Overview
Vietnam is embarking on a significant restructuring of its legal system under Conclusion No. 09-KL/TW (“Conclusion 09“) issued by the Politburo on 10 March 2026. The reform agenda reflects a shift towards a more coherent, predictable, and development-oriented legal framework, with important implications for investors, businesses, and regulated industries.
Conclusion 09 acknowledges that, despite substantial progress, Vietnam’s current legal system remains fragmented, multi-layered, and in certain cases unclear in terms of hierarchy and legal effect. These structural issues have created practical challenges in both law-making and law enforcement. The reform direction aims to establish a modern, streamlined, and internally consistent legal system capable of supporting high growth and deeper international integration.
Key Takeaways
- Vietnam is moving towards a more structured legal system based on a clearer hierarchy of legal sources.
- Case law, customs, and equity will play a more visible role as supplementary legal sources.
- The distinction between public law norms and private law norms is expected to become more pronounced.
- Certain foundational statutes will serve as the core of the legal system and may have stronger interpretative influence.
- Legal reform is closely linked to competitiveness, innovation, digitalisation, and technology-enabled governance.
Key Developments
A More Structured Hierarchy of Legal Sources
Conclusion 09 defines the legal system by reference to a hierarchy of legal sources, including both statutory instruments and supplementary sources. In addition to the Constitution, laws, and subordinate legislation, it expressly recognises precedents, customs, and equity as supplementary sources.
Conclusion 09 calls for expanding the circumstances in which these sources may be applied, particularly where legislation does not regulate an issue or does not do so clearly. It also emphasises clarifying their legal value and reinforces the principle that specialised legal rules should prevail over general ones where inconsistencies arise.
For businesses, this suggests that statutory text alone may no longer be sufficient. Judicial practice, interpretative approaches, and sector-specific rules are likely to become increasingly relevant.
Clearer Separation between Public Law and Private Law Norms
Conclusion 09 requires a clear distinction between public law norms and private law norms.
Public law norms, which govern relations involving state authority, are to be drafted in a detailed, strict, and transparent manner to ensure effective allocation and control of power and to prevent abuse.
Private law norms, by contrast, are to be designed as a principled legal framework, allowing parties to determine specific terms based on autonomy and responsibility, provided that mandatory legal prohibitions are respected.
This direction indicates a potential reduction in administrative intervention in private transactions, alongside greater contractual flexibility for businesses.
Foundational Laws as the Core of the Legal System
Conclusion 09 identifies several key statutes as forming the core of the legal system, including the Civil Code, the Criminal Code, the Civil Procedure Code, the Criminal Procedure Code, and the Law on Administrative Procedures.
These laws are intended not only to provide detailed rules but also to establish fundamental principles that guide the interpretation and development of other legal instruments.
For businesses, this suggests that these core laws will increasingly influence dispute resolution, contractual interpretation, and regulatory practice.
Legislative Streamlining and Improved Drafting Quality
Conclusion 09 sets out measures to improve legislative quality and coherence, including simplifying the system of legal documents, limiting excessive implementing regulations, ensuring clarity in legislative purpose and scope, avoiding fragmented amendments across unrelated laws, and clarifying the allocation of regulatory authority.
These reforms are expected to improve legal certainty, accessibility, and compliance efficiency over time.
Law as a Driver of Competitiveness and Development
Conclusion 09 positions law and institutions as a driver of national competitiveness. It calls for the development of special policies, controlled regulatory experimentation, and legal frameworks to support new industries and forms of economic activity.
The reform agenda also aims to improve the investment environment, with a policy objective of placing Vietnam among the leading Association of Southeast Asian Nations (ASEAN) jurisdictions.
For businesses, this suggests a more proactive and enabling regulatory environment, particularly in emerging sectors.
Digitalisation and the Use of Artificial Intelligence
Conclusion 09 highlights the development of legal databases and the application of artificial intelligence in both law-making and law enforcement.
This signals a transition towards a more digital and data-driven legal system. Businesses should anticipate evolving compliance mechanisms and increasing use of technology in regulatory oversight.
What Businesses Should Watch
Although Conclusion 09 is a policy-level instrument, it sets the direction for future legislative and regulatory developments. Businesses should consider monitoring reforms to the law-making framework, reviewing contractual structures in light of increased emphasis on private autonomy, tracking developments in judicial practice and supplementary legal sources, and preparing for a more digital regulatory environment.
Outlook
Relevant authorities have been tasked with reviewing the legal system, amending the Law on Promulgation of Legal Documents, and developing a long-term strategy for Vietnam’s legal framework. These reforms are expected to unfold over the coming years and may have significant implications for both domestic and foreign investors.
How We Can Help
Rajah & Tann LCT Lawyers continues to monitor these developments and can assist clients in assessing regulatory risks, reviewing contractual and compliance frameworks, and navigating changes in Vietnam’s evolving legal landscape.
Contribution Note
This Update was authored by Dr. Chau Huy Quang, Mr. Cao Dang Duy, and Dr. Le Hong Phuc (also a lecturer at Phenikaa University).
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