Straight answer, no hedging: YES, tax is due. Income from receiving gifts of securities or equity stakes in economic organizations is taxable personal income (clause 9, Article 3 of the 2025 Law on Personal Income Tax, 109/2025/QH15). Calculation: PIT = 10% × the gift value exceeding VND 20 million, per occurrence (clauses 1 and 2, Article 18 of Law 109/2025). Example: receiving shares worth VND 500 million → taxable income = VND 480 million → tax payable = VND 48 million.
1. Legal framework in force as of 14/10/2026
- Law on Personal Income Tax 2025 No. 109/2025/QH15 (10/12/2025) — effective 01/7/2026, replacing Law 04/2007/QH12. Amended by Law 09/2026/QH16 (not touching Articles 3, 4, 18).
- Decree 253/2026/ND-CP (30/6/2026) — Article 15 lists taxable inherited/gifted assets, including: (1) equity stakes in LLCs, partnerships, cooperatives…; (2) shares, share purchase rights, bonds, fund certificates and other securities.
- Circular 87/2026/TT-BTC (30/6/2026) guiding the Law.
Validity note: Law 04/2007/QH12 and Circular 111/2013/TT-BTC are no longer authority — do not cite. Gift rules apply from 01/7/2026 (not in the salary/business income group).
2. The key point — the biggest misconception: the family exemption covers ONLY real estate
Many assume “gifts between relatives are tax-free”. Under Law 109/2025:
- The PIT exemption for gifts between relatives applies ONLY to gifts of REAL ESTATE (clause 1, Article 4 of Law 109/2025): transfers, inheritances and gifts of real estate between spouses; parents — children; grandparents — grandchildren; full siblings…
- Gifting shares/securities to a spouse, parent, child or full sibling is NOT exempt — still subject to 10% on the value exceeding VND 20 million per occurrence.
The pair to remember: gifting real estate to your child → exempt; gifting shares to your child → taxable. This article never states “gifts to relatives are tax-free” for shares/securities in any form.
3. Who pays, and when?
- The taxpayer is the RECIPIENT (the donee), not the donor. The donor incurs no transfer-tax liability at the time of the gift;
- Timing of taxable income: when the organization or individual gifts to the taxpayer, or when the taxpayer receives the income (clause 3, Article 18 of Law 109/2025);
- New threshold: VND 20 million per occurrence (old law: VND 10 million).
4. Which gifts are taxable, which are not
- Taxable: securities, equity stakes (Article 15 of Decree 253/2026), real estate, assets subject to ownership/use registration;
- Not taxable: gifts of cash — not in the taxable-asset list of Article 15 of Decree 253/2026;
- Don’t confuse with transfer tax: this is gift tax (10% on the excess over VND 20 million, paid by the recipient), distinct from securities transfer tax (0.1% of transfer price) or equity-stake transfer tax (20% on the gain).
5. Non-resident individuals
Non-residents receiving gifts in Vietnam: tax = 10% × the value exceeding VND 20 million per occurrence (Article 26 of Law 109/2025).
6. Unverified points — this article makes no assertion
- How the “value” of shares is determined for the tax base (latest transaction price, book value, independent valuation): clause 4, Article 18 delegates details to the Government — not cross-checked in Decree 253/2026 → this article states only the principle of “asset value at the time of receiving the gift” and sets no valuation formula;
- Withholding duty of a gifting organization when gifting shares to individuals: article-level verification in Decree 253/2026/Circular 87/2026 is pending → needs further verification; no assertion made.
7. Risks and practical recommendations
- Don’t equate “gifting” with “transferring”: two entirely different tax regimes (gift: 10% on excess over VND 20 million vs. transfer: 0.1%/20%) — wrong classification means wrong filing;
- Recipients should file and pay proactively — don’t rely on the donor to handle it while withholding duties remain unclear;
- Keep real-estate gifting separate: this article covers only shares/securities/equity — family asset-gifting plans need asset-by-asset analysis;
- Keep evidence of value at the time of receiving the gift — the tax base the authority will examine.
FAQs
Does a father gifting shares to his child owe tax?
Yes — 10% × the value exceeding VND 20 million per occurrence. The family exemption applies only to real estate (clause 1, Article 4 of Law 109/2025).
Who is the taxpayer in a share gift?
The recipient (donee), not the donor.
How much tax on VND 500 million of gifted shares?
Taxable income = VND 480 million → tax = VND 48 million (10% × 480 million).
Are cash gifts subject to PIT?
No — cash is not in the taxable-asset list of Article 15 of Decree 253/2026.
Legal sources
- Law on Personal Income Tax 2025 No. 109/2025/QH15 (10/12/2025, effective 01/7/2026).
- Decree 253/2026/ND-CP (30/6/2026) — Article 15 (taxable inherited/gifted assets).
- Circular 87/2026/TT-BTC (30/6/2026).
Planning to gift shares or equity to family members and need to determine the correct tax liability and transfer formalities? Reach us via the Contact page of FLAT Law Firm.
The legal content of this article is reviewed by FLAT’s AI Legal Council and submitted to the owner for approval; it is not an opinion of a licensed lawyer and does not replace legal advice for specific cases.
For reference only, not legal advice.