Resolution 02/2026/NQ-HDTP guiding Law on Recovery and Bankruptcy

RESOLUTION

Guiding the application of a number of provisions of the Law on Recovery and Bankruptcy^[1]

Pursuant to Law No. 34/2024/QH15 on Organisation of People’s Courts, which has a number of articles amended and supplemented under Law No. 81/2025/QH15, Law No. 116/2025/QH15, Law No. 142/2025/QH15 and Law No. 150/2025/QH15;

Pursuant to Law No. 142/2025/QH15 on Recovery and Bankruptcy;

With a view to properly and uniformly applying the provisions of Clause 1, Article 14; Clauses 2 and 3, Article 22; Articles 24 and 25; Clause 2, Article 38; Articles 39, 44, 49, 55, 58, 60, 68, 70 and 72; and Clause 1, Article 88, of the Law on Recovery and Bankruptcy;

After consulting the Procurator General of the Supreme People’s Procuracy and the Minister of Justice;

The Council of Justices of the Supreme People’s Court promulgates the Resolution guiding the application of a number of provisions of the Law on Recovery and Bankruptcy.

Article 1. Scope of regulation

This Resolution guides the application of the provisions of Clause 1, Article 14; Clauses 2 and 3, Article 22; Articles 24 and 25; Clause 2, Article 38; Articles 39, 44, 49, 55, 58, 60, 68, 70 and 72; and Clause 1, Article 88, of the Law on Recovery and Bankruptcy.

Article 2. Establishment of creditors’ representative boards under Clause 1, Article 14 of the Law on Recovery and Bankruptcy

1. After accepting a claim for the application of recovery procedures or the commencement of bankruptcy procedures for an enterprise or a cooperative, the Court may consider and decide to establish or refuse to establish a creditors’ representative board under Clause 1, Article 14 of the Law on Recovery and Bankruptcy.

The Court shall refuse to establish a creditors’ representative board in one of the following cases:

a/ The recovery or bankruptcy case is determined according to fast-track procedures;

b/ Creditors representing 65% or more of total debts at the expected time of establishing the creditors’ representative board make a written request not to establish such board;

c/ The recovery or bankruptcy case involves 5 or fewer creditors.

2. The creditors’ representative board in a recovery or bankruptcy case shall be selected from among secured creditors, partially secured creditors and unsecured creditors.

3. The creditors’ representative board shall be composed of 3 or 5 members, including major creditors and creditors representing major creditors of the enterprise or cooperative established under the Court’s decision.

a/ A major creditor is one of the creditors holding the largest debts, arranged in a descending order of debt amounts on the list of creditors and groups of creditors.

b/ A group of creditors is an aggregation of two or more creditors that reach a written agreement on formation of a group of creditors and designate 1 creditor to represent such group.

c/ A group of major creditors is one of the groups of creditors that has the largest total debts of the group’s creditors, arranged in a descending order of debt amounts on the list of creditors and groups of creditors.

4. Members of the creditors’ representative board shall elect 1 head and 1 deputy head. The creditors’ representative board shall examine and discuss matters in a collective manner and make decision by majority vote.

Article 3. Mediation in recovery or bankruptcy cases as specified in Clauses 2 and 3, Article 22 of the Law on Recovery and Bankruptcy

1. Principles of carrying out mediation

a/ Mediation shall be carried out in adherence to the principles specified in Clause 2, Article 205 of the Civil Procedure Code and Clause 4, Article 3 of the Law on Mediation and Dialogue at Court;

b/ The highest value of assets of enterprises or cooperatives must be ensured; it is prohibited to take advantage of mediation to dissipate assets of enterprises or cooperatives.

2. Time for carrying out mediation

A Judge and an asset management officer or an asset management and liquidation enterprise shall carry out mediation upon request of a person participating in recovery or bankruptcy procedures, and the time for carrying out mediation shall be determined as follows:

a/ In a recovery case, the asset management officer or asset management and liquidation enterprise shall carry out mediation from the time of being appointed to the time the creditors’ meeting approves the business recovery plan or to the time the Court issues a decision to terminate the recovery procedures;

b/ In a bankruptcy case, the asset management officer or asset management and liquidation enterprise shall carry out mediation from the time of being appointed to the time the creditors’ meeting approves the business recovery plan or to the time the Court issues a decision declaring the enterprise or cooperative bankrupt, or to the time the Court issues a decision to terminate the bankruptcy procedures;

c/ In a bankruptcy case, the Judge shall carry out mediation from the time the Court accepts the claim for the application of bankruptcy procedures to the time the Court issues a decision declaring the enterprise or cooperative bankrupt, or to the time the Court issues a decision to terminate the bankruptcy procedures.

3. Contents of mediation

a/ In a recovery or bankruptcy case, the asset management officer or asset management and liquidation enterprise shall carry out mediation regarding debts, the business recovery plan of the enterprise or cooperative, or other contents not falling into the cases specified in Clause 5 of this Article.

In case the asset management officer or asset management and liquidation enterprise acts as the representative of the enterprise or cooperative under Point h, Clause 2, Article 10 of the Law on Recovery and Bankruptcy, he/she/it may not carry out mediation;

b/ In a bankruptcy case, the Judge shall carry out mediation regarding disputes relating to the assets of the enterprise or cooperative.

A dispute relating to the assets of an enterprise or a cooperative is a dispute in which the enterprise or cooperative is a disputing party and the settlement of the dispute or consequences of such dispute settlement affects the assets of the enterprise or cooperative.

4. Participants in a mediation session

a/ Participants in a mediation session shall be considered and decided by the asset management officer or asset management and liquidation enterprise, including: the asset management officer chairing the mediation session; the lawful representative of the enterprise or cooperative; creditors and debtors; defenders of the lawful rights and interests of the parties (if any); interpreter (if any); and other persons participating in the mediation session when necessary;

b/ Participants in a mediation session shall be considered and decided by the Judge, including the Judge chairing the mediation session; the Court Clerk taking the mediation minutes; the lawful representative of the enterprise or cooperative; involved parties or the lawful representatives of involved parties; defenders of the lawful rights and interests of involved parties (if any); interpreter (if any); and other persons participating in the mediation session when necessary.

5. Cases ineligible or impossible for mediation in recovery or bankruptcy procedures include:

a/ Claims for compensation for causing damage to the State’s assets, except cases in which the State’s assets are invested in an enterprise in accordance with law and the enterprise has the right to autonomy, possession, use or disposal of such assets and takes responsibility before the State for such assets in production and business activities, then the Judge shall, upon receiving a claim for compensation for damage to such assets, still carry out mediation so that the parties may reach an agreement;

b/ Cases arising from civil transactions that violate the statutory prohibitions or run counter to social morality;

c/ Cases in which the parties are absent though having been duly invited to participate in mediation for the second time not due to a force majeure event or an external obstacle, or cannot participate in mediation for a plausible reason;

d/ One of the parties requests not to carry out mediation;

dd/ Other cases as specified by law.

6. Procedures for carrying out mediation

a/ The Judge and the asset management officer or asset management and liquidation enterprise introduce participants in the mediation session, disseminate the provisions relevant to the matter subject to mediation so that the parties participating in mediation can relate them to their rights and obligations, and analyse legal consequences of successful mediation so that they may voluntarily reach an agreement;

b/ The lawful representative of the enterprise or cooperative, creditors, debtors, involved parties, and defenders of their lawful rights and interests present the matter subject to mediation and contents of the dispute, and propose viewpoints on matters requiring mediation and directions for dispute settlement (if any);

c/ Other persons participating in the mediation session (if any) express their opinions;

d/ After the lawful representative of the enterprise or cooperative, creditors, debtors, involved parties, and defenders of their lawful rights and interests fully present their opinions, the Judge and the asset management officer or asset management and liquidation enterprise make conclusions on the matters on which the parties have reached agreement and those on which they have not reached agreement.

7. Handling of results of successful mediation

a/ In case the asset management officer or asset management and liquidation enterprise succeeds in mediation, the asset management officer or a representative of the asset management and liquidation enterprise shall make a minutes recording results of successful mediation, report on mediation results in writing to the Judge, and notify results of successful mediation to the parties participating in the mediation and the creditors’ representative board;

b/ In case the Judge succeeds in mediation, he/she shall make a minutes recording results of successful mediation. Past 7 days from the date of making the minutes recording results of successful mediation, if the parties do not change their opinions regarding the agreement, the Judge shall issue a decision recognising the agreement of the parties;

c/ A decision recognising the agreement of the parties takes legal effect immediately after it is issued. Within 5 working days after issuing a decision recognising the agreement of the parties, the Court shall send such decision to the enterprise or cooperative, the asset management officer or asset management and liquidation enterprise, the parties participating in the mediation, and the same-level Procuracy;

d/ A decision recognising the agreement of the parties may be reviewed at the request of the parties, the enterprise or cooperative, and related agencies, organisations or individuals, or upon recommendation of the Procuracy if there are grounds to believe that such agreement was reached due to a mistake, deception, threat, coercion, or violation of statutory prohibitions, or runs counter to social morality, or aims to evade obligations towards the State or other agencies, organisations or individuals;

dd/ The parties, the enterprise or cooperative, and related agencies, organisations and individuals have the right request, and the Procuracy has the right to recommend, the review of the decision recognising the agreement of the parties within 5 days after they receive or know about the decision. In case, due to a force majeure event or another external obstacle, they are unable to exercise the right to request or recommend the review within the required time limit, the delay period will not be included in the time limit for requesting or recommending the review, but the request or recommendation shall be made before the time the Court issues a decision declaring the enterprise or cooperative bankrupt;

e/ Within 15 days after receiving the review request or recommendation, the Chief Justice of the Court shall issue a decision to uphold the decision recognising the agreement of the parties; a decision to quash the decision recognising the agreement of the parties; or a decision to terminate the review if the applicant withdraws the request or the Procuracy withdraws the recommendation.

In case of quashing the decision recognising the agreement of the parties, the dispute shall be re-settled by the Court under Clause 2, Article 60 of the Law on Recovery and Bankruptcy and Article 10 of this Resolution.

8. When participating in the mediation, the parties have the following rights and obligations:

a/ To agree or refuse to participate in the mediation or terminate the mediation;

b/ To participate in the mediation personally or through a lawful representative;

c/ To arrange by themselves or request the Judge and the asset management officer or asset management and liquidation enterprise to arrange an interpreter in case a person participating in the mediation does not speak Vietnamese or has hearing, speech or visual impairments;

d/ To express their will, and propose methods and solutions for settling disputes and requests; to reach consensus on contents of the mediation;

dd/ To execute, or request the execution of, contents of successful mediation;

e/ To abide by law;

g/ To participate in the mediation with a spirit of goodwill and cooperation to step up the mediation process to achieve positive results; to accurately present the circumstances and contents of the case, and promptly and fully provide information, documents and evidence relating to the case at the request of the Judge and the asset management officer or asset management and liquidation enterprise;

h/ To bear responsibility for the authenticity of information, documents and evidence they provide during the mediation process; if the provided information, documents or evidence are forged, mediation results shall be deemed null and void; any signs of a crime shall be handled in accordance with the criminal law; if causing damage to other agencies, organisations or individuals, to pay compensation in accordance with law;

i/ To comply with requests of the Judge and the asset management officer or asset management and liquidation enterprise in accordance with law;

k/ To exercise other rights and perform other obligations.

Article 4. Persons entitled to file claims for the application of recovery procedures as specified in Clause 1, Article 24 of the Law on Recovery and Bankruptcy; persons obliged to file claims for the application of bankruptcy procedures as specified in Clause 2, Article 38 of the Law on Recovery and Bankruptcy

1. Persons entitled to file claims for the application of recovery procedures as specified in Clause 1, Article 24 of the Law on Recovery and Bankruptcy, and persons obliged to file claims for the application of bankruptcy procedures as specified in Clause 2, Article 38 of the Law on Recovery and Bankruptcy shall be determined in accordance with the laws on enterprises and cooperatives.

2. Persons entitled to file claims for the application of recovery procedures as specified in Points a and d, Clause 1, Article 24 of the Law on Recovery and Bankruptcy, and persons obliged to file claims for the application of bankruptcy procedures as specified in Points a and d, Clause 2, Article 38 of the Law on Recovery and Bankruptcy may file claims by themselves or authorise other persons to do so.

3. Regarding persons entitled to file claims for the application of recovery procedures as specified in Point b, Clause 1, Article 24 of the Law on Recovery and Bankruptcy, the Chairperson of the Board of Directors, for joint stock companies, the Chairperson of the Members’ Council, for limited liability companies with two or more members, the Chairperson of the Members’ Council, for the partnerships, or another person as stated in the company’s charter may file a claim by himself/herself or authorise another person to do so as decided by the Board of Directors, for joint stock companies, the Members’ Council, for limited liability companies with two or more members, or the Members’ Council, for partnerships.

Regarding persons entitled to file claims for the application of recovery procedures as specified in Point c, Clause 1, Article 24 of the Law on Recovery and Bankruptcy, the Chairperson of the Board of Directors or another person as decided by the Members’ General Meeting, for cooperatives, may file a claim by himself/herself or authorise another person to do so as stated in the charter of cooperatives.

4. Regarding persons obliged to file claims for the application of bankruptcy procedures as specified in Point b, Clause 2, Article 38 of the Law on Recovery and Bankruptcy, the Chairperson of the Board of Directors, for joint stock companies, the Chairperson of the Members’ Council, for limited liability companies with two or more members, the Chairperson of the Members’ Council, for partnerships, or another person as stated in the company’s charter may file a claim by himself/herself or authorise another person to do so as decided by the Board of Directors, for joint stock companies, the Members’ Council, for limited liability companies with two or more members, or the Members’ Council, for partnerships.

Regarding persons obliged to file claims for the application of bankruptcy procedures as specified in Point c, Clause 2, Article 38 of the Law on Recovery and Bankruptcy, the Chairperson of the Board of Directors or another person as decided by the Members’ General Meeting, for cooperatives, may file a claim by himself/herself or authorise another person to do so as stated in the charter of cooperatives.

Article 5. Processing and acceptance of claims for the application of recovery or bankruptcy procedures as specified in Articles 25 and 39 of the Law on Recovery and Bankruptcy

1. A person entitled to file a claim for the application of recovery procedures for an enterprise or a cooperative shall file the claim to the competent Court together with the following papers and documents:

a/ A business recovery plan of the enterprise or cooperative;

b/ A list of creditors and debtors, which must clearly state names and addresses of creditors and debtors, debt amount(s) owed by each debtor to creditor, secured debts, unsecured debts, due debts and undue debts;

c/ Financial statements of the enterprise or cooperative for the latest 3 years audited in accordance with law; or financial statements for the entire operation period, in case the enterprise or cooperative has been established and operating for less than 3 years;

d/ Written explanations about causes of the risk of insolvency or causes of the state of the insolvency;

dd/ A detailed inventory of assets, information about and locations of assets of the enterprise or cooperative;

e/ Papers and documents relating to the establishment of the enterprise or cooperative, unless such information has been connected and shared as data with the Court in accordance with law;

g/ A power of attorney, in case of authorising another person to file the claim.

2. A person entitled or obliged to file a claim for the application of bankruptcy procedures for an enterprise or a cooperative as specified in Article 38 of the Law on Recovery and Bankruptcy shall file the claim to the competent Court together with papers, documents and evidence to prove that the claim is grounded and lawful.

In case the applicant falls into the case specified in Point b, Clause 1, Article 38 of the Law on Recovery and Bankruptcy, the enterprise or cooperative is obliged to prove the wage debt.

3. An enterprise or a cooperative that files a claim for the application of bankruptcy procedures specified in Clause 2, Article 38 of the Law on Recovery and Bankruptcy shall enclose the claim with the following papers and documents:

a/ Financial statements of the enterprise or cooperative for the latest 3 years by the time of filing the claim, which bears the signature and seal of the legal representative.

In case the enterprise or cooperative has ceased its operation or had its enterprise or cooperative registration certificate revoked, the claim shall be enclosed with financial statements closest to the time of operation cessation or certificate revocation.

In case the enterprise or cooperative has been established and operating for less than 3 years, the claim shall be enclosed with its financial statements for the entire operation period;

b/ Written explanations about causes of the state of insolvency; a report on results of the implementation of measures to restore the enterprise or cooperative (if any) which, however, failed to help overcome the state of insolvency;

c/ A detailed inventory of assets, information about and locations of assets of the enterprise or cooperative;

d/ A list of creditors and debtors, which must clearly state names and addresses of creditors and debtors, debt amount(s) owed by each debtor to creditor, secured debts, unsecured debts, due debts and undue debts;

dd/ A plan on arrangement of employees and the status of payment of wages, social insurance premiums and other financial obligations for employees;

e/ Papers and documents relating to the establishment of the enterprise or cooperative, unless such information has been connected and shared as data with the Court in accordance with law;

g/ Results of the valuation and pricing of the remaining value of assets of the enterprise or cooperative (if any).

4. A claim for the application of recovery or bankruptcy procedures and accompanying documents and evidence shall be filed by one of the following methods:

a/ By hand delivery to the Court competent to determine the recovery or bankruptcy case;

b/ By post;

c/ Online by electronic means under guidance of the Supreme People’s Court.

5. The date of filing a claim for the application of recovery or bankruptcy procedures is the date when the Court receives the claim or the date on the postmark at the place of dispatch.

6. If a claim for the application of recovery or bankruptcy procedures is valid, the Court shall notify the applicant of the payment of the recovery or bankruptcy fee and advance payment of recovery or bankruptcy costs, unless such payment and advance payment are not required.

Within 7 days after receiving a notice of the payment of the recovery or bankruptcy fee and the advance payment of recovery or bankruptcy costs, the applicant shall pay the recovery or bankruptcy fee and advance recovery or bankruptcy costs and submit receipts thereof to the Court, specifically as follows:

a/ Paying the recovery or bankruptcy fee to the civil judgment enforcement agency;

b/ Advancing recovery or bankruptcy costs into the account designated by the Court.

7. In case a claim for the application of recovery or bankruptcy procedures does not have all the required contents, the Court shall notify such to the applicant for modification or supplementation of the claim. The time limit for claim modification or supplementation shall be set by the Court but must be 5 working days after the applicant is notified. In special cases, the Court may extend such time limit for no more than 3 working days.

8. In case a claim falls within the jurisdiction of another regional People’s Court, the Court shall transfer the claim and accompanying documents and evidence to the competent regional People’s Court and notify such to the applicant.

9. The Court shall accept the claim for the application of recovery or bankruptcy procedures after receiving receipts of payment of the recovery or bankruptcy fee and advance payment of recovery or bankruptcy costs. In case such payment and advance payment are not required, the time of acceptance of the claim is the date when the Court receives a valid claim for the application of bankruptcy procedures.

Article 6. Settlement of secured debts as specified in Article 44 of the Law on Recovery and Bankruptcy

1. The asset management officer or asset management and liquidation enterprise shall propose in writing to the Judge the settlement of secured debts, immediately handle collateral under Article 44 of the Law on Recovery and Bankruptcy, and report in writing results of the handling of collateral to the Judge.

2. For collateral at risk of being destroyed or suffering a diminished value, regardless of whether it may or may not be used to implement the business recovery plan, the asset management officer or asset management and liquidation enterprise shall immediately propose the handling thereof to the Judge. Within 3 days after receiving the proposal, the Judge shall consider and decide on the handling of collateral. The asset management officer or asset management and liquidation enterprise shall sell collateral in accordance with law immediately after determining its value under Clause 3 of this Article.

3. Within 3 working days after the Judge agrees in writing to the handling of collateral, the asset management officer or asset management and liquidation enterprise shall determine the value of collateral. When necessary, the asset management officer or asset management and liquidation enterprise may hire a valuation enterprise for consulting specialised agencies on collateral, or refer to the average market price of collateral and determine the value of collateral within 15 days after the Judge agrees to the handling of collateral.

Article 7. Transactions deemed null and void as specified in Article 49 of the Law on Recovery and Bankruptcy

1. A transaction of an enterprise or a cooperative conducted within 6 months before the Court issues a decision to commence bankruptcy procedures shall be deemed null and void if falling into one of the cases specified in Clause 1, Article 49 of the Law on Recovery and Bankruptcy, unless otherwise provided by the Law on Recovery and Bankruptcy or guided by Clause 2 of this Article.

a/ Transaction related to the transfer of an asset not at a market price as specified at Point a, Clause 1, Article 49 of the Law on Recovery and Bankruptcy is a transaction conducted at a price lower than the market price in case the enterprise or cooperative is the transferor, or higher than the market price in case the enterprise or cooperative is the transferee, at the location of the asset and at the time of the transaction.

b/ Another transaction conducted for the purpose of dissipating assets of the enterprise or cooperative as specified in Point e, Clause 1, Article 49 of the Law on Recovery and Bankruptcy is a transaction aiming to intentionally move, conceal or destroy assets, disclaiming ownership, or establishing fictitious transactions to evade the performance of the debt payment obligation of the enterprise or cooperative.

2. A transaction of an enterprise or a cooperative as specified in Point a, b, c, d or dd, Clause 1 of Article 49 of the Law on Recovery and Bankruptcy conducted within 6 months before the Court issues a decision to commence bankruptcy procedures shall not be deemed null and void if falling into one of the following cases:

a/ Sales promotions in accordance with the commercial law, or rewards given to employees in accordance with the labour law;

b/ Charitable activities of the enterprise or cooperative as specified by law;

c/ Transactions recognised by the Creditors’ Meeting as being conducted to preserve or optimise the value of assets of the enterprise or cooperative, or not for the purpose of dissipating the assets of the enterprise or cooperative.

3. Affiliated persons specified in Clause 2, Article 49 of the Law on Recovery and Bankruptcy include:

a/ Spouses, biological fathers, biological mothers, adoptive fathers, adoptive mothers, fathers-in-law, mothers-in-law, biological children, adopted children, sons-in-law, daughters-in-law, biological brothers, biological sisters, brothers-in-law, sisters-in-law, spouse’s biological brothers, spouse’s biological sisters, paternal grandfathers, paternal grandmothers, maternal grandfathers, maternal grandmothers, paternal great-grandfathers, maternal great-grandmothers, biological uncles, biological aunts, and biological nephews/nieces of the following persons:

a1/ Company managers, legal representatives, supervisors, members, and shareholders who hold controlling capital contributions or shares of an enterprise, for enterprises;

a2/ Chairperson of the Board of Directors, members of the Board of Directors, Chief Executive Officer, legal representatives, supervisors, members of the Supervisory Board, and members of a cooperative, for cooperatives;

b/ Other affiliated persons of an enterprise as specified by the Law on Enterprises, for enterprises;

c/ Enterprises established by a cooperative; official members and capital-contributing associate members of a cooperative; managers, legal representatives, and supervisors of a cooperative, for cooperatives;

d/ Individuals acting as authorised representatives of a cooperative or an organisation mentioned in Point c of this Clause, for cooperatives;

dd/ An enterprise in which a cooperative holds capital contributions or shares to the extent that the cooperative controls decision-making by such enterprise, for cooperatives;

e/ Other affiliated persons, for enterprises or cooperatives, as specified by law.

4. Upon discovering a transaction specified in Clauses 1 and 2, Article 49 of the Law on Recovery and Bankruptcy and guided in Clauses 1, 2 and 3 of this Article, the asset management officer or asset management and liquidation enterprise shall send a written request to the Court for considering declaring the transaction null and void, accompanied with supporting documents and evidence.

The asset management officer or asset management and liquidation enterprise shall notify in writing the request for the Court to consider declaring the transaction null and void to the enterprise or cooperative and the parties to the transaction.

5. Parties to a transaction may send their written opinions to the Court with respect to the request of the asset management officer or asset management and liquidation enterprise for the Court to consider declaring the transaction to be null and void within 3 working days after receiving a notice from the asset management officer or asset management and liquidation enterprise.

6. Within 10 days after receiving the request of the asset management officer or asset management and liquidation enterprise, the Judge shall consider declaring the transaction null and void under Article 50 of the Law on Recovery and Bankruptcy and remedy consequences of the null and void transaction in accordance with the Civil Code.

The Court shall send the decision declaring the transaction null and void to the enterprise or cooperative, involved parties, agencies, organisations and individuals with related rights and obligations, the asset management officer or asset management and liquidation enterprise, the same-level People’s Procuracy, and the judgment enforcement agency.

Article 8. Sending of debt claim notices, making of lists of creditors and debtors as specified in Article 55 of the Law on Recovery and Bankruptcy

1. After receiving a decision to commence bankruptcy procedures, a creditor shall provide the asset management officer with the following information for making the list of creditors:

a/ Name, address, nationality, identification number, and the lawful representative (if any) of the creditor;

b/ Total payable debt amounts, including debt amounts, due debt amounts, and interest amounts due but unpaid; undue debt amounts; secured debt amounts and security interest(s); unsecured debt amounts payable by the enterprise or cooperative; and contractual compensation amount (if any).

2. The Court shall consider and decide to include judgment creditors under legally effective judgments or decisions, persons towards whom the enterprise or cooperative performs asset obligations, or persons who have to perform asset obligations towards the enterprise or cooperative under court decisions in the course of determining bankruptcy cases under Article 60 of the Law on Recovery and Bankruptcy in the list of creditors and debtors.

Article 9. Application of interim measures specified in Article 58 of the Law on Recovery and Bankruptcy

1. In the course of settling a claim for the application of bankruptcy procedures, the person entitled or obliged to file claims as specified in Article 38 of the Law on Recovery and Bankruptcy, or the asset management officer or asset management and liquidation enterprise has the right to request a Court competent to determine the bankruptcy case to issue a decision on application of one or several of the interim measures specified in Article 58 of the Law on Recovery and Bankruptcy or other interim measures which the Court is competent to apply as specified by law in order to preserve the assets of the enterprise or cooperative; guarantee the lawful rights and interests of employees; and secure the determination of the bankruptcy case.

Example: In the course of determining a bankruptcy case for enterprise A, the Court settles a dispute over which enterprise A initiates a lawsuit to request Mr. B, who has no representative and no assets in Vietnam, to pay compensation of VND 10 billion. Since Mr. B proceeds with exit procedures, enterprise A requests the Court to apply the interim measure of exit ban against Mr. B. In this case, the Court may, in pursuance to Article 128 of the Civil Procedure Code, apply the interim measure of exit ban against Mr. B.

In case it is necessary to prevent serious consequences from occurring in a state of emergency, an interim measure may be applied simultaneously with the filing of a claim for the application of bankruptcy procedures.

2. A person requesting the application of an interim measure shall send a written request to the Court.

3. Interim measures:

a/ Permitting the sale of goods or assets that are perishable, near expiry, or would be difficult to be marketed if not sold at the right time, for fresh, easy-to-decay or hard-to-preserve foods; flammable or explosive goods (petrol, oil, liquefied gas and other flammable or explosible substances); curative medicines, veterinary drugs or pesticides with a remaining shelf life shorter than 60 days; processed foods and other types of goods with a remaining shelf life shorter than 30 days; seasonal goods (seasonal consumer goods, goods serving festivals and New Year holidays), high-end electronic goods (computers and smartphones of all kinds), and other goods and items which, if not processed immediately, will be spoiled, unsellable, expired, or bear preservation, storage or safekeeping costs exceeding their value;

b/ Permitting the harvest or sale of cash crops or other products and goods when such crops are at harvest time; other products and goods that cannot be preserved for a long time;

c/ Distraining and sealing off assets of the enterprise or cooperative when there are grounds to believe that there are acts of dissipating or destroying assets, or that assets are at risk of loss or diminished value. In case distrained assets need to be kept in their status quo and in a complete and confidential manner, the distraint measure shall be applied simultaneously with the sealing-off measure.

The distraint and sealing off of assets shall be recorded in minutes and the asset management responsibility shall be assigned to the enterprise or cooperative; the asset management officer or asset management and liquidation enterprise; the person who is lawfully possessing and using the assets, or the competent civil judgment enforcement agency that has seized and is preserving the assets (in case the assets are being preserved at the civil judgment enforcement agency) until the Court issues a decision;

d/ Freezing accounts of the enterprise or cooperative at credit institutions if the enterprise or cooperative has accounts at banks, the State Treasury or other credit institutions;

dd/ Freezing assets at the safekeeping facility when the enterprise or cooperative has its assets safekept by other individuals or organisations;

e/ Sealing off warehouses and funds, and seizing and managing accounting books and relevant documents of the enterprise or cooperative when it is necessary to keep such warehouses, funds, accounting books and documents in their status quo;

g/ Prohibiting the transfer of property rights over assets of the enterprise or cooperative when there are grounds to believe that there are acts of transferring property rights over such assets;

h/ Prohibiting any change to the current status of assets of the enterprise or cooperative when there are grounds to believe that there are acts of dismantling, assembling, or otherwise changing the current status of, such assets, leading to diminished or lost value of assets;

i/ Compelling the delivery and receipt of assets when there are acts of illegally possessing assets of the enterprise or cooperative, or when secured creditors refuse to receive collateral for debt payment;

k/ Prohibiting or compelling the enterprise or cooperative, or other related individuals and organisations from performing/to perform certain acts when there are grounds to believe that their performance or non-performance of one or several of certain acts is likely to affect the determination of the bankruptcy case and the lawful rights and interests of other related persons;

Example: Compelling the employer to pay health insurance premiums for employees within its/his/her part of responsibility and the health insurance premiums deducted from employees’ salaries for prompt issuance of health insurance cards for employees in accordance with law.

l/ Compelling the enterprise or cooperative to make advance payment of salaries, wages, compensation, and allowances for occupational accidents or diseases to employees when it is necessary to protect the lawful rights and interests of employees in terms of salaries, wages, compensation, and allowances for occupational accidents or diseases in accordance with the labour law and the law on occupational safety and health;

m/ Applying other interim measures to preserve assets of the enterprise or cooperative as guided by the Supreme People’s Court or provided in legal documents other than the Law on Recovery and Bankruptcy and the guidance in this Resolution.

4. Procedures for applying, compelling the implementation of security interests, changing, cancelling or executing interim measures; effect of decisions on application, change or cancellation of interim measures; complaints, recommendations, and the settlement of complaints or recommendations about decisions on application, change or cancellation or refusal of application, change or cancellation of interim measures must comply with the Law on Recovery and Bankruptcy, the civil procedure law, and the law on civil judgment enforcement.

5. The Court shall promptly issue a decision to cancel an interim measure when:

a/ The grounds for application of the interim measure no longer exist;

b/ The Court issues a decision not to commence bankruptcy procedures;

c/ The Court issues a decision to terminate the performance of bankruptcy procedures;

d/ The Court issues a decision to terminate the implementation of the business recovery plan of the enterprise or cooperative subject to commencement of bankruptcy procedures under Point a, Clause 3, Article 63 of the Law on Recovery and Bankruptcy;

dd/ The person requesting the application of the interim measure requests the cancellation thereof;

e/ The decision on application of the interim measure is issued in contravention of law; or,

g/ Other cases as guided by the Supreme People’s Court.

6. Liability for improper application of an interim measure:

a/ The person requesting the Court to apply the interim measure shall bear liability before law for his/her request; and shall pay compensation in accordance with law if his/her request is groundless, causing damage to the person subject to such interim measure or to a third party;

b/ If the Court improperly applies an interim measure, causing damage to the person subject to such interim measure or to a third party, the Court shall pay compensation in accordance with the law on state compensation liability;

c/ Individuals, agencies and organisations committing acts of law violation in the course of application of interim measures shall bear liability under Article 83 of the Law on Recovery and Bankruptcy.

Article 10. Procedures for determining cases with their files forwarded by Courts, Arbitrations or civil judgment enforcement agencies to the Courts currently determining bankruptcy cases under Article 60 of the Law on Recovery and Bankruptcy

1. In case a civil judgment enforcement agency has terminated the judgment enforcement and forwarded the case file to the Court currently performing bankruptcy procedures under Point a, Clause 2, Article 59 of the Law on Recovery and Bankruptcy, the Court shall, on a case-by-case basis, proceed with the following:

a/ In case the court judgment or decision or the arbitral award has become legally effective and no decision on distraint of assets of the enterprise or cooperative has been issued by the time of acceptance of the bankruptcy case, the judgment creditor shall be regarded as an unsecured creditor and included in the list of unsecured creditors;

b/ In case the court judgment or decision or the arbitral award has become legally effective and a decision on distraint of assets of the enterprise or cooperative has been issued by the time of acceptance of the bankruptcy case, the judgment creditor shall be regarded as a secured creditor and included in the list of secured creditors. The distrained assets will become secured assets.

2. In case of terminating the determination of a case under Point a, Clause 2, Article 59 of the Law on Recovery and Bankruptcy, after receiving the case file from the Court or Arbitration that has issued the decision to terminate the determination of the case, the Court currently performing bankruptcy procedures shall proceed with the following:

a/ Within 3 working days after receiving the case file from the Court or Arbitration, depending on the quantity and complexity of the dispute, the Chief Justice of the Court shall assign one or more than one Judge to settle the dispute. One Judge may settle multiple disputes, and multiple Judges may settle one dispute;

b/ Within 3 working days after being assigned, the Judge shall notify the enterprise or cooperative, involved parties, agencies, organisations and individuals with related rights and obligations, the asset management officer or asset management and liquidation enterprise, and the Procuracy of the dispute settlement;

c/ Within 30 days after being assigned, the Judge shall convene a meeting to consider and settle the dispute. The dispute settlement meeting shall be attended by the Procuracy, a Clerk recording the meeting minutes, involved parties, agencies, organisations and individuals with related rights and obligations, and the asset management officer or asset management and liquidation enterprise. For a complex dispute, the above time limit is 60 days. Before convening the meeting, the Court shall forward the dispute file to the Procuracy, which shall study the file within 3 working days after receiving it.

During this period, the Judge shall continue performing relevant procedures under regulations to bring the dispute in the recovery or bankruptcy case to settlement. The settlement of disputes in accordance with the relevant procedural law must not contravene regulations on time limits and other provisions of the law on recovery and bankruptcy;

d/ The Procurator assigned by the Chief Procurator of the Procuracy shall attend the meeting; if the Procurator is absent, the Judge shall still proceed with dispute settlement without postponing the meeting. In case the plaintiff that is not an enterprise or a cooperative withdraws the entire request for lawsuit initiation or has been duly summoned for the second time but is still absent, the Court shall terminate the dispute settlement, unless the plaintiff requests trial in his/her/its absence due to a force majeure event or an external obstacle. If other involved parties are absent for the second time, the Judge shall still convene the meeting.

Grounds for deciding on temporary cessation, postponement, suspension or termination of dispute settlement must comply with the procedural law. In case the temporary cessation, postponement, suspension or termination of dispute settlement contravenes the law on recovery and bankruptcy, the Court shall apply the law on recovery and bankruptcy to further settle the dispute;

dd/ Sequence of conducting a meeting to consider and settle a dispute:

dd1/ The meeting’s Clerk reports to the Judge on the presence or absence of the persons summoned to attend the meeting;

dd2/ The chairing Judge opens the meeting, checks the presence or absence of persons summoned to attend the meeting and their identity papers, and explains the rights and obligations of the participants;

dd3/ Defenders of lawful rights and interests of involved parties, involved parties or their lawful representatives present specific issues requested to be settled by the Court, reasons, purposes and grounds for requesting the Court to settle the dispute;

dd4/ Defenders of lawful rights and interests of persons with related rights and obligations, persons with related rights and obligations or their lawful representatives present opinions on issues related to the rights and obligations of persons with related rights and obligations in dispute settlement;

dd5/ Witnesses present their opinions; expert witnesses present expert conclusions and explain unclear or contradictory issues (if any);

dd6/ In case a person summoned by the Court to attend the meeting is absent, the chairing Judge lets reading out of statements, documents and evidence provided by such person before such documents and evidence are examined;

dd7/ The Judge examines the documents and evidence;

dd8/ The Procurator presents the Procuracy’s opinion on dispute settlement and immediately sends its written opinions to the Court for inclusion in the dispute settlement file after the meeting concludes;

dd9/ The Judge considers and issues a dispute settlement decision;

e/ The dispute settlement decision takes immediate effect for determining property obligations under Clause 3, Article 60 of the Law on Recovery and Bankruptcy.

Upon obtaining the dispute settlement decision, the Judge shall base himself/herself on such decision to update the list of creditors and debtors. In case of settling a review request or recommendation, the Judge shall re-update the list of creditors and debtors.

3. After the dispute settlement, property obligations binding on the enterprise or cooperative or property obligations binding on other involved parties towards the enterprise or cooperative shall be determined as follows:

a/ In case the enterprise or cooperative is bound to perform property obligations, the person as beneficiary of such property obligations may request payment from the assets of the enterprise or cooperative as for a secured creditor or an unsecured creditor based on dispute settlement results and participate in bankruptcy procedures as creditor in accordance with the Law on Recovery and Bankruptcy. In case collateral is insufficient to pay debts, the creditor shall become an unsecured creditor for the unpaid debt amount;

b/ In case involved parties are bound to perform property obligations towards the enterprise or cooperative, they shall pay to the enterprise or cooperative a value corresponding to such property obligations and participate in bankruptcy procedures as debtors in accordance with the Law on Recovery and Bankruptcy.

4. From the time the Court accepts a claim for the application of bankruptcy procedures to the time a decision declaring the enterprise or cooperative bankrupt is issued, lawsuits and requests for the enterprise or cooperative to perform property obligations, or lawsuits and requests by the enterprise or cooperative against other agencies, organisations and individuals, shall only be settled by the Court that has accepted the claim under Clauses 2 and 3, Article 60 of the Law on Recovery and Bankruptcy and Clauses 2 and 3 of this Article.

Article 11. Application of fast-track recovery procedures as specified in Article 68 of the Law on Recovery and Bankruptcy

1. Within 10 days after the Court accepts a claim for the application of recovery procedures, the Judge assigned to determine the case shall examine the case file and documents and issue a decision on application of fast-track recovery procedures when the enterprise or cooperative falls into one of the following cases:

a/ The enterprise or cooperative has 20 or fewer unsecured creditors and a total of payable debt principals of VND 10 billion or less at the time the Court accepts the claim;

b/ The enterprise is a small-sized enterprise or micro-enterprise as specified by the law on support for small- and medium-sized enterprises at the time the Court accepts the claim.

The cooperative is a small-sized cooperative or micro-sized cooperative as specified by the law on cooperatives at the time the Court accepts the claim;

c/ Other cases as specified by relevant laws.

2. A decision on application of fast-track recovery procedures shall be sent to the enterprise or cooperative, related creditors and other subjects as specified by law.

3. Applicants shall provide documents and evidence proving satisfaction of the conditions for applying fast-track recovery procedures.

4. In the course of determination of a case according to fast-track recovery procedures, if new circumstances arise or there are grounds to believe that the enterprise or cooperative no longer satisfies the conditions specified in Clause 1 of this Article, the Court shall issue a decision to shift the case to be determined according normal recovery procedures.

5. A decision to shift a case to be determined according normal recovery procedures shall be promptly notified to related subjects in accordance with law.

Article 12. Application of fast-track bankruptcy procedures as specified in Article 70 of the Law on Recovery and Bankruptcy

1. Fast-track bankruptcy procedures shall be considered by the Court for application in the course of settling a claim for the application of bankruptcy procedures when the enterprise or cooperative falls into one of the following cases:

a/ The enterprise or cooperative has 20 or fewer unsecured creditors and a total of payable debt principals of VND 10 billion or less at the time the Court accepts the claim;

b/ The enterprise is a small-sized enterprise or micro-enterprise as specified by the law on support for small- and medium-sized enterprises at the time the Court accepts the claim.

The cooperative is a small- or micro-sized cooperative as specified by the law on cooperatives at the time the Court accepts the claim;

c/ The enterprise or cooperative has no assets left, or has assets left but such assets cannot be liquidated or recovered, or has assets left but such assets are insufficient to pay the bankruptcy fee, or advance or pay bankruptcy costs;

Example 1: Enterprise A has no assets left or no property rights and no debtors, and has a positive balance on its account which is only to maintain the minimum balance on the payment account under regulations of the payment service provider.

Example 2: Enterprise B has 3 debtors, but all debts of these debtors are likely to result in capital loss in accordance with the regulations on credit, and the enterprise has no other assets or property rights else.

d/ The enterprise is a credit institution falling into the case subject to bankruptcy declaration in accordance with the law on credit institutions;

dd/ The enterprise is an insurance enterprise or a reinsurance enterprise for which the Ministry of Finance has issued a document terminating the application of control measures but which fails to overcome the state of being subject to the application of control measures in accordance with the Law on Insurance Business;

e/ Other cases as specified by law or guided by the Supreme People’s Court.

2. After issuing a decision on the application of fast-track bankruptcy procedures under Point a, Clause 4, Article 34 of the Law on Recovery and Bankruptcy, the Court shall send such decision to the civil judgment enforcement agency that has issued the decision on suspension of judgment enforcement, and other competent agencies and organisations that have temporarily ceased the handling of collateral of the enterprise or cooperative under Clauses 1, 2 and 4, Article 27 of the Law on Recovery and Bankruptcy.

3. Persons obliged to file claims for the application of fast-track bankruptcy procedures for credit institutions are defined in the law on credit institutions. In case a credit institution adopts a resolution requesting the application of bankruptcy procedures, the person obliged to file a claim for the application of bankruptcy procedures is the person chairing the Shareholders’ General Meeting, the Chairperson of the Board of Directors, for joint stock companies, the Chairperson of the Members’ Council, for limited liability companies with two or more members, the Chairperson of the Members’ Council, for partnerships, or another person as stated in the company’s charter or as decided by the Shareholders’ General Meeting, the Board of Directors, for joint stock companies, the Members’ Council, for limited liability companies with two or more members, or the Members’ Council, for partnerships.

4. Application of fast-track bankruptcy procedures for credit institutions

Credit institutions shall perform bankruptcy procedures according to the order and procedures specified in Article 72 of the Law on Recovery and Bankruptcy.

In case Article 72 of the Law on Recovery and Bankruptcy does not provide such order and procedures, other provisions of the Law on Recovery and Bankruptcy and the law on credit institutions, but not Articles 61, 62, 63 and 64 of the Law on Recovery and Bankruptcy, shall be applied for the determination of cases.

5. Application of fast-track bankruptcy procedures for insurance enterprises and reinsurance enterprises

Insurance enterprises and reinsurance enterprises specified in Point dd, Clause 1 of this Article shall perform bankruptcy procedures in accordance with the law on insurance business.

In case the law on insurance business does not provide bankruptcy procedures, relevant provisions of the Law on Recovery and Bankruptcy, but not Articles 46, 61, 62, 63 and 64 of the Law on Recovery and Bankruptcy, shall be applied for the determination of cases.

Article 13. Bankruptcy procedures for credit institutions as specified in Article 72 of the Law on Recovery and Bankruptcy

1. Before issuing a decision declaring a credit institution bankrupt, the Judge shall:

a/ Re-inspect the preparation of the list of creditors, the list of debtors, and the asset inventory of the credit institution to ensure compliance with Articles 54, 55 and 56 of the Law on Recovery and Bankruptcy;

b/ Inspect the repayment of special loans borrowed by the credit institution from the State Bank of Vietnam and other credit institutions in accordance with the Law on Credit Institutions.

2. A decision declaring a credit institution bankrupt must clearly state the contents specified in Article 65 of the Law on Recovery and Bankruptcy and state the repayment of special loans from the State Bank of Vietnam and other credit institutions (if any).

3. Within 10 days after being issued, a decision declaring a credit institution bankrupt shall be sent to the State Bank of Vietnam and the State Bank of Vietnam’s regional branch in the locality where the credit institution’s head office is located; and concurrently sent and notified under Article 65 of the Law on Recovery and Bankruptcy.

Article 14. Forms promulgated together with this Resolution

Promulgated together with this Resolution are the following forms:

- Form No. 01: Claim for the application of enterprise/cooperative recovery procedures;

- Form No. 02: Claim for the application of enterprise/cooperative bankruptcy procedures;

- Form No. 03: Claim for the application of interim measures;

- Form No. 04: Notice of acceptance of a claim for the application of recovery procedures;

- Form No. 05: Notice of acceptance of a claim for the application of bankruptcy procedures;

- Form No. 06: Decision on commencement of bankruptcy procedures;

- Form No. 07: Decision on dispute settlement;

- Form No. 09: Decision on recognition of the parties’ agreement.

Article 15. Transitional provisions of Article 88 of the Law on Recovery and Bankruptcy and the effect of this Resolution

1. Regarding transitional provisions of Article 88 of the Law on Recovery and Bankruptcy

a/ Bankruptcy cases that have been accepted and determined by regional People’s Courts or provincial-level People’s Courts in accordance with Bankruptcy Law No. 51/2014/QH13, Law No. 85/2025/QH15, and Resolution No. 01/2025/NQ-HĐTP of June 27, 2025, of the Council of Justices of the Supreme People’s Court, guiding the application of a number of provisions on the takeover of tasks and exercise of jurisdiction of People’s Courts, shall continue to be determined by such Courts in accordance with Law No. 142/2025/QH15 on Recovery and Bankruptcy and detailing and guiding documents, except the cases specified in Clause 1, Article 88 of Law No. 142/2025/QH15 on Recovery and Bankruptcy, and Point b of this Clause.

The order and procedures performed, or the documents promulgated before March 1, 2026 (the effective date of Law No. 142/2025/QH15 on Recovery and Bankruptcy) in accordance with Bankruptcy Law No. 51/2014/QH13, which is amended and supplemented by Law No. 85/2025/QH15, are not required to be re-performed, or to be amended, supplemented or replaced in pursuance to Law No. 142/2025/QH15 on Recovery and Bankruptcy.

b/ In case the civil judgment enforcement agency commenced the enforcement of a decision declaring an enterprise or a cooperative bankrupt prior to March 1, 2026, but the enforcement has not yet been completed by this date, and there is a review request or recommendation, or a protest against such decision, Articles 112 and 113 of Bankruptcy Law No. 51/2014/QH13 shall be applied to resolve such request or recommendation or protest.

c/ In case the Court cancels a decision declaring an enterprise or a cooperative bankrupt and forwards the case file to the competent People’s Court for re-determination under Point b, Clause 1 of this Article, the Court shall, when re-determining the bankruptcy case, apply Law No. 142/2025/QH15 on Recovery and Bankruptcy.

d/ In case the civil judgment enforcement agency did not yet organise the enforcement of a decision declaring an enterprise or a cooperative bankrupt prior to March 1, 2026, Law No. 142/2025/QH15 on Recovery and Bankruptcy shall be applied for the enforcement.

2. Effect of this Resolution

a/ This Resolution was adopted by the Council of Justices of the Supreme People’s Court on April 17, 2026, and takes effect on June 1, 2026;

b/ For recovery or bankruptcy cases accepted by Courts before the effective date of this Resolution and not yet completely determined, this Resolution shall be applied for further determination;

c/ The guidance in this Resolution may not be used as a basis for making review requests or recommendations, or protests against court decisions on determination of recovery or bankruptcy cases that become legally effective before the effective date of this Resolution;

d/ The order and procedures performed, or documents promulgated in accordance with law before the effective date of this Resolution are not required to be re-performed, or amended, supplemented or replaced in pursuance to this Resolution;

dd/ Courts shall report any problems arising in the course of implementation of this Resolution to the Supreme People’s Court for timely guidance, amendment or supplementation.-

On behalf of the Council of Justices of the Supreme People’s Court
Chief Justice
NGUYEN VAN QUANG

* The forms promulgated together with this Resolution are not translated.