Law on
Technology Transfer, No. 80-2006-QH11 (LTT) was enacted on November 29, 2006,
and became effective on July 01, 2007. The purpose of LTT is to regulate “technology
transfer activities in Vietnam, from Vietnam to overseas, and from overseas to
Vietnam” (LTT Article 1). 


Before LTT
was enacted, technology transfer in Vietnam was regulated by Decree
No.11/2005/ND-CP (Decree 11), which was enacted on February 2, 2005. Although
Decree 11 listed transferable and non-transferable technologies, the definition
of “technology” was unclear. Under Decree 11, some restrictions were imposed on
technology transfer agreements (TTAs). First, TTAs must be in writing and
documents must be written in Vietnamese. If a party to the agreement is a
foreign individual or organization, it is allowed to use commonly used
language, such as English, in addition to Vietnamese. Second, except for some
special cases, the duration of the agreement must be up to 7 years from the
effective date of the agreement. Third, agreements on technology transfer to
and from abroad must be registered. Such agreements become effective from the
date of the registration.


LTT replaced
Decree 11 and consolidated regulations on technology transfer. Unlike Decree
11, LTT clarifies the definition of terms used in the law. For example, “technology”
is defined as “solutions, processes and technical know-how, whether attached or
unattached to tools and facilities, used to convert resources into products”
(LTT Article 3, Section 2). Compared to Decree 11, LTT gives more flexibility
to TTAs. Under LTT, a form of an agreement may be in writing or “some other
written form with equivalent validity such as a telegram, telex, facsimile or
data message or other form as stipulated by law” (LTT Article 14, Section
1).  LTT allows contracting parties
to choose the language of a TTA (LTT Article 14, Section 2). LTT also abolished
the strict restrictions on the duration of TTAs. Moreover, under LTT, parties
can agree on the effective date of the TTA (LTT Article 19, Section 1) and have
no obligation to register the agreement (LTT Article 25, Section 1).


The full
text of Decree 11 is available at:
http://www.business.gov.vn/assets/f2baded2ce6642099c9714237d58832a.pdf

The full text of LTT is available at: http://www.alnguyen.com.vn/docs/images/04%20Law%20on%20TechnologyTransfer%202006.pdf