Tax Lawyers in Vietnam: Filing, Audit and Disputes

Vietnam replaced its Tax Administration Law on 1 July 2026. Tax lawyers in Vietnam now work from Law No. 108/2025/QH15 for current periods and from the consolidated text of the 2019 Law for periods before that date. This page sets out the provisions that decide registration, filing, assessment, audit and dispute, with the article numbers.

UniLaw’s tax lawyers in Vietnam act for foreign-invested companies, cross-border sellers and individuals from offices in Hanoi, Ho Chi Minh City and Nha Trang. The translations below are UniLaw’s working translations; the Vietnamese text governs.

A decided case tax lawyers in Vietnam point to

Judgment No. 106/2023/KDTM-PT of 25 September 2023 — Superior People’s Court, dispute between company members and the company.

A limited liability company in Vinh Long had never distributed profit since incorporation. When the members fell out, the first-instance court used the tax authority’s own figures to establish what the company’s profit was, and divided it on that basis. One member appealed, arguing the tax figures were wrong because the company had inflated direct labour into management expenses in 2016 by VND 303,630,000. The first-instance court had also ordered him to bear 50% of the administrative penalty imposed in the tax field, alongside the reassessed tax.

The Court of Appeal accepted one member’s appeal, accepted part of two others, rejected a fourth, and amended part of the first-instance judgment, applying Article 308(2) of the Civil Procedure Code, Articles 49, 69, 72 and 207 of the Enterprise Law 2020 and Article 166 of the Civil Code.

Two things tax lawyers in Vietnam take from it. What the tax office determines your profit to be becomes the number a civil court divides — a return you did not fight becomes evidence against you in a dispute that has nothing to do with tax. And a tax penalty is an amount the parties then argue about among themselves: here one member was made to carry half of it.

Decided cases are published on case.unilaw.vn.

The legal basis tax lawyers in Vietnam work from

Tax Administration Law, Law No. 108/2025/QH15 of 10 December 2025, in force 1 July 2026 — Article 10 (registration), Article 12(2) (a foreign seller on a digital platform declares and pays in Vietnam), Article 14 (payment deadlines), Article 22(1) (audit principles, including the no-duplication rule and the arm’s length test), Article 24 (assessment), Article 37 (taxpayer rights), Article 41(4) (cross-border dispute routes, including a treaty mechanism).
No. 29/VBHN-VPQH of 26 February 2025 — the consolidated 2019 Tax Administration Law, for periods before 1 July 2026.
Decree No. 126/2020/ND-CP and Circular No. 80/2021/TT-BTC; Circular No. 86/2024/TT-BTC on registration.
Decree No. 123/2020/ND-CP as amended by Decree No. 70/2025/ND-CP (invoices); Decree No. 125/2020/ND-CP (penalties).
VAT: the VAT Law as amended by Law No. 149/2025/QH15 with Decree No. 181/2025/ND-CP. Personal income tax: consolidated text No. 103/VBHN-VPQH of 27 August 2025 with Circular No. 111/2013/TT-BTC, further amended by Law No. 09/2026/QH16.

The period decides which law applies, not the date of the audit.

The statute tax lawyers in Vietnam now work from

The Tax Administration Law, Law No. 108/2025/QH15 of 10 December 2025, took effect on 1 July 2026. For periods before that, the governing text is the Tax Administration Law No. 38/2019/QH14, consolidated as No. 29/VBHN-VPQH of 26 February 2025, which took effect on 1 July 2020, with its electronic invoice provisions from 1 July 2022.

Which text applies is decided by the period, not by the date of the audit. That is the first question on any assessment notice.

Registration: the first filing tax lawyers in Vietnam check

Article 10 of Law No. 108/2025/QH15 covers first-time registration, notification of changes, suspension of business, deactivation and restoration of the tax code. Enterprises, cooperatives, dependent units, household businesses and individual traders register together with business registration through the single-window mechanism (Article 10(2)); everyone else registers directly with the tax authority (Article 10(3)). Detail is in Circular No. 86/2024/TT-BTC.

Self-assessment, and who files for a cross-border seller

Article 12(1) puts the duty to declare accurately, honestly and completely, and to compute the tax itself, on the taxpayer, except where the tax authority computes and notifies.

Article 12(2) is the provision cross-border businesses need to read: a foreign organisation or individual doing business through an e-commerce platform, another digital platform or other services declares and pays tax in Vietnam directly, or through an authorised party, except in the withholding cases under Article 12(3).

Article 12(3) governs withholding and payment on behalf: a party required to withhold must withhold and pay the withheld amount.

Payment deadlines tax lawyers in Vietnam diarise first

Article 14(1)(a): where the taxpayer computes the tax, the payment deadline is the last day of the deadline for filing the return. For a supplementary return, the deadline is the filing deadline of the period in which the error occurred. Quarterly provisional payment follows Government regulation.

Article 14(1)(b): where the tax authority computes the tax, issues a notice or a decision, the deadline is the one stated in that document.

Filing and payment mechanics are in Decree No. 126/2020/ND-CP and Circular No. 80/2021/TT-BTC.

What tax lawyers in Vietnam check in an audit

Article 22(1) sets the audit principles: risk management and information technology, with priority to online and remote checking on electronic data; compliance with law without obstructing the taxpayer’s normal operations; assessment of the completeness, accuracy and honesty of declaration and payment; and no duplication of content, scope or period between the tax authority, inspectorates and the State Audit, unless there is evidence of a violation requiring re-examination.

Article 22(1)(đ) puts related-party pricing squarely in the audit: the examination applies the arm’s length principle and the economic substance of the activity, so that the tax liability corresponds to the value created by the substance of the business.

Article 23 adds the measures available where there are signs of tax evasion.

Assessment: when the authority sets the number, and how tax lawyers in Vietnam answer

Article 24(1) requires an assessment to rest on the tax administration principles and the statutory basis and method of computation; the authority may assess the amount payable, or assess individual elements of the tax base.

Article 24(2) lists when it applies, including: failure to register, failure to declare, failure to supplement on request, or a declaration that is incomplete, dishonest or inaccurate as to the tax base; a return filed but from which the tax base cannot be determined; accounting records that do not reflect the figures completely, honestly and accurately; and failure to issue invoices. Article 25 covers assessment for imports and exports.

An assessment is a decision, which means it can be challenged — but on a timetable.

Rights that are worth exercising

Article 37(1) gives the taxpayer, among other rights: support and guidance in performing tax obligations; the right to look up, view, print and use the electronic documents it has sent to the tax administration information system, and to require a withholding party to issue an electronic withholding certificate; the right to contract with a tax agent or customs procedure agent, and to authorise declaration and payment on its behalf; priority treatment where the conditions are met; and the right to look up its own tax obligation status and receive notice of tax debt.

Disputes: the three routes open to tax lawyers in Vietnam

Article 41(1) allows complaint against an administrative decision or act of the tax administration where there is a basis to consider it unlawful and directly harmful to lawful rights and interests, with the complaint process visible on the tax administration information system.

Article 41(4) is the provision foreign taxpayers should know. A tax dispute with a foreign element — between a foreign or Vietnamese taxpayer and the Vietnamese tax authority, concerning a tax obligation arising in Vietnam or abroad — may be resolved through: the complaint procedure; administrative procedure proceedings; or a dispute resolution mechanism provided in a contract, agreement or government guarantee, or in a tax treaty or other treaty to which Vietnam is a party.

That third route is the one most often missed. Where a treaty mechanism exists, it is a real alternative to the administrative courts.

Invoices: where tax lawyers in Vietnam find most of the exposure

Invoices and documents are governed by Decree No. 123/2020/ND-CP of 19 October 2020, amended by Decree No. 70/2025/ND-CP. Administrative penalties for tax and invoice violations are in Decree No. 125/2020/ND-CP.

In practice more Vietnamese tax exposure comes from invoice defects than from a disagreement about the rate.

The substantive taxes

Value added tax is governed by the VAT Law as amended by Law No. 149/2025/QH15 of 11 December 2025, in force from 1 January 2026, with implementation in Decree No. 181/2025/ND-CP. Personal income tax runs on the PIT Law consolidated as No. 103/VBHN-VPQH of 27 August 2025, with Circular No. 111/2013/TT-BTC. Law No. 09/2026/QH16 of 24 April 2026 further amends the PIT and VAT Laws.

Underlying records follow the Accounting Law, consolidated as No. 41/VBHN-VPQH of 16 March 2026.

Overpayments and refunds: what tax lawyers in Vietnam prepare first

Article 15 of Law No. 108/2025/QH15 governs the handling of overpaid tax, other collections, late payment interest and penalties. Article 18 governs refunds of those amounts.

Two practical points. An overpayment is not automatically returned in cash: it is handled under Article 15 in the order the law sets, which usually means offset before repayment. And a refund claim is a filing with its own evidentiary burden, not a letter — which is why tax lawyers in Vietnam prepare the supporting file before the claim goes in, not after the query comes back.

Late payment interest, penalties and where they come from

Law No. 108/2025/QH15 treats tax, other collections, late payment interest and penalties as separate amounts throughout — Articles 14, 15 and 18 all address the four together. That structure matters when you negotiate: an extension under Article 14 and a penalty under Decree No. 125/2020/ND-CP are different questions with different answers.

Administrative penalties for tax and invoice breaches sit in Decree No. 125/2020/ND-CP, and the invoice rules they enforce in Decree No. 123/2020/ND-CP as amended by Decree No. 70/2025/ND-CP.

Using a tax agent, and what tax lawyers in Vietnam do differently

Article 37(1)(c) expressly allows a taxpayer to contract with a tax agent or a customs procedure agent, and to authorise declaration and payment on its behalf. A tax agent files. What a lawyer adds is the part that is not filing: reading an assessment under Article 24 against its statutory basis, testing an audit against the no-duplication rule in Article 22(1)(d), and choosing between the three dispute routes in Article 41(4).

For most foreign groups the right answer is both, with the division of work written into the engagement.

Where a tax matter meets another practice

Entity structure, capital and the tax code that follows registration sit with our corporate lawyers; incentives and project approvals with our investment lawyers; the tax treatment of a share or asset deal with our M&A lawyers; transfer pricing on licences and royalties with our intellectual property lawyers; land levies and lease rent with our real estate lawyers; and the contract that produced the disputed invoice with our contract lawyers.

How UniLaw’s tax lawyers in Vietnam run a matter

We fix the period first, because that decides whether Law No. 108/2025/QH15 or the consolidated 2019 Law applies. Then the document: is it a notice, an assessment under Article 24, or an audit conclusion, and what is the deadline on its face. Then the route — complaint, administrative proceedings, or a treaty mechanism under Article 41(4). Scope and fee basis are set out in the engagement before work starts.

Contact UniLaw with the notice and the period and we will tell you which law governs and what the deadline is before quoting.

Questions for tax lawyers in Vietnam

Which Tax Administration Law applies to my case?

Law No. 108/2025/QH15 from 1 July 2026. For earlier periods, the 2019 Law in the consolidated text No. 29/VBHN-VPQH of 26 February 2025. The period decides, not the date of the audit.

We sell into Vietnam online with no entity here. Do we file?

Article 12(2) requires a foreign organisation or individual doing business through an e-commerce or other digital platform to declare and pay in Vietnam directly or through an authorised party, unless the withholding case in Article 12(3) applies.

When is the tax actually due?

Article 14(1)(a): the last day of the filing deadline where you compute the tax yourself. Where the authority issues a notice or decision, the deadline is the one stated on it (Article 14(1)(b)).

Can the same period be audited twice?

Article 22(1)(d) bars duplication of content, scope and period between the tax authority, inspectorates and the State Audit, unless there is evidence of a violation requiring re-examination.

Is there any route outside the Vietnamese administrative system?

Article 41(4)(c) allows a foreign-element tax dispute to be resolved through a mechanism in a contract, agreement, government guarantee or a tax treaty to which Vietnam is a party.

What usually causes the exposure?

Invoices. Decree No. 123/2020/ND-CP as amended by Decree No. 70/2025/ND-CP sets the rules, and Decree No. 125/2020/ND-CP sets the penalties for breaching them.

Vietnam Tax Lawyers