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Commercial Law 2005: How does it relate to labor supply contracts?

Commercial Law is rarely mentioned in the field of human resources, but is an important legal basis for service contracts between businesses and labor supply units, EOR.

This page is an automatic machine translation of the Vietnamese original. For legal matters, the Vietnamese version prevails. View Vietnamese original

Commercial Law 2005: How does it relate to labor supply contracts?

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The Commercial Law regulates commercial activities (purchase and sale of goods, provision of services) carried out within the territory of Vietnam, and some related cases of commercial activities carried out outside the territory of Vietnam.

Why is Commercial Law related to human resource services?

When an enterprise signs an EOR service contract, labor supply contract or labor subleasing contract with a unit like Nhân Kiệt, this is essentially a commercial service supply contract between two legal entities - governed by the Commercial Law (on contract form, rights and obligations of the parties, penalties for contract violations, compensation for damages), in parallel with specialized provisions of the Labor Code on labor relations with individual employees.

Important contents in service contracts

  • Subject and scope of service: clearly describe the type (EOR, labor supply, labor subleasing), quantity, location.
  • Service price and payment method.
  • The rights and obligations of the parties, especially the responsibilities when one party violates (delayed payment, failure to deliver on schedule, unsecured personnel quality).
  • Penalty for violation of contract: according to the Commercial Law, the penalty for violation is agreed upon by the parties but does not exceed 8% of the value of the violated contractual obligation (except for some special cases according to other specialized laws).
  • Dispute resolution: negotiation, mediation, commercial arbitration or court.

Note when signing a human resources service contract

Businesses should require service contracts to clearly stipulate the mechanism for replacing personnel when they do not meet requirements, information security terms, and the responsibilities of the service provider if they violate labor obligations (delay in insurance payment, delay in paying salaries to workers) — because this can indirectly affect the reputation of the business using the service.

Does an EOR service contract need to be notarized? Notarization is not required according to the general provisions of the Commercial Law, unless the parties agree or other specialized laws have separate requirements.

If the service provider violates the contract, what rights does the enterprise have? The enterprise has the right to request compensation for actual damages, fines for violations according to the agreement in the contract, and in case of serious violations, has the right to unilaterally terminate the contract according to the signed terms.

The full statutory text is published in Vietnamese, the official language of the law. View Vietnamese original

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