In September 2025, Thailand’s Securities and Exchange Commission (SEC) accused a company listed on the Stock Exchange of Thailand (SET), including its current and former directors, of concealing material information in connection with its filing registration and draft prospectus. This recent enforcement action demonstrates the serious consequences of making false statements or appearing to conceal material information in IPO filings and ongoing disclosures. In addition to being subject to criminal penalties, such actions can impact the eligibility of directors and executives to serve and may cause lasting reputational damage. Key Legal Risks The Securities and Exchange Act B.E. 2535 (1992) (as amended) imposes strict liability for making false statements or concealing material information in IPO registration statements and draft prospectuses. In such cases, investors can claim for damages, and there are also criminal penalties, including imprisonment for up to five years and substantial fines, may apply to the company, its directors, and responsible officers. However, misstatements or omissions in IPO filings do not, by themselves, disqualify directors or executives from holding office, whether arising from an SEC accusation or even a final court judgment. In contrast, for ongoing disclosures after listing, such as financial statements, annual reports, and meeting notices, false or misleading statements or concealment of material information can result in not only criminal liability but also immediate disqualification of directors and executives. If the SEC accuses a listed company or its directors or executives of such misstatements or omissions, those directors or executives are immediately disqualified from their positions, even before a final court judgment. Director and Executive Qualifications Directors and executives must meet the SEC’s specified standards of trustworthiness, as set out in the relevant rules. The SEC clearly defines characteristics that are considered to demonstrate a lack of trustworthiness. For ongoing disclosures, being involved in

Vietnam’s higher education system is at a pivotal stage of reform, with the government taking decisive steps to strengthen its policy and regulatory framework. In response to obstacles encountered during the implementation of the Law on Higher Education, issued in 2012 and amended in 2018, the third draft of the amended Law on Higher Education (Draft Law) is scheduled for submission to the National Assembly in October 2025. The Draft Law reflects the state’s commitment to aligning the education sector with international standards while addressing persistent structural challenges. The Draft Law emphasizes clarifying institutional mandates, enhancing accountability, and modernizing governance models to enable higher education institutions to operate with greater autonomy and efficiency. Against this backdrop, we outline below several notable provisions of the third draft and their potential implications for higher education institutions (HEIs) in Vietnam. Applicable Entities In addition to HEIs as defined and covered under existing legislation, the Draft Law extends its scope of applicable entities. The current Law on Higher Education does not regulate training institutions under state agencies, the armed forces, or political and social organizations, nor does it provide specific provisions for institutions offering only postgraduate education. To address this, the Draft Law introduces the term “institutions with higher education activities,” expanding its scope to include: (a) academies and research institutes established by the prime minister, mandated to provide doctoral-level training; (b) educational institutions affiliated with state agencies, political organizations, socio-political organizations, and the people’s armed forces, authorized to offer higher education programs in their specialized fields; and (c) institutions established pursuant to international treaties or by decision of the prime minister, with authorization to deliver certain levels of higher education. The inclusion of “institutions with higher education activities” represents a significant development both legally and institutionally. In an increasingly diversified higher education

In September 2019, the government of Vietnam issued Decree No. 75/2019/ND-CP on Administrative Sanctions in the Field of Competition (Decree 75) to address the urgent need for clear sanctioning mechanisms following the implementation of the new Law on Competition in July 2019. However, after five years of enforcement, various gaps and inconsistencies have been exposed that hinder its application. These shortcomings have reduced the deterrent effect of the sanctioning regime, and created legal uncertainty for market participants. A recent case involving Duc Giang – Lao Cai Chemicals’ acquisition of another chemical company—one of the first cases of economic concentration violation to be sanctioned by the National Competition Commission (NCC) since the Law on Competition took effect—highlights the practical difficulties under Vietnam’s competition law enforcement regime. In this case, although the transaction exceeded the statutory notification thresholds of economic concentration set out in the law, the parties failed to submit the required notification. This violation resulted in the NCC imposing aggregate fines of VND 1,423,982,880 (approximately USD 54,770) on the companies in September 2024. On appeal, Duc Giang – Lao Cai Chemicals argued that the chairman of the NCC was legally entitled to issue a warning as the key punishment instead of a monetary penalty. However, the chairman rejected the appeal, citing Article 14 of Decree 75, under which the specific penalty and level for “failure to notify economic concentration” is a fine, not a warning. While the chairman of the NCC is generally empowered to impose penalties, a warning cannot be applied if the specific regulation for a particular violation does not provide for it as a sanction. This example shows the inadequacy and inconsistency of the regulations on penalties for violations of competition law, and underscores the need for an amendment of Decree 75 to resolve such conflicts

As Vietnam accelerates its digital transformation, data centers have emerged as critical infrastructure supporting the shift toward a digital government, digital economy, and digital society. For businesses targeting Vietnam’s rapidly growing data center market, a clear understanding of the evolving regulatory landscape, compliance obligations, and government incentives is key to successful market entry and operation. This article provides a strategic overview of investment opportunities and key compliance requirements in Vietnam’s dynamic data center sector. Investment Incentives to Boost Data Center Growth Since July 1, 2024, organizations and individuals across all economic sectors have been encouraged to invest in and contribute to the development of data centers. By law, there are no restrictions on shareholding ratios, capital contributions, or foreign investor participation in data center and cloud computing services under business cooperation contracts. Currently, investment in AI data centers is classified as a specially incentivized industry, qualifying for preferential treatments and incentives in terms of investment, taxation, land use, and other related areas. Large-scale data centers, together with AI and cloud computing, are currently considered as strategic technologies and products for which Vietnam offers significant fiscal, tax, and land incentives to promote investment. Additionally, these large-scale projects may receive direct financial support from local development budgets for facility construction, technical infrastructure, and equipment procurement, subject to state budget provisions and applicable laws. AI data center construction projects also enjoy preferential treatment under customs regulations. Regulatory Approvals for Providing Data Center Services The 2023 Telecom Law and its guiding documents marked a significant milestone by classifying data center services as value-added telecom services. Under the law, a data center service is defined as a telecom service that enables users to process, store, and retrieve information via a telecom network through the leasing of part or all of a data center. A