provisions of Vietnamese law. Representative office in Vietnam can sign contracts, perform transactions with partners when authorized by the enterprise.

Hence, due to the limited scope of activities, the tax liability of a foreign representative office in Vietnam is narrower than that of an enterprise. As the representative office does not produce or trade in goods and services, it is not required to pay license fees as prescribed. Representative office of foreign trader in Vietnam is dependent unit of foreign trader, established to investigate the market and carry out some trade promotion activities permitted by Vietnamese law, does not carry out production and business activities, so it is not required to pay license fees.

The fact that the representative office has the right to recruit Vietnamese or foreign employees to work at the office is the basis for arising personal income tax obligation. At the same time, representative office of foreign organization is subject to personal income tax registration. For employees working at foreign representative office in Vietnam, the taxable incomes are based on salaries and wages. Declaring, withholding, paying taxes and settling personal income tax of employees working at foreign representative office is the responsibility of such representative office.

ANT Lawyers, a law firm in Vietnam with offices in Hanoi, Da Nang and Ho Chi Minh City could help client to set up representative office in Vietnam and advise on the compliance on regular basis.

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What Rights Shareholder Holds in Joint Stock Company? | ANT Lawyers

Shareholders are individual or organization that owns at least one share of the joint-stock company and also are owner of the joint-stock company. Along with these roles, their interests are tied to business operations although they may not directly manage the day-to-day company affairs. In order to implement governance, the powers and responsibilities of each interest group such as shareholders, the board of directors, managerial personnel, etc. should be assigned based on the statutory principles and procedures.

According to the regulations on shareholders in the Law on Enterprise 2020, the rights of shareholders can be categorized into the following groups: economic rights, governance rights, information rights, and litigation rights.

Economic rights

Economic right is the right to gain all pecuniary interest with respect to the shares. The purpose of starting a business or investing in securities comes mainly from earning income or gaining profits. Economic rights accordingly include:

-Right to entitlement to dividends

-Right to transfer ownership

-Priority right to acquire the newly issued shares

-Right to entitlement to a portion of the assets after dissolution or bankrupt

-Appraisal Right

Among these above rights, right to entitlement to dividends and right to transfer ownership are the fundamental economic rights of a shareholder.

Dividend of common shares is determined according to the realized net profit and the dividend payment from the company’s retained earnings. Despite right to entitlement to dividends, shareholders are still subject to a number of limitations in law and in fact. Dividend entitlement is determined by the General Meeting of Shareholders based on the recommendation of the Board of Directors, after the company has fulfilled tax obligations and other financial obligations, contributed to reserve fund, paid for previous losses and met the solvency for all due debts and other property obligations. Dividend is not required to be distributed annually. Depending on the business situation, the General Meeting of Shareholders may decide to retain profits for reinvestment.

Besides dividend entitlement from the company’s operating results, shareholders can also gain profits by share transfer. This kind of investment is popular with respect of shares or securities of public companies, investors do not aim for corporate governance rights as well as dividend, they intend to earn benefits by the difference of the market values of stocks, especially when the stock value increases.

Governance rights

Modern corporate governance has two principles, one is to separate ownership and governance and to separate governance and management. It means that the major shareholders should not hold senior managerial positions in the company and Chairperson of the Board of Directors should not be assigned to other senior managerial positions such as General Director and/or Director.

Shareholders may be an individual or organization which they have their own different interests, goals and abilities. The separation between ownership and management makes the situation of whom the owner is and how the share get transferred not to affect the business operation. In the meantime, the separation helps gather professional managers to implement target intended by the company. According to the laws, members of the Board of Directors of a public company concurrently holding several executive titles must be reduced to the minimum to ensure the independence of the Board of Directors, specially the Chairperson of the Board of Directors shall not be the Director/General Director in a public company as of August 1st, 2020. There are no similar rules applicable to joint stock companies which are not public company.

Attendance, speaking and voting at General Meeting of Shareholders are fundamental in governance right of common shareholders, applicable to all shareholders holding at least one share. ty. In principle, being a shareholder who holds shares of the company regardless of the number has equal rights to attend and vote at the General Meeting of Shareholders. By the General Meeting of Shareholders, the shareholders holding a certain number of shares can impact decisions on some matters such as election, dismissal, and removal of members of the Board of Directors and Controllers, amendment and supplementation of internal documents, major transactions, and others as stipulated in law on enterprise or charter. In addition to the above rights, the majority shareholders also have a number of other rights related to governance as follows:

The shareholder or group of shareholders holding at least 5% of the total number of common shares (charter may require a smaller percentage) is entitled to:

-Call a General Meeting of Shareholders

-Request Board of Controllers to inspect each specific matter relating to management, governance of company affairs if necessary

-Recommend matters to be included in agenda of General Meeting of Shareholders

-The shareholder or group of shareholders holding at least 10% of the total number of common shares (charter may require a smaller percentage) is entitled to nominate candidates for the Board of Directors, Board of Controllers

Information rights

Shareholders have the right to access documents and information of the company. In addition to the basic documents such as the charter, list of shareholders, meeting minutes and resolutions of the General Meeting of Shareholders, shareholders have the right to access to reports related to the business affairs.

However, some information is only reviewed by shareholders who own required percentage of share:

-Access and extract information on full name and contact address as specified in list of shareholders having voting right and list of shareholders having right to attend General Meeting of Shareholder; request to adjust his/her inaccurate information

-Access, extract and scan charter of company, meeting minutes of General Meeting of Shareholder and its resolution

-Access, extract and copy partial or whole list of involved persons and their contracts, transaction of which the company is other party, interests of Board of Directors, Controllers, Directors or General Directors and other managerial positions of company

-Access and extract minutes and resolutions of Board of Directors, annual or mid-year financial reports, reports of Board of Controllers, contracts and transaction approved by Board of Directors and other documents, excepting for documents related to company’s know-how and trade secrets (applicable to shareholder and group of shareholders who own at least 5% of total number of common shares, the charter may require a smaller percentage)

-Access profit and loss statements, financial reports, governance and management assessment reports; inspection reports of Board of Controllers (applicable to shareholder who own shares at least 1 consecutive year, the charter may require a smaller percentage)

Different to common joint stock company, a public company must announce fully, accurately and promptly the periodic and extraordinary information on business, finance and governance. Other information must be announced if it influences share price and investment decisions of shareholders and investors.

Litigation rights

The Law on Enterprises has provided a mechanism to request the Court or Arbitration to rescind the resolution of the General Meeting of Shareholders or sue the managerial personnels when they fail to fully and properly implement their tasks, including:

The shareholder or group of shareholders holding at least 5% of the total number of common shares (charter may require a smaller percentage) is entitled to:

-Request to rescind resolutions of the General Meeting of Shareholders when the orders and procedures of calling the meeting and making resolution of the General Meeting of Shareholders seriously violate the regulations of the Law on Enterprises and company’s charter

-However, the resolution of the General Meeting of Shareholders adopted by 100% of the total number of voting shares is legal and effective even when the orders and procedures of calling the meeting and adopting such resolution violates regulations of the Law on Enterprises and company’s charter.

-Request to rescind resolutions of the General Meeting of Shareholders when its provisions violates the laws or company’s charter

-The shareholder, group of shareholders holding at least 1% of the total number of common shares is entitled to:

-Sue members of Board of Directors, Directors, General Directors separately or jointly under certain circumstances

The Chairperson of Board of Directors or the Director or General Director usually acts as the legal representative of the company, representing the company to perform rights and obligations arising from the company’s transactions, representing the company to take proceedings before the court or arbitrator. However, when their interests conflict with those of the shareholders, shareholders have the right to initiate a lawsuit claiming benefits or compensation. The Law on Enterprise also permits shareholders to sue on behalf of the company when the above managerial personnels commit violations, causing damage directly to the company and indirectly to shareholders.

Not all shareholders have the right to sue for the above managerial personnels, only those who own at least 1% of the total number of common shares. This restriction makes sense with respect of public companies, in order to eliminate unfair competition actions conducted by minority shareholders who is controlled by the rival companies because amount of 1% in public company is not a small number.

Similar to a lawsuit against a manager, shareholder or group of shareholders is also required to own at least 5% of the total number of common shares to request rescission of the resolution of the General Meeting of Shareholders if there is violation on substantive law and procedural law. Accordingly, all resolutions of the General Meeting of Shareholders violating the substantive laws or the company’s charter are rescinded at the request of shareholders, but only serious procedural violations may be rescinded. There is no specific instructions for serious procedural violations at this time, the assessment will depend on personal perspective of the court and arbitrator.

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