[LMS 2025] VIAC & ITPC successfully organized the Training workshop “Instructions for drafting loan agreement and resolving contract performance issues”

Following the success of the conference titled “Legal framework and solutions for business capital mobilization” held on the morning of August 14, 2025, in the afternoon of the same day, the Vietnam International Arbitration Centre (VIAC), in cooperation with the Ho Chi Minh City Investment and Trade Promotion Centre (ITPC), jointly organized a training workshop titled “Instructions for drafting loan agreement and resolving contract performance issues”. The Training workshop provided an in-depth analysis of practical issues in the formation and performance of the asset loan agreements. With a structure combining training sessions and discussions on practical application, the program attracted more than 100 participants who engaged in lively exchanges.

Mr. Châu Việt Bắc - Vice Secretary General of Vietnam International Arbitration Centre cum Deputy Director of VIAC - Branch in Ho Chi Minh City

Delivered the opening remarks of the Training workshop, Mr. Châu Việt Bắc - Vice Secretary General of Vietnam International Arbitration Centre cum Deputy Director of VIAC - Branch in Ho Chi Minh City, assessed that in the context of businesses’ demand for capital is rising rapidly, the number of loan transactions is also on the rise. Beyond lending from banks, financial institutions, or other domestic business, many enterprises are now tending to expand cooperation, seeking access to foreign financial institutions and partners.

However, such expansion also entails more complex legal situations, typically issues such as choosing the governing law for contracts, or the method and the institution for dispute resolution in loan transactions involving foreign elements. Therefore, the training workshop was organized to provide enterprises with a more comprehensive understanding of the legal framework, while equipping them with practical knowledge and experience to prevent and manage risks in the formation and performance of loan agreements.

Mr. Nguyễn Công Phú – Deputy Chief Justice of Economic Court of Ho Chi Minh City People’s Court, Partner at LNT & Partners,, Arbitrator of the Vietnam International Arbitration Centre (VIAC)

At the workshop, Mr. Nguyễn Công Phú – Deputy Chief Justice of Economic Court of Ho Chi Minh City People’s Court; Partner at LNT & Partners; Arbitrator of the Vietnam International Arbitration Centre (VIAC) - had an interactive discussion on “Legal regulations and typical violations in the formation and performance of loan agreements.” In his speech, Mr. Phú particularly emphasized the provision on Ownership of assets linked with a loan (Article 464 of the 2015 Civil Code). According to him, this provision has an impact on determining the statute of limitations for initiating lawsuits concerning disputes arising from loan agreements; therefore, enterprises need to distinguish between a claim for the recovery of property belonging to their ownership and a claim for the performance of debt repayment obligations, in order to correctly apply the statute of limitations for claims to recover debts under loan agreements.

Discussing one of the common violations in the formation of loan agreements, Mr. Phú pointed out several infractions, including the misapplication of regulations on interest rates in banking credit transactions, granting loans exceeding the loan to value ratio of secured assets, and fictitious lending for the purpose of “refinancing.” In addition, during the performance of loan agreements, frequent violations include delay or failure to repay principal and interest; failed to notify interest rate adjustments, misuse of loan funds; unauthorized disposal of or failure to deliver collateral as agreed, ...

Ms. Hoàng Thị Ngọc Diệp – Founding Partner of Dilinh Legal

Following Mr. Phú, Ms. Hoàng Thị Ngọc Diệp – Founding Partner of Dilinh Legal – shared her insights regarding loan agreements involving foreign elements. In this regard, Ms. Diệp focused on analyzing the legal aspects of lending activities between a foreign parent company and its subsidiary in Vietnam, as well as between foreign investors or foreign non-credit institutions and Vietnamese enterprises. The prevailing legal framework allows foreign lenders to extend loans in VND, provided that they have a legal capital source in VND in Vietnam, thereby opening up many new financing opportunities for domestic enterprises. She also underscored the mandatory requirement that enterprises must open a separate loan account to receive and manage the loan, in order to ensure transparent control of cash flows and to avoid risks arising from the use of common payment accounts.

With respect to the conversion of loans into equity, Ms. Diệp noted that contracts must be drafted with particular rigor, especially concerning the conversion ratio, as this factor determines the rights and obligations of the parties after the conversion. In addition, she recommended that enterprises carefully consider their choice of governing law and dispute resolution mechanism. While lenders often prefer foreign law and international arbitration, the application of Vietnamese law and the selection of a domestic dispute resolution body, such as the Vietnam International Arbitration Centre (VIAC), would be more advantageous for Vietnamese enterprises in the process of enforcing arbitral awards.

INFORMATION ON EVENTS IN THE FINANCE - BANKING SECTOR | LMS 2025

	The Conference "Legal framework and solutions for business capital mobilization" More details Here
	The Online Talkshow "Pledging property rights as security for loans" More details Here