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Civil transactions and conditions for the validity of civil transactions

This article provides detailed information on the concept of civil transactions and the necessary conditions for transactions to be valid under Vietnamese law. The conditions include the legal capacity of the parties, the purpose and content of the transaction not violating the prohibitions of the law, and the appropriate form of transaction. Understanding these conditions helps the parties involved in the transaction protect their rights and conduct the transaction legally.

1. Civil transactions

According to Article 116 of the 2015 Civil Code, a civil transaction is a contract or unilateral legal act that creates, changes or terminates civil rights and obligations.

2. Conditions for the validity of civil transactions

According to Article 117 of the 2015 Civil Code, a civil transaction is valid when the following conditions are met:

- The subject has civil legal capacity and civil conduct capacity appropriate to the established civil transaction;

- Subjects participating in civil transactions are completely voluntary;

- The purpose and content of the civil transaction do not violate the prohibitions of the law and are not contrary to social ethics.

The form of a civil transaction is a condition for the validity of a civil transaction in cases where the law so provides.

3. Purpose and form of civil transactions

According to Article 118 of the 2015 Civil Code, the purpose of a civil transaction is the benefit that the subject wishes to achieve when establishing that transaction.

According to Article 119 of the 2015 Civil Code, the form of civil transactions is stipulated as follows:

- Civil transactions are expressed verbally, in writing or by specific actions.

Civil transactions via electronic means in the form of data messages as prescribed by law on electronic transactions are considered written transactions.

- In cases where the law stipulates that civil transactions must be expressed in writing, notarized, certified, or registered, such provisions must be complied with.

4. Conditional civil transactions

According to Article 120 of the 2015 Civil Code, civil transactions are subject to the following conditions:

- In case the parties have an agreement on the conditions for the occurrence or cancellation of a civil transaction, when that condition occurs, the civil transaction arises or is cancelled.

- In case the condition giving rise to or cancelling a civil transaction cannot occur due to the direct or indirect intentional obstruction of one party, then that condition shall be considered to have occurred; in case there is a direct or indirect impact of one party intentionally promoting the occurrence of the condition, then that condition shall be considered not to have occurred.

5. Explain civil transactions

According to Article 121 of the 2015 Civil Code, if a civil transaction has unclear or difficult-to-understand content, can be understood in many different ways and is not covered by Clause 2 of this Article, the interpretation of that civil transaction shall be carried out in the following order:

- According to the true intentions of the parties when establishing the transaction;

- In a manner consistent with the purpose of the transaction;

- According to the customs where the transaction is established.

The interpretation of contracts is carried out in accordance with the provisions of Article 404 of this Code; the interpretation of the contents of wills is carried out in accordance with the provisions of Article 648 of this Code.