| THE MINISTRY OF JUSTICE ---------- | SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom Happiness ---------- |
| No. 04/2007/TT-BTP | Hanoi, May 17th, 2007 |
CIRCULAR
PROVIDING GUIDELINES ON AUTHORITY, ORDER AND PROCEDURES FOR REGISTRATION OF, AND PROVISION OF INFORMATION ON CONTRACTS FOR PURCHASE BY DEFERRED OR INSTALMENT PAYMENT, PROPERTY LEASE CONTRACTS, FINANCE LEASE CONTRACTS, AND CONTRACTS ASSIGNING RIGHTS TO RECLAIM DEBTS
THE MINISTER OF JUSTICE
Pursuant to the Civil Code dated 14 June 2005;
Pursuant to Decree 62/2003/ND-CP of the Government dated 6 June 2003 on functions, duties, powers and organizational structure of the Ministry of Justice;
Pursuant to Decree 08/2000/ND-CP of the Government dated 10 March 2000 on registration of security transactions;
Pursuant to Decree 65/2005/ND-CP of the Government dated 19 May 2005 amending Decree 16/2001/ ND-CP of the Government dated 2 May 2001 on organization and operation of finance leasing companies;
Pursuant to Decree 163/2006/ND-CP of the Government dated 29 December 2006 on security transactions;
The Ministry of Justice hereby provides the following guidelines on authority, order and procedures for registration of, and provision of information on contracts for purchase by deferred or instalment payment which reserve the seller's rights, property1 lease contracts, finance lease contracts, and contracts assigning the right to reclaim a debt:
I. GENERAL PROVISIONS
1. Objects eligible for registration:
1.1 The following contracts shall be eligible for registration pursuant to this Circular:
(a) A contract for purchase by deferred or instalment payment which reserves the seller's rights (hereinafter referred to as an instalment contract) as stipulated in article 13.2 of Decree 163/2006/ND-CP of the Government dated 29 December 2006 on security transactions (hereinafter referred to as Decree 163);
(b) A property lease contract for which the term of the lease is one year or more as stipulated in article 13.2 of Decree 163, including a contract for which the term of the lease is less than one year but the parties agree on extension with a total term of the lease (including the extension) of one year or more;
(c) A finance lease contract as stipulated in article 1.6 of Decree 65/2005/ND-CP of the Government dated 19 May 2005 amending Decree 16/2001/ND-CP of the Government dated 2 May 2001 on organization and operation of finance leasing companies, except for the case stipulated in clause 1.2 below;
(d) A contract assigning the right to reclaim a debt including a debt arising from a loan, from a contract for sale and purchase, from a property lease contract, from a services contract or arising on other legal bases.
The right to reclaim a debt may be the right to reclaim a current debt or the right to reclaim a debt to be incurred in the future.
1.2 Registration of a property lease contract where the property is a civil aircraft shall be conducted in accordance with the law on civil aviation.
2. Authority to register and to provide information on instalment contracts, property lease contracts, finance lease contracts and contracts assigning rights to reclaim debts (hereinafterall referred to as contracts):
2.1 Centres for Registration of Transactions and Assets (hereinafter referred to as Registration Centres) of the National Office for registration of security transactions under the Ministry of Justice shall be the bodies authorized to register and to provide information on the contracts stipulated in clause 1.1 above at the request of individuals and organizations throughout the scope of the whole country, irrespective of the authority of a particular Registration Centre pursuant to its administrative boundaries.
Individuals and organizations shall have the right to choose to request a particular Registration Centre to carry out registration of or to provide information on a contract.
2.2 Registration and provision of information at a particular Registration Centre shall have equal legal validity with registration and provision of information at any other Registration Centre.
3. Duties and powers of Registration Centres in registration of contracts:
3.1. To certify registration of a contract, to register amendments to items of a previously-registered contract, to correct errors, to delete registrations, and to issue copy documents with certification [that matters have been registered] in all these cases.
3.2. To collect registration fees.
3.3. To refuse to accept an application for registration and to specify the reason for refusal in a case set out in clause 12.1 of this section.
3.4 To archive files and documents and to preserve information which has been registered.
3.5 Other duties and powers stipulated by law.
4. Duties and powers of Registration Centres in providing information:
4.1 To provide information on contracts which have been registered and archived in the National Database.
4.2 To collect fees for the provision of information.
4.3 To refuse to provide information on contracts in a case set out in clause 12.2 of this section.
5. Effective term of registration of a contract; legal validity of registration of a finance lease contract:
5.1 The effective term of registration of a contract shall be calculated from the time of registration until the time of termination of effectiveness of the registration as declared in the application for registration.
5.2 If there is an application for deletion of registration prior to expiry of the time declared as stipulated in clause 5.1 above, then the time of termination of effectiveness of registration shall be the time when the Registration Centre receives the valid application for deletion of registration.
5.3 A registered finance lease contract shall be legally valid against third parties during the effective term of registration.
5.4 If property which is leased pursuant to a registered finance lease contract is seized by a competent State body as a result of a breach of law by the lessee, or as a result of assignment of the finance leased property by the lessee to a third party without the consent of the lessor, then the copy of the application for registration as certified by the Registration Centre or an overall report of information on contracts as issued by the Registration Centre shall be the legal basis for the lessor to recover [retake possession of] the leased property.
6. Responsibilities of registrars:
6.1 To conduct registration and to provide information in accordance with the correct order and procedures stipulated in this Circular.
6.2 To register accurately the items declared in an application for registration.
6.3 In a case where a registrar inaccurately registers items declared in an application for registration thereby causing loss, such registrar must compensate for the loss in accordance with the law on the liability of civil servants to compensate for loss.
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