Tax Law · 02.12.2024

Tax Problems in Vietnam: Checks, Assessments, Penalties and Disputes

A tax problem in Vietnam almost never starts as a dispute. It starts as a document: a request to explain a figure, a notice of a check, a decision setting an amount. What happens in the weeks after that document arrives decides whether the matter ends in a corrected return or in…

Lawyer UnilawReading time: 8 min

By Lawyer Le Phuong Thanh – UniLaw LLC

This note is about tax problems arising under Vietnamese law — for Vietnamese companies, for foreign-invested companies operating here, and for foreign businesses (including companies from the United States, Japan, Korea and the EU) that have Vietnamese tax obligations without an entity in the country. It does not deal with the tax law of any other jurisdiction.

The governing statute is the Law on Tax Administration No. 108/2025/QH15, in force from 1 July 2026, which replaced Law No. 38/2019/QH14. Checks opened under the old law before that date continue under the old law, so both regimes are still being applied in practice during 2026.

The four situations businesses actually call about

Almost every tax matter we are asked about falls into one of four shapes:

A check (kiểm tra thuế). The authority reviews declarations either at its own offices, on the file and database, or at the taxpayer’s premises.
An assessment (ấn định thuế). The authority sets the amount payable itself, instead of accepting the declared figure.
Arrears and penalties. A shortfall is found, late-payment interest is calculated, and a penalty is imposed on top.
A refund held up. A refund claim is moved into the check-before-refund track and stops moving.

Note one change of vocabulary that matters when reading older material: Law No. 108/2025 works with tax checks. The separate concept of a tax inspection that appeared in earlier guidance is no longer part of the tax administration statute, although a complex or wide-ranging file can still be transferred to an inspection body or, where evasion may be criminal, to an investigating body (Article 22.5).

How long a check can last

Article 22.3 fixes the outer limits, and they are worth diarising on day one:

20 days from announcement of the decision, extendable once by up to 20 days;
40 days, extendable once by up to 40 days, for an enterprise with related-party transactions;
longer, but not beyond two years, where information has to be obtained from a foreign tax authority;
suspension periods notified by the authority do not count toward those limits.

For planned or thematic checks, and for restructuring events — division, merger, consolidation, conversion, bankruptcy, dissolution, cessation, equitisation, deactivation of the tax code, change of business location — a check at the taxpayer’s premises may not be carried out more than once a year. A concluded matter can be re-opened, but only in the cases listed in Article 22.6 and only within two years of the conclusion or the penalty decision.

The moment that decides whether there is a penalty

This is the single most valuable point in the statute for a business that already suspects a problem. Under Article 44.2(a), where the taxpayer has under-declared the tax base but files an amended return and voluntarily pays the full amount before the check decision is announced — or before the authority otherwise discovers the error — there is no administrative penalty at all.

Late-payment interest still runs: an amended return that increases the tax due is itself a ground for interest under Article 16.1(b). But the difference between interest alone and interest plus a 20% penalty is usually the difference between a housekeeping exercise and a case.

The practical consequence is that a review of exposure is worth doing while there is still time to amend, not after the inspectors are on site. For imported and exported goods there is a parallel rule in Article 44.2(b), with a 60-day window from clearance.

Assessment: when the authority sets the number

Article 24 allows the authority to fix either the whole amount payable or individual elements of the tax base. The grounds include failure to register, failure to declare, failure to supplement a file when asked, and a declaration that is incomplete or inaccurate as to the tax base. An assessment must still follow the tax administration principles and the calculation rules of the substantive tax laws — which is exactly where most assessments are open to challenge, because the challenge is about method and evidence rather than about intention.

An assessment does not by itself remove the possibility of a penalty; Article 44.5 allows both.

What arrears actually cost

Three figures govern the arithmetic:

Late-payment interest: 0.03% per day on the outstanding amount (Article 16.2(a)). The taxpayer is expected to calculate it; if it has not been calculated 30 days after the tax is paid, the authority calculates and notifies it.
Penalties (Article 44.3): 10% of the understated tax for the customs cases in Article 45.3(a); 20% for under-declaration cases under Article 45.2 and Article 45.3(b)–(c); and one to three times the evaded tax for evasion under Article 45.4.
Limitation (Article 44.7): two years for procedural breaches; five years for evasion below the criminal threshold and for under-declaration that reduces tax payable or increases exempted, reduced or refunded amounts.

Expiry of the limitation period is not the end of the exposure. Article 44.8 provides that no penalty is imposed, but the tax shortfall, evaded tax, amounts wrongly exempted, reduced or refunded, and late-payment interest are still collected for the ten years preceding discovery — and, where the taxpayer never registered for tax, for the entire period.

For an organisation, the fine is generally twice the individual fine for the same breach (Article 44.4) — but not for under-declaration and not for evasion, where the rate is the same for both.

Complaint, court, and the cash-flow trap in between

Article 41 gives the taxpayer the right to complain against an administrative decision or act of the tax authority; Article 43 allows the matter to be brought before the administrative courts. Two features of the procedure are easy to miss:

You normally keep paying while you argue. Article 14 provides that during resolution of a complaint or a court claim the taxpayer must still pay the assessed tax, other amounts, late-payment interest and penalties, unless a competent authority suspends the notice or decision. Budgeting for that is part of deciding whether to dispute.
Wrongly collected money comes back within 15 days. Under Article 42.2, the authority must return amounts collected incorrectly within 15 days of receiving the resolving decision. For complex complaints — including a first complaint — the head of the authority must set up a consultative council before deciding (Article 42.3).

Where the dispute has a foreign element — a foreign taxpayer, or a Vietnamese taxpayer with an obligation arising abroad — Article 41.4 opens three routes rather than one: the complaint procedure, administrative litigation, or a dispute-resolution mechanism in a contract, a government guarantee, or a tax treaty or other international agreement to which Vietnam is a party. Which of the three is available is a question worth answering early, because the treaty route has its own timing.

Refunds that stop moving

Under Article 18, refund files are sorted into refund-first and check-before-refund. A file in the second track is, in substance, a check, and the five-year post-refund review window in Article 22.3(a) means a refund already received is not final either. Article 18.4 commits the tax authority to automated refunds based on data and risk criteria, rolled out in stages — useful when it applies, and a reason to make sure the underlying data is clean before claiming.

Lawyer or accountant — where the line falls

Most tax problems have two halves, and confusing them wastes money. Recalculating figures, rebuilding ledgers, preparing and filing returns and refund files are accounting work. Reading a check decision, deciding whether to amend before it is announced, testing the method and evidence behind an assessment, arguing limitation, drafting a complaint, and running an administrative court claim are legal work.

UniLaw advises on the law of tax, accounting and auditing and represents businesses in tax complaints and disputes. We do not provide accounting or audit services, and we work alongside the company’s own accountants or auditors rather than replacing them.

When it is worth involving a lawyer

In our experience the triggers are fairly specific:

a check decision has been announced, or the company suspects an error and wants to know whether Article 44.2(a) is still available;
the proposed adjustment turns on related-party pricing, invoice validity, or whether documents reflect the substance of a transaction;
the figure has been set by assessment rather than accepted from the return;
a penalty of one to three times the tax is proposed, because that is the evasion band;
periods older than five years are being reopened, or a concluded matter is being re-checked;
the taxpayer is foreign, or the obligation is cross-border, so the treaty route may be open;
a refund has moved into the check-before-refund track and the company needs the cash.

This note is general and describes the position under Law No. 108/2025/QH15 as at the date of writing; it is not advice on any particular matter, and the applicable regime depends on when the check was opened.