On July 1, 2024, the Electronic Transactions Act 2023 officially came into force. This is an important legal document that determines the legality of current transactions through electronic platforms. Accordingly, the Law on Electronic Transactions 2023 adds many new provisions that may significantly affect the activities of many companies. For the purpose of this article, we will discuss some important implications of the Law on Electronic Transactions 2023 that companies should consider in their operations.
Prioritizing the implementation of online public administration services
According to Clause 2 Article 44 of the Law on Electronic Transactions 2023, the provision of public services is one of the activities that the competent state authorities prioritize to be fully conducted in the electronic environment.
Currently, online public administration services are no longer unfamiliar to businesses, as many administrative procedures have been implemented and conducted in an electronic environment. However, we believe that the implementation and execution of online public services are still not completely uniform and thorough. For example, in the case of investment registration procedures, especially the procedures for registering capital contributions, purchasing shares, and purchasing capital contributions from foreign investors in enterprises. In Ho Chi Minh City, enterprises must register information on the Vietnam Investment Portal, then choose to submit their application online (on condition of using digital signatures) or submit the application directly to the Department of Planning and Investment. Meanwhile, for the same procedure in other localities such as Kien Giang Province, enterprises can only declare information online and then must send the original documents to the Department of Planning and Investment of Kien Giang Province or submit them directly, similar to some other localities. Thus, for the same administrative procedure, enterprises in different localities have to follow different forms.
In addition, from our experience in providing services to enterprises, we find that many administrative procedures are only partially conducted online, not fully implemented end-to-end. The lack of full implementation of some public services may be due to concerns about the authenticity of documents submitted by businesses to the relevant government agencies. These concerns can be completely eliminated if the documents submitted by businesses are digitally signed and electronically authenticated.
In practice, some relevant government agencies have implemented the priority of online administrative procedures, such as the Ho Chi Minh City Department of Industry and Trade. On July 25, 2023, the Department issued Notification No. 4326/TB-SCT on prioritizing online submission of applications for all administrative procedures under its jurisdiction and suspending the acceptance of applications by mail (except for public postal services). Following the issuance of this regulation, we understand that the Ministry has also refused to accept or issue instructions for businesses to submit online applications for administrative procedures under its jurisdiction.
The specific provisions of the Law on Electronic Transactions 2023, which specifically regulate the priority of the full implementation of public services in the electronic environment, will serve as a basis for localities to continue promoting the resolution of administrative procedures online, thus reducing the cost of time and travel for enterprises. In the coming period, when dealing with administrative procedures, especially in localities outside their headquarters, enterprises should first consult with the relevant government authorities on the method of submission to achieve the most effective implementation.
Promoting the use of electronic contracts
Provisions on electronic contracts have been in place since the Law on Electronic Transactions of 2005, but the use of electronic contracts remains rather limited. This limitation is partly due to the lack of specific regulations governing the signing of electronic contracts. In addition, the signing of electronic contracts was previously based on the agreement of the parties, which made it difficult to ensure the integrity of the contracts entered into by the parties. Although the Law on Electronic Transactions 2023 contains similar provisions, it has added the activity of electronic contract authentication. Accordingly, electronic contract authentication is a reliable service, specifically a service for authenticating data messages, including storing and confirming the integrity of data messages and secure services for sending and receiving data messages. This means that when parties enter into an electronic contract through an electronic contract authentication service provider, the signing, storage, retrieval, notification, and exchange related to the contract can be performed through this service.
This regulation, together with the provisions in the Law on Electronic Commerce 2023 for ministers and heads of ministerial-level agencies to promulgate or submit to the competent authorities for promulgation, according to their competence, on the conclusion and implementation of electronic contracts in their assigned sectors, suitable to practical conditions, may help to broaden the application of the conclusion of electronic contracts in the future.
At present, e-contracting is mainly applied to essential service providers, such as electricity, water and Internet, because the volume of these contracts is usually very large, forcing service providers to limit the conclusion of contracts in the traditional way. In addition, not many companies choose to enter into electronic contracts, which is understandable. Apart from signing contracts using USB digital signatures, other forms such as image signatures, scanned signatures, and "click" to agree to enter into a contract are still not widely used in Vietnam and have no implicit legal value. In addition, the inability to verify the legitimacy and voluntariness of the parties when entering into electronic contracts also creates risks for the contracting parties.
In addition, some relevant government agencies still require businesses to submit original or certified copies of contracts for certain activities or administrative procedures, such as when businesses participate in legal proceedings. In these cases, it is still unclear how to authenticate these electronic contracts for submission and approval by the competent government authorities, which contributes to the reluctance of businesses to choose this method of entering into contracts.
As an illustration, in Singapore, the issuance of certificates, confirmations by government agencies, or the signing of contracts between parties has been widely implemented in the electronic environment. When requesting a certified copy of these documents, the certifying organizations only need to make copies for printed copies from the data system showing the QR code on the documents (signatures or seals on the documents are not required).
Overall, the 2023 Law on Electronic Transactions could strongly promote digital transformation and the implementation of electronic transactions in the near future. However, in our view, in order for the provisions of the law to be quickly implemented in practice, the relevant authorities need to provide specific guidelines and regulations on these issues so that enterprises can implement and apply them in practice. For their part, companies should also equip themselves with the necessary knowledge and technical equipment to support more widespread electronic transactions in the coming period.
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VCCI: Một số ảnh hưởng quan trọng của luật giao dịch điện tử 2023 đến hoạt động của doanh nghiệp
Legal Electronic Magazine: Một số ảnh hưởng quan trọng của luật giao dịch điện tử 2023 đến hoạt động của doanh nghiệp
