Decree No. 81/2018/ND-CP dated May 22, 2018 of the Government on detailing the regulations of Commercial Law on trade promotion

DECREE

Detailing the Commercial Law’s provisions on trade promotion^[1]

Pursuant to the June 19, 2015 Law on Organization of the Government;

Pursuant to the June 14, 2005 Commercial Law;

At the proposal of the Minister of Industry and Trade;

The Government promulgates the Decree detailing the Commercial Law’s provisions on trade promotion.

Chapter I

GENERAL PROVISIONS

Article 1. Scope of regulation

This Decree prescribes in detail the implementation of the Commercial Law regarding trade promotion, including sales promotion and trade fairs and exhibitions.

Article 2. Subjects of application

1. Traders conducting sales promotion, including:

a/ Goods producers or traders and service providers conducting sales promotion directly or through distribution traders (wholesalers, retailers, agents, franchisers and other distribution traders as prescribed by law);

b/ Sales promotion service providers conducting sales promotion for goods or services of other traders under agreements with the latter.

2. Traders directly organizing trade fairs and exhibitions, including:

a/ Traders organizing trade fairs and exhibitions or organizing the participation by other traders, organizations and individuals in trade fairs and exhibitions (trade fair and exhibition service providers);

b/ Traders directly organizing trade fairs and exhibitions or hiring other traders to organize trade fairs and exhibitions for their own products, goods or services.

3. Organizations and individuals engaged in trade-related activities, and entities entitled to conduct trade promotion prescribed in Articles 91 and 131 of the Commercial Law shall, when carrying out trade promotion activities, comply with this Decree and relevant laws.

Chapter II

SALES PROMOTION

Section 1

PRINCIPLES OF SALES PROMOTION, MAXIMUM VALUE OF PROMOTIONAL GOODS OR SERVICES AND MAXIMUM DISCOUNT RATE FOR PROMOTED GOODS OR SERVICES

Article 3. Principles of sales promotion

1. Sales promotion programs shall be implemented in a lawful, honest, public and transparent manner and ensure lawful rights and interests of consumers and other traders, organizations and individuals.

2. Traders implementing sales promotion programs shall ensure favorable conditions for prize-winning customers to receive prizes and settle complaints (if any) related to sales promotion programs.

3. Traders conducting sales promotion shall guarantee the quality of promoted and promotional goods and services.

4. Sales promotion must ensure that:

a/ Customers are not asked to give up, refuse or exchange goods and services of other traders or organizations in order to be eligible for sales promotion;

b/ No comparison is made between promoted goods and services and goods and services of other traders, organizations or individuals.

5. Lottery results may not be used for determining prize winners or presenting gifts or rewards in sale promotion programs in the forms prescribed in Clauses 5, 6 and 9, Article 92 of the Commercial Law.

Article 4. Sales promotion in the form of multi-level marketing

1. Businesses not registering multi-level marketing activities may not conduct sales promotion in the forms of multi-level marketing, in which there are multiple levels of participants who benefit from the purchase by participants of lower levels.

2. Multi-level marketing businesses may carry out sales promotion activities in accordance with law but shall comply with the law on management of multi-level marketing activities.

Article 5. Promoted and promotional goods and services

Promoted or promotional goods and services must comply with the Commercial Law and the following specific provisions:

1. Promoted goods and services must not include alcohol, lottery, cigarettes, breast milk substitutes, medicines for human use including those permitted for circulation as regulated by the Ministry of Health (except sales promotion for medicine traders), medical examination and treatment services provided by public health facilities, education services provided by public facilities or public vocational education facilities, goods and services banned from sale in Vietnam, and other goods and services prohibited by law from sales promotion.

2. Promotional goods and services must not include alcohol, lottery, cigarettes, curative medicines for human use including those permitted for circulation under regulations of the Ministry of Health (except sales promotion for medicine traders), goods and services banned from sale in Vietnam, and other goods and services prohibited by law from sales promotion.

3. Money may be used as promotional goods or services, except sales promotion cases specified in Articles 8, 10 and 11 of this Decree.

Article 6. Maximum value of promotional goods and services

1. The promotional material value of a unit of promoted goods or service must not exceed 50% of the price of such promoted unit before the promotion time, except sales promotion in the forms prescribed in Clause 8, Article 92 of the Commercial Law, and Article 8, Clause 2 of Article 9, and Articles 12, 13 and 14, of this Decree.

2. The total value of promotional goods or services under a sales promotion program offered by traders must not exceed 50% of the total value of promoted goods or services, except sales promotion in the forms prescribed in Clause 8, Article 92 of the Commercial Law, and Article 8, and Clause 2 of Article 9, of this Decree.

3. The value of promotional goods or services falls into of one of the following cases:

a/ In case traders conducting sales promotion neither directly produce nor import promotional goods nor directly provide promotional services, the value of such promotional goods or services will be calculated based on the prices paid by the traders to purchase such promotional goods or services or in the market prices of such promotional goods or services at the time of announcement;

b/ For promotional goods and services directly produced, imported or provided by traders conducting sales promotion, their value shall be calculated based on their cost prices or import prices.

4. For time-limited sales promotion programs (effective within certain hours, days, weeks, months or seasons), the limit is 100% of the value of the promotional goods or services. Such limit shall also be applied to sales promotion activities within sales promotion programs or activities decided by the Prime Minister.

5. Time-limited sales promotion programs referred to in Clause 4 in this Article include:

a/ Sales promotion programs effective within certain hours, days, weeks, months or seasons organized by (central and provincial) state agencies for the purpose of implementing targeted economic development policies of the country or localities. The State shall adopt incentive policies for time-limited sales promotion programs. All traders are entitled to participate in these programs;

b/ Sales promotions on Tet holidays and other holidays as prescribed by the labor law, including:

- Sales promotions on the Lunar New Year occasion: 30 days ahead of the first day of the lunar year;

- Other holidays. The duration of each promotion conducted on other holidays must not exceed the number of such holidays prescribed by the labor law.

Article 7. Maximum discount rate for promoted goods and services

1. The maximum discount rate is 50% of the prices of promoted goods or services before the sales promotion.

2. For time-limited promotion programs (effective within certain hours, days, weeks, months or seasons) prescribed in Clause 5 of Article 6, the maximum discount rate is 100%. This rate shall also be applied to sales promotion activities within sales promotion programs or activities decided by the Prime Minister.

3. No maximum discount rate shall be applied to sales promotion of:

a/ Goods or services under the price valorization policies of the State;

b/ Fresh foods;

c/ Goods or services of businesses which go bankrupt, are dissolved, or change their business or production locations or lines.

Section 2

FORMS OF SALES PROMOTION

Article 8. Sampling of goods or services

1. Sample goods given or sample services provided to customers must be those which traders are selling or providing or going to sell or provide in the market in accordance with law.

2. When receiving sample goods or sample services, customers are not required to make any payment.

3. Traders implementing sales promotion programs by giving sample goods or providing sample services to customers shall take responsibility for the quality of such sample goods or services and shall inform customers of all information relating to the use of such sample goods or services.

Article 9. Gifting of goods or services

Traders shall conduct sales promotion in the form of gifting goods or services in the following methods:

1. Gifting goods or services with accompanied goods purchase and sale or service provision.

2. Gifting goods or services without accompanied goods purchase and sale or service provision.

Article 10. Discounts of goods and services applicable in announced sales promotion periods (discounts)

1. In case of sales promotion in the form of discounts, the discounted price of the promoted goods or service offered at any time during the period of sales promotion must comply with Article 7 of this Decree.

2. It is not allowed to discount the prices of goods or services whose specific prices are fixed by the State.

3. It is not allowed to discount the prices of goods or services to be lower than the minimum levels in case the State has set price frames or minimum prices for such goods or services.

4. It is prohibited to take advantage of this form of sales promotion to dump goods or services.

5. The total duration of sales promotion in the form of discount for a certain goods or service mark must not exceed 120 days in a year excluding the duration of sales promotion in the form of discount within time-limited sales promotion programs and trade promotion programs and activities decided by the Prime Minister.

Article 11. Sale of goods or provision of services together with coupons

1. Goods or service coupons given by traders together with goods sold or services provided are those used for purchasing goods or receiving services from such traders or other traders and organizations.

2. The maximum value of a coupon given together with a unit of goods sold or service provided during the sales promotion period must comply with the provisions on the maximum material value of promotional goods and services in Article 6 of this Decree.

3. Goods or service coupons must contain relevant information prescribed in Article 97 of the Commercial Law.

Article 12. Sale of goods or provision of services together with contest entry forms for selecting prize winners according to announced rules and prizes (or other similar forms of contest and prize awarding)

1. Contents of a contest must include relevant information prescribed in Article 97 of the Commercial Law and must not be contrary to historical, cultural and ethical traditions and fine customs and practices of Vietnam.

2. Contests and prize awarding ceremonies shall be organized publicly and witnessed by representatives of customers and notified to provincial-level Departments of Industry and Trade of the places where such contests and prize awarding ceremonies are held before the contest and prize-awarding day. For the case in which the total value of prizes awarded in the sales promotion program is under VND 100 million, the trader conducting such sales promotion is not required to notify the provincial-level Department of Industry and Trade under this Clause.

3. Traders conducting sales promotion shall organize contests and prize-awarding ceremonies according to rules and prizes already announced.

Article 13. Sale of goods or provision of services accompanied by participation in luck-based sale promotion programs for winning prizes according to announced rules and prizes (luck-based sales promotion programs)

1. The determination of prize winners of a luck-based sale promotion program shall be organized publicly according to announced rules, witnessed by customers and recorded in writing.

2. In case prize-winning proofs are issued together with goods (attached to goods or inserted into the goods or in other similar ways), the trader conducting sales promotion shall notify the place and time of issuance of prize-winning proofs together with the proofs to the provincial-level Department of Industry and Trade of the place where such issuance is organized before the day of such issuance.

3. Prize-winning proofs of a luck-based sale promotion program must meet the following requirements:

a/ The proofs are presented in material forms (lottery ticket and contest entry form; draw lot; scratch card, stamp or ticket; prize-winning stamp or ticket; lid, button, bottom, cover or body of the product package or the product; the prize itself) or in data messages (SMS; email, code, transaction code, customer code, product code) or other equivalent forms as the basis for determining prize winners by random;

b/ The proofs shall be issued in the forms different from lottery tickets issued by the State and the State’s lottery results may not be used as a ground for determining prize winners.

4. Traders implementing luck-based sales promotion programs shall remit 50% of the value of the announced prize into the state budget if the prize winner is unidentified.

5. A prize without the winner of a luck-based sales promotion program referred to in Clause 4 in this Article is the prize without any recipient or with unidentified winner when the prize-awarding time limit expires.

Article 14. Frequent customer programs under which rewards are given to customers based on the quantity or value of goods or services purchased by customers expressed in the form of customer cards or coupons acknowledging the goods or service purchase or other forms

1. Traders conducting sales promotion shall comply with the provisions on notification of relevant information in Article 97 of the Commercial Law and shall certify timely and accurately the participation by customers in frequent customer programs.

2. Contents presented and stored in a customer card or a coupon acknowledging the goods or service purchase or other similar forms must include:

a/ Name of the card or coupon and customer information (full name, people’s identity card/citizen identity card/passport number);

b/ Conditions and methods for acknowledging the participation by customers in the frequent customer program. For the case in which the card or coupon does not have sufficient information specified at this Point, such information shall be promptly and sufficiently provided for customers when they start to participate in the program;

c/ The quantity or value of goods purchased as the ground for determining benefits offered to customers; specific conditions on the quantity or value of goods or services purchased or used by customers to be rewarded.

Article 15. Sales promotion involving the use of the Internet, electronic media or devices or the application of information technology

1. Traders implementing sales promotion activities or programs involving the use of the Internet or electronic media or the application of information technology or other devices and instruments shall comply with sales promotion provisions of the Commercial Law, this Decree and relevant laws.

2. Traders providing the service of e-commerce exchange or promotional website (website) shall:

a/ Assure that all information about sales promotion activities posted on the website conforms to the laws on sales promotion, e-transactions and advertising and relevant laws;

b/ Ask traders conducting sales promotion on the website to provide information on sales promotion activities;

c/ Provide an inspection and supervision mechanism to ensure the provision of accurate and sufficient information by traders conducting sales promotion;

d/ Timely apply handling measures when detecting or receiving reports on illegal sales promotion acts on the website;

dd/ Assist state management agencies in investigating, inspecting and supervising illegal sales promotion acts on the website, and provide information concerning transaction registration and history and other documents relating to violators;

e/ Bear the third-party responsibility for providing information on sales promotion activities for consumers in accordance with the law on protection of consumer benefits.

Section 3

NOTIFICATION, REGISTRATION, ANNOUNCEMENT, REPORTING ON RESULTS AND TERMINATION OF SALES PROMOTION

Article 16. Obligations of traders conducting sales promotion

1. For traders conducting sales promotion specified at Point a, Clause 1, Article 2 of this Decree:

a/ To notify and register sales promotion with competent state agencies;

b/ To take full responsibility before law and customers for sales promotion programs (except service providers specified at Point b, Clause 1, Article 2 of this Decree);

c/ To provide customers, distribution traders and related parties with sufficient, accurate and clear information required to be made public as prescribed in Article 97 of the Commercial Law;

d/ Other obligations as prescribed in Article 96 of the Commercial Law and this Decree.

2. For traders conducting sales promotion specified at Point b, Clause 1, Article 2 of this Decree:

a/ To perform the obligations prescribed in Clause 5, Article 96 of the Commercial Law and this Decree.

b/ To take responsibility before law and customers for activities specified in the sales promotion service contracts.

Article 17. Notification of sales promotion

1. Traders shall carry out the administrative procedure of notifying sales promotion to all provincial-level Departments of Industry and Trade of the places where they intend to implement the sales promotion program before implementing the program in the forms prescribed in Clause 8, Article 92 of the Commercial Law and in Articles 8, 9, 10, 11, 12 and 14 of this Decree. The notification dossier shall be sent to the provincial-level Departments of Industry and Trade at least 3 working days before the sales promotion program is implemented (according to the receipt date written on the delivery note or a form of equivalent validity if the dossier is sent by post, according to the date written on the dossier receipt if the dossier is submitted directly, or according to the time recorded in the email system or the date recorded in the system if the dossier is sent via the public online service system).

2. Traders that are not required to carry out the administrative procedure of notifying sales promotion if conducting sales promotion in the forms prescribed in Clause 8, Article 92 of the Commercial Law and in Articles 8, 9, 10, 11, 12 and 14 of this Decree include:

a/ Traders implementing sales promotion programs prescribed in Clause 1 of this Article of which the total prizes or gifts are valued at under VND 100 million;

b/ Traders selling goods and conducting sales promotion only via e-commerce floor or promotional website.

3. Traders may choose one of the following forms of notification:

a/ Sending 1 notification dossier by post to the provincial-level Departments of Industry and Trade of the places where the sales promotion is conducted;

b/ Submitting 1 notification dossier directly at the head offices of the provincial-level Departments of Industry and Trade of the places where the sales promotion is conducted;

c/ Sending 1 notification dossier by email with an e-signature or a scan of the notification of sales promotion bearing the trader’s signature and seal to the email addresses announced by the provincial-level Departments of Industry and Trade;

d/ Using the online public service system provided by the provincial-level Departments of Industry and Trade.

4. The notification dossier must include a notification of sales promotion made according to Form No. 01 in the Appendix to this Decree.

5. A sales promotion notice must specify:

a/ Name of the trader conducting sales promotion;

b/ Name of the sales promotion program;

c/ Places of sales promotion (provinces and cities where the trader conducts the sale promotion);

d/ Form of sales promotion;

dd/ Promoted goods or services;

e/ Promotional goods or services (prizes or gifts);

g/ Time of sales promotion;

h/ Customers (who will benefit from the sales promotion);

i/ Prize structure and total value of the prizes of the sales promotion program;

k/ Details of the sales promotion program;

l/ Names of traders participating in the sales promotion program, details of their participation and specific duties of each trader, in case many traders jointly participate in a sales promotion program.

6. The information on a sales promotion program provided by a trader shall be made public by state management agencies in suitable forms (written form or website or others forms with equivalent effectiveness) not sooner than the starting time of such sales promotion program. Information details to be made public include:

a/ Name of the trader implementing the sales promotion program;

b/ Details of the sales promotion program;

c/ Time of sales promotion;

d/ Places of sales promotion.

Article 18. Notification of changes in sales promotion programs

1. For changes in a sales promotion program that has been notified to the provincial-level Department of Industry and Trade, traders shall carry out the administrative procedure of notifying changes in sales promotion programs to the provincial-level Department of Industry and Trade to which the sales promotion has been notified before effecting such changes. A notification dossier must comprise a written notification of changes in a sales promotion program, made according to Form No. 06 in the Appendix to this Decree.

2. Traders may choose one of the following forms of notification:

a/ Sending 1 notification dossier by post to the provincial-level Departments of Industry and Trade of the places where the sales promotion is organized;

b/ Submitting 1 notification dossier directly to the head offices of the provincial-level Departments of Industry and Trade of the places where the sales promotion is organized;

c/ Sending by email 1 notification dossier with an e-signature or a scan of the notification of sales promotion bearing the trader’s signature and seal to the email addresses announced by the provincial-level Departments of Industry and Trade;

d/ Using the public online service system provided by the provincial-level Departments of Industry and Trade.

3. Changes in sales promotion programs must not affect the benefits of customers participating in the programs before they are changed.

Article 19. Registration of sales promotion

1. Traders shall carry out the administrative procedure of registering sales promotion and must have their registration certified by competent state management agencies before implementing sales promotion programs in the form prescribed in Article 13 of this Decree and other forms as prescribed in Clause 9, Article 92 of the Commercial Law.

2. Competent state management agencies referred to in Clause 1 of this Article include:

a/ Provincial-level Departments of Industry and Trade, for luck-based sales promotion programs implemented in a single province or centrally run city;

b/ The Ministry of Industry and Trade, for luck-based sales promotion programs implemented in more than one province or centrally run city and sales promotion programs in other forms.

3. Traders may choose one of the following forms of registration:

a/ Sending 1 dossier for registration by post to the competent state management agency;

b/ Submitting 1 dossier for registration directly to the head office of the competent state management agency;

c/ Using the public online service system provided by the competent state management agency.

4. A dossier for sales promotion program registration must comprise:

a/ A written request for registration of implementation of a sales promotion program, made according to Form No. 02 in the Appendix to this Decree;

b/ Rules of the sales promotion program, made according to Form No. 03 in the Appendix to this Decree;

c/ Sample proofs of prize winning or a detailed description of such proofs;

d/ Uncertified copies of documents on the quality of promotional goods as required by law.

5. A registration of sales promotion must specify:

a/ Name of the trader conducting sales promotion;

b/ Name of the sales promotion program;

c/ Places of sale promotion (provinces and centrally run cities where the trader conducts sales promotion);

d/ Form of sales promotion;

dd/ Promoted goods or services;

e/ Promotional goods or services (prizes or gifts);

g/ Time of sales promotion;

h/ Customers (who will benefit from the sales promotion);

i/ Prize structure and total value of the prizes of the sale promotion program;

k/ Details of the sales promotion program (rules of the program);

l/ Names of traders participating in the sales promotion program, details of their participation and specific duties of each trader, in case many traders jointly participate in a sales promotion program.

6. Within 5 working days from the date of receiving a dossier (according to the receipt date written on the delivery note or document of equivalent validity if such dossier is sent by post, according to the date written on the dossier receipt if the dossier is submitted directly, or according to the date recorded on the system if the dossier is sent via the public online website system), a competent state management agency in charge of trade prescribed in Clause 2 in this Article shall consider and reply whether to certify the registration of the sales promotion program to the trader; in case of refusal, it shall clearly state the reason as prescribed by law. Contents of certification or refusal of the certification must comply with Form No. 04 or Form No. 05 in the Appendix to this Decree.

7. For the case in which the Ministry of Industry and Trade certifies the registration, it shall notify the details of the certified sales promotion program to the provincial-level Department of Industry and Trade of the place where such program is implemented for coordinated management.

8. The information on a sales promotion program registered by a trader and certified by a competent state agency shall be made public by state management agencies in suitable forms (written form, website or others forms of equivalent effectiveness) not sooner than the starting time of such program. Information to be made public must include:

a/ Name of the trader implementing the sales promotion program;

b/ Details of the sales promotion program;

c/ Time of sales promotion;

d/ Places of sales promotion.

Article 20. Registration of changes in sales promotion programs

1. For changes in a registered sales promotion program, a trader shall carry out the administrative procedure of registering the changes with the competent state management agency at which it has registered the program before effecting such changes. A dossier for registration of changes must include a document made according to Form No. 06 in the Appendix to this Decree.

2. The trader may select one of the following forms for registration:

a/ Sending 1 dossier for registration by post to the competent state management agency;

b/ Submitting 1 dossier for registration directly at the head office of the competent state management agency;

c/ Using the public online service system provided by the competent state management agency.

3. Within 5 working days from the date of receiving a dossier (according to the receipt date written on the delivery note or document of equivalent validity if such dossier is sent by post, according to the date written on the dossier receipt if the dossier is submitted directly, or according to the date recorded in the system if the dossier is sent via the public online website system), the competent state management agency in charge of trade shall consider and reply whether to certify the registration of changes in the sales promotion program to the trader; in case of refusing to certify, it shall clearly state the reason as prescribed by law.

4. For the case in which the Ministry of Industry and Trade certifies the registration of changes in the sales promotion program, it shall notify the details of the certified changes in the sales promotion program to the provincial-level Department of Industry and Trade of the place where the sales promotion is organized for coordinated management.

5. Changes in sales promotion programs must not harm the benefits of customers having participated in the program before it is changed.

Article 21. Announcement of prize-winning results, awarding of prizes and reporting on implementation results of sales promotion programs

1. For sales promotion programs implemented in the forms prescribed in Articles 12 and 13 of this Decree and other forms prescribed in Clause 9, Article 92 of the Commercial Law, the time limit for announcing prize-winning results and awarding of prizes of a sales promotion program is 45 days from the date the sales promotion program ends.

2. Reporting on implementation results of a sales promotion program:

a/ Within 45 days from the expiration date of the prize-awarding period of the sales promotion program implemented in the form prescribed in Article 13 of this Decree or other forms prescribed in Clause 9, Article 92 of the Commercial Law, the trader implementing the program shall send a written report on the implementation results of the sales promotion program according to Form No. 07 in the Appendix to this Decree to competent state management agencies (which have received and certified the trader’s registration). For the case in which 50% of the value of the prize without the winner is remitted into the state budget, within 7 working days after receiving the report, the state management agency shall issue a decision to collect 50% of the value of such prize of the sales promotion program according to Form No. 08 in the Appendix to this Decree. Within 15 working days after receiving such decision, the trader shall remit 50% of the announced value of the prize without the winner into the state budget as decided. Within 10 days after remitting the prize value into the state budget, the trader shall send a written report, made according to Form No. 09 in the Appendix to this Decree, to the state management agency that has issued the collection decision. The trader shall retain and take responsibility for documents related to the report on the sales promotion results in accordance with law for serving investigation, inspection and supervision work;

b/ Traders conducting sales promotion in the forms prescribed in Clause 8, Article 92 of the Commercial Law, Articles 8, 9, 10, 11 and 14 and cases prescribed at Point a, Clause 2, Article 17 of this Decree are not required to make a report on sales promotion results.

3. Traders implementing sales promotion programs in forms other than those prescribed at Point b, Clause 2 of this Article shall make public the sales promotion results at the place of sales promotion or in the mass media or on their  websites (if any). Information to be made public includes:

a/ Name of the sales promotion program;

b/ Places of sales promotion (provinces and cities where the trader conducts the sales promotion);

c/ Form of sales promotion;

d/ Promoted goods or services;

dd/ Promotional goods or services (prizes or gifts);

e/ Time of sales promotion;

g/ Customers (who benefit from the sales promotion);

h/ Prize structure and total value of the awarded prizes of the sales promotion program.

Article 22. Termination of sales promotion programs

A trader conducting sales promotion may not terminate the sales promotion program ahead of the time already announced or certified by the competent state management agency, except the following cases:

1. In case of force majeure, the trader shall notify the termination of the sales promotion program ahead of time to customers and competent state management agencies in charge of trade.

2. For the case in which the trader conducting sales promotion runs out of the promoted or promotional goods or services or issues all proofs of prize winning already announced or certified by state management agencies, the trader may terminate the sales promotion program only after it/he/she notifies such to the competent state management agency and ensures all benefits of customers participating in such program.

3. For the case in which the state management agency orders termination of part or the whole of the sales promotion program, such termination shall be publicly announced by the trader in one of the forms prescribed in Article 98 of the Commercial Law, or on the trader’s website (if any), and must ensure that the trader fulfills the commitments toward customers participating in such sales promotion program, except the case in which the promotional goods or service is prohibited or restricted from business or is not yet permitted for circulation or provision for promotion, is alcohol and beer given to people aged under 18 years, or is cigarette, alcohol or medicines (except medicines used for sales promotion for medicine traders) in any forms. A trader will be ordered by a competent state management agency to terminate the sales promotion program if it/he/she:

a/ Violates Article 100 of the Commercial Law and Article 3 of this Decree;

b/ Fails to fulfill or improperly or insufficiently fulfills obligations prescribed in the rules of the sales promotion program already registered with competent state management agencies in charge of trade.

Chapter III

TRADE FAIRS AND EXHIBITIONS

Section 1

GOODS AND SERVICES DISPLAYED OR INTRODUCED AT TRADE FAIRS AND EXHIBITIONS

Article 23. Labeling of goods to be displayed or introduced at trade fairs and exhibitions

1. Goods to be displayed or introduced at trade fairs and exhibitions in Vietnam shall be labeled in accordance with the law on goods labeling.

2. Goods temporarily imported for display or introduction at trade fairs and exhibitions in Vietnam must comply with the law on goods labeling.

Article 24. Display of counterfeit goods and intellectual property right-infringing goods for comparison with genuine goods

1. Display of counterfeit goods and intellectual property right-infringing goods at trade fairs and exhibitions shall be clearly stated in the registration when traders carry out the administrative procedure of registering trade fairs and exhibitions or registering changes in trade fairs and exhibitions.

2. Counterfeit goods and intellectual property right-infringing goods on display shall be shown with clear notices that they are counterfeit of infringing goods.

Article 25. Use of names and themes of trade fairs and exhibitions

1. Traders and organizations engaged in trade-related activities may, organizing trade fairs and exhibitions, choose the names and themes for such trade fairs and exhibitions which must not be contrary to the laws, ethics, traditions, customs and fine practices of Vietnam.

2. In case the name or theme of a trade fair or exhibition contains words or expressions to advertise the quality and titles of goods and services or reputation and titles of traders, organizations and individuals participating in such trade fair or exhibition, traders and organizations engaged in trade-related activities shall, when organizing such trade fair or exhibition, comply with the following provisions:

a/ They must have evidence that the quality and titles of goods or services participating in the trade fair or exhibition are conformable with the registered name and theme of such trade fair or exhibition;

b/ They must have evidence that the reputation and titles of traders, organizations and individuals participating in the trade fair or exhibition are conformable with the registered name and theme of such trade fair or exhibition.

Article 26. Conferment of awards and grant of certificates of quality and titles of goods or services and certificates of reputation and titles of traders, organizations and individuals participating in trade fairs and exhibitions

1. The conferment of awards and grant of certificates of the quality and titles of goods or services and certificates of reputation and titles of traders, organizations and individuals participating in trade fairs and exhibitions must comply with relevant laws and shall be clearly stated in the registrations when traders organizing such trade fairs and exhibitions carry out the administrative procedure of registering the trade fairs and exhibitions or registering changes in such trade fairs and exhibitions.

2. The conferment of awards and grant of certificates of the quality and titles of goods or services and certificates of reputation and titles of traders, organizations and individuals participating in trade fairs and exhibitions must comply with relevant laws and abide by the following principles:

a/ The conferment of awards is only organized for traders, organizations and individuals registering for the conferment of awards in trade fairs and exhibitions;

b/ There is no discrimination among different types of businesses;

c/ The conferment of awards and grant of certificates must be public, objective and impartial on the basis of voluntariness of traders, organizations and individuals participating in trade fairs and exhibitions;

d/ The names of awards and titles must contain the name of the trade fair or exhibition in which traders, organizations and individuals participate and not be contrary to the laws, ethics, traditions, customs and fine practices of Vietnam;

dd/ Funds may not be raised in any forms from traders, organizations and individuals registering for the conferment of awards;

e/ The conferment of awards and awards may not be abused for committing illegal acts;

g/ Traders, organizations and individuals may not be forced to register for the conferment of awards.

Article 27. Temporary import for re-export of goods or services participating in trade fairs and exhibitions in Vietnam; temporary export for re-import of goods or services participating in overseas trade fairs and exhibitions

Temporary import for re-export of goods or services participating in trade fairs and exhibitions in Vietnam; and temporary export for re-import of goods or services participating in overseas trade fairs and exhibitions must comply with the customs law and other relevant laws.

Section 2

ORDER AND PROCEDURES FOR REGISTRATION OF ORGANIZATION OF OR PARTICIPATION IN TRADE FAIRS AND EXHIBITIONS

Article 28. Obligations of traders organizing or participating in trade fairs and exhibitions

1. Responsibilities of traders organizing trade fairs and exhibitions:

a/ To register the organization of trade fairs and exhibitions with competent state management agencies;

b/ To settle complaints and feedbacks from consumers or organizations and individuals about trade fairs and exhibitions or goods displayed thereat;

c/ To provide participating traders with sufficient and accurate information on the participation in trade fairs and exhibitions and activities organized within trade fairs and exhibitions other than goods display;

d/ To fulfill other obligations as prescribed in Articles 139 and 140 of the Commercial Law.

2. Obligations of traders, organizations and individuals participating trade fairs and exhibitions (participating in goods display at trade fairs and exhibitions):

a/ To take full responsibility for goods or services displayed at trade fairs and exhibitions;

b/ To provide sufficient and accurate information on goods to be displayed for organizers of trade fairs and exhibitions and take responsibility for such information;

c/ To fulfill other obligations as prescribed in Articles 138 and 139 of the Commercial Law.

Article 29. Registration of organization of trade fairs and exhibitions

1. Traders organizing trade fairs and exhibitions in Vietnam (excluding trade fairs and exhibitions held within trade promotion programs or activities decided by the Prime Minister or provincial-level People’s Committees), or organizing the participation by traders, organizations and individuals in overseas trade fairs and exhibitions (excluding trade fairs and exhibitions held within trade promotion programs or activities decided by the Prime Minister) shall carry out the administrative procedure of registering organization of trade fairs and exhibitions with competent state management agencies.

2. Competent state management agencies referred to in Clause 1 of this Article include:

a/ Provincial-level Departments of Industry and Trade of places where trade fairs and exhibitions are organized in Vietnam;

b/ The Ministry of Industry and Trade, for trade fairs and exhibitions organized overseas.

3. Traders may select one of the following forms of registration:

a/ Sending 1 dossier for registration by post to the competent state management agency;

b/ Submitting 1 dossier for registration directly to the head office of the competent state management agency;

c/ Using the public online service system provided by the competent state management agency.

4. The time for registration (according to the receipt date written on the delivery note or document of equivalent validity if such dossier is sent by post, according to the date written on the dossier receipt if the dossier is submitted directly, or according to the date recorded on the system if the dossier is sent via the public online website system) is prescribed below:

a/ At the earliest 365 days and at least 30 days before the opening date of a trade fair or exhibition in Vietnam;

b/ At the earliest 365 days and at least 45 days before the opening date of an overseas trade fair or exhibition.

5. A dossier for registration of organization of a trade fair or exhibition must comprise:

a/ A written registration of organization of a trade fair or exhibition, made according to Form No. 10 in the Appendix to this Decree;

b/ An uncertified copy of the enterprise registration certificate, investment registration certificate, establishment decision or other decisions of equivalent validity as prescribed by law.

6. Contents of registration of organization of a trade fair or exhibition include:

a/ Name and address of the trader or organization engaged in trade-related activities organizing the trade fair or exhibition;

b/ Name and theme (if any) of the trade fair or exhibition;

c/ Time and place of the trade fair or exhibition;

d/ Expected scope of the trade fair or exhibition;

dd/ Display of counterfeit goods and intellectual property right-infringing goods; conferment of awards and grant of certificates of quality and titles of goods or services and certificates of reputation and titles of traders, organizations and individuals participating in the trade fair or exhibition; organization of the trade fair or exhibition in the name of a province or city or the country.

7. Within 7 working days after receiving a complete dossier, the competent state management agency shall reply in writing whether to certify the registration of organization of the trade fair or exhibition; in case of refusal, it shall clearly state the reason. Contents of certification or refusal of certification of the registration must comply with Form No. 11 or Form No. 12 in the Appendix to this Decree.

8. For the case in which two or more traders or organizations engaged in trade-related activities register the organization of trade fairs or exhibitions with the same name and theme as well as time and place, competent state management agencies shall hold a negotiation to select traders or organizations engaged in trade-related activities to organize such trade fair or exhibition.

9. If the negotiation prescribed in Clause 8 in this Article fails, competent state management agencies may decide to grant a certificate of registration of organization of the trade fair or exhibition to one trader or organization engaged in trade-related activities based on the following grounds:

a/ The results of similar trade fairs and exhibitions already organized;

b/ The capacity to organize trade fairs and exhibitions;

c/ Experiences in organizing trade fairs and exhibitions with the same name and theme or similar trade fairs and exhibitions;

d/ Evaluations of relevant trade associations.

10. Within 30 days from the closing date of a trade fair or exhibition, the trader or organization engaged in trade-related activities shall send to state management agencies a written report on the results of the trade fair or exhibition according to the registered and certified contents, made according to Form No. 14 in the Appendix to this Decree.

11. Trade fairs and exhibitions organized in Vietnam must meet the following criteria:

a/ Goods at trade fairs and exhibitions shall be displayed or introduced in standard booths (sized 3 m x 3 m) or areas equivalent to many standard booths;

b/ All electricity, water, security and cleaning services are available.

12. The organization of trade fairs and exhibitions in Vietnam in the name of a province or city must meet the standards prescribed in Clause 11 of this Article and those prescribed in regulations issued by the People’s Committee of such province or city. The organization of participation in overseas trade fairs and exhibitions in the name of Vietnam must meet the standards prescribed by the Ministry of Industry and Trade.

13. Provincial-level People’s Committees shall publish annually (before October 1) lists of places eligible for organization of trade fairs and exhibitions and sectors prioritized for organizing trade fairs and exhibitions in their localities in the following year.

14. Traders organizing or participating in overseas trade fairs and exhibitions for their own goods or services are not required to comply with this Article.

Article 30. Registration of changes in trade fairs and exhibitions

1. With regard to changes in registered trade fairs and exhibitions, traders or organizations engaged in trade-related activities shall carry out the administrative procedure of registering these changes. A dossier for registration of changes in a trade fair or exhibition shall be sent to competent state management agencies at least 30 days prior to the opening date of such trade fair or exhibition. A dossier for registration of changes in a trade fair or exhibition shall be made according to Form No. 13 in the Appendix to this Decree.

2. Traders may select one of the following forms for registering changes:

a/ Sending 1 dossier for registration by post to the competent state management agency;

b/ Submitting 1 dossier for registration  directly to the head office of the competent state management agency;

c/ Using the public online service system provided by the competent state management agency.

3. Within 7 working days after receiving a complete dossier, the competent state management agency may certify or refuse to certify the changes in the trade fair or exhibition; in case of refusal, it shall clearly state the reason.

4. Changes related to trade fairs and exhibitions must not affect the benefits of related traders, organizations and individuals.

Article 31. Termination of trade fairs and exhibitions

1. Traders organizing trade fairs and exhibitions are obliged to terminate part or the whole of trade fairs and exhibitions as required by state management agencies. State management agencies may ask traders to terminate trade fairs and exhibitions only when detecting the latter’s violations of Clauses 2 and 3 of Article 131, Clause 3 of Article 133, and Articles 134 thru 137, of the Commercial Law.

2. The termination of trade fairs and exhibitions shall be publicly announced by their organizers and must ensure the benefits of traders participating in such trade fairs and exhibitions.

Chapter IV

ORGANIZATION OF IMPLEMENTATION

Article 32. Implementation responsibilities

1. The Ministry of Industry and Trade shall take responsibility to the Government for performing the state management of trade promotion prescribed in the Commercial Law and this Decree as follows:

a/ Organizing the performance of administrative procedures related to trade promotion under its competence;

b/ Inspecting, examining and supervising the compliance with the law on trade promotion by traders and organizations engaged in trade-related activities and sanctioning administrative violations committed by such traders and organizations in accordance with law;

c/ Checking, summing up and finalizing with the same-level finance agency the money amounts to be collected under decisions and the amounts remitted into the state budget which are equal to 50% of the announced value of the prizes without winners under sales promotion programs;

d/ The Vietnam Trade Promotion Agency of the Ministry of Industry and Trade shall assist the Minister of Industry and Trade in performing the management tasks prescribed in Clause 1 of this Article; the Market Surveillance Agency of the Ministry of Industry and Trade shall assist the Minister of Industry and Trade in performing the management tasks prescribed at Point b, Clause 1 of this Article.

2. The Ministry of Finance shall guide the collection and accounting of 50% of the announced value of prizes without winners under sales promotion programs and remittance of such money amount into the state budget.

3. Ministries, ministerial-level agencies and government-attached agencies shall, within the ambit of their respective tasks and powers, coordinate with the Ministry of Industry and Trade in performing the state management of trade promotion.

4. Provincial-level People’s Committees shall, within the ambit of their tasks and powers, perform the state management of trade promotion in their localities as follows:

a/ Organizing the performance of administrative procedures related to trade promotion under their competence;

b/ Inspecting, examining and supervising the compliance with the law on trade promotion by traders and organizations engaged in trade-related activities and sanctioning administrative violations committed by such traders and organizations in accordance with law;

c/ Checking, summing up and finalizing with the same-level financial management agency the money amounts to be collected under decisions and the amounts remitted into the state budget which are equal to 50% of the announced value of the prizes without winners under sales promotion programs;

d/ Provincial-level Departments of Industry and Trade shall assist their provincial-level People’s Committees in performing the management tasks prescribed at Points a, b and c of this Clause and report thereon to their provincial-level People’s Committees and the Ministry of Industry and Trade;

dd/ Local market surveillance forces shall assist provincial-level People’s Committees and the Market Surveillance Agency in performing the management tasks prescribed at Point b of this Clause.

5. Competent state management agencies shall publicly announce the information on trade promotion activities (sales promotion, trade fairs and exhibitions) that have been:

a/ Notified to state management agencies;

b/ Certified by state management agencies after being registered;

c/ Sanctioned by state management agencies for violations under regulations.

Article 33. Effect

1. This Decree takes effect on July 15, 2018.

2. The Government’s Decree No. 37/2006/ND-CP of April 4, 2006, detailing the Commercial Law’s provisions on trade promotion, ceases to be effective on the effective date of this Decree.-

On behalf of the Govenment
Prime Minister
NGUYEN XUAN PHUC

* The Appendix to this Decree is not translated.