Abstract

This article examines the current legal framework governing contract transfers in Vietnam. Although contract transfer is common in commercial and investment activities, the 2015 Civil Code does not provide a separate legal regime governing the comprehensive transfer of a party’s contractual position. By examining fragmented provisions in specialized legislation, the implications of abolishing mandatory notarization requirements from 2027, and judicial dispute-resolution practices, the study identifies difficulties arising when courts are compelled to apply provisions on the assignment of rights or the transfer of obligations to contract-transfer cases. Accordingly, the article proposes incorporating six groups of provisions governing contract transfers into the Civil Code to enhance the consistency of the legal system and mitigate risks for contracting parties.

Keywords: Assignment of rights, Civil Code, contract transfer, specialized legislation, transfer of obligations.