Checklist for Filing a Bankruptcy Petition under the 2025 Law

Filing a bankruptcy petition starts the entire process — but filing with the wrong standing, incomplete dossiers, or at the wrong court gets the petition returned, wasting precious time. This is a practical checklist for petitioners under the 2025 Law on Recovery and Bankruptcy (142/2025/QH15, effective 01/3/2026), centred on Article 38 (who may file, who must file) and dossier preparation.

1. Step 1: Confirm your filing standing
2. Step 2: Prepare "inability to pay" grounds
3. Step 3: Prepare supporting documents
4. Step 4: File and track acceptance
5. Master pre-filing checklist

1. Step 1: Confirm your filing standing

Article 38 distinguishes the right to file from the duty to file:

Having the RIGHT to file:

[ ] Unsecured or partially secured creditors — the most common group (suppliers, unsecured partners).
[ ] Employees and their representative organisations — when the enterprise owes salaries for 06 months or more. A notable innovation: employees no longer wait indefinitely.
[ ] Shareholders/groups holding at least 20% of ordinary shares (joint-stock companies, held continuously for at least 06 months), or members of multi-member LLCs holding at least 65% of charter capital — unless the charter sets a lower ratio.

Having the DUTY to file (failure may trigger liability):

[ ] Legal representatives, Boards of Directors, Members' Councils, private-enterprise owners, general partners, single-member LLC owners — in cases prescribed by law (unless a recovery petition has already been filed).
[ ] Tax authorities — filing as an enforcement measure for administrative decisions on tax administration: after other enforcement measures have been applied for 03+ years without recovering the tax debt, or the enterprise has abandoned its registered business address for over 03 years with enforcement failing to recover the debt (point g, Clause 1, Article 49 of the Law on Tax Administration, effective 01/7/2026; Article 72 of Decree 252/2026/ND-CP; filing procedure under Law 142/2025/QH15).

Inference: a fully secured creditor may still file when the debt exceeds the collateral value (becoming "partially secured"). If you represent the enterprise, remember this is a duty — delaying filing once conditions are met may expose you personally.

2. Step 2: Prepare "inability to pay" grounds

Courts accept petitions only with grounds that the enterprise has lost the ability to pay — i.e., cannot pay debts as they fall due. The dossier should show:

[ ] Overdue unpaid debts: contracts, debt reconciliations, demand letters already sent.
[ ] Evidence of financial condition: latest financial statements, bank statements, information on remaining assets (if available).
[ ] Collection history: demand documents, emails, meeting minutes — proving repeated unsuccessful demands.
[ ] Information on other creditors (if known): the more unpaid creditors, the stronger the grounds.

Note: a dispute over the debt amount (the enterprise claims it owes less or nothing) does not automatically defeat the petition — but you need strong enough evidence for the court to accept it. Complex disputes over the debt's nature should be assessed by counsel first.

3. Step 3: Prepare supporting documents

The petition should clearly state: petitioner information, target enterprise information, grounds, and supporting evidence. Attachments should include:

[ ] Petitioner's legal papers: ID/passport (individuals); business registration certificate, representative appointment (organisations).
[ ] Target enterprise's legal papers: copy of its business registration certificate (searchable on the national business registration portal).
[ ] Debt evidence: contracts, invoices, delivery/acceptance records, confirmed reconciliations, demand letters.
[ ] Financial statements of the enterprise (if obtainable).
[ ] Known creditor/debtor lists (names, addresses, amounts) — helping the court and asset manager later.
[ ] Power of attorney for lawyers (if authorising filing and representation).

Practical inference: the more complete the dossier, the faster the acceptance. Thin petitions routinely face 1–2 supplementation rounds — each costing weeks while the enterprise's assets may "evaporate" daily.

4. Step 4: File and track acceptance

[ ] File at the competent People's Court — under Article 6 of Law 142/2025/QH15: the regional People's Court where the enterprise or cooperative has its head office handles petitions to apply recovery/bankruptcy procedures; the provincial People's Court handles requests for reconsideration and protests.
[ ] Pay the advance bankruptcy fee (where applicable) — courts accept petitions only after this financial obligation is met.
[ ] Track the acceptance/rejection decision: if returned, read the reasons carefully — usually standing or grounds issues, both fixable with re-filing.
[ ] After acceptance: prepare the next step — within 15 days of the opening decision, you must still file a debt-claim paper with the asset manager (Article 55). Filing the petition does not replace this duty!

5. Master pre-filing checklist

[ ] Correct standing confirmed: right vs duty to file (Article 38)
[ ] Sufficient evidence of overdue unpaid debts collected
[ ] Legal papers of both sides ready
[ ] Known creditor/debtor lists prepared
[ ] Petition clearly states inability-to-pay grounds
[ ] Advance bankruptcy costs prepared
[ ] Competent court identified (Art. 6: regional People's Court at the enterprise's head office; provincial level for reconsideration/protests)
[ ] 15-day debt-claim filing calendared for after opening (Article 55)

Preparing a bankruptcy petition? A correct checklist puts you ahead in the race for remaining assets. Contact FLAT Law Firm — hotline 0988424851 — for standing review, dossier checks, and filing strategy.

6. Five mistakes that get petitions returned

Wrong standing: a shareholder holding only 10% of ordinary shares files anyway — below the 20% Article 38 threshold, returned immediately.
Debt not yet due: demanding early repayment then citing it as "inability to pay" — courts won't accept it.
Missing original evidence: submitting only photocopied, unconfirmed reconciliations — weak persuasion, supplementation likely.
Wrong court: filing at your local court instead of where the enterprise is headquartered — 2–3 weeks lost transferring the dossier.
Forgotten advance costs: the petition "hangs" unpaid while the enterprise's assets keep shrinking.

7. After acceptance: the first 30–60–90 days

Acceptance is just the start. A typical petitioner timeline:

Days 1–15: the court issues the opening decision → immediately prepare and send the debt-claim paper to the asset manager (Article 55 — 15-day limit, never forget).
Days 15–30: monitor the asset inventory; feed the asset manager any intelligence on assets/creditors you know.
Days 30–60: prepare for the creditors' meeting — contact fellow creditors, align positions on any recovery plan or a push for bankruptcy.
Days 60–90: attend the creditors' meeting and exercise voting rights. This is where real power sits — don't be absent.

Inference: many creditors win the filing step but lose the participation game — filing then "sitting back" is a sure way to be outmanoeuvred by active creditors in asset distribution.

Appendix: petition structure (reference)

This is a structural reference, not an official form. Check court-issued templates (if any) and have counsel review before filing.

Heading: Petition for opening bankruptcy proceedings — with full date.
Addressee: the competent People's Court.
Petitioner information: name, address, phone, email; filing standing under Article 38 (cite the specific limb).
Target enterprise information: name, enterprise code, head-office address.
Grounds: describe the debt (amount, due since when), collection attempts, evidence of inability to pay.
Specific request: ask the court to open bankruptcy proceedings against the named enterprise.
List of attachments: numbered list of each document.
Signature: petitioner's signature with full name; seal if an organisation.

Formalities: write clearly, no erasures; photocopies should be certified or bring originals for court comparison; all foreign-language documents need notarised Vietnamese translations.

A note for enterprise representatives (duty to file)

If you fall in the duty group (Article 38), don't treat filing as corporate suicide. In reality, timely filing can be a shield: (1) it shows good-faith legal compliance, reducing later personal-liability risk; (2) it opens the path to recovery proceedings — where the enterprise is protected by the Article 27 suspension mechanism and can renegotiate with creditors under court supervision. Conversely, deliberately stalling when conditions are met, letting assets bleed further, counts against you if liability is later examined. File early, file honestly, and use the procedure as the restructuring tool the law intends it to be — your future self will thank you.

References

Law on Recovery and Bankruptcy No. 142/2025/QH15 (effective 01/3/2026) — Article 38 (filing rights/duties), Article 55 (debt-claim papers)