Scenario: Mr. Bay’s family fish-sauce producer has sold through distributors for 30 years. His son lists the products on a marketplace. Three months later, the company simultaneously receives: a fine notice for missing e-invoices, a trademark complaint from another company, and a tax explanation request. What legal roadmap helps traditional businesses avoid collapse when going online?
Step 1: Standardise legal foundations before selling
Many traditional businesses open storefronts first and handle legalities later — the source of most trouble. Before the first sale, complete: appropriate business registration (adding online-retail lines if needed); trademark registration for product brands (many traditional businesses operate decades unregistered — going online is when brands get hijacked most easily); conditional-business checks for regulated sectors (food, cosmetics, pharmaceuticals); and accounting and e-invoicing systems meeting Decree 123/2020/ND-CP (amended by Decree 70/2025/ND-CP, effective 1 June 2025).
Step 2: Comply while operating the storefront
Once live, the business must meet “seller” duties under the E-Commerce Law 122/2025/QH15 (effective 1 July 2026): VNeID identity verification, disclosure of business and product information, published return and warranty policies, and using only its own payment accounts. On tax: fully declare online revenue (authorities cross-check platform data under the Tax Administration Law 108/2025/QH15); issue e-invoices on time (at delivery, per Decree 70/2025). On data: comply with the Personal Data Protection Law 91/2025/QH15 and Decree 356/2025/ND-CP when collecting customer data for marketing. On advertising: all storefront and livestream promotions must follow the Advertising Law (amended by Law 75/2025/QH15, effective 1 January 2026) — especially for foods, no false efficacy claims.
Step 3: Manage risk and scale
As online sales grow, upgrade governance: clear contracts with outsourced storefront agencies, carriers and KOLs (liability for false ads under Law 75/2025/QH15); customer-complaint mechanisms; monitoring and tackling trademark infringement on platforms; and periodic compliance reviews (tax, invoicing, data). Lessons from early movers: assign one person to own e-commerce compliance (even part-time) rather than letting departments handle fragments — most violations stem from poor coordination, not wilful breach.
Frequently asked questions
A distributor-only business adding online sales — re-register?
Not necessarily re-register, but add the business line (internet retail) if the current licence lacks it. Also update tax filing methods and invoicing for the new channel.
Who is legally liable when an agency operates the storefront?
The business (storefront and brand owner) remains the seller, liable to the law and customers. The agency answers only within its service contract. Agency contracts must therefore spell out liability for agency breaches (false content, order boosting).
Any support policies for traditional businesses going digital?
The E-Commerce Law 122/2025/QH15 (Article 9) provides state mechanisms and policies to develop the e-commerce market and support enterprises, cooperatives and household businesses — including e-commerce workforce training and funding for development programmes. Businesses should follow Ministry of Industry and Trade and local support programmes.
This article has been quality-reviewed by the FLAW AI Legal Council.