VCCI: Expanding criminal liability for corporate entities would be inappropriate

DRAFT proposals to refine the scope of criminal liability of corporate entities for certain offenses in the categories of tax, labor, finance, insurance, and property crimes such as usury, asset misappropriation, and offenses related to land use. On May 14, the Ministry of Justice posted the appraisal records for the draft Penal Code (amendment). Some comments proposed considering expanding the scope of criminal liability for corporate entities. According to the draft policy proposal for the Penal Code (amendment), the Public Security Ministry proposes policy groups to refine the provisions on the criminal liability of corporate entities. The aim of the policy is to refine the scope of criminal liability for corporate entities for offenses in the groups of tax, labor, finance, and insurance, as well as property crimes such as usury, fraud and asset misappropriation; offenses related to land use. According to the draft final report on the implementation of the Penal Code, among the offenses charged, the share of crimes committed by corporate entities is very low. In the eight years, only 16 cases involving corporate entities committing crimes have been prosecuted. The reason is that this is a new provision with no precedent, so there is confusion in its application. In addition, many provisions concerning corporate entities are not yet clear, making implementation difficult, with most cases only resulting in administrative violations by corporate entities. From Jan 1, 2018 to November 2025, the judiciary has tried 13 cases involving 41 corporate entities at first instance, and 1 case at the appellate level involving 1 defendant, focusing on offenses such as tax evasion (47%); evading social, health, and unemployment insurance for workers (23.1%); infringement of industrial property rights (23.1%); smuggling (7.3%). Penalties imposed on corporate offenders are mainly fines (94.1%), in addition to one case applying permanent suspension of operations (5.9%). The draft report evaluating the regulations on corporate criminal liability still has many shortcomings. Currently, the law limits the scope of corporate liability to 33 offenses, mainly environmental and economic crimes. This does not fully align with practical realities. From the summary, the offenses in tax, labor, finance, insurance, and property crimes such as usury, fraud, and misappropriation; as well as land-use offenses are also offenses in which corporate entities frequently engage in violations. According to the Public Security Ministry, refining the regulations on corporate criminal liability in the Penal Code remains appropriate to practical realities of fighting crime and international practice. Corporate assets are typically much larger than those of individuals. Prosecuting corporate entities helps the State recover tax revenues, fines, and compensate for damages. The policy impact assessment suggests that this orientation would not have a negative impact on businesses. On the contrary, it would have a positive effect by removing enterprises that use unlawful schemes to profit, thereby leveling the playing field for legitimate businesses in labor, finance, and insurance. During the consultation process, representatives of the Vietnam Chamber of Commerce and Industry (VCCI) argued that today the boundary between crimes by corporate entities and individuals is unclear and very hazy. Therefore, expanding the scope of corporate criminal liability would be very inappropriate. VCCI proposed expanding only after completing the provisions in Articles 75 and 76 of the Penal Code. VCCI also stated that this provision could deter investors, hence a specific impact assessment should be conducted.