Short answer
A commercial legal entity cannot be sentenced to imprisonment or the death penalty. Under Article 33 of Vietnam’s Penal Code, a legal entity faces only two groups of punishments:
- Principal punishments (3 types): (a) fine; (b) fixed-term suspension of operations; (c) permanent suspension of operations.
- Supplementary punishments (3 types): (a) ban on doing business or operating in certain sectors; (b) ban on capital mobilisation; (c) fine — when not applied as a principal punishment.
The governing principle (Article 33(3)): for each offence, the legal entity receives one principal punishment and may additionally receive one or more supplementary punishments.
Each punishment in detail: Articles 77–81 of the Penal Code
Article 77 — Fine. Applied as either a principal or a supplementary punishment. The minimum fine is VND 50,000,000. The court sets the amount based on the nature and gravity of the offence, the financial situation of the convicted legal entity, and price fluctuations to ensure enforceability.
Article 78 — Fixed-term suspension of operations. Duration of 06 months to 03 years, suspending operations in one or several sectors where the legal entity committed the offence. This punishment is not automatic for every corporate offence — it applies only when the specific offence provision so provides (see below).
Article 79 — Permanent suspension of operations. The most severe principal punishment: termination of the entity’s operations in one or several sectors. If the entity was established solely to commit crimes, all of its operations are permanently suspended (Article 79(2)).
Article 80 — Ban on doing business or operating in certain sectors. A supplementary punishment lasting 01 to 03 years from the date the judgment takes legal effect.
Article 81 — Ban on capital mobilisation. A supplementary punishment comprising 5 prohibited forms (borrowing from credit institutions; issuing or offering securities; raising capital from clients; domestic or foreign joint ventures and associations; forming real estate investment trusts), lasting 01–03 years from the date the judgment takes legal effect.
Specific fine amounts sit in each offence provision
Multi-billion-dong fines are set not in Article 33 or Article 77 but in the individual offence provisions (per the Penal Code as amended by Law 86/2025, effective 01/7/2025):
- Article 300(4)(a) (terrorism financing): fine of VND 7–15 billion or fixed-term suspension of 06 months–03 years.
- Article 324(6) (money laundering): fine of VND 1–5 billion, 5–10 billion, or 10–20 billion depending on the bracket, or fixed-term suspension of 01–03 years.
- Article 194(6)(d) (after Law 86/2025): fine of VND 30–40 billion or fixed-term suspension of 01–03 years.
Related mechanisms: Articles 82–88 of the Penal Code
- Article 82 (judicial measures for offending entities): confiscation of crime-related assets and money; restoration of the original state; corrective measures to remedy and prevent consequences.
- Article 83 (bases for deciding punishments); Article 84 (5 mitigating circumstances); Article 85 (6 aggravating circumstances).
- Article 86 (combining punishments for multiple offences): fixed-term suspensions in the same sector combined may not exceed 04 years.
- Article 87 (combining punishments under multiple judgments).
- Article 88: exemption from punishment where the entity has fully remedied the consequences and fully compensated all damage; criminal record automatically cleared after 02 years.
Example (illustrative): A company convicted of money laundering under Article 324(6). The court may impose a principal fine of VND 12 billion (within the 10–20 billion bracket) plus a supplementary 02-year ban on capital mobilisation. The company cannot be sentenced to imprisonment or death because corporate punishments are a separate category under Article 33.
Key notes
- Law 86/2025/QH15 (enacted 25/6/2025, effective 01/7/2025) did not amend Articles 33 and 77–88 — the corporate punishment regime remains as in the 2017 Penal Code.
- Legal entities are not subject to imprisonment, the death penalty, or non-custodial reform — do not equate these with punishments for individuals.
- Applicable text: the Penal Code consolidated in document 135/VBHN-VPQH (05/9/2025) — the latest version, in force at the time of writing (14/10/2026).
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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.