Reinstating Leased Premises in Vietnam: Duties and Cost Estimates. FLAT regularly handles this issue when foreign investors deal with reinstating leased premises to original condition: duties and cost estimates in Vietnam: one wrong step can trigger administrative fines, loss of asset rights or prolonged disputes. This article follows a lawyer’s review sequence: the legal basis in force as of October 2026, how it applies to a concrete file, the procedure to follow and the risks to settle before signing anything.
Core legal basis — reinstating leased premises to original condition: duties and cost estimates
The reinstatement duty on returning leased premises is governed first by the lease contract, its annexes and the intake handover minute, within the property-lease framework of the Civil Code 91/2015/QH13. In manufacturing leases, reinstatement clauses typically require the tenant to remove self-invested items (partitions, auxiliary systems, raised floors, signage), repair damage beyond ordinary wear, and hand back premises in a re-lettable state. The actual scope is a wide spectrum: from returning a clean empty shell to item-by-item restoration to the intake condition.
Applying the rules to your situation
The document that decides reinstatement disputes is not the contract clause but the intake handover minute: in what condition were the premises recorded, with photos and a schedule of pre-existing items or not. A tenant who signed a thin intake minute stands weakly a decade later when the lessor demands restoration of pre-existing damage. Conversely, a tenant with a detailed, photographed minute can confine its reinstatement duty to exactly the changes it created — the only reliable basis for a cost estimate.
Procedure and documents to prepare
- Step 1: assemble the full premises file: the lease and annexes (every consented alteration), the intake handover minute with photos, and the schedule of tenant self-invested items.
- Step 2: walk the site with the lessor before dismantling to record a bilaterally signed reinstatement scope minute — the step that converts a vague duty into a closed work list.
- Step 3: estimate cost against the confirmed scope: removal and restoration per item, repair of damage beyond ordinary wear, final cleaning; compare self-performance cost against paying the lessor a lump sum to reinstate, where the lease allows it.
- Step 4: hand over with a signed reinstatement completion minute, tied to deposit settlement: deductions itemised with grounds, the balance refunded within the contractual period.
Risks to anticipate
The first risk is reinstating on the tenant’s own interpretation without a prior signed scope minute with the lessor: the work is done and the lessor still demands it redone on theirs. The second is the lessor deducting the entire deposit against an unitemised restoration figure: the tenant must demand a per-item cost schedule reconciled against the intake minute and challenge groundless deductions. The third is overlooking written consents for alterations made during the lease — alterations consented in writing are typically outside the reinstatement scope.
Answers to client questions
What does the duty to reinstate leased premises include?
Under the lease and the intake minute within the Civil Code 91/2015/QH13 property-lease framework, typical duties are: removing tenant self-invested items (except those the lessor agrees to keep), repairing damage beyond ordinary wear from use, and handing back clean, empty premises in the agreed state. The concrete scope varies greatly per contract, so the reinstatement clause must be read together with approved alteration annexes.
How is reinstatement cost estimated?
Start from the bilaterally confirmed on-site scope: each item gets a quantity and a removal or repair unit rate, plus final cleaning and a contingency for hidden items (piping, floors, buried systems) that only surface during removal. An estimate not built on a bilaterally confirmed scope is almost always materially wrong and becomes the source of dispute at deposit settlement.
What disputes commonly arise over reinstatement?
Three typical disputes: the lessor demanding restoration of damage pre-dating the lease (settled by the intake minute and photos); disagreement over the boundary between ordinary wear and repairable damage; and the lessor retaining the whole deposit against unitemised restoration costs. All three trace back to the quality of the intake record and the pre-works scope confirmation minute.
How is the premises deposit handled on site return?
As agreed in the lease: the lessor may deduct amounts the tenant still owes and reinstatement costs falling on the tenant, refunding the balance within the contractual period. Each deduction needs grounds and figures; where deductions exceed the actual reinstatement cost attributable to the tenant, the tenant may demand the excess back plus damages under the Civil Code framework.
Action conclusion
Lock the reinstatement scope in a bilateral minute before spending the first dong on dismantling. Every reinstatement task outside the signed scope is potential dispute cost; and every deposit deduction must reconcile line by line to that minute.
This article has been quality-reviewed by the FLAW AI Legal Council