Vietnam’s political system is currently undergoing a significant reorganization to streamline government operations and improve efficiency. In this regard, Plan 141/KH-BCDTKNQ18, issued on December 6, 2024, provided guidelines on the restructuring of existing ministries, ministerial-level agencies, and government-affiliated agencies. Accordingly, the number of ministries is being reduced from 18 to 14 through mergers and consolidations and the establishment of a new Ministry of Ethnic and Religious Affairs. The number of ministerial-level agencies is being reduced to three, and government-affiliated agencies to five. Similar streamlining is happening at provincial levels. The newly consolidated state agencies will assume all functions, rights, and responsibilities of the merged entities, and will continue handling all ongoing matters previously handled by the former agencies. Some examples of these changes include the following: The Ministry of Science and Technology (MOST) will oversee telecommunications, IT applications, cybersecurity, e-transactions, and national digital transformation, which had previously been managed by the Ministry of Information and Communications (MIC). MOST will also be responsible for issuing licenses related to these areas, such as licenses for G1 online game services and telecommunication services. The Ministry of Culture, Sports, and Tourism will assume the responsibility of press management, previously under the MIC. The Ministry of Finance will assume state management functions related to investment, previously handled by the Ministry of Planning and Investment. Provincial Departments of Finance will issue Investment Registration Certificates and Enterprise Registration Certificates, a responsibility previously held by the Departments of Planning and Investment. The Ministry of Home Affairs will oversee labor and employment matters. Provincial Departments of Home Affairs will be authorized to issue work permits and will be the designated authorities for companies to register their internal labor regulations. Advantages for Businesses The restructuring aims to simplify regulations and expedite licensing processes. By reducing the number of agencies

A proposal to establish a specialized Intellectual Property Court in Vietnam has been a topic of significant interest among IP practitioners for the past 20 years. It was thus a major breakthrough when the new Law on the Organization of People’s Courts was ratified in 2024, stipulating in Article 4.1(dd) that the Vietnamese court system would include a specialized first-instance IP Court. The new law took effect on January 1, 2025, replacing the Law on the Organization of People’s Courts of 2014, A groundbreaking law This breakthrough can be viewed from multiple perspectives. First of all, in terms of organization, this is the first time, after numerous considerations, that Vietnam has officially recognized the importance of the IP field and the need to establish a specialized adjudicative body due to the field’s unique nature. The establishment of a specialized first-instance IP Court is expected to lead to fundamental changes in the practice of developing and applying IP law. While the establishment of IP rights such as trademarks, patents, and plant varieties is managed by administrative agencies such as the Intellectual Property Office, the Copyright Office, and the Crop Production Department, which seem unlikely to change their functions and tasks, there could be significant changes in the enforcement of these rights, which has been a persistent issue in Vietnam’s IP law system. Thus far, in practice, the enforcement of IP rights in Vietnam has relied overwhelmingly on administrative measures over civil measures. Civil measures, typically involving court proceedings under which the matter will be submitted to a court for settlement, are not appealing to disputing parties, especially IP rights owners. The absence of a specialized court has led to many IP cases being handled by judges without any knowledge or experience in this specialized field, resulting in confusion, misconceptions about

On January 13, 2025, Thailand’s cabinet approved in principle the draft Entertainment Complex Act, as proposed by the Ministry of Finance. This landmark legislative proposal, which would allow casinos as part of larger “entertainment complexes,” will now proceed through further parliamentary review and approval. Key provisions of the draft act are described below. Corporate structure: Entertainment complexes must be operated by Thai-registered limited companies or public limited companies with a minimum paid-up capital of THB 10 billion. Directors of the licensed entity must be individuals and have the qualifications and none of the prohibited characteristics specified in the draft act. The draft act does not impose restrictions on foreign-majority ownership structures; however, it is worth monitoring whether any amendments addressing this matter are introduced during the legislative process. Operating conditions: Each entertainment complex must be located in an area designated under a royal decree. It must also include at least four types of entertainment businesses listed in the annex to the draft act (e.g., shopping mall, hotel, sports stadium, amusement park), along with a casino. The allocation of casino space must comply with regulations to be specified at a later date. Licensing conditions: Licenses will be valid for 30 years, renewable in increments of up to 10 years. The license issuance fee is THB 5 billion, the annual fee is THB 1 billion, and the renewal fee is THB 5 billion. The Entertainment Complex Policy Committee, chaired by the prime minister, will review and approve applications. Online gambling restrictions: Licensees are prohibited from offering gambling through internet-connected systems or electronic devices that allow access from outside the casino premises. Labor requirements: Thai and foreign employee ratios must adhere to prescribed regulations. Land privileges: Lease agreements for land use are limited to 50 years. Renewal is permitted for up to

Myanmar’s Directorate of Investment and Company Administration (DICA) has issued new documentation requirements for Myanmar-registered companies making changes to their shares or directors. Effective January 8, 2025, the DICA will only approve such changes when accompanied by specific supporting evidence as required under the Myanmar Companies Law 2017 (MCL). Key Changes and Requirements For share transfers, companies must submit the required application form, along with the following documents: Resolution from the company’s board of directors approving the change of shares or share transfer. Copy of the share-transfer agreement signed by both parties, with proof of stamp duty payment. For director changes, companies must submit the required application form, along with the following documents: Copy of new director’s ID or passport. Shareholder resolution approving the change of the director(s). New director’s consent to act (for appointments) or signed resignation (for departures) In addition to announcing the new documentation requirements, the DICA also reminded companies of an April 2023 announcement that requires companies to submit certain other required documentation within two months of establishment to the DICA by email. Next Steps Companies planning share transfers or director changes must ensure they prepare the complete documentation package before submission to the DICA. For more information on this announcement or assistance with corporate secretarial matters, please contact Tilleke & Gibbins at [email protected].