1. The Law on Science, Technology and Innovation No. 93/2025/QH15 dated 27 June 2025 (“Law on ST&I”) and Decree No. 262/2025/ND-CP dated 14 October 2025 detailing and guiding the implementation of certain articles of the Law on ST&I on information, statistics, evaluation, digital transformation and general issues (“Decree 262”)
The Law on ST&I was passed and took effect from 01 October 2025, guided by Decree 262 effective from 14 October 2025, with several notable new points including:
For the first time, innovation activities have a separate legal framework and are regulated in parallel, closely integrated with scientific research and technological development activities. This represents a fundamental change in legislative thinking to promote the innovation process nationwide.
Notably, the Law on ST&I establishes mechanisms for controlled experimentation and risk acceptance in research. Accordingly, entities implementing, approving, and managing ST&I tasks will be exempt from criminal liability;[1] exempt from administrative liability; released from civil liability and not required to repay funds used correctly for their intended purpose and scope – provided they have fully complied with legal regulations, with no fraud or intentional violations, even if the task fails to achieve its objectives.[2] It can be seen that State management focus now shifts from implementation methods to research outcomes and practical impacts.
The Law supplements prohibited acts in ST&I activities, particularly strictly prohibiting intentional concealment of risks in research and testing that causes serious damage to resources, the environment, and public health. [3] Furthermore, the Law regulates the recording of violations regarding scientific integrity and professional ethics on the National Digital Platform for ST&I Management to ensure the sustainable development of ST&I. [4]
In addition, the Law introduces numerous policies encouraging participation in ST&I activities, notably clearly stipulating that research sponsorship costs are deductible expenses for corporate income tax (“CIT”).[5] At the same time, the encouragement of big data and AI applications clearly demonstrates the transformation, promoting digital transformation in the State’s ST&I sector. [6]
2. Law on Corporate Income Tax No. 67/2025/QH15 dated 14 June 2025 (“2025 Law on CIT”)
The 2025 Law on CIT officially took effect on 01 October 2025, amending and supplementing various provisions on the scope of application, policies for tax exemptions, reductions, and incentives for CIT, specifically:
Expanding the taxable scope to include foreign enterprises engaged in e-commerce or digital platforms under the principle: taxable income is determined as income sourced from Vietnam, regardless of the place of business.[7] At the same time, it adds new types of taxable income such as: differences arising from revaluation of enterprise assets due to changes in ownership structure or organization, and contract sponsorships, bonuses, or penalties.[8]
In addition, the Law supplements tax-exempt incomes, such as: income from interest on green bonds;[9] income from the first transfer of green bonds after issuance, etc.[10]
Although the 20% tax rate still applies to most enterprises, the 2025 Law on CIT also clearly establishes preferential tax rates based on revenue scale: (i) 15% for enterprises with annual revenue not exceeding VND 03 billion; and (ii) 17% for enterprises with revenue from over VND 03 billion to not exceeding VND 50 billion.[11] Note that this mechanism does not apply to subsidiaries or affiliated companies where said affiliated entities do not meet the conditions for incentives.[12]
The 2025 Law on CIT also adds new sectors eligible for CIT incentives: risky investment projects for high-tech development; having application of strategic technology, high-tech incubation, and digital technology services, network cybersecurity, semiconductors, data centers, and AI, etc. [13]
3. Decree No. 274/2025/ND-CP dated 16 October 2025 provides detailed regulations on certain provisions of the Law on Social Insurance regarding late payment, evasion of mandatory social insurance and unemployment insurance contributions; as well as complaints and denunciations related to social insurance (“Decree 274”)
Decree 274 officially took effect on 30 November 2025, clarifying cases of late payment, evasion of payment, and the time point of transition from late payment behavior to evasion of social insurance.
Accordingly, the time point of transition from late payment behavior to evasion of social insurance is determined as follows: (i) enterprises that have not registered to participate in social insurance for employees; (ii) enterprises that register salary as the basis for contribution lower than actual; and (iii) enterprises that are late in payment despite being urged by the social insurance agency.[14] In cases where enterprises are late or evade payment of social insurance, they must pay an additional 0.03% per day, calculated on the amount and number of days late or evaded.[15]
Notably, Decree 274 provides cases of force majeure nature, whereby failure to complete the obligation to pay mandatory social insurance, unemployment insurance will not be considered as “evasion” such as: storms, floods, inundation, earthquakes, major fires, prolonged droughts and other natural disasters directly and seriously affecting production and business activities; other force majeure events, etc.[16]
4. Decree No. 291/2025/ND-CP dated 06 November 2025 amending and supplementing certain provisions of Decree No. 103/2024/ND-CP dated 30 July 2024 on land use fees, land rent, and Decree No. 104/2024/ND-CP dated 31 July 2024 on the Land Development Fund (“Decree 291”)
In the context of the issuance of the Land Law 2024, Decree 103 and Decree 104 in need of being amended and supplemented to guide implementation and ensure uniformity and synchronization in the land sector. Accordingly, Decree 291 officially takes effect from 06 November 2025 with notable new points.
First, adjustment of the method of calculating land use fee (“LUF“) when issuing land use right and ownership of assets attached to land (“LURC“) to households and individuals using land allocated not in accordance with regulations. Depending on the specific case, that household or individual will (i) not have to pay LUF, (ii) LUF equal to 70% of the residential land price in the land price table or current land price, (iii) or equal to 100% according to the land price table.[17]
Second, clarifying the principles for exemption and reduction of LUF: only exempted or reduced once within the residential land limit, eliminating exemption and reduction in auction cases.[18] Decree 291 has supplemented the mechanism for recovery of exempted or reduced LUF: calculated according to the policy and land price at the time of payment, plus an amount equivalent to the late payment fee, to ensure deterrence and limit state budget losses.[19] At the same time, supplementing the policy of 50% reduction of LUF if households and individuals are allocated residential land when the State recovers land but do not meet compensation conditions and have no other place to live in the same commune.[20]
Decree 291 is a new step forward in refining the financial legal framework in the land sector, not only resolving difficulties but also creating transparency and fairness in this quite complex field.
5. Circular No. 39/2025/TT-NHNN dated 31 October 2025 regulating the opening and use of foreign currency accounts abroad by resident organizations (“Circular 39”)
Circular 39 officially took effect on 15 December 2025, allowing the borrower being an enterprise, cooperative, or cooperative alliance to use 01 (one) foreign currency account abroad to implement one or more foreign loans.[21] At the same time, whereas previously there were only principle-based regulations on the basis for determining the account usage period, Circular 39 has supplemented criteria to clearly determine the applicable period corresponding to each specific account opening and using entity.[22]
In addition, special attention should be paid to the adjustment of authority to issue, amend, supplement, and revoke the License to Open and Use Foreign Currency Accounts Abroad (“License”) from the Governor of the State Bank of Vietnam and the Head of the Foreign Exchange Management Department to the Director General of the Foreign Exchange Management Department.[23] Furthermore, Circular 39 has abolished the regulation on re-issuance of the License, and supplemented the case where the License automatically expires when the overseas representative office or branch ceases operations before the period recorded in the License.[24]
It can be considered that Circular 39 has and continues to refine regulations on foreign currency account management, aiming to create a tighter legal basis for foreign exchange activities while still ensuring suitability with the international business practices of Vietnamese enterprises.
[1] Point d Paragraph 3 Article 9 of the Law on ST&I
[2] Point a, Point b, Point c Paragraph 3 Article 9 of the Law on ST&I
[3] Paragraph 4 Article 14 of the Law on ST&I
[4] Paragraph 1, Paragraph 2 Article 8 of Decree 262
[5] Article 35 of the Law on ST&I
[6] Paragraph 2 Article 20 of the Law on ST&I
[7] Paragraph 2 Article 2 of the 2025 Law on CIT
[8] Article 3 of the 2025 Law on CIT
[9] Green bonds are understood as a type of government bond issued to invest in projects related to environmental protection activities as stipulated in the Law on Environmental Protection (Paragraph 1 Article 21 of Decree 95/2018/ND-CP)
[10] Paragraph 10 Article 4 of the 2025 Law on CIT
[11] Article 10 of the 2025 Law on CIT
[12] Paragraph 4 Article 18 of the 2025 Law on CIT
[13] Paragraph 2 Article 12, Paragraph 1 Article 13, Article 14 of the 2025 Law on CIT
[14] Article 6 of Decree 274
[15] Article 3 of Decree 274
[16] Article 4 of Decree 274
[17] Paragraph 2 Article 1 of Decree 291
[18] Point a, b Paragraph 5 Article 1 of Decree 291
[19] Point c Paragraph 5 Article 1 of Decree 291
[20] Point a Paragraph 7 Article 1 of Decree 291
[21] Paragraph 3 Article 3 of Circular 39
[22] Article 5 of Circular 39
[23] Article 8 of Circular 39
[24] Point d Paragraph 1 Article 15 of Circular 39
