White-Collar Crime 2024 Comparisons

Categories of Offences

Article 8 of the Penal Code 2015, as amended and supplemented in 2017 (the Penal Code 2015), stipulates as follows.

• A crime is an act that is dangerous to society and is defined in the Penal Code 2015. It is committed by an individual with criminal capacity or a corporate legal entity, whether intentionally or unintentionally. This act infringes upon the independence, sovereignty, unity and territorial integrity of the nation, the political regime, economic regime, culture, national defence and security, social order and safety, the lawful rights and interests of organisations, human rights, the lawful rights and interests of citizens, or violates other fields of the socialist legal order that must be subject to criminal prosecution according to this Code.
• An act that resembles a crime but is not significantly dangerous to society is not a crime and shall be dealt with otherwise.

Elements of a Crime

As in many other jurisdictions, the constitution of a crime in Vietnam must encompass all four elements:

• the object;
• the subject;
• the objective aspect; and
• the subjective aspect.

If any one of these elements is missing, the act is not considered a crime.

Attempted Crime

When an individual/corporate legal entity intentionally commits a crime but fails to complete it due to factors beyond their control, they are still subject to criminal liability.

Under the Vietnamese Code of Criminal Procedure, there is no distinction regarding the burden of proof between different categories of criminal cases.

Specifically, the Criminal Procedure Code 2015 (CPC) stipulates that the responsibility for proving a crime rests with the prosecuting authorities. The accused has the right, but is not obliged, to prove their innocence.

The prosecuting authorities include:

• the investigating agencies;
• the People’s Procuracy, which conducts the prosecution; and
• the People’s Court, which performs the adjudication.

According to Article 85 of the CPC, the standards for proving a crime involve:

• whether a criminal act occurred, including the time, place and other relevant details of the criminal act;
• the identity of the perpetrator;
• whether the criminal act was committed intentionally or unintentionally, whether the perpetrator has criminal capacity, and the purpose and motive of the crime;
• mitigating and aggravating factors affecting the criminal liability of the accused and the personal characteristics of the accused;
• the nature and extent of the damage caused by the criminal act;
• the causes and conditions that facilitated the crime; and
• other factors related to the exclusion or exemption of criminal capacity or exemption from punishment.

According to the principle of “Presumption of Innocence” of the CPC, the accused is presumed innocent until proven guilty and a conviction has been issued.

When there is insufficient evidence to substantiate the accusation or conviction, the competent authority must conclude that the accused is not guilty.

Vietnamese criminal law stipulates the statute of limitations for criminal prosecution as follows.

• (1) The statute of limitations for criminal prosecution is a time limit established by the Penal Code 2015, after which a person cannot be prosecuted for criminal liability.
• (2) The statute of limitations for criminal prosecution applies to specific types of crimes as follows:
1. five years for less serious crimes (maximum penalty of up to three years of imprisonment);
2. ten years for serious crimes (maximum penalty from over three years to seven years of imprisonment);
3. 15 years for very serious crimes (maximum penalty from over seven years to 15 years of imprisonment); and
4. 20 years for extremely serious crimes (maximum penalty from over 15 years of imprisonment, life imprisonment, or the death penalty).
• The statute of limitations for criminal prosecution is calculated from the date the crime was committed.

If, within the time limit specified in item 2 above, the offender commits a new crime for which the maximum penalty is over one year of imprisonment, the statute of limitations for the previous crime is recalculated from the date of committing the new crime.

If, within the time limit specified in item 2 above, the offender deliberately evades prosecution and an arrest warrant has been issued, the statute of limitations is recalculated from the date the offender surrenders or gets arrested.

The statute of limitations for criminal prosecution does not apply to:

• offences against national security;
• crimes against peace, humanity and war crimes;
• embezzlement; and
• bribery.

Jurisdiction of Vietnamese Prosecuting Authorities Over Extraterritorial Criminal Acts

The jurisdiction of Vietnamese prosecuting authorities over criminal acts committed outside of Vietnam is governed by Article 6 of the Penal Code 2015, which provides as follows.

• Vietnamese citizens and commercial legal entities: committing criminal acts outside the territory of Vietnam may be subject to criminal prosecution in Vietnam.
• Stateless individuals: this provision also applies to stateless individuals residing in Vietnam.
• Foreigners and foreign commercial legal Entities: committing crimes outside the territory of Vietnam may be subject to criminal prosecution if the criminal act infringes upon the rights or legal interests of Vietnamese citizens, harms the interests of Vietnam, or is covered by an international treaty to which Vietnam is a party.
• Crimes on non-Vietnamese aircraft or vessels: for criminal acts or consequences of the criminal acts occurring on aircraft or vessels that do not carry Vietnamese nationality and are located on the high seas or in airspace beyond the territory of Vietnam, criminal prosecution may occur if stipulated by an international treaty to which Vietnam is a party.

Legal Assistance and International Co-operation in Combatting Transnational White-collar Crime

Vietnam is a member of the International Criminal Police Organization (INTERPOL) and the Association of Southeast Asian Nations Chiefs of Police (ASEANAPOL).

The INTERPOL Vietnam office is responsible for guiding, monitoring and facilitating the implementation of operations related to the prevention and combatting of transnational crime. This is done within the framework of co-operation with INTERPOL, ASEANAPOL and the law enforcement agencies of INTERPOL and ASEANAPOL member states.

Additionally, Vietnam has participated in multilateral international treaties to address transnational white-collar crime, such as the United Nations Convention against Transnational Organized Crime (UNTOC), the United Nations Convention against Corruption (UNCAC), and the ASEAN Mutual Legal Assistance in Criminal Matters Agreement. Vietnam has also entered into numerous bilateral agreements regarding legal assistance and extradition matters with countries worldwide.

There are no provisions prohibiting Vietnamese authorities from engaging in legal assistance and international cooperation in criminal matters. However, such assistance and co-operation must comply with Vietnamese law and the international treaties to which Vietnam is a party.

Extradition

To facilitate legal assistance and international co-operation in the criminal field, Vietnam has enacted the Law on Legal Assistance, which outlines the elements for legal assistance in civil and criminal matters, extradition, and the transfer of prisoners between Vietnam and other countries, as well as the responsibilities of Vietnamese authorities in legal assistance.

Extradition conditions

• (1) Extradition may apply to individuals who have committed crimes for which Vietnamese criminal law and the law of the requesting country prescribe imprisonment for a term of one year or more, life imprisonment or the death penalty, or who have been sentenced to imprisonment by the requesting country’s court with at least six months remaining on their sentence.
• (2) The criminal acts of individuals described in paragraph 1 do not necessarily have to be identical under Vietnamese law and the requesting country’s law.
• If the criminal act of the individual specified in paragraph 1 occurred outside the territory of the requesting country, extradition may be granted if the act is considered a crime under Vietnamese law.

No criminal prosecution and no extradition to a third country

• An individual who is extradited to Vietnam will not be prosecuted or extradited to a third country for acts committed abroad before their extradition to Vietnam if those acts do not constitute a crime under Vietnamese law and are not included in the extradition request from Vietnam or the third country.
• If Vietnam is the requested country for extradition, extradition will only be executed if the requesting country commits not to prosecute the extradited individual for any crimes other than those specified in the extradition request and not to extradite the individual to a third country unless Vietnam provides written consent.

Refusal of extradition

The Vietnamese prosecuting authorities will refuse extradition if:

• the individual requested for extradition is a Vietnamese citizen;
• according to Vietnamese law, the individual cannot be prosecuted or serve a sentence due to expiration of the statute of limitations or other legal reasons;
• the individual requested for extradition for criminal prosecution has either been convicted by a Vietnamese court with a legally binding judgment for the crime stated in the extradition request, or the case has been terminated in Vietnam;
• the individual requested for extradition resides in Vietnam and is at risk of persecution in the requesting country based on racial, religious, gender, nationality, ethnic, social status or political opinions; and
• the extradition request involves multiple crimes, each of which is prosecutable under the requesting country’s law but does not meet the requirements of The Law on Legal Assistance.

In addition, the Vietnamese authorities may refuse extradition if:

• the acts for which extradition is requested do not constitute a crime under Vietnamese law; and
• the person requested for extradition is being prosecuted in Vietnam for the crime specified in the extradition request.

The Vietnamese prosecuting authorities that refuse extradition must notify the authorities of the requesting country.

Currently, Vietnam is developing a draft Extradition Law to establish a standalone legal framework for extradition, aiming to enhance the legal framework, ensure consistency and feasibility, align with international standards, and improve the effectiveness of apprehending individuals who commit crimes and flee abroad.

Criminal Liability of Commercial Legal Entities

A corporate legal entity shall only be subject to criminal liability under the following four conditions:

• the criminal act was committed on behalf of the corporate legal entity;
• the criminal act was committed for the benefit of the corporate legal entity;
• the criminal act was carried out with the direction, administration or approval of the corporate legal entity; and
• the statute of limitations for criminal prosecution has not expired.

Criminal Liability of Individuals and Commercial Legal Entities for the Same Criminal Act

Both individuals and commercial legal entities may be held criminally liable for the same criminal act.

Timing of Prosecution

There are no specific provisions regarding the timing of prosecuting a legal entity, an individual, or both. This decision falls within the sole discretion of the prosecuting authorities.

Liability of Individuals in Connection with Corporate Offences

If a corporate legal entity is prosecuted for a specific crime and it is also demonstrated that the director or other managerial personnel was directly involved in the act fulfilling the crime’s elements, criminal liability will be pursued against them as well.

In practice, individuals holding positions of authority within companies directly related to the criminal activities of the legal entity (such as those who directly commit, direct, manage or assist in the criminal acts) are often held personally criminally liable.

Liability of Successor Entities

In cases of mergers or acquisitions of businesses, the successor corporate legal entity may inherit criminal liability for crimes previously committed by the predecessor entity. The Penal Code 2015 does not distinguish or exclude criminal liability for any corporate legal entity, provided the four conditions for criminal liability of a corporate legal entity are met. However, individuals managing the successor entity may not be held personally criminally liable for crimes committed by the previous management of the predecessor entity.

Basis for Sentencing

In determining the sentence, the court considers the nature and seriousness of the criminal act, the personal circumstances of the perpetrator, and the mitigating and aggravating factors. Additionally, when imposing a fine, the court will consider the financial ability of the offender to comply.

Judgment Process

Upon conclusion of the investigation, the case file is transferred to the Prosecution Office. Based on the indictment from the Prosecution Office, the entire case file will then be forwarded to the court for adjudication.

The adjudication process at the court involves the following.

Step 1: case filing

Receive the case file and indictment from the Prosecution Office and enter the case into the criminal case register.

Step 2: preparation for first-instance trial

Within the required time frame, the court will review the case file and issue one of the following decisions:

• proceed with the trial;
• return the case file for further investigation; or
• suspend or dismiss the case.

Step 3: pre-trial motions

Motions and requests by the Prosecutor, defendant, defence counsel, representatives of the victim and by other relevant parties.

Step 4: the first-instance trial

• Introduce the trial panel and prosecutor.
• Verify the presence of parties involved in the proceedings.
• Conduct examination procedures.
• Carry out arguments during the trial and subsequent re-examination.
• Allow the defendant to make a final statement.

Step 5: deliberation and verdict

Criminal Law in Vietnam and Negotiated Settlements

Vietnamese criminal law does not provide for negotiated settlements to defer prosecution or avoid prosecution, nor does it recognise agreements to plead guilty.

However, the criminal law includes provisions with similar effects, such as allowing for agreements between the perpetrator and the victim in certain less severe cases.

Additionally, the criminal law specifies mitigating circumstances such as voluntary surrender, confession, sincere remorse and active co-operation with law enforcement in detecting crimes. Despite these provisions, the law does not explicitly outline the outcomes or extent of reduction in sentencing based on these mitigating factors.

Basis and Conditions for Compensation for Damages

The Penal Code 2015 stipulates that a criminal must return the misappropriated property to the rightful owner or legal custodian and must repair or compensate for material damages resulting from the criminal act. In cases where the offence causes emotional distress, the court may order the offender to provide material compensation and publicly apologise to the victim. Pursuant to other provisions, the victim individual or entity has the right to propose the amount of compensation.

Court’s Jurisdiction to Resolve Compensation for Damages

The CPC specifies that the resolution of civil issues in a criminal case occurs concurrently with the adjudication of the criminal matter. If a criminal case requires resolving issues related to compensation for damages and restitution, but the necessary evidence is not available and it does not affect the resolution of the criminal case, the civil issues may be separated and resolved through civil procedural mechanisms.

Collective Actions in Vietnamese Criminal Law

Vietnamese criminal law does not impose restrictions on class actions, provided that the collective entity can demonstrate that it has suffered damages.

Authorities with Jurisdiction Over Criminal Procedures

Investigative authority

The authority to investigate falls under the investigative agencies located where the criminal offence occurred. In cases where the crime is committed across multiple locations or where the exact location is indeterminate, the investigation falls under the jurisdiction of the investigative agency in the location where the crime was discovered, where the accused resides or where the accused was apprehended.

Vietnam has both county-level and provincial-level investigative agencies that have the authority to hear criminal cases involving white collar crime. Provincial-level investigative agencies handle more complex cases and those with the parties or assets located abroad.

Prosecutorial authority

The Prosecutor’s Office at the same level as the court has the authority to prosecute cases within the jurisdiction of that court.

Adjudicatory authority

The court with jurisdiction is the court where the criminal offence occurred, corresponding to the investigative authority mentioned above.

Criminal sentence enforcement authority

The authorities responsible for enforcing criminal sentences include: (i) correctional facilities; (ii) the provincial criminal enforcement agency and (iii) the county-level criminal enforcement agency.

Civil Judgment Enforcement Authority

The Civil Judgment Enforcement Authority is responsible for enforcing aspects of criminal judgments/decisions, such as fines, asset confiscation, recovery of illicit gains, handling of evidence, court fees. It is also responsible for enforcing obligations related to alimony, compensation for damages to life, health, honour, dignity and property.

This authority applies measures to secure enforcement, including:

• freezing bank accounts, and temporarily seizing assets and documents;
• temporarily halting the registration or transfer; or
• altering the status of assets.

It also applies enforcement measures, including:

• deducting money from accounts, recovering and handling money and valuable documents of the judgment debtor;
• deducting from the debtor's income;
• seizing and handling the debtor's assets, including assets held by third parties;
• utilising the debtor’s assets;
• compelling the transfer of objects, property rights or documents; and
• compelling the judgment debtor to perform or refrain from performing certain acts.

The Procuracy

The Procuracy supervises the compliance with the law by the criminal enforcement authorities and the civil judgment enforcement authorities to ensure that enforcement activities are carried out strictly. There is no jurisdictional conflict between these authorities.

Specialised Agencies for Investigating, Prosecuting, and Adjudicating White-Collar Crimes:

Investigation

At the central level, the Department of Investigation into Corruption, Economic Crimes, and Smuggling (C03) under the Ministry of Public Security is responsible. At the provincial level, the Division of Investigation into Corruption, Economic Crimes, and Smuggling (PC03) within the Provincial Police Department handles such cases. At the district level, the Economic and Position Crime Investigation Unit is tasked with these duties.

Prosecution

At the central level, the Department of Prosecutorial Practice and Investigation Oversight for Economic Cases and the Department of Prosecutorial Practice and Investigation Oversight for Corruption and Position Crimes, both under the Supreme People’s Procuracy, are responsible. At the regional level, the Division of Prosecutorial Practice and Appeals for Economic, Corruption and Position Cases, under the High People’s Procuracy, oversees such matters. At the provincial level the Division of Prosecutorial Practice, Investigation Oversight, and First-Instance Trial Supervision for Economic, Position and Corruption Cases under the Provincial People’s Procuracy is in charge. There are no specialised units at the district level.

Adjudication

Adjudication is handled exclusively by the Criminal Courts within the High People’s Court and the Provincial People’s Court. At the district level, the presence of a specialised court depends on the specific locality.

The investigation of criminal cases, including economic crimes, originates from the investigative agencies receiving or discovering indications of criminal activity.

The investigative agency is required to verify the facts and determine whether a criminal offence has occurred. If it is established that a crime has been committed, the investigative agency will issue a decision to initiate criminal proceedings, thereby activating official investigation procedures. Accordingly, the investigative agency is responsible for initiating criminal cases in all instances where there are indications of criminal activity, while the Procuracy’s Office and the Trial Council may initiate criminal cases only in specific circumstances.

According to Article 37 of the CPC, investigative agencies have comprehensive authority and jurisdiction to:

• request a company under investigation to produce documents;
• search a company and collect documents; and
• compel an employee, official or director of an investigated company or a third party to appear for questioning.

Vietnamese authorities do not require or compel companies to conduct internal investigations and there are no specific rules governing internal investigations. However, the results of internal investigations, when provided to the prosecutorial authorities, may be considered as evidence in criminal cases.

Similar to the process described in 2.2 Initiating an Investigation, the initiation of prosecution for economic crimes follows the same procedures as other types of crimes.

Upon completion of the verification process, the investigative agency will decide whether to initiate criminal proceedings if a criminal offence is established. Once the decision to initiate a criminal case is made, the formal investigation phase begins. The investigative agency will employ all necessary investigative measures to elucidate the objective truth of the case, identify the offender, classify the crime, assess the degree of criminal conduct, determine liability for damages, and address related issues.

Upon completion of the investigative procedures, the case file will be transferred to the Prosecutor’s Office, which will base its prosecution on the findings from the investigative agency. Consequently, prosecution typically aligns with the identified criminal entity (individual or legal entity), the specific criminal charges, and the level of criminal conduct established by the investigative agency. Should the Prosecutor’s Office find insufficient grounds for prosecution, it may return the case file to the investigative agency for further investigation.

The court, with its adjudicatory function (Trial Council), represents the final stage and determines whether an individual or legal entity is guilty and the appropriate penalty. However, during the trial, if the court discovers that a “crime has been overlooked,” the Trial Council has the authority to issue a decision to initiate prosecution or request the Prosecutor's Office to initiate criminal proceedings. In such cases, the investigative agency will continue its investigation following the court’s or prosecutor’s instructions and repeat the prosecution and adjudication process.

Vietnamese criminal law does not provide for mechanisms that replace trial proceedings (such as agreements to defer prosecution/not prosecute or plea agreements).

However, the criminal law includes provisions of a similar nature, such as the initiation of a criminal case upon the request of the victim (Article 155 CPC), allowing for agreements between the offender and the victim in certain less severe cases. If the requester withdraws their prosecution request, the case must be dismissed.

The Penal Code 2015, under Chapter XI, establishes the regime for penalties applicable to commercial legal entities. A corporate legal entity shall only bear criminal responsibility for the following criminal offences.

• Article 188 (Smuggling); Article 189 (Illegal trafficking of goods or money across the border); Article 190 (Manufacture or trading of banned commodities); Article 191 (Possession or transport of banned commodities); Article 192 (Manufacturing and trading of counterfeit goods); Article 193 (manufacture or trading of counterfeit food, foodstuffs or food additives); Article 194 (Manufacture or trading of counterfeit medicines for treatment or prevention of diseases); Article 195 (Manufacture or trading of counterfeit animal feed, fertilisers, veterinary medicine, pesticides, plant varieties, animal breeds); Article 196 (Hoarding); Article 200 (Tax evasion); Article 203 (Illegal printing, issuance, or trading of invoices or receipts); Article 209 (Deliberate publishing of false information or concealment of information in securities activities); Article 210 (Use of internal information to deal in securities); Article 211 (Cornering the stock market); Article 213 (Commission of fraud in the insurance business); Article 216 (Evasion of social insurance, health insurance, unemployment insurance payment for employees); Article 217 (Violations against the regulations on competition); Article 225 (Infringement of copyrights and relevant rights); Article 226 (Infringement of industrial property rights); Article 227 (Violations against the regulations on survey, exploration and extraction of natural resources); Article 232 (Violations against the regulations on forest extraction and protection); Article 234 (Violations against the regulations on management and protection of wild animals).
• Article 235 (Causing environmental pollution); Article 237 (Violations against regulations on environmental emergency prevention, response and relief); Article 238 (Violations against the regulations on protection of irrigation works, embankments and works for protection against natural disasters; (Violations against regulations on protection of river banks); Article 239 (Import of waste into Vietnam’s territory); Article 242 (Destruction of aquatic resources); Article 243 (Forest destruction); Article 244 (Violations against regulations on management and protection of endangered, rare animals); Article 245 (Violations against regulations on management of wildlife sanctuaries); Article 246 (Import and spread of invasive alien species); Art 300 (Terrorism financing); Article 324 (Money laundering).

Under the Penal Code 2015, corporate legal entities bear criminal responsibility if the offence is committed in their name, for their benefit, and with their instruction or approval, provided the statute of limitations has not expired.

The principal sanctions comprise monetary fines, temporary suspension of operations, and permanent cessation of business activities. Supplementary penalties may involve prohibitions on conducting business or engaging in specific sectors, restrictions on capital mobilisation, fines imposed in a non-primary capacity and judicial measures.

Bribery Offences and Their Constituent Elements

• Embezzlement (Article 353 Penal Code 2015): any individual who exploits their position or authority to misappropriate property under their control shall be held accountable.
• Receiving bribes (Article 354 Penal Code 2015): any individual who, directly or through an intermediary, receives or promises to receive any benefit for themselves or for another person or organisation, as a condition to act or refrain from acting in the interests of or at the request of the bribe giver, abuses their power.
• Abuse of power or position for appropriation of property (Article 355 Penal Code): any person who abuses their position or power to misappropriate another’s property.
• Abuse of power or position in performance of official duties (Article 356 Penal Code 2015): any person who, for personal gain or other self-serving purposes, abuses their power or position while performing official duties to act contrary to their responsibilities, resulting in property damage or infringement on state interests, or the lawful rights and interests of another organisation or individual.
• Acting beyond authority in performance of official duties (Article 357 Penal Code 2015): any person who, for personal gain or other self-serving purposes, acts beyond their authority and contrary to their official duties, resulting in property damage or infringement on state interests, or the lawful rights and interests of another organisation or individual.
• Abuse of power or position to influence another person for personal gain (Article 358 Penal Code 2015): any person who abuses their position or power to directly or through an intermediary request, receive or promise to receive any benefits in order to influence an office-holder to perform or refrain from performing certain duties or tasks, or to commit a prohibited act.
• Commission of fraud in performance of duties (Article 359 Penal Code 2015): any person who, for personal gain or other self-serving purposes, abuses their position or power to commit any of the following acts: (i) falsifying a document; (ii) fabricating or issuing a fabricated document; (iii) and forging an office holder's signature.
• Deliberate revelation of work secrets; appropriation, trading, destruction of work secrets documents (Article 361 Penal Code 2015): any person who deliberately discloses, appropriates, buys, sells or destroys work secrets.
• Giving bribes (Article 364 Penal Code 2015): any person who, directly or through an intermediary, gives or promises to give any benefits to an office holder or another person or organisation to influence them to perform or refrain from performing certain tasks in the interests of or at the request of the bribe giver. Therefore, the act of bribery between private parties is also recognised as a criminal offence. Any person who promises to bribe a foreign official, an official of a public international organisation or an office holder in an enterprise or organisation other than state organisations shall be dealt with in accordance with this Article.
• Brokering bribery (Article 365 Penal Code 2015): any person who brokers a bribe involving money, property or other tangible benefits valued at VND2 million or more.
• Abuse of influence over an office holder for personal gain (Article 366 Penal Code 2015): any person who, directly or through an intermediary, receives any benefits to use their influence over an office-holder to urge them to perform or refrain from performing certain duties or commit a prohibited act, or who does so while under a disciplinary penalty for the same offence.

Sanctions

Depending on the violation and the severity of the offence described above, the principal sanctions comprise various correctional sentences or terms of imprisonment, and includes the death penalty for certain egregious cases of embezzlement and receiving bribes. Several of the offences also provide monetary fines for primary or supplemental sentences. In addition, supplementary penalties may involve disqualification from holding specific positions or jobs for one to five years or the confiscation of all or part of the offender’s property.

Vietnamese law imposes specific obligations on companies to prevent bribery and influence peddling. The Law on Anti-Corruption 2018 and Decree No 59/2019/ND-CP guidance on the implementation of certain provisions of the Law mandate that organisations implement measures to detect, prevent and report corrupt practices. Companies are required to actively prevent bribery through robust internal controls, risk management and compliance systems. Vietnam’s commitment to anti-bribery aligns with international standards, including the UNCAC, which was ratified in 2009.

Companies, particularly those in high-risk sectors, are legally obligated to maintain a compliance programme. The programme should include clear anti-bribery policies, training and education for employees, whistle-blower mechanisms, internal audits and monitoring, and due diligence regarding payments.

While failure to implement a compliance programme may not directly constitute a criminal offence, it can lead to administrative penalties and be considered in legal proceedings related to corruption.

Insider Dealing, Market Abuse and Criminal Banking Law Offences and Their Constituent Elements

• Establishing illegal funds (Article 205 Penal Code 2015): any person who abuses their position or power to establish a fund against the law and the use of such fund results in damage to state property from VND50 million or more.
• Violations against regulations on operation of credit institutions and branches of foreign banks (Article 206 Penal Code 2015): any person who deliberately commits any of the enumerated actions resulting in property damage of VND100 million or more.
• Provision of false information or concealment of information in securities activities (Article 209 of Penal Code 2015): any person/corporate legal entity who deliberately provides false information or conceals information in offering, listing, trading securities, market organisation, registration, depositing, clearing or paying for securities.
• Use of internal information for trading securities (Article 210, Penal Code 2015): any person who has information about a public company or public fund which has not been published and could remarkably affect the securities price of that public company or public fund and uses such information to deal in securities or discloses it or provides it for another person for trading securities and earns an illegal profit or causes a loss to investors.
• Manipulation of securities market (Article 211 Penal Code 2015): a person/corporate legal entity that commits any of the enumerated acts and either earns a profit of VND 500,000,000 or more or causes a loss of VND1 billion or more.
• Forging documents in offering or listing profile (Article 212 Penal Code 2015): any person who forges documents of the offering or listing profile and earns a profit of from VND1 billion or causes a loss to investors from VND1 billion.
• Insurance fraud (Article 213 Penal Code 2015): any person/corporate legal entity that commits any of the enumerated acts and illegally obtains an amount of insurance payout from VND20 million or causes damage assessed at from VND50 million.

Sanctions

Depending on the violation and the severity of the offence described above, the principal sanctions comprise a range of monetary fines and various terms of imprisonment. In addition, supplementary penalties may involve disqualification from holding specific positions or jobs for one to five years. The violating corporate legal entity might also be permanently shut down, prohibited from operating in certain fields, or raising capital for one to three years.

Tax Evasion (Article 200 Penal Code 2015)

Any person or corporate entity found committing tax evasion with an amount of VND100 million or more, or less than VND100 million if they have previously incurred an administrative penalty for tax evasion or have an unspent conviction for related offences, is subject to the regulation. The following acts constitute tax evasion:

• failure to submit tax registration or submit tax declarations;
• failure to record revenue for tax purposes in accounting books;
• issuing invoices for sales with incorrect values or failing to issue invoices;
• using illegal invoices or vouchers to falsely reduce tax liabilities or increase tax exemptions, deductions or refunds;
• employing other fraudulent documents to alter tax liabilities or increase tax exemptions, deductions or refunds;
• incorrectly declaring exported or imported goods without making a supplementary declaration post-clearance;
• deliberately omitting or incorrectly declaring tax on exported or imported goods;
• colluding with shippers to import goods improperly; and
• misusing tax-free or conditionally exempt goods without notifying the tax authority of their changed use.

Sanctions

• Primary sentences: a minimum fine of VND100 million to a maximum of seven years’ imprisonment, depending on the severity of the offence.
• Additional sentences: disqualification from holding specific positions or jobs for one to five years, a fine ranging from VND20 million to VND100 million or have all or part of the property confiscated. The violating corporate legal entity might also be prohibited from operating in certain fields or raising capital for one to three years, a fine of VND50 million to VND200 million.

Proof Required by Authorities

To establish a criminal tax fraud offence, authorities must prove:

• the intent to evade taxes;
• the act of underreporting income, inflating deductions or concealing assets; and
• the resulting tax loss to the government.

Obligation to Prevent Tax Evasion

• Compliance requirement: companies must implement measures to prevent tax evasion, including accurate accounting and reporting practices. Furthermore, companies should undertake a risk assessment to identify the risks of facilitation of tax evasion within the organisation and the potential gaps in the existing control environment.
• Failure to comply: not implementing such measures is primarily an administrative offence but can escalate to criminal liability if it intentional or results in significant tax evasion.

Main Offences in Relation to Financial Record-Keeping

The main offences of companies in Vietnam in relation to financial record-keeping are failure to keep financial documents or insufficiently keeping financial documents; such offences do not constitute a crime according to the provisions of the Penal Code 2015. However, the individual who is responsible to the company for the financial or accounting work will bear fines or penalties for their acts of violation in connection with the obligation of financial record-keeping.

• Forging, falsifying accounting documents or colluding with, forcing another person to do so (clause a, Article 221 Penal Code 2015): any person who abuses their position or power to deliberately alter financial records to present false information regarding the financial position of a business or organisation. This includes misrepresentation of revenues, expenses, assets, or liabilities to deceive stakeholders or regulatory bodies and causes damage assessed at VND100 million.
• Destroying or deliberately damaging accounting documents before expiration of retention period prescribed in the Law on Accounting (clause d, Article 221 Penal Code 2015): any person who abuses their position or power to fail to maintain proper and accurate financial records as required by law, leading to the inability to present a true and fair view of the business’s financial status.
• Illegal collection, possession, exchanging, trading, publishing of information about bank accounts (Article 291 Penal Code 2015): any person who illegally collects, possesses, exchanges, trades or publishes information about other people’s bank accounts with a quantity of 20-49 accounts or earns an illegal profit.

Sanctions

Depending on the violation and the severity of the offence described above, the principal sanctions comprise a range of monetary fines and various terms of imprisonment. In addition, supplementary penalties may involve disqualification from holding specific positions or jobs for one to five years or having all or part of the offender’s property confiscated. The violating corporate legal entity might also be permanently shut down, prohibited from operating in certain fields, or raising capital for one to three years.

Proof Required by Authorities

To establish failure to keep or disclose accurate financial records as a criminal offence, authorities must prove:

• the intent to deceive or wilful neglect in maintaining accurate records.
• that the falsified records led to financial losses or misled stakeholders.

Offences Against Regulations of Law on Competition (Article 217 Penal Code 2015)

A person/corporate legal entity that engages in anti-competitive practices such as price-fixing, market division, bid-rigging or abuse of a dominant market position.

Sanctions

• Primary sentences: a minimum of up to three years’ community sentence to a maximum of 20 years’ imprisonment, depending on the severity of the offence.
• Additional sentences: a fine of VND50 million to VND200 million, prohibited from holding certain positions or doing certain work for one to five years. The violating corporate legal entity might also be liable to a fine of VND100 million to VND500 million, or banned from operating in certain fields or raising capital for one to three years.

Criminal and Administrative Offences Relating to Consumer Criminal Law

• Manufacturing and trading of counterfeit goods (Article 192 Penal Code 2015): any person/corporate legal entity that manufactures or deals in counterfeit goods.
• Manufacturing and trading of counterfeit food or food additives (Article 193 Penal Code 2015): any person/corporate legal entity that manufactures or deals in counterfeit food or food additives.
• Manufacturing and trading of counterfeit medicines for treatment or prevention of diseases (Article 194 Penal Code 2015): any person/corporate legal entity that manufactures or deals in counterfeit medicines for treatment or prevention of diseases.
• Manufacturing and trading of counterfeit animal feeds, fertilizers, veterinary medicines, pesticides, plant varieties, animal breeds (Article 195 Penal Code 2015): any person/corporate legal entity that manufactures or deals in counterfeit animal feeds, fertilizers, veterinary medicines, pesticides, plant varieties or animal breeds.
• Hoarding (Article 196 Penal Code 2015): any person/corporate legal entity that takes advantage of the scarcity or fake scarcity during a natural disaster, epidemic, war or financial hardship to buy in large quantities and stockpile goods from a price stabilisation programme or goods priced by the State in order to earn illegal profit.
• False advertising (Article 197 Penal Code 2015): any person who falsely advertises their goods or services despite the fact that they have previously incurred an administrative penalty or has an unexpunged conviction for the same offence.
• Deceiving customers (Article 198 Penal Code 2015): any person who falsely advertises their goods or services even though they have previously incurred an administrative penalty or has an unexpunged conviction for the same offence.

Sanctions

Depending on the violation and the severity of the offence described above, the principal sanctions comprise a range of monetary fines and various terms of community sentencing and imprisonment. In addition, supplementary penalties may involve disqualification from holding specific positions or jobs for one to five years and the property of the offender may be confiscated. The violating corporate legal entity might also be prohibited from operating in certain fields or raising capital for one to three years.

Offences in Relation to Cybercrimes, Computer Fraud and Breach of Company Secrets

• Manufacturing, trading, exchanging, giving instruments, equipment, software serving illegal purposes (Article 285 Penal Code 2015): any person who manufactures, deals in, exchanges, gives out instruments, equipment or software meant to attack a computer network, telecommunications network or an electronic device serving illegal purposes.
• Spreading software programmes harmful for computer networks, telecommunications networks, or electronic devices (Article 286 Penal Code 2015): any person who deliberately spreads a software programme that is harmful for a computer network, telecommunications network or an electronic device.
• Obstruction or disturbance of computer networks, telecommunications networks, or electronic devices (Article 287 Penal Code 2015): any person who deletes, damages or changes a software programme or electronic data or illegally obstructs the transmission of data of a computer network, telecommunications network or an electronic device or otherwise obstructs or disturbs a computer network, telecommunications network or an electronic device.
• Illegal provision or use of information on computer networks or telecommunications networks (Article 288 Penal Code 2015): any person who commits fraud on uploading information or trading or exchanging information and other acts that involve illegal use of information on the computer or telecommunications network and earns an illegal profit or causes property damage or damages the reputation of an organisation or individual.
• Illegal infiltration into the computer network, telecommunications network, or electronic device of another person (Article 289 Penal Code 2015): any person who deliberately bypasses the warning, hacks the password or firewall or uses the administrator’s right of another person to infiltrate another person’s computer network, telecommunications network or electronic device to take control of or interfere with the operation of the electronic device; steal, change, destroy, fabricate data or illegally use services.
• Appropriation of property using a computer network, telecommunications network, or electronic device (Article 290 Penal Code 2015): any person who uses a computer network, telecommunications network or electronic device to commit fraud, including phishing, identity theft, and unauthorised access to banking information.
• Illegal provision of services on computer network or telecommunications network (Article 292 Penal Code 2015): any person who provides services related to (i) trading gold on accounts; (ii) electronic commerce exchange; (iii) multi-level marketing; (iv) payment services; (v) online video games on a computer network or telecommunications network without a licence or against the licence and earns profit.
• Deliberate revelation of work secrets; appropriation, trading, destruction of work secret documents (Article 361 Penal Code 2015): any person who deliberately discloses, appropriates, buys, sells or destroys work secrets.
• Involuntary revelation of work secrets; loss of work secret documents (Article 362 Penal Code 2015): any person who involuntarily discloses work secrets or loses work secret documents that (i) has a negative impact on the operation of an agency or organisation; or (ii) causes property damage from VND100 million; or (iii) are used by another person to serve the commission of a less serious crime or serious crime.

Sanctions

Depending on the violation and the severity of the offence described above, the principal sanctions comprise a range of penalties including warnings, monetary fines and various terms of community sentencing or imprisonment. In addition, supplementary penalties may involve disqualification from holding specific positions or jobs for one to five years or having all or part of the offender’s property confiscated.

Violating Financial Regulations

Offence: non-compliance with financial regulations, including anti-money laundering laws and unauthorised financial transactions.

Specifically, making two or more accounting book systems to omit assets, capital sources, or funds of the accounting unit from its accounting books, money laundering, and crime in relation to a bank’s operations or collecting/using bank information of certain persons/organisations illegally.

Violating Trade Regulations

Offence: breaching trade sanctions, such as export controls or trade embargoes including trading narcotic substances, precursors, narcotic drugs, and psychotropic drugs and military devices.

Violating Customs Regulations

Offence: misdeclaring the value of imported goods to evade duties, smuggling or other customs violations.

Specifically, (i) importing or spreading invasive species, (ii) importing and exporting narcotic substances, precursors, narcotic drugs and psychotropic drugs, or (iii) making incorrect herbal ingredients of exported or imported goods without making an additional declaration after the goods are granted customs clearance.

Concealment of Crimes (Article 18 and Article 389 Penal Code 2015)

• Any person who, without prior promises and after knowing that a crime has been committed, harbours the criminal, conceals the traces or exhibits of the crime or commits other acts that obstruct the discovery, investigation and taking of actions against the criminal.
• This does not apply to the grandparent, parent, child, niece/nephew, sibling or spouse of the offender, except for concealment of crimes against national security or other extremely serious crimes specified in Article 389.

Proof required

Authorities must prove the intent to conceal the crime and that the act of concealment was deliberate and without any legal justification.

Predicate offences for concealment

Predicate offences include extremely serious crimes such as murder, drug trafficking and most other offences regulated by Article 389.

A person shall not be held responsible for both the underlying offence and the offence of concealment. Concealment may, however, be considered an aggravating circumstance that increases the criminal liability for the underlying offence committed by the individual.

Sanctions

Ranging from a minimum of up to three years’ community sentence or six to 60 months’ imprisonment to a maximum of seven years’ imprisonment (if the offence involves the offender’s abuse of power or other acts of protecting the criminal).

Complicity and Misprision

• Complicity (Article 17 Penal Code 2015): a situation in which two or more people or accomplices deliberately co-operate closely to commit the same crime and who are not the grandparent, parent, child, niece/nephew, sibling or spouse of the offender, except for failure to report crimes against national security or other extremely serious crimes. This can include an organiser, perpetrator, instigator or abettor (accomplice) and the perpetrator.
• Misprision (Article 19 Penal Code 2015): any person who knows that a crime is being prepared, being carried out or has been carried out but fails to report it and is not the grandparent, parent, child, niece/nephew, sibling or spouse of the offender, except for failure to report crimes against national security or other extremely serious crimes.

Sanctions

The accomplice shall not take criminal responsibility for unjustified force used by the perpetrator. Depending on the nature of the offence, there are specific sentencing frameworks.

To determine the criminal liability of each accomplice, three issues must be clarified to assign criminal responsibility:

• whether the actions of the accomplices constitute a criminal offence, and if so, what type of offence;
• whether the joint commission of the offence qualifies as accomplice liability; and
• the nature and extent of each accomplice’s involvement.

In cases of accomplice liability, sentencing must adhere to the following principles:

• collective responsibility for the entire offence;
• independent liability for participation in the offence; and
• individualised responsibility for each accomplice.

In reality, accomplices typically face the same penalties as the principal offenders. The court may consider the role of the accomplice when determining the sentence. Those with a minor role in the offence might receive a reduced penalty.

Main Offences in Relation to Money Laundering

• Money laundering (Article 324 Penal Code 2015): any person who prepares for the commission of or commits any of the following acts:
1. directly or indirectly participating in finance transactions, banking transactions, or other transactions to conceal the illegal origin of the money or property obtained through their commission of a crime or obtained through another person's commission of a crime to their knowledge;
2. using money or property obtained through their commission of a crime or obtained through another person’s commission of a crime to their knowledge for doing business or other activities;
3. concealing information about the true origin, nature, location, movement, or ownership of money or property obtained through their or commission of a crime or obtained through another person’s commission of a crime to their knowledge, or obstructing the verification of such information; and
4. committing any of the offences specified in point (a) to (c) while knowing that the money or property is obtained through transfer, conversion of money or property obtained through another person’s commission of a crime.

Sanctions

• Primary sentences: a minimum of one year imprisonment to a maximum of 15 years’ imprisonment, depending on the severity of the offence.
• Additional sentences: a fine of VND20 million to VND100 million or prohibited from holding certain positions or doing certain jobs for one to five years or have all or part of the property confiscated.

Predicate Offences

Money laundering is typically connected to predicate offences such as fraud, embezzlement, bribery, drug trafficking and other serious crimes.

Requirements for Establishing a Criminal Offence

Authorities must prove the intentional involvement in financial activities that conceal the origin of funds known to be derived from criminal activities.

Obligation to Prevent Money Laundering

Financial institutions and certain businesses are obligated to implement anti-money laundering (AML) compliance programmes, including customer due diligence, transaction monitoring and reporting suspicious activities.

Failure to Comply

• Failure to implement an effective AML programme can lead to administrative fines and penalties.
• In severe cases, the failure may be treated as a criminal offence, especially if it facilitates money laundering.

Any person who intentionally conceals or fails to report the crime may commit the crime of complicity, concealment of crimes or misprision.

Enforcement Authorities

• Competent authorities: the State Bank of Vietnam, the Ministry of Public Security, and other relevant bodies are responsible for enforcing AML regulations.
• Circumstances for liability: businesses or individuals can be held liable if they fail to comply with AML obligations, leading to the facilitation of money laundering activities.

The legal framework in Vietnam does not prescribe specific defences for white-collar crimes. In practice, defence counsel typically employs the following strategies for white-collar offences:

• defence of innocence;
• defence based on lack of criminal elements; and
• defence aimed at reducing criminal liability (to either have the charges downgraded to a lesser offence or to reduce the severity of the penalty).

While the presence of a robust compliance programme may serve as a mitigating factor, it does not constitute a full legal defence. However, it demonstrates proactive efforts by the entity to prevent, detect and address misconduct, which may influence the court’s consideration of penalties.

Vietnamese law does not provide explicit de minimis exceptions for white-collar crimes. All offences, irrespective of their scale or magnitude, are subject to prosecution.

Additionally, there are no specific industries or sectors exempt from prosecution for white-collar offences. All sectors are equally subject to the legal framework governing economic and financial crimes.

Vietnamese criminal law does not recognise a formal plea agreements system.

Nevertheless, there are certain provisions with similar characteristics. For instance, the prosecution upon the request of the victim under Article 155 of the CPC allows for the possibility of an agreement between the offender and the victim in certain less severe cases. Should the victim withdraw their request for prosecution in these matters, the case will be dismissed.

Self-Disclosure and co-operation with investigative authorities in uncovering criminal activities are recognised as mitigating factors for criminal liability. In addition, several other leniency factors may be applied to reduce the severity of a sentence, as set out below.

• Outstanding achievements in work, education, or labour: if the offender has an exceptional record of achievements or contributions, either before or after committing the crime.
• Particularly difficult circumstances: the offender’s personal circumstances such as pregnancy, being a minor, or suffering from serious illnesses.
• Voluntary compensation or remediation of harm: offenders who voluntarily compensate for the damage caused or take steps to rectify the harm.
• First-time offenders with minor crimes and good character: first-time offenders who have committed less serious offences and demonstrate good character.

The law does not prescribe specific guidelines on the application of these mitigating factors or the extent to which they may reduce a sentence. The assessment and outcome are left entirely to the discretion of the court, which evaluates each case based on its individual circumstances.

Vietnamese law offers a range of protections for whistle-blowers under Article 486 of the CPC. These protections include:

• deployment of security forces and the use of operational tactics, weapons and protective equipment to ensure the whistle-blower’s safety;
• restriction of the whistle-blower’s movements and contacts to minimise risks to their personal security;
• preservation of confidentiality concerning the whistle-blower’s identity, with legal obligations imposed on others to maintain such confidentiality;
• relocation or concealment of the whistle-blower’s residence, workplace or educational institution, and the option to alter their identity or personal attributes, subject to their consent;
• implementation of deterrent measures, warnings and neutralisation of threats against the whistle-blower, as well as timely intervention and legal action against any such threats; and
• additional protective measures as may be prescribed by law.

Entities and individuals have a statutory duty to detect and report criminal activity. Failure to do so, or knowingly concealing a crime, may expose them to criminal liability, depending on the severity of the offence. In practice, whistle-blowing in economic crimes is often motivated by the whistle-blower’s direct harm from the criminal act, or arises from internal power struggles, conflicts of interest or personal disputes.

With respect to corporate safeguards, whistle-blower protection mechanisms are typically established through internal policies at the discretion of the company. These procedures are not legally mandated and remain uncommon within the Vietnamese corporate environment.