Vietnam E-Commerce Regulations: Legal Compliance for Online Businesses

Introduction

Vietnam's e-commerce market is projected to reach $39 billion by 2025, making it one of Southeast Asia's fastest-growing digital economies. With growth comes regulation — and compliance is essential for both domestic and foreign online businesses.

Legal Framework

Key regulations:

E-Commerce Decree 52/2013/ND-CP (amended by Decree 85/2021/ND-CP)Consumer Protection Law 2023Electronic Transactions Law 2023Personal Data Protection Decree 13/2023/ND-CPCybersecurity Law 2018

Registration Requirements

E-commerce websites

All e-commerce websites must be registered or notified with MOIT:

Notification (for selling websites):

Complete online notification at online.gov.vnProvide business registration, domain name, product categories

Registration (for e-commerce platforms):

More extensive requirementsMust demonstrate technical capabilityFinancial requirementsContent moderation policies

Social commerce

Selling through social media (Facebook, Zalo, TikTok):

Same tax obligations as traditional e-commerceMust declare income from social sellingPlatform operators have reporting obligations

Consumer Protection

Required disclosures

Online sellers must prominently display:

Full legal name and business registration numberContact address and phone numberProduct descriptions, prices (including all fees)Return and refund policyDelivery timeline and methodsPayment methods and security measures

Cooling-off period

Consumers have the right to return goods within 3 days for distance sellingExceptions: perishable goods, personalized items, digital content

Prohibited practices

Misleading advertising or fake reviewsHidden fees or surprise chargesUnauthorized use of customer dataPyramid selling schemes disguised as e-commerce

Electronic Contracts

Validity

Electronic contracts are legally valid under the E-Transactions Law 2023Electronic signatures are recognizedTerms and conditions must be clearly displayed and accepted

Cross-border contracts

Vietnamese consumer protection law applies when targeting Vietnamese consumersChoice of law clauses may be limitedVietnamese courts have jurisdiction for disputes involving Vietnamese consumers

Tax Obligations

For domestic e-commerce businesses

Corporate Income Tax: 20%VAT: 10% (standard) or 8% (reduced rate if applicable)Must issue electronic invoices for all transactions

For foreign e-commerce platforms

Must register for tax in VietnamVAT applies to digital services consumed in VietnamWithholding tax may applyMajor platforms must declare revenue from Vietnamese users

For individual sellers

Personal Income Tax on business incomeThreshold: 100 million VND annual revenueMust register with tax authorities

Cross-Border E-Commerce

Importing goods

Customs declaration required for all shipmentsImport duties apply (rates vary by product category)De minimis threshold: 1 million VND (no duty below this amount)Prohibited and restricted goods list applies

Foreign seller obligations

Must comply with Vietnamese product standardsLabeling requirements (Vietnamese language)Product liability appliesMust appoint a responsible representative in Vietnam

Data Protection

Comply with PDPD (Decree 13/2023)Obtain consent for data collectionImplement data security measuresCross-border data transfer restrictionsData breach notification within 72 hours

Conclusion

Vietnam's e-commerce regulations are evolving rapidly. Staying compliant requires ongoing attention to legal changes and proactive compliance measures.

Contact Attorney Vo Thien Hien at Apolo Lawyers for e-commerce legal compliance advisory.