Short answer
Yes. A company (commercial legal entity) convicted in a criminal case must compensate for the damage caused by the offence: the court may impose a judicial measure requiring the entity to take the measures set out in Articles 47 and 48 of the Penal Code (Article 82(1)(a) of the Penal Code). Article 48 (“Return of assets, repair or compensation for damage; compelled public apology”) requires:
- Return of appropriated assets;
- Repair or compensation for material damage that has been established;
- Moral damage → material compensation and a compelled public apology.
The most common mistake: assuming a company must compensate only when convicted of a crime. Civil compensation liability is independent of criminal liability — a company not prosecuted criminally may still owe civil compensation under Article 597 of the Civil Code (see “Track 2” below).
Two distinct compensation tracks
Track 1 — The company is convicted: a judicial measure under Article 82(1)(a) → Article 48 of the Penal Code. Article 48 applies only to “offenders”/legal entities convicted via Article 82 — not to companies that are not convicted.
Track 2 — The company is not criminally prosecuted: it participates as a civil defendant. Under Article 597 of the Civil Code: a legal entity must compensate for damage caused by its personnel in the performance of assigned tasks; after paying, the entity may demand reimbursement from the at-fault person.
Example (illustrative): A company driver causes an accident while delivering goods — even though the company is not prosecuted criminally, the company may still owe civil compensation under Article 597 of the Civil Code, then recover from the at-fault driver.
Compensation is resolved together with the criminal case
Under Article 30 of the Criminal Procedure Code: civil issues (compensation for damage, restitution) in a criminal case are resolved together with the criminal case; they are separated into civil proceedings only when proof is not yet available and separation does not affect the resolution of the case.
Practical note: the law allows separation, but courts usually prefer to resolve them together; voluntary compensation agreements between the parties are recorded by the court. Do not claim they are “always resolved together” — it depends on provability in each case.
Full compensation is the path to punishment exemption
For a convicted legal entity, the law encourages remedying the consequences:
- Article 88 of the Penal Code: an offending legal entity may be exempted from punishment where it has fully remedied the consequences and fully compensated all damage;
- Article 84(1)(b) of the Penal Code: voluntary repair or compensation for damage is a mitigating circumstance when deciding punishment.
Example (illustrative): Company A is convicted of violating environmental protection regulations. The court imposes a principal punishment and requires the company to compensate the established material damage of affected households (under Article 82 → Article 48). If the company voluntarily cleaned up the polluted area and fully compensated the victims before trial, this is a mitigating circumstance (Article 84(1)(b)) and may even support exemption from punishment (Article 88).
Three distinct layers of liability
- Punishments for the entity (Articles 77–81 of the Penal Code): fines, suspensions, capital-mobilisation bans — punitive in nature;
- Judicial measures/compensation in the criminal case (Articles 48, 82 of the Penal Code): restorative in nature;
- Civil liability outside the criminal case (Article 597 of the Civil Code): applies even where the company is not criminally prosecuted.
Related foundation: Article 75(2) of the Penal Code — the criminal liability of a legal entity does not exclude the criminal liability of individuals; both the entity and the individuals involved may share compensation obligations.
Notes on the applicable texts
- Law 86/2025/QH15 (enacted 25/6/2025 — not 17/6/2025, effective 01/7/2025) is the latest Penal Code amendment; the cited articles are in the consolidated text 135/VBHN-VPQH (05/9/2025), in force at the time of writing (14/10/2026).
- Criminal Procedure Code: consolidated text 104/VBHN-VPQH (27/8/2025). Civil Code: 91/2015/QH13 (unamended).
- The law sets no cap on compensation in a criminal case — the amount is based on proven actual damage. All figures used as illustrations in this article are examples.
Need advice on a company’s compensation liability?
The FLAT Law Firm team advises companies on criminal and civil risks and supports the handling of compensation claims inside and outside criminal cases. Contact us at contact us.
Transparency: this article is still in our reviewed by the QA Council and has not yet passed the internal QA panel.
For reference only, not legal advice. Content quality-checked by the AI Legal Council; not yet reviewed by a human lawyer.
