eSignature Legality & Law in Vietnam

The legality overview

Electronic signatures are legally recognized in Vietnam under the Civil Code No. 91/2015/QH13 (CC 2015), the Law on E-Transactions No. 51/2005/QH11 (LET 2005), and Decree No. 130/2018/ND-CP. These laws establish the validity, use, and regulation of electronic signatures and data messages.

The CC 2015 validates civil transactions conducted electronically via data messages (information created, sent, received, or stored electronically), while the LET 2005 confirms the legal status of data messages, outlines obligations for certification providers, and governs e-signature services. Lastly, the Decree 130 focuses on digital signatures and their authentication.

In Vietnam, both electronic and certificate-based digital signatures hold the same legal weight as handwritten signatures (“wet signatures”) if they meet specified legal requirements.

Types of eSignature used

Vietnamese law categorizes electronic signatures into Electronic Signatures and Digital Signatures, as defined in the Law on E-Transactions 2005 (LET 2005) and Decree 130/2018/ND-CP.

Electronic Signature

Defined as a signature created through electronic means (e.g., words, letters, symbols, or sounds) that is logically linked to a data message, capable of identifying the signatory and confirming their approval of the message’s content.

Digital signature categories

Furthermore, as regulated in the LET 2005 & Decree 130, digital signature is a specific type of electronic signature created using asymmetric cryptography. It ensures:

• The transformation of the data message was made using the correct private key corresponding to a public key.
• The integrity of the data message has remained intact since the transformation.

There are types of these more secure & backed with certificate signatures:

1. Special-use eSignature is an electronic signature established and used exclusively by an agency or organization for their activities in accordance with its functions and tasks.
2. Public Digital Signature is a digital signature used in public activities and guaranteed by a public digital signature certificate
3. Digital Signature specifically for public tasks is a digital signature used in public tasks of government agencies and guaranteed by a digital certificate specifically for public tasks.

Validity requirements

For the special-use esignature and digital signatures to be valid and aknowledged by the vietnamese law, they must fulfill the following requirements:

• The signature must identify the signatory and confirm approval of the data message.
• Signature creation data must be under the sole control of the signatory at the time of signing.
• Any changes to the data message after signing must be detectable.

Digital signatures must be secured by approved certificates, and signature creation devices must prevent unauthorized access or forgery.

Permitted usages in Vietnam

Vietnamese law recognizes the validity of electronic signatures if the usage meets certain law & requirements. However, there are specific use cases where traditional signatures or additional precautions are required. electronic and digital signatures are generally accepted if they meet these two key criteria:

1. Identity: The method of creating the E-signature must identify the signatory and indicate their approval of the document or contract.
2. Reliability: The method used must be reliable and appropriate for the document’s purpose.

And in Vietnam, the eSignatures are commonly used for:

• Standard commercial contracts, such as service agreements or sales contracts.
• Internal corporate documents, such as employee agreements or policy acknowledgments.
• Non-notarized agreements, where parties agree to use electronic methods.

Restricted usages in Vietnam

Certain documents and transactions in Vietnam require traditional (wet) signatures or notarization and cannot be signed electronically. Those documents including:

1. Documents Requiring Notarization or Certification

• Wills: Must be notarized or certified if created by an incapacitated person or in writing by a witness.
• Real estate transactions: contracts involving land, housing, or real estate (e.g., sale, lease, transfer, mortgage).
• Matrimonial property agreements: Written agreements on property regimes before marriage.
• Guardianship selection agreements.
• Authorization for appeal in legal proceedings, unless formulated under judicial supervision.

2. Government Submissions and Contracts

• Documents or contracts requiring submission to government authorities.
• Contracts or agreements needing official seals or certifications.

3. Processes That Cannot Be Replicated Electronically

• Notarization: requires in-person signing in the presence of a notary.
• Signature Certification: signatures must be made in public and verified on-site by the certifying officer.
• Contract Certification: contracting parties must sign in the presence of a certifying official, except when pre-approved signature specimens are used.