Short answer: A summons from an investigative authority is a procedural document that must be obeyed — unjustified absence can lead to compelled escort (escorted appearance) of the entity’s legal representative (Article 440) or compelled escort of a suspect (Article 182). In return, the law guarantees key rights: to know the reasons, not to be forced to testify against the legal entity, to engage defence counsel, to interpretation, and to complain — especially significant for FDI companies with foreign personnel.
The most error-prone point: there are three different summons capacities — with different rights and duties. The capacity stated in the summons determines which rights and duties apply. Do not conflate “being summoned” with “being arrested” — a summons is not an arrest warrant.
1. Capacity 1: Legal representative of the legal entity (Articles 440, 434, 435)
1.1. Contents of the summons (Article 440)
A summons for the legal representative of a legal entity must state: the summoned person’s full name, residence or workplace; the hour, date and place of appearance; whom to meet; and the consequences of absence without force majeure or objective obstacles. The summons is delivered directly to the representative, or through the legal entity, or through the commune-level People’s Committee of the place of residence; the recipient must sign for it (if absent, a family member aged 18 or above signs for confirmation).
Absence without legitimate reason → may be subjected to dẫn giải (compelled escort) (Article 440(3)).
1.2. All procedural activities through the representative (Article 434)
The legal entity must appoint and ensure its legal representative fully participates in prosecution, investigation, indictment, trial and judgment-enforcement activities. If the representative is prosecuted, investigated, charged, tried or otherwise unable to participate → the legal entity must appoint another person; if there is no representative, the procedural authority designates one (Article 434(1)). This is a key practical point for FDI: if the representative is prosecuted, appoint a replacement immediately to avoid disruption.
1.3. Rights of the representative (Article 435(1))
The legal representative of a legal entity has the right to:
- Know the reasons the legal entity was prosecuted;
- Receive procedural decisions;
- Not be compelled to testify against the legal entity or admit the entity’s guilt;
- Present evidence;
- Defend themselves and engage defence counsel;
- Read and copy incriminating and exonerating documents from the end of the investigation;
- Participate in trials and debates;
- Complain about procedural decisions and acts.
1.4. Duties of the representative (Article 435(2))
Appear when summoned (unjustified absence → escorted appearance); comply with decisions and requests of competent authorities and persons.
2. Capacity 2: The suspect as an individual — e.g., the director is the suspect (Articles 182, 183)
- Article 182: investigators send a written summons; the suspect must appear; unjustified absence → áp giải (compelled escort).
- Article 183: interrogation must be audio-recorded or audio-visually recorded at the Investigation Agency’s office; no interrogation at night, except where it cannot be postponed.
Terminology distinction: áp giải (for suspects — Article 182) differs from dẫn giải (for the entity’s legal representative — Article 440).
3. Capacity 3: Witnesses — company personnel (Article 185 + Article 66)
Witnesses have a duty to appear when summoned and to testify truthfully about what they know; deliberate absence obstructing case resolution may lead to dẫn giải. False testimony or refusal to testify → criminal responsibility (Article 66(5)). The agency or organisation employing the witness must facilitate their participation in proceedings (Article 66(6)).
4. FDI-specific safeguards
4.1. Equality before the law (Article 9 CPC)
“All legal entities are equal before the law, regardless of ownership form or economic sector.” FDI companies are subject to no heavier procedure, nor any exemption. Criminal procedure has no separate regime for FDI companies — the only practical differences are the need for interpretation and counsel familiar with both legal systems (a practical recommendation, not a statutory privilege).
4.2. Interpretation (Article 70)
Procedural participants who cannot use Vietnamese are provided interpreters and translators. Interpreters who act fraudulently bear criminal responsibility. Practical advice: never sign minutes you do not understand; every session and interrogation needs an interpreter if you are not fluent in Vietnamese.
4.3. Defence counsel (Articles 72–73)
Legal entities and accused persons have the right to self-defence and to engage counsel from the earliest stage. (The point on “foreign lawyers qualified to practise in Vietnam” reflects legal-practice reality, not an inference from the CPC.)
5. Current investment legal framework — validity notes
- Law on Investment 143/2025/QH15 — effective 1 March 2026, replacing the expired Law on Investment 61/2020/QH14. Article 7 and Appendix IV (conditional business lines) effective from 1 July 2026.
- WATCHLIST — Law 24/2026/QH16 (adopted 24/8/2026): not yet in force as of 14/10/2026 — general effectiveness 1 March 2027, new Appendix IV from 1 January 2027, cutting 62 sectors. Where conditional business lines are discussed, cite Appendix IV of Law 143/2025 (effective 1/7/2026) and note the upcoming amendment effective 1/3/2027.
Example (illustrative scenario): The foreign director of an FDI company receives a summons as the legal entity’s legal representative (Article 440). He must appear at the stated time and place; unjustified absence → possible dẫn giải. He is entitled to know why the company was prosecuted, to engage counsel, to interpretation (Article 70), and cannot be compelled to testify against the company (Article 435(1)). If he is prosecuted as a suspect, the company must immediately appoint another representative for the proceedings (Article 434(1)).
Need legal assistance? If your FDI company or its representative receives a summons from an investigative authority, contact FLAT Law Firm for advice and representation from the earliest stage.
Note: This article is under internal review.
For reference only, not legal advice. Content quality-checked by the AI Legal Council; not yet reviewed by a human lawyer.
