In Vietnam, is a contract signed by an electronic signature legally valid?

BichNgoc August 9, 2022

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Signing contracts with electronic signatures is an effective solution in the current developing information technology era. In the current development trend of Vietnam and many countries, information technology, the 4.0 era is increasingly developing while still applying social distancing measures and restricting movement to prevent risks. chance of spreading the Covid-19 disease. Therefore, many contracts of the parties are forced to sign with electronic signatures. In Vietnam is a contract signed by an electronic signature legally valid. The following article of Lawyer X will help you answer.

Legal grounds

Civil Code 2015;

Law on Electronic Transactions 2005.

Contract concept

According to Article 385, Section 7 of the 2015 Civil Code,

A contract is an agreement between parties on the establishment, change or termination of civil rights and obligations.

It is an agreement between parties to buy, sell, exchange, give, lend, lease, borrow property or perform a job, thereby establishing, changing or terminating the right and civil obligations between the parties in the contract.

Expression of contract:

– Traditional contract (expressed in words, actions, paper documents ..)

– Electronic contract (data message)

Data messages are information created, sent, received and stored by electronic means (as specified in Clause 12, Article 4 of the Law on Electronic Transactions 2005).

What is an electronic signature in a contract?

An electronic signature is created in the form of words, letters, numbers, symbols, sounds or other forms by electronic means; logically associated or associated with data messages; capable of confirming the signer of the data message and confirming that person’s consent to the content of the signed data message.

A digital signature is a piece of information that accompanies electronic data. To confirm the signer of the data message; confirm the person’s consent to the content of the signed data message.

Classification of electronic signatures

Digital signatures

In contract signing, digital signatures are often used to sign small contracts. Large value contracts rarely use digital signatures. Digital signatures are commonly used in customs transactions, social insurance, online tax payment, electronic invoice issuance or electronic transactions in banking systems.

To use digital signatures, the parties to the transaction must use a platform; use specialized equipment provided by the digital signature certification service company to create a digital signature. The generated digital signature is then inserted electronically into the contract to be signed.

Scan signature

Scan signatures are very applicable to multi-party contracts and the parties are not in the same location. In particular, are contracts related to multinational transactions and foreign elements in terms of subjects.

For this type of signature, the contract is printed out from the electronic data file by the signer; the signatories of each party sign directly on the paper document of the contract by means of a live signature. The contract with the signature on the contract will be converted into an electronic form and a scanned image of the signed contract. The scan is then sent by email.

Image signature

Similar to digital signatures, image signatures are also not used much in large value contracts. Which is mainly used for contracts that are signed many times, over and over. Also, the signer is not in the same place where the contract can be printed; signed with a live signature.

Typically, the signer inserts an image of his or her signature into the signature box of the contract’s electronic data file. Then send it by email.

Legal value of electronic signatures in contracts

Pursuant to the provisions of Article 24 of the 2005 Law on Electronic Transactions:

Where a document requires a signature by law, that requirement for a data message is considered fulfilled if the electronic signature used to sign the data message meets the following conditions: this:

The method of creating an electronic signature allows the signer to be verified and the signer’s consent to the content of the data message.

That method is sufficiently reliable and suitable for the purpose for which data messages are generated and sent.

In cases where the law stipulates that a document needs to be stamped by an agency or organization, that requirement for a data message is considered to be met; if such data message is signed by the electronic signature of the agency or organization; satisfy the conditions specified in Clause 1, Article 22 of the Law on Electronic Transactions 2005 and that the electronic signature is authenticated.

Is a contract signed by an electronic signature legally enforceable?

The 2015 Civil Code stipulates: Forms of entering into a contract by word of mouth, in writing or by specific acts.

At the same time, in Clause 4, Article 400 of the 2015 Civil Code, it stipulates:

The time of entering into a written contract is the time when the last party signs the document or by another form of acceptance shown in the document.

According to the above provisions, when entering into a contract the parties can sign the document live; or by other acceptable form shown in writing. Another form of acceptance expressed in writing may be an electronic signature; can use digital signatures, scanned signatures, image signatures, fingerprints only; … to express the will to accept the content agreed upon by the parties. Thus, transactions through electronic methods are completely recognized by law; if it meets the valid trading conditions in accordance with current laws.

The process of entering into an electronic contract with an electronic signature

Step 1: Create /Upload contract

The sender initiates a contract using templates from the pre-made sample repository on the system divided by fields or uploads a prepared contract from a computer to the software system.

Step 2: Design stakeholder viewing and signing flow

Set up who has the right to view the contract, who has the right to sign the contract

Set the document object on the contract, the object of the contract signer

=> Export contract

Step 3: Inform relevant parties

The system will automatically send notices and contracts to the parties related to the recipient’s electronic contract platform system (in case the recipient has an account of EFY-contract) or to email

Step 4: Sign the contract number right on the computer device, phone

Contract recipients log in to EFY-contract or follow the link sent in the notification email to review the terms, if they agree with the terms and content of the contract, then digitally sign.

The software system will automatically scan digital certificates and image signatures that are connected to computers and phones. The user selects the appropriate electronic signature to digitally sign the contract.

Step 5: Send and receive the fully signed e-contract through the software

The contract is fully signed, the system will automatically send the final version to the relevant person, stored and encrypted on the software.

Related article:

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Contact LSX Lawfirm

Finally, we hope this article is useful for you to answer the question about: “In Vietnam, is a contract signed by an electronic signature legally valid?”. If you need any further information, please contact LSX Law firm: +84846175333 or Email: [email protected]

Frequently asked questions

How many types of electronic signatures are there?

There are 3 types of electronic signatures: digital signature, scan signature, image signature

General provisions of the Civil Code 2015 on contracts

LDS 2015 allows different forms of contracting. Specifically, a contract can be entered into orally, in writing or by specific acts.
Regarding the form of entering into a written contract, Clause 4, Article 400 of the Civil Code 2015 stipulates: “The time of entering into a written contract is the time when the last party signs the document or in another acceptable form. expressed in writing.” Thus, the Civil Code 2015 does not require signatures to be live signatures or prohibit the use of electronic signatures. The Civil Code 2015 also recognizes “another form of acceptance expressed in writing” and recognizes transactions through electronic means.