On December 30, 2021, Vietnam’s Ministry of Education and Training issued Circular No. 40/2021/TT-BGDDT promulgating the Regulations on Organization and Operation of Private Primary Schools, Secondary Schools, High Schools, and Multi-level Schools (Circular 40), which took effect on February 14, 2022, replacing Circular No. 13/2011/TT-BGDDT.

Circular 40 sets forth provisions for the organization and operation of private primary and secondary schools, including regulations on school organization and management; teachers, administrators, staff, and students; facilities, finances and assets; inspection, examination, and accreditation of education quality, rewards, and handling of violations.

School Board

Circular 40 has replaced the term “Board of Management” of the school, which had previously caused much confusion and misunderstanding under Circular 13, with the term “School Board.” Similarly, to avoid any confusion and inconsistency, Circular 40 also has removed regulations on “members’ councils,” which would typically be subject to the laws on enterprises, but are not under the regulations on schools.

The provisions related to the School Board, summarized below, are the most significant changes introduced by Circular 40.

Establishment and Composition

Circular 40 affirms that the School Board of a private high school is the governing body of the school.

The members of the School Board of a private school comprise representatives of the investors and members within and outside the school who are elected or decided upon by a meeting of the investors, and recognized by the competent authority (e.g., chairperson of the district or provincial People’s Committee, depending on the level of the school). Any changes to the members of the School Board must be submitted annually to the competent authority for recognition.

The term of the School Board is five years. In a new requirement under Circular 40, the School Board must have an odd number of members, with at least five and no more than 15 people.

Rights and Obligations

Under Article 7.4 of Circular 40, the School Board has the following rights and obligations:

• To decide on the school’s strategy, vision, and development plan, to submit to the investor’s or owner’s meeting for approval.
• To decide on the regulations on the organization and operation of the school, to submit to the investor’s or owner’s meeting for approval.
• To approve the plan on organizational structure and issues related to the organization and personnel of the school on the basis of the proposal of the principal; to recommend the addition or dismissal of members of the School Board; to propose the recognition or dismissal of the principal or vice-principal of the school, to submit to the investor’s or owner’s meeting for approval and to submit to the competent authority for consideration and decision on recognition.
• To approve the school’s educational plan; to supervise enrollment activities and the organization and implementation of activities according to the school’s educational plan.
• To supervise the implementation of resolutions of the School Board, the management of the school’s finances and properties, and the implementation of the democratic regulations in the school’s activities.

 School Board Meetings

Under Article 7.5 of Circular 40, meetings of the School Board are regulated as follows:

• Regular meetings must be held at least three times per year.
• A meeting is recognized as valid when at least three-quarters of the members, including the president, are in attendance.
• In necessary cases, at the request of the principal or more than half of the members, the president may convene an unscheduled meeting to resolve issues arising in the school. The School Board may meet by way of a written consultation. The School Board can invite representatives of other parties (who are not members) to attend School Board meetings when necessary.
• A resolution of the School Board is adopted and takes effect when it is agreed upon by at least two-thirds of the members present. School Board resolutions are publicly announced throughout the school.

The threshold rates for requesting unscheduled meetings and the threshold votes for passing a School Board resolution are new provisions under Circular 40.

Other Provisions

Except for the new concept of the School Board, the organizational structure of a private school under Circular 40 remains similar to the previous organizational structure under Circular 13. The conditions and qualifications for the principal, vice-principal, teachers, administrators, staff, students, facilities, finances and assets of a private school also do not have material changes in comparison to previous regulations under Circular 13.

There are, however, some changes to the provisions for the principal. The term of office of the principal is five years under Circular 13. Circular 40 further states that the term of office of a foreign principal will be in accordance with the term of his/her work permit and will not exceed five years. Circular 40 also provides that a person cannot concurrently serve as the principal of more than one private school.