What steps does lawful debt recovery involve?

The steps for recovering a debt lawfully: demanding payment, negotiating, obtaining a debt acknowledgement, mediation, bringing a claim before a Regional People’s Court or an arbitral tribunal, and requesting judgment enforcement. Limitation periods: 3 years for bringing a claim over a contract dispute and 2 years for a commercial dispute; 5 years for requesting judgment enforcement.

Legal basis

What is the sequence for dealing with an overdue debt?

An overdue debt is usually dealt with in six steps; not every step is mandatory, and the appropriate steps depend on the evidence, the remaining limitation period and the debtor’s attitude:

1. Review the evidence and calculate the principal, the interest and the date on which the limitation period expires.
2. Send a payment demand letter in measured terms, stating the basis, the amount owed and the deadline for payment.
3. Negotiate, and propose that the debtor sign a debt reconciliation record or a written debt acknowledgement.
4. Mediation at court or commercial mediation.
5. Bring a claim before a Regional People’s Court (Tòa án nhân dân khu vực) or an arbitral tribunal, together with interim measures where there are grounds.
6. Request judgment enforcement within the 5-year limitation period.

What evidence should a creditor keep?

A creditor should keep the originals and backup copies of documents proving that the debt arose, has fallen due and has not been paid:

• Businesses: contracts and appendices; delivery and acceptance records; invoices; debt reconciliation records signed by an authorised person; emails about the debt.
• Individual lenders: IOUs; bank transfer records, preferably stating clearly that the money is a loan; messages in which the borrower acknowledges the debt or promises to repay; documents relating to collateral, if any.

Messages and emails should be kept in their original state. Information on the debtor’s assets should be collected only from lawful sources.

What is the limitation period for bringing a claim to recover a debt?

The limitation period for bringing a claim over a contract dispute is 3 years from the date on which the person with the right to make the claim knew or should have known that their lawful rights and interests were infringed (Article 429 of the Civil Code No. 91/2015/QH13). For a debt with a repayment date, this starting point is usually tied to the time the debt fell due and was not paid. For commercial disputes, Article 319 of the Commercial Law No. 36/2005/QH11 provides for a limitation period of 2 years.

Table 1. Limitation periods for bringing a claim (summary)

For contracts between businesses, there are still differing views in practice as to whether Article 319 of the Commercial Law or Article 429 of the Civil Code applies. Where this is uncertain, businesses should work to the 2-year deadline.

The draft Law amending and supplementing a number of articles of the Commercial Law, the Law on Competition, the Law on Foreign Trade Management and the Law on Protection of Consumer Rights, submitted to the National Assembly at the Second Session of the 16th National Assembly (10/2026), provides for the repeal of Chapter VII of the Commercial Law 2005 (Articles 292 to 319). As at 22/10/2026, Articles 306 and 319 remain in force; if the new law is passed, the calculation of limitation periods and of interest on late payment in commercial matters will need to be reviewed in light of the transitional provisions.

Clause 2, Article 184 of the Civil Procedure Code No. 92/2015/QH13, in summary: the court applies the limitation period only at the request of one or more of the parties, made before the first-instance court issues its judgment or decision.

When does the limitation period start again?

The limitation period restarts when the debtor acknowledges the obligation or performs part of the obligation, or when the parties reach a settlement between themselves; the new limitation period runs from the day following the day on which that event occurs (Clauses 1 and 2, Article 157 of the Civil Code No. 91/2015/QH13, in summary). A debt reconciliation record or a written debt acknowledgement is therefore both evidence of the amount owed and an event that restarts the limitation period.

Where the debtor acknowledges the obligation only after the limitation period has expired, for example while the court is dealing with the case, there are still differing views in practice as to whether the limitation period restarts. Creditors should ask for the debt to be acknowledged early.

Hypothetical scenario. Mr A lent money to an acquaintance by bank transfer, with repayment due on 01/06/2023, but was not repaid. On 15/04/2026, before the limitation period had expired, the borrower sent Mr A a message acknowledging that the whole amount was still owed. If this message can be proved, the 3-year limitation period restarts from 16/04/2026.

Do claims for principal and claims for interest differ in terms of the limitation period?

They may. Under Clause 2, Article 155 of the Civil Code No. 91/2015/QH13, the limitation period for bringing a claim does not apply to claims for the protection of ownership rights, unless otherwise provided by the Civil Code or other relevant laws. On the basis of this provision:

• Official Letter No. 02/TANDTC-PC dated 02/08/2021 of the Supreme People’s Court (a professional guidance answer; reference material only). In summary: where the limitation period for bringing a claim over a credit contract dispute has expired, the bank may still bring a claim for the recovery of property (the principal); the court accepts and resolves the case regardless of whether the parties request application of the limitation period.
• Precedent No. 81/2025/AL, published under Decision No. 339a/QĐ-CA dated 25/12/2025, applicable from 01/02/2026. In summary: the parties had agreed to terminate a services contract and the obligor had agreed to pay but did not do so; the court determined that this was a dispute over the recovery of property and did not apply the limitation period.

Both of these address only the principal. For interest, there are still differing views in practice, so bringing a claim within the limitation period remains the way to preserve your claims in full.

What interest must a debtor pay for late payment?

A party who is late in paying money must pay interest on the overdue amount for the period of delay, at the agreed interest rate but not exceeding the limit in Clause 1, Article 468; where there is no agreement, at the rate under Clause 2, Article 468 (Article 357 of the Civil Code No. 91/2015/QH13, in summary).

In short, under the Civil Code: the agreed interest rate may not exceed 20% per year, unless otherwise provided by other relevant laws; the rate under Clause 2, Article 468 is 50% of 20% per year, i.e. 10% per year. Interest on late payment in commercial matters is determined under Article 306 of the Commercial Law No. 36/2005/QH11.

Table 2. Interest on late payment under the Civil Code No. 91/2015/QH13 and the Commercial Law No. 36/2005/QH11 (summary)

How should negotiation and mediation be approached before bringing a claim?

The outcome of negotiations should be recorded in a document signed by an authorised person: a written debt acknowledgement, a repayment schedule and, where possible, security such as a mortgage or a guarantee.

Mediation at court under the Law on Mediation and Dialogue at Court No. 58/2020/QH14 is voluntary (Clause 1, Article 3). The time the court takes to receive and process a request under this Law does not count towards the limitation period for bringing a claim if the matter is subsequently resolved through court proceedings (Clause 9, Article 16). A decision recognising a successful mediation outcome has legal effect and is enforced under the law on civil judgment enforcement (Clauses 1 and 2, Article 35).

Which court should you sue in, and when must the dispute go to arbitration?

Civil, business and commercial disputes are resolved at first instance by the Regional People’s Courts (Article 35 of the Civil Procedure Code No. 92/2015/QH13, as amended by Law No. 85/2025/QH15). As a general rule, the statement of claim is filed with the court of the place where the defendant resides, works or has its head office (Point a, Clause 1, Article 39); the parties may agree in writing to choose the court of the place where the plaintiff resides, works or has its head office (Point b, Clause 1, Article 39); for contract disputes, the plaintiff may also choose the court of the place where the contract is performed (Point g, Clause 1, Article 40).

If the contract contains an arbitration agreement, the court must decline to accept the case, unless the arbitration agreement is void or incapable of being performed (Article 6 of the Law on Commercial Arbitration No. 54/2010/QH12). Identifying the correct forum from the outset helps to avoid the statement of claim being returned, especially when the limitation period is about to expire.

What can you do if you are concerned that the debtor may dissipate assets?

You may ask the court to apply interim measures; in an emergency, the request may be filed at the same time as the statement of claim (Clauses 1 and 2, Article 111 of the Civil Procedure Code No. 92/2015/QH13).

The measures commonly considered in debt recovery include freezing accounts at banks, other credit institutions or the State Treasury; freezing the obligor’s assets; and prohibiting the obligor from leaving the country (Clauses 10, 11 and 13, Article 114 of the Civil Procedure Code). Attachment of property and prohibition of the transfer of property rights apply only to property in dispute (Clauses 6 and 7, Article 114). The court applies a measure only where there are grounds under the article governing that specific measure.

For attachment, prohibition of transfer and freezing measures, the applicant must provide security in the amount set by the court (Clause 1, Article 136 of the Civil Procedure Code); a wrongful request that causes damage gives rise to a liability to pay compensation (Clause 1, Article 113). In arbitration proceedings, the right to ask the arbitral tribunal or the court to apply interim measures is provided for in Clause 1, Article 48 of the Law on Commercial Arbitration No. 54/2010/QH12.

Once you have a judgment, how do you request enforcement?

The judgment creditor may choose either a civil judgment enforcement agency or a civil judgment enforcement office (Point a, Clause 1, Article 6 of the Law on Civil Judgment Enforcement No. 106/2025/QH15, effective from 01/07/2026). The limitation period for requesting judgment enforcement is 5 years from the date the judgment or decision takes legal effect, or from the date the obligation falls due (Clause 2, Article 34).

The judgment debtor has 10 days to comply voluntarily from the date of being duly notified of the enforcement decision (Clause 1, Article 36 of the Law on Civil Judgment Enforcement). A judgment debtor who is able to satisfy the judgment but does not comply voluntarily is subject to coercive enforcement (Clause 2, Article 4). A civil judgment enforcement office may not apply measures to secure enforcement or coercive enforcement measures (Clause 4, Article 31).

Where the debtor is an insolvent enterprise, the creditor should also consider the procedures under the Law on Rehabilitation and Bankruptcy No. 142/2025/QH15.

Which debt collection methods are unlawful and carry criminal risk?

Creditors must not threaten, use force against, insult or publicly shame the debtor. Depending on the conduct and its consequences, the person collecting the debt may face administrative sanctions or criminal prosecution.

Table 3. Debt collection conduct that carries criminal risk (Criminal Code No. 100/2015/QH13, as amended and supplemented)

Each offence has its own constituent elements, which are determined on the specific case file. Conversely, lending at an interest rate 5 times the maximum rate provided in the Civil Code, together with other elements prescribed by law, may be considered under the offence of usury in civil transactions (Article 201 of the Criminal Code).

Debt collection services are a business line in which investment is prohibited (Point h, Clause 1, Article 6 of the Law on Investment No. 143/2025/QH15). Publicly disclosing the debtor’s personal information may also breach the Law on Personal Data Protection No. 91/2025/QH15.

Related service group: Debt recovery and judgment enforcement →

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