BÀI TẬP GIẢI CASE PLUE111

Buổi 10+11:
Ex3:

a) Can A register by herself?

 I: Can A register by herself?
 R: Art. 21. 2, Vietnam Civil Code 2015
- A1: each child
- A2: Under six years of age
- A3: Civil transaction
 R1: shall be established by his/her legal representative.
 R2: Shall be performed by his/her representative.
 A:
- A = a child  A1 is met
- A is 5 years old  A2 is met
- A talent competition = civil transaction (a talent competition is an unilateral
contract)  A3 is met
 The talent competition regislation shall be established by his/her representative
(R1 is applied)
 C: A cannot register by herself.

**Civil transaction: Civil transaction is a contract or an unilateral legal act which

gives rise to, changes or terminates civil rights and/or obligations. –giao dịch dân sư
là hợp đồng, hoặc hành vi pháp lý đơn phương, làm phát sinh, thay đổi và chấm dứt
quyền và nghĩa vụ dân sự.
Ex: Hành vi pháp lý đơn phương là thể hiện ý chí của một bên
Hành vi pháp lý đa phương là thể hiện ý chí của cả 2 bên
Unilateral legal act Contract
- Đều là sự kiện pháp lý  có hệ quả pháp lý
 Số bên thể hiện ý chí: 1 parties Số bên thể hiện ý chí: 2 parties
Talent competition, Aware promise (hứa Hành vi mua bán
thưởng) Hành vi thuê
- 1 bên đưa ra lời hứa, thể hiện ý
chí của mình; bên còn lại không
thực hiện ý chí của mình, ko đưa
ra lời hứa với bên còn lại

b) Can A put the awared money in saving account by herself?

 I: Can A put the awared money in saving account by herself?
 R: Art. 21.2, Vietnam Civil Code 2015
- A1: each child
- A2: Under six years of age
- A3: Civil transaction
 R1: shall be established by his/her legal representative.
 R2: Shall be performed by his/her representative.
 A:
- A = a child  A1 is met
- A is 5 years old  A2 is met
- Putting money in saving account = civil transaction (deposit money in bank
account is a contract)  A3 is met
 R2 is applied  His/her representative shall put the awared money in saving
account.
 C: A can not do it by herself.
c) Should they contact A directly?
 I: Should they contact A directly?
 R: Art. 21.2, Vietnam Civil Code 2015
- A1: each child
- A2: Under six years of age
- A3: Civil transaction
 R1: shall be established by his/her legal representative.
 R2: Shall be performed by his/her representative.
 A:
- A = a child  A1 is met
- A is 5 years old  A2 is met
- Performance contract = civil transaction  A3 is met
 R1 is applied  the performance contract shall be established by his/her
representative.
 C: They should not contact A directly, instead of that they should contact
his/her representative.
d) Can A sign the training contract by herself?
 I: Can A sign the training contract by herself?
  R: Art. 21.3, Vietnam Civil Code 2015
- A1: Each person
- A2: who is from six to under 15 years of age
- A3: Civil transaction
- A4: Not civil transactions which are performed for the purpose of meeting the
needs of daily life suitable for the age group
 R1: Must have the consent of his/her legal representative to enter in civil
transactions.
 R2: Must have the consent of his/her legal representative to perform civil
transactions.
 A:
- A is a person  A1 is met
- A is ten years old  A2 is met
- Training contract  A3 is met
- Training contract is not for the purpose of meeting the needs of daily life  A4
is met
 R1 is applied  A must have the consent of his/her legal representative to enter
in civil transaction.
 C: A can sign the contract by herself but with the consent of her legal
representative.

Ex4:

a) Can B by himself conclude a lease contract with the potential landlord?

 I: Can B by himself conclude a lease contract with the potential landlord?
 R: Art. 21.4, Vietnam Civil Code 2015
- A1: Each person
- A2: who is from 15 to under 18 years of age
- A3: Civil transaction
 - A4: Not civil transactions related to real estate
- A5: Not civil transaction related to movables required registration
- A6: Not civil transactions as precribed by law that are subject to the consent of
his/her legal representative.
 R1: Entitled to enter in civil transactions by himself/herself.
 R2: Entitled to perform civil transactions by himself/herself.
 A:
- A is a person  A1 is met
- A is 17 years old  A2 is met
- a lease contract = civil transaction A3 is met
- The lease contract is related to real estate  A4 is not met
 R1 can not be applied  B is not entitled to enter this civil transactions by
himself.
 C: B cannot by himself conclude a lease contract with the potential landlord.
b) Can B do the shopping on his own?
 I: Can B by himself conclude a lease contract with the potential landlord?
 R: Art. 21.4, Vietnam Civil Code 2015
- A1: Each person
- A2: who is from 15 to under 18 years of age
- A3: Civil transaction
- A4: Not civil transactions related to real estate
- A5: Not civil transaction related to movables required registration
- A6: Not civil transactions as precribed by law that are subject to the consent of
his/her legal representative.
 R1: Entitled to enter in civil transactions by himself/herself.
 R2: Entitled to perform civil transactions by himself/herself.
 A:
- A is a person  A1 is met
- A is 17 years old  A2 is met
- Doing shopping = sale contarct = civil transacation  A3 is met
- B is doing shopping for the purpose of meeting daily needs, such as buying lamp
and hangers  A4,5,6 is met
 R1, 2 is applied  B is entitled to enter in and perform this civil transactions by
himself.
 C: B can do the shopping on his own.
c) Can B conclude the labour contract with the potential employer?
 I: Can B conclude the labour contract with the potential employer?
 R: Art. 21.4, Vietnam Civil Code 2015; Art 144.3, Vietnam Labour Code 2019

Art. 21.4, Vietnam Civil Code 2015

- A1: Each person
 - A2: who is from 15 to under 18 years of age
- A3: Civil transaction
- A4: Not civil transactions related to real estate
- A5: Not civil transaction related to movables required registration
- A6: Not civil transactions as precribed by law that are subject to the consent of
his/her legal representative. (Art 144.3, Vietnam Labour Code 2019)
 R2: Entitled to enter in civil transactions by himself/herself.
 R3: Entitled to perform civil transactions by himself/herself.

Art 144.3, Vietnam Labour Code 2019

- A7: employing minor worker
- A8: the employer
 R1: the employer must have the consent of their father, mother or guardian.
 A:
- A is a person  A1 is met
- A is 17 years old  A2 is met
- Signing a labour contract  A3 is met
- Labour contract is not related to real estate or movables required registration 
A4, 5 is met
- In Art 144.3, Vietnam Labour Code 2019, labour contract with minor workers is
subjected to the consent of his/her legal represenative  A6 is not met

 R2 can not be applied  B can not enter this civil transaction by himself
 C: B can not sign the labour contract with the potential labour.
d) How can his parents stop him from doing so from a legal perspective?
 I: How can his parents stop him from doing so from a legal perspective?
 R:

Article 20
- A1: a person
- A2: Eighteen years of age or older.
 R1: Aldult

Section 1, Article 24
- A3: at the request of a person with related rights or interests
- A4: a person with excessive drug consumption
- A5: Worsening material situation of the family
- A6: A court
 R2: A court shall issue a decision to declare a person with limited legal capacity.

Section 2, Article 24
- A7: Civil transactions related to the property
- A8: A person with limited legal capacity declared by a court
 - A9: not transaction to meet the needs of daily life
 R3: must be obtain the consent of his/her legal represenative.
 A:
- B  A1 is met
- After one year of sudying at university = B is 18 years of age or older  A2 is
met
 B is an aldult (R1)
- B gets addicted to cocaine  A4 is met
- B sold out his household assets  A5 is met

*In case his parents request a court for declaring his as a person with limited legal capacity
 A1, 4 is met
 R1 is applied  A court shall issue a decision to declare B with limited legal capacity
- B is declared as a person with limited legal capacity  A6 is met
- Selling his household assets  A7 is met
 R2 is applied  All civil transactions related to the property must be obtain the
consent of his/her legal represenative.
 C: His parents can request a court to declare him as a person with limited legal
capacity to stop him from doing so from a legal perspective.
e) How can his parents stop him from doing so from a legal perspective if he is a
addicted gambler or game player?
 I: How can his parents stop him from doing so from a legal perspective?
 R:

Article 20
- A1: a person
- A2: Eighteen years of age or older.
 R1: Aldult

Section 1, Article 24
- A3: at the request of a person with related rights or interests
- A4: a person with excessive drug consumption
- A5: Worsening material situation of the family
- A6: A court
 R2: A court shall issue a decision to declare a person with limited legal capacity.

Section 2, Article 24
- A7: Civil transactions related to the property
- A8: A person with limited legal capacity declared by a court
- A9: not transaction to meet the needs of daily life
 R3: must be obtain the consent of his/her legal represenative.
 A:
 - B  A1 is met
- After one year of sudying at university = B is 18 years of age or older  A2 is
met
 B is an aldult.
- B get addicted to gambler, not a person with excessive drug consumption  A4
is not met
 R2 can not be applied  His parents can not stop him from selling his household
assets.
 C: His parents can not stop him from selling his household assets.

Ex5:

a) Are FTU entities legal person?

f) I: Are FTU entities legal person?
 R: Section 1, Art 74, Vietnam Civil Code 2015

Art 74.1
- A1: An organization
- A2: legally established as prescribed in this Code and relevant laws
- A3: has an organizational structure prescribed in Article 83 of this Code
- A4: property independent from other natural and juridical persons
- A5: bears liability by recourse to its property
- A6: participates independently in legal relations in its own name
 shall be recognized as a juridical person (R1)
g) A:
- FTU is an educational organization  A1 is met
- FTU is legally established by the government  A2 is met
- FTU has an executive body  A3 is met
 President

Vice Vice
President President

Dept. Dept. Faculty Instr.

- FTU has properties independent from other natural and juridical persons, and bear
liability to its properties  A4,5 are met
- FTU participates independently in legal relations in its own name (ex: sale relation
with its students)  A6 is met
 R1 is applied  FTU is a legal entity.
h) C: FTU is a legal entity.
b) Is a sole proprietorship entities legal person?
i) A:
- A sole proprietoship is an economic organization  A1 is met
- A sole proprietoship is legally established by the decision of authorities  A2 is
met
- A sole proprietoship has an executive body A3 is met

Owner

Director
- A sole proprietoship has property owned by a single individual (its owner)  A4
is not met
- The owner have to personally pay its debt  A5 is not met
- A sole proprietoship participates independently in legal relations in its own name
 A6 is met
 R1 can not be applied  A sole proprietoship is not a legal entity.

Conclusion: A sole proprietoship is not a legal entity.

c) Is a limited liability company entities legal person?
- A limited liability company is economic organization  A1 is met
- A limited liability company is legally established by the decision of authorities
 A2 is met
- A limited liability company has an executive body  A3 is met
 Members'
Council

(General)
Directors
- A limited liability company has property independent the member of the company
and other natural and juridical persons A4 is met
- Members of a limited liability company are not personally liability for its debt 
A5 is met

*Bear liability to its properties – means that the members of that company are not
liable for the debt of the company
- A limited liability company participates independently in legal relations in its own
name (Contracts)  A6 is met
 R1 is applied.
j) Conclusion: A limited liability company is a legal entity.
d) Is a joint stock company entities legal person?
 A joint stock company is an economic organization  A1 is met
 A joint stock company is legally established by the decision of authorities A2
is met
 A joint stock company has an executive body ( Board of Directors,…)  A3 is
met

General Meeting
of Shareholders

Board of
Directors

General Director

Dept./Div

 A joint stock company has property independent from other natural and juridical
persons, and its shareholder only have limited liability to its debt.  A4,5 are met
 A joint stock company participates independently in legal relations in its own
name (relations with shareholders)  A6 is met
 R1 is applied.

Conclusion: A limited liability company is a legal entity.

e) Is a headquarter/branch/subsidiary of an enterprise entities legal person?
 R: Art 84, Vietnam Civil Code 2015
 Each branch (A1) and/or representative office (A2) is an affiliate other than a
juridical person. (R1)
 A:
 headquarter/branch/subsidiary of an enterprise, so A1 or/and A2 are met
 R1 is applied
 Conclusion: The headquarter/branch/subsidiary of an enterprise is not a legal
entity.

Ex6:

 The threshold of the enterprise’s liability is 10 billion VND

**Trình bày tương tự như bài phía trên và thêm phần sau:
Art 87.3 , Vietnam Civil Code 2015
 A sole proprietorship is not a legal entity  Its owner has to cover its debt by
their own private asset.
 A limited liability company and a joint stock company are legal entity  its
owners only have limited liability for its debt, so they don’t have to cover its debt
by their own private assets.

PROPERTIES:
 Object
- Personal ID cards/ Student cards
- Bank cards
 Money
- Banknotes
- Coins
 Valuable papers:
- Stocks/ Shares/ Bonds/ Cheques
 Property rights
- Copyright
- Land use right

Ex7:
 - If I want to start up a company, I would like to choose the limited liability
company as the following reasons. Firstly, LLC is a hybrid form of business
organization that combines the best aspects of both a joint stock company and a
sole proprietorship. The LLC allow owner to have control over anything involved
in the company function like in a sole proprietorship, while it allows the owner to
have only a limited liability to the company debt like a joint stock company.
Moreover, LLC is also suited with small and medium-sized company, which is
fitted with my ability if I start up my business.
- If I am an employee in a company, I would like to choose the Joint Stock Company
because, the JSC has the largest opportunities in terms of rasing funds, which
means it can grow faster if they finance its activities properly. It means that I will
have higher benefit, both financial and non-financial if I work for a JSC than other
forms of business. Besides, a JSC also allow its employees to invest in the
company by buying stocks, and shareholders only have limited liability for the
company’s debts.

Ex9:

(1) Can the shop require you to pay extra money for the screen, keyboard on the
grounds that they do not accompany the PC?
 I: Can the shop require you to pay extra money for the screen, keyboard on the
grounds that they do not accompany the PC?
 R: Art 110, Vietnam Civil Code 2015
Section 1, 2 Art. 110, Vietnam Civil Code 2015
- A1: an independant object
- A2: the utility of which can be exploited according to its functions.
 A primary object (R1)
- A3: an object
- A4: directly supports the exploitation of the utility of a primary object
- A5: part of the primary object but which may be separated from it.
 An auxiliary object (R2)

Section 3, Art. 110, Vietnam Civil Code 2015

- A6: performance of an obligation to transfer a primary object
- A7: not otherwise agreed.
- A8: any auxiliary objects
 any auxiliary objects must also be transferred (R3)
 A:
- The PC is an independent object  A1 is met
- The PC’s utility can be exploited according to its functions  A2 is met
 R1 is applied  The PC is primary object
- The screen and keyboard are objects  A3 is met
- The screen (for viewing) and keyboard (for typing) directly supports the
exploitation of the utility of the PC  A4 is met
- They are parts of the PC, but they may be seperated from the PC  A5 is met
 R2 is applied  The screen and keyboard are auxiliary objects.
- Buying the PC set = obligation to transfer a PC set (primary object)  A6 is met
- There is no agreement between them about the transferment of the PC and the
screen and keyboard  A7 is met
- The screen and keyboard are auxiliary objects  A8 is met
 R3 is applied  The screen and keyboard must be transferred with the PC set.
 C: The screen and keyboard must be transferred with the PC set.
(2)
 I: How can you divide them equally among two owners of the enterprise?
 R: Art. 111
- A1: an object
- A2: after being divided, retains its original characteristics and usage

 R1: A divisible object

- A3: an object
- A4: after being divided, is not able to retain its original characteristics and usage

 R2: An indivisible object

- A5: an indivisible object needs to be divided
 R3: must be valued in money for the purpose of division.
  A:
- Automobile, set of computer, printer, a table and a dozen of chair  A3 is met
- After being divided, these object iare not able to retain its original characteristics
and usage  A4 is met

R2: Automobile, set of computer, printer, a table and a dozen of chair are invisible
object.
 Automobile is indivisible object  A5 is met
 Set of computer is indivisible object  A5 is met
 Printer is indivisible object  A5 is met
 A table and a dozen of chairs are indivisible objects  A5 is met

So Automobile, set of computer, printer, a table and a dozen of chairs are divided based
on the value.
Conclusion:
a) Automobile (indivisible object) – 250m; set of computer (indivisible object) – 10
million; printer (indivisible object) – 5m; A table and a dozen of chair – 10 million
b) If the remaining assets are to be divided equally, it means that each of the owners
will receive 275m. So, if either of the owners insists on keeping the automobile
for himself, that person should pay 225m in money to the other owner who cannot
keep the automobile for himself.

Ex10:

(3) You are renting a car to travel to the countryside. When returning the car to the
leaser, you are requested to either refill the car or to pay for the used amount of
petroleum. Are you obligated to do so?
 I: Are you obligated to either refill the car or to pay for the used amount of
petroleum?
 R: Section 1, Article 112, Vietnam Civil Code 2015
- A1: an object
- A2.1: after being having been used once, loses
- A2.2: after being having been used once, is not capable of retaining its original
characteristics, appearance and usage
 A consumable object. (R1)
- A3: A consumable object
 may not be the object of a lease contract or of a lending contract. (R2)
 A:
- Petrol is an object  A1 is met
- Petrol lose after being used  A2.1 is met
 R1 is applied  Petrol is a consumable object  A3 is met
 R2 is applied  Petrol can not be the object of a lease contract (=leasing the car)
 The lessor does not have the obligation to deliver the petrol to the lessee, unless
otherwise agreed between lessor and lessee.
 C: You are obligated to either refill the car or to pay for the used amount of
petroleum, unless there has been an agreement between you and the lessor stated
that the rent covers the petrol.
(4) Believing that the number series of 8888 is good for your fate, you are buying a
motorbike with the plate-number of xxx-8888. The seller, initially agreeing so,
but then changed his mind and is replacing it with another bike of the same model,
year of production and quality, but with another number plate. Do you have to
accept the replacement?
 I: Do you have to accept the replacement?
 R: Section 2, Article 113, Vietnam Civil Code 2015
- A1: an object
- A2: distinguishable from other objects by its own characteristics regarding
markings, appearance, color, material, nature, position
 A distinctive object (R1)
- A3: An obligation to transfer a distinctive object
 only able to fulfill by transferring that particular distinctive object. (R2)
 A:
- The motobike is an object  A1 is met
- The motobike is digtinguishable from other objects with its plate number  A2
is met
 The motobike is a distinctive object (R1)
- The obligation to tranfer the motobike (the obligation of the seller in a sale
contract) = the obligation to tranfer a distinctive object  A3 is met
 R2 is applied  The obligation is only able to fulfill by transferring that motobike
with the special plate number.
 C: You don’t have to accept this replacement.
Buổi 12:
Ex4:

(1) Can she possess it legally?

- I: Can she possess it legally?
- R:

Art 165.1 (d)

- A1: A person
- A2: discovers and keeps derelict property with unidentified owners, property
which has been let drop on the ground, left over out of inadvertence, buried or
sunken
- A3: in accordance with this Code and/or relevant laws.  Art 230.1 – Phù hợp
với điều kiện theo quy định của Bộ luật này, quy định khác của pháp luật có liên
quan.
 R1: Possession with a legal basis

Art 230.1
A4: A person
A5: finding an object which another person has lost or mislaid
A6: aware of the address of the person having lost or mislaid the object
 R2: must inform or return the object to such person.

A7: not aware of the address of the person having lost or mislaid the object
 R3: must inform or deliver the object to the people's committee or police station
of the nearest commune

Art 180
- A8: possession
 - A9: possessor has bases to believe that he/she has the right to the property under
his/her possession
 R4: Possession in good faith

Art 181
- A10: possession
- A11: that the possessor knew or should have known that he/she has no right to the
property under his/her possession
 R5: Possession not in good faith

Application of Article 165.1 (d)

 Anh  A1 is met
 Anh accidentally found a dropped phone in the university campus  A2 is met

Application of Article 230.1

 Anh  A4 is met
 Anh accidentally found a dropped phone in the university campus  A5 is met
 Anh must inform or return the object to such person or inform or deliver the object
to the people's committee or police station of the nearest commune

*Situation 1: Anh has already informed or return the object to such person or inform or
deliver the object to the people's committee or police station of the nearest commune, but
they ask Anh keep the Iphone until the owner come.  in accordance to Art 230.1  A3
is met.
 Anh has possession with legal basis.

*Situation 2: Anh has not informed or return the object to such person or inform or
deliver the object to the people's committee or police station of the nearest commune 
not in accordance with the law  A3 is not met
- Anh cannot legally possess the Iphone.

Application of Article 181

- Possession of the Iphone  A10 is met
- Anh knew that he has no right to the Iphone under his possession  A11 is met
 Anh illegally possesses the Iphone not in good faith (R5)

Conclusion:
 Anh can possess the Iphone legally if after informing the owner, or inform the
police or people’s committee, the owner/police ask her to keep the Iphone until
the owner can come.
  Anh illegally possesses the Iphone if Anh has not informed or return the object to
such person or inform or deliver the object to the people's committee or police
station of the nearest commune

(2) Can she own it legally?

- I: Can she own it legally?
- R: Art 230.2

A1: after one year from the date of the public announcement
A2.1: owner of the object is still not able to be identified
A2.2: the owner does not claim the object
A3: value of lost or mislaid object is up to ten-month base salary
A4: the finder
 R1: the ownership belong to the finder
- A:

*in the scenario that Anh had informed or delivered the object to the people's
committee or police station of the nearest commune, and after one year from the date
of public announcement of the dropped iphone, its owner is still not able to be
identified or its owner does not claimed the object and the value of the Iphone is up
to ten-month salary  A1, A2.1/A2.1, A3 is met
- Anh is the finder  A4 is met
 R1 is applied  the ownership of the Iphone belong to Anh
- Conclusion: she can own it legally in the case Anh had informed and delivered
the Iphone to the people's committee or police station, and after one year from the
date of public announcement, its owner is still not able to be identified or its owner
does not claimed the object and the value of the Iphone is up to ten-month salary
(in case as mentioned above)
(3) If she keeps silence on her discovery, can she ever own the phone?
- I: If she keeps silence on her discovery, can she ever own the phone?
- R: Art 230.2

A1: after one year from the date of the public announcement
A2.1: owner of the object is still not able to be identified
A2.2: the owner does not claim the object
R1: the ownership with respect to such property shall be determined as stated in the
Art230.2
- A:
- She keeps silence on her discovery  A1 is not met
  R1 can not be applied  Anh can not ever own the phone if she keep silence on
her discovery.

Anh cannot keep silence on her discovery because it is illegal (the person who picks up
the property is forced to know that the property is not his/her own, but deliberately fails
to return it to the owner or fails to hand it over to a responsible agency and sells it to
another person as having committed an illegal act of illegal possession of property)
Ex5:

 I: Is he entitled to keep them for himself?

 R: Art. 165 + Art. 229

Art 165.1 (d)

- A1: A person
- A2: discovers and keeps derelict property with unidentified owners, property
which has been let drop on the ground, left over out of inadvertence, buried or
sunken
- A3: in accordance with this Code and/or relevant laws.  Art 229.1 – Phù hợp
với điều kiện theo quy định của Bộ luật này, quy định khác của pháp luật có liên
quan.
 R1: Possession with a legal basis

Art 229.1
A4: A person
A5: finding an object which is buried or sunken
A6: the owner is able to be identified
 R2: must notify and return to the owner (A1+A2+A3)
A4: the owner is not able to be identified
 R3: must inform or deliver the object to the people's committee or police station of the
nearest commune or a competent authority in accordance with regulations of law.
(A1+A2+A4)
 A:

Application of Art 165.1 (d)

 - Bach  A1 is met
- Bach spots sunken items at the seabed  A2 is met

Application of Art. 229.1

- Bach  A4 is met
- Bach spots sunken items at the seabed  A5 is met
 R2 or R3 is applied  Bach must notify and return to the owner or inform or
deliver the object to the people's committee or police station of the nearest
commune or a competent authority in accordance with regulations of law

*Scenario 1: Bach has already notified and returned to the owner or informed or delivered
the object to the people's committee or police station of the nearest commune  Bach
keeping these items is not in accordance with the law  A3 is not met
 Conclusion: He is not entitled to keep them for himself, and must return them to
the owner or deliver them to the people's committee or police station.

*Scenario 2: Bach has already notified and returned to the owner or informed or
delivered the object to the people's committee or police station of the nearest commune,
but they ask him to keep the properties until the owner come.  in accordance with the
law  A3 is met
 Conclusion: He is entitled to keep them for himself. (R1)

*Scenario 3: Bach has not notified and returned to the owner or informed or delivered
the object to the people's committee or police station of the nearest commune.  Bach
keeping these items is not in accordance to the Article 229  A3 is not met.
 Conclusion: He is not entitled to keep them for himself.
 C:

He is entiled to keep the items if:

- Bach has already notified and returned to the owner or informed or delivered the
object to the people's committee or police station of the nearest commune, but
they ask him to keep the properties until the owner come.

He is not entiled to keep the items if:

- Bach has already notified and returned to the owner or informed or delivered the
object to the people's committee or police station of the nearest commune
- Bach has not notified and returned to the owner or informed or delivered the object
to the people's committee or police station of the nearest commune.
Special Case: Ownership determination
A5: has no owner or the owner of which is not able to be identified
A6: object which is an historic or cultural relic
 R2: shall belong to the State (A5+A6)

A7: not an historic or cultural relic

A8: value equivalent up to ten-month base salary
 R3: belong to the finder; (A5+A7+A8)

A9: value larger than ten-month base salary

A9 +A7  R4: finder shall be entitled to the value of ten-month base salary plus fifty
(50) per cent of the remaining value of the object

After one year of public announment, the owner is also unidentified.

*Situation 3.1: object is an historic or cultural relic
- after deducting Search the owner is also unidentified.  A5 is met
- object is an historic or cultural relic  A6 is met
 The item shall belong to the State (R2)  He cannot own these things.

*Situation 3.2: object is not an historic or cultural relic and value equivalent up to ten-
month base salary
- after deducting Search the owner is also unidentified.  A5 is met
- object is not an historic or cultural relic and value equivalent up to ten-month base
salary  A7 + A8 is met
 The item shall belong to the finder (R3)  He can own these things.

*Situation 3.3: object is not an historic or cultural relic and value larger than ten-month
base salary
- after deducting Search the owner is also unidentified.  A5 is met
- object is not an historic or cultural relic  A7 is met
- value larger than ten-month base salary  A9 is met
 The item shall belong to the State (R4)  He can not own these things.

Ex6:
  I: How should Chi do in case An requested the return of the item?
 R:

Art 165:
- A1: A person
- A2.1: The owner possesses the property
- A2.2: is authorized by the owner to manage the property
- A2.3: to whom the right to possession has been transferred through a civil
transaction in accordance with the provisions of law
- A2.4: who discovers and keeps derelict property, property with unidentified
owners, property which has been let drop on the ground, left over out of
inadvertence, buried or sunken in accordance with this Code and/or relevant laws.
- A2.5: who discovers and keeps stray domestic animals, poultry or raised aquatic
animals in accordance with this Code and/or relevant laws
- A2.6: Other cases as prescribed by law

 R1: possession with legal basis

 R2: possession without a legal basis. (if the aforementioned assumptions are not met
– Art 165.2)
Art 166
- A3.1: Owners
- A3.2: holders of other property-related rights
- A4: the persons possessing, using or receiving benefits from the property without
a legal basis
 R3: shall have the right to request the persons possessing, using or receiving
benefits from the property without a legal basis to return such property.

Art 180
- A5: possession
- A6: possessor has bases to believe that he/she has the right to the property under
his/her possession
  R4: Possession in good faith

Art 181
- A7: possession
- A8: that the possessor knew or should have known that he/she has no right to the
property under his/her possession
 R5: Possession not in good faith

Art. 582
- A9: A person
- A10.1: unlawfully possessing
- A10.2: using property
- A11: transfers the property to a third person
- A12: demanded by the owner and holders of other property-related rights
- A13: this Code not contain some other provision
 R6: third person must return the property to the owner and holders of other
property-related rights

Art. 167
- A14: Owners
- A15: movable property not subject to ownership right registration
- A16: bona fide possessors
- A17: acquired such property through unindemifiable contracts
- A18: with persons who have no right to dispose of the property
 R7: Owners may reclaim movable property not subject to ownership right
registration from bona fide possessors.

Art 236
- A19: A person unlawfully but in good faith possessing
- A20: In a overt manner for 10 years for movable property.
 R8: Shall be the owner of such property from the moment of commencement of
possession.
 A:

Application of Article 165

Binh is a person  A1 is met
Binh stole the phone from An  A2.1 – A2.6 is not met
 R1 can not be applied  Binh is illegally possess the phone.

Application of Article 181

Binh possessed the Phone  A7 is met
Binh knew that he should haven’t to stole the phone  A8 is met
 R5 is applied  Binh possessed not in good faith
Application of Article 165
Chi is a person  A1 is met
Chi received the stolen phone as a present from Binh  A2.1 – A2.6 is not met
 R1 can not be applied  Chi is illegally possess the phone.

Application of Article 166

An is the owner of the phone  A3.1 is met
Chi is possessing the phone illegally  A4 is met
 R3 is applied  An shall have the right to request Chi to return such property.

*In case of possession not in good faith

Application of Article 181
Chi is possessing the Phone  A7 is met
Chi know that the phone have been stolen from someone  A8 is met
 R5 is applied  Chi possess not in good faith

Application of Article 582

Chi is a person  A9 is met
Chi unlawfully possessing the phone  A10.1 is met
Chi received the phone from Binh  A11 is met
An-the owner demand  A12 is met
In case Chi possessing not in good faith, there is not other provision in this Code  A13
is met
 R6 is applied  Chi must return the property to An.

*In case of possession in good faith

Application of Article 180
Chi is possessing the Phone  A5 is met
Chi not know that the phone have been stolen from someone  A6 is met
 R4 is applied  Chi possess in good faith

Application of Article 582

Chi is a person  A9 is met
Chi unlawfully possessing the phone  A10.1 is met
Chi received the phone from Binh  A11 is met
An-the owner demand  A12 is met
In case Chi possessing in good faith, Article 236 is considered.
Application of Article 167
Chi is possessing the phone illegally but in good faith  A19 is met
Only one year  A20 is not met
 R8 cannot be applief  A13 is met
 R6 is applied  Chi must return the property to An.
 Conclusion: Chi must return the phone to An either she possesses in good
faith or not in good faith.
Buổi 13:
Ex5:

a) Can the landlady require either of them to pay the whole sum of 5 million VND?
- I: Can the landlady require either of them to pay the whole sum of 5 million VND?
- R:

Art 287
- A1: more than one person jointly performs an obligation
- A2: each person has a clearly defined share of the obligation which is severable
from that of the other person
- A3: each person
 R1: must perform only its own share of the obligation

Art 288
- A3: Must be performed more than one person
 R2: Joint obligation
- A4: Joint obligation
 R3: the obligee may request any one of the obligors to perform in its entirety
- A:
- A and B are co-tenants  A1 met

*Situation 1: A and B have an agreement on separate share of the sum (ex: A

2million; B 3 million)  A2 is met
- A and B  A3 is met
 R1 is applied  Each A and B have to pay his/her own share of the sum (severable
civil obligation)

Conclusion: The landlady cannot require either of them to pay the whole sum of 5 million
VND
*Situation 2: A and B have an agreement on the joint share in the sum  A3 is met
 R2 can be applied  Joint civil obligation  A4 is met
  R3 is applied  The landlady may request any one of the obligors to perform in
its entirety.

Conclusion: The landlady can require either of them to pay the whole sum of 5 million
VND
b) Assuming that the landlady succeeds in requiring A to pay for B, can A require B
to pay his portion?
 I: can A require B to pay his portion?
 R: Art 275; Art 576.1; Art 288.2

Art 275
- A1: Unauthorized performance of act
 R1: Obligations arise

Art 576.1
- A2: an act performed without authorization
- A3: person having performed the act
- A4: beneficiary
- A5: an act performed without authorization is handed over to the beneficiary by
the person having performed the act
 R2: must accept the results of the act
 R3: reimburse that person for reasonable expenses

Art 288.2
- A6: one person
- A7: has performed an obligation in its entirety
- A8: other joint obligors
 R4: such person may require the other joint obligors to make payment for their
respective shares of the joint obligation to such person.
 A:
- A paid the rental payment for B without authorization of B = an unauthorized
performance of act  A1 is met

 R1: Obligations of A and B arise.

*Situation 1: Severable civil obligation (Art 576.1)
- Paying the total rental payment without authorization of B = an act performed
without authorization  A2 is met
- A paid the rental payment for B without authorization of B = A has perform the
act, B is a beneficiary  A3, A4 is met
- A paid the rent so B may not have to meet the landlady to pay (save B’s time) =
benefit handed over to B  A5 is met
 R3 is applied  B has to reimburse A for reasonable expenses (here is his own
rental payment)
Conclusion: A can require B to pay his portion
*Situation 2: Joint civil obligation (Art 288.2)
- A  A6 is met
- A have paid the rent in total amount  A7 is met
- B = other joint obligors  A8 is met
 R4 is applied  A may require B to make payment for their respective shares of
the joint obligation to A.

Conclusion: A can require B to pay his portion

c) Can the landlady require A and B to pay the rent (of 60 m VND) for one year at a
time?
 I: Can the landlady require A and B to pay the rent (of 60 m VND) for one year
at a time?
 R: Art 290

Art 290.1
- A1: an obligation
- A2.1: the subject matter of the obligation is a divisible object
- A2.2: the subject matter of the obligation is an act which is able to be divided into
portions
 R1: Divisible obligation

Art 290.2
- A3: Divisible obligation
- A4: An obligor
- A5: not otherwise agreed.
 R2: may perform the obligation in stages
- A:
- A and B’s obligation to make rental payment  A1 is met
- The rent can be divided into portions  A2.1 is met
 A and B’s obligation to pay the landlady rental payment is a divisible obligation
 A3 is met
- A and B are obligors  A4 is met

*Situation 1: A,B and the landlady have agreed to make payment annually  A5 is
not met  R2 can not be applied
Conclusion: the landlady can require A and B to pay the rent (of 60 m VND) for one
year at a time
*Situation 2: there is no agreement among them about the annual payment  A5 is
met  R2 is applied
Conclusion: the landlady cannot require A and B to pay the rent (of 60 m VND) for
one year at a time
Ex6:

(1) What A can do to persuade B to proceed on lending the sum?

- I: How can A persuade B to proceed on lending the sum?
- R: Art 272 Civil Code 2015
- A: based on Art 292, an obligor can use 9 securities for this performance
(1) Pledge of property
(2) Mortgage of property
(3) Deposit
(4) Security collateral
(5) Escow deposit
(6) Title retention
(7) Guarantee
(8) Fidelity guarantee
(9) Lien on property
 Conclusion: A can use 9 methods to persuade B
(2) In case A doesn’t not have his own asset:
 A can use:
(1) Deposit
(2) Guarantee
(3) Fidelity guarantee
(4) Lien on property
Buổi 14:
Ex2:

Ex5 (p195-196) _Bản chất câu hỏi là có hợp đồng hay không – phụ thuộc vào việc có
offer và acceptance hay không??

 I: Is there a contract?
 R: Art. 386; Art 392; Art 393 Vietnam Civil Code 2015
 A:

S1: I’d like to sell my 1992 Ford Falcon. Are you interested?
A X
  It can not be an offer as the expression of intention to enter a contract is not clear
enough as it does not include the price (it is just an invitation to treat).

S2: I will give you $18,000 for it

Offeree Offeror

 It is an offer because it expresses clearly (including the price) the intention of X

(offeror) into the sale contract with A (offeree)

S3: That is not enough. I want $20,000

Offeror Offeree

 It is not an acceptance of A, but it is a new offer from A (A also express his will
to enter this sale contract, but have a modification of the price)

S4: The highest I can go is $19,000

Offeree Offeror

 It is not an acceptance of A’s offer, but a new offer from X, bcause X has said
“Yes” but modified the price.

S5: That’s Ok. When can you provide me with a bank check for that amout?

A X

 A said YES, but add the method of payment  it is not an acceptance but a new
offer.

Conclusion: This is not a contract, because it doesn’t have any acceptance for the
new offer.

Ex8 (p195-196)_Tự làm và cô chưa chữa.

 I: Is there a contract?
 R: Art. 386; Art 392; Art 393 Vietnam Civil Code 2015
 A:
 S1: Will you sell me your Rolls-Royce? Please reply indicating your lowest price

Allan Bob

 Because the content is not clear enough to become an offer (what about the price,
method of payment, time,…?), so it is not an offer (it is an intivitation to treat)

S2: Lowest price for my Rolls $24 mil.

Bob
Allan
 It is not an offer because the price Bob replied is only the lowest price of his car,
not the price that he wanted to sell his car at that moment. This statement means
if someone offers a price larger than $24 mil, he would consider to accept the
offer.

S3: I agree to buy your Rolls for $24mil.

Offeror Offerree

 It is an offer as it expresses clearly the offeror’s intention to enter a sale contract

at the price of $24 million.

Conclusion: This is not an contract because there is no acceptance.

*If Bob’s letter had read “I’m prepared to sell my Rolls for $24mil”

S1: Will you sell me your Rolls-Royce? Please reply indicating your lowest price

Allan Bob

 Because the content is not clear enough to become an offer (what about the price,
method of payment, time,…?), so it is not an offer (it is an intive to offer)

S2: I’m prepared to sell my Rolls for $24mil

Offeree Offeror

 It is an offer because Bob has expressed his intention to sale Allan his car at the
price of $24 million

S3: I agree to buy your Rolls for $24mil.

Allan Bob
  It is an acceptance because Allen has said “Yes” to Bob’s offer with any
modification or addition.

Conclusion: This is an contract because there are offer and acceptance.

Ex 7:

a) B has no idea about the contract.

- I: Can C claim for the land patch if B has no idea about the contract?
- R: Art 117; Art 122 Vietnam Civil Code 2015

Art 117
A1: Civil transaction
A2: Participants in the transaction have legal personality and/or legal capacity in
conformity with such transaction
A3: Participants in the transaction act entirely voluntarily
A4: The purpose and contents of the transaction are not contrary to the law and/or social
ethics.
A5: forms of civil transactions in case provided by law
 R1: effective civil transaction.

Art 122
- A6: Civil transaction
- A6.1: fail to satisfy any one of the conditions specified in Article 117 of this Code
 R2: Invailid civil transaction.
- A:

Land selling contract = civil transaction  A1 is met

Both A, B and C (participants in the transaction) have full legal personality and legal act
capacity  A2 is met
B does not know about the contract = B is not voluntary enter into the contract  A3 is
not met
It fails to met the condition (b) in the Article 117  A6.1 is met
 R2: Invalid transaction  this sale contract is invalid
 C: C cannot claim the land patch

b) C uses forces to compel A and B to sell the land.

- I: Can C claim for the land patch if C uses forces to compel A and B to sell the
land?
- R: Art 127, Civil Code 2015

A1.1: intentional act of a party

A1.2: intentional act of a third person
A2: compels the other party to conduct the civil transaction
 Threat or compulsion in a civil transaction (R1)

A4: party entering into a civil transaction

A5.1: as a result of deception
A5.2: as a result of threat or compulsion
 R2: invalid civil transaction
- A:
- C uses forces to compel A and B to sell the land = intentional acts of C to compel
A and B  A1.1+2 is met
 There is threat and compulsion in this civil transaction (R1 is applied)
- A and B enters into a land-ownership transaction with C  A4 is met
- A and B is compelled to sell the land  A5.2 is met
 R2 is applied  this civil transaction is invalid

Conclusion: C cannot claim for the land patch.

c) The contract contains the fake price of 0.5 billion VND to avoid taxation.
- I: Can C claim for the land patch if the contract contains the fake price of 0.5
billion VND to avoid taxation?
- R: Art 124.1

A1: parties
A2: enter false civil transaction
A2.1: for the purpose of concealling another transaction.
 the false transaction shall be invalid (R1)
A3: the concealed transaction is valid under the provisions of this Code or relevant laws.
 the concealed transaction remains valid (R2)
- A:
- A, B, C enter the contract = parties A1 is met
- The contract contains the fake price of 0.5 billion VND = false contract  A2 is
met
- False transaction is for the purpose of avoiding taxation  A2.1 is met

*Scenario 1: There has been another valid contract with the actual price of the land
path that has been signed by the parties  A3 is met
 R1: The contract with fake price shall be invalid
 R2: The concealed contract with trur price remains valid

Conclusion: C can claim the land patch.

*Scenario 2: There has not been another valid contract with the actual price of the
land path (for example: they just make an oral agreement with each other) that has
been signed by the parties  A3 is not met
 R1 is applied  such transaction shall be invalid.

Conclusion: C cannot claim the land patch.

d) Parties put the contract by words of mouth only

- I: Can C claim for the land patch if parties put the contract by words of mouth
only?
- R: Art 119.2; Art 117; Art 122

Article 119.2
A1: provided for by law that a civil transaction must be expressed in writing, notarized,
authenticated, registered or permitted
 R1: such provisions must be complied with.

Article 117
A2: Civil transaction
A3: Participants in the transaction have legal personality and/or legal capacity in
conformity with such transaction
A4: Participants in the transaction act entirely voluntarily
A5: The purpose and contents of the transaction are not contrary to the law and/or social
ethics.
A6: forms of civil transactions in case provided by law
 R2: effective civil transaction.

Art 122
 - A7: Civil transaction
- A7.1: fail to satisfy any one of the conditions specified in Article 117 of this Code
 R3: Invailid civil transaction.

- A:
- According to Art 167 Vietnam land law 2013 , land sale contract has to be on the
written form  A1 is met
 R1: The land sale contract between A, B, C must be in the written form.

Because parties put the contract bu words of mouth only  The contract is not complied
with the law.  A6 is not met
As one of the condition in the Article 117 is not satisfied  A7.1 is met
 R3 is applied  This contract is invalid.

Conclusion: C cannot claim for the land patch if parties put the contract by words of
mouth only. (Article 129 sẽ đúng hơn)
e) Due to some landslide, the land patch has disappeared after the contract
conclusion.
- I: Can C claim for the land patch if due to some landslide, the land patch has
disappeared after the contract conclusion?
- R: Art 448.1, Civil Code 2015

A1: immediately as from the time a contract is signed

A2: objective reasons to not able to perform the obligation
A3: the contract
 R: the contract shall be invalid.
- A:

The contract has been concluded  A1 is met

Due to the landslide = objective reason  A2 is met
The land sale contract  A3 is met
 R: the contract shall be invalid
- C: C cannot claim the land patch.