The resolution of disputes over handed-over assets is the process of identifying and addressing conflicts arising in connection with the transfer of assets. This article analyzes the current status of such disputes, common types of disputes, the applicable legal basis, and appropriate dispute resolution methods. It also answers frequently asked questions regarding limitation periods, jurisdiction, and situations where no handover minutes are available.

I. Current status of the resolution of disputes over handed-over assets

At present, disputes over handed-over assets are relatively common across various sectors such as construction, sale and purchase transactions, leasing, or investment cooperation.

The primary causes stem from the absence of clear handover minutes, vague handover contents, or the parties’ failure to properly comply with their agreements. In practice, resolving disputes over handed-over assets often encounters difficulties due to insufficient legal evidence, lack of legal knowledge, or disagreement on dispute resolution methods. Many cases must ultimately be referred to courts or arbitration for adjudication.

II. Legal regulations on the resolution of disputes over handed-over assets

1. What is the resolution of disputes over handed-over assets?

The resolution of disputes over handed-over assets refers to the application of legal mechanisms to address conflicts and disagreements arising between parties in relation to the transfer of assets (such as houses, land, machinery, works, or goods) pursuant to a contract or agreement.

Disputes may involve unclear handover contents, assets failing to meet quality standards, delayed handover timelines, or a party’s failure to fully perform its obligations. The purpose of dispute resolution is to determine the rights and obligations of the parties, protect their lawful interests, and ensure transparency in transactions.

2. Common types of disputes in the resolution of disputes over handed-over assets

Common types of disputes include:

  • Disputes over asset quality: The receiving party alleges that the handed-over assets do not conform to the descriptions or commitments set out in the contract (e.g., damage or incorrect technical specifications).
  • Disputes over asset quantity: The actual quantity of assets handed over does not match the agreed quantity (shortage, surplus, or incorrect type).
  • Disputes over handover timing: The transferring party delivers the assets late, or the receiving party fails to accept them on time, resulting in losses.
  • Disputes arising from the absence of clear handover minutes: Failure to prepare handover minutes, or preparation of incomplete minutes, makes it difficult to determine the parties’ obligations.
  • Disputes over ownership rights: The assets handed over do not belong to the lawful ownership of the transferring party, leading to disputes with third parties.

Such disputes may be resolved through negotiation, mediation, arbitration, or court proceedings, depending on the specific circumstances.

3. Methods for resolving disputes over handed-over assets under applicable law

Under current law, methods for resolving disputes over handed-over assets are established based on the Civil Code 2015, the Law on Commercial Arbitration 2010, and the Civil Procedure Code 2015. Common methods include:

  • Negotiation: The parties independently negotiate and reach an agreement to resolve the dispute. This is a flexible, cost-effective method without intermediaries and is often applied as a first step.
  • Mediation: Mediation may be conducted outside of court or during court proceedings (pursuant to Article 205 of the Civil Procedure Code 2015). A successful mediation may be requested to be recognized by the court to ensure enforceability.
  • Commercial arbitration: Under the Law on Commercial Arbitration 2010, where the parties have an arbitration agreement in the contract or in a separate written agreement, the dispute shall be resolved by arbitration. This method ensures confidentiality, expedited procedures, and final and binding awards.
  • Competent People’s Courts: Where disputes cannot be resolved through negotiation or mediation, or where there is no arbitration agreement, the parties may initiate legal proceedings before a court. This is the most common method, particularly for disputes involving ownership rights, compensation for damages, or complex issues.

Accordingly, the law allows flexible selection of dispute resolution methods depending on the nature of the dispute and the parties’ agreement.

III. Questions on the resolution of disputes over handed-over assets

1. Can disputes over handed-over assets be resolved in the absence of handover minutes?

Disputes over handed-over assets may still be resolved even in the absence of handover minutes; however, proving the handover contents and scope will be more challenging. Pursuant to the Civil Code 2015 and the Civil Procedure Code 2015, the determination of the parties’ rights and obligations may be based on:

  • Contracts and agreements, whether in writing or oral;
  • Indirect evidence such as invoices, receipts, emails, messages, witness testimony, and internal handover logs;
  • Trade practices and the actual course of dealings between the parties.

Courts or arbitral tribunals will comprehensively consider all documents, evidence, and objective circumstances to ascertain the facts. Nevertheless, the lack of clear handover minutes often leads to disputes over quantity, quality, timing, and obligations. Therefore, in practice, it is advisable to prepare detailed handover minutes to establish a solid legal basis in the event of a dispute.

2. Which authorities have jurisdiction to resolve disputes over handed-over assets?

Jurisdiction over disputes concerning handed-over assets is governed by applicable laws, depending on the nature of the dispute and the parties’ agreement. The competent authorities include:

  • People’s Courts: Pursuant to the Civil Procedure Code 2015, People’s Courts have jurisdiction over civil disputes, including disputes over handed-over assets. The court at the defendant’s place of residence or at the place of contract performance generally has jurisdiction.
  • Commercial arbitration: Where the parties have a written arbitration agreement, disputes shall be resolved by an arbitral institution such as the Vietnam International Arbitration Centre (VIAC). The Law on Commercial Arbitration 2010 provides that arbitration has jurisdiction over disputes arising from commercial activities.
  • State administrative authorities: In certain special cases, where disputes involve state assets or assets related to public duties, competent regulatory or administrative authorities may serve as the initial dispute resolution body in accordance with specialized laws.

Note: The selection of the dispute resolution authority should be based on the nature of the dispute and the parties’ agreement. In the absence of an arbitration agreement, the People’s Courts are the competent authorities to resolve disputes over handed-over assets.

3. May the court be requested to resolve disputes over handed-over assets?

Pursuant to Articles 26, 35, and 39 of the Civil Procedure Code 2015, the parties are fully entitled to request the court to resolve disputes over handed-over assets.

Accordingly, disputes arising from civil transactions or contracts, including disputes relating to asset handover, fall within the jurisdiction of the People’s Courts where:

  • The parties do not have an arbitration agreement;
  • The dispute does not fall under the jurisdiction of an administrative authority or another specialized organization as prescribed by law; and
  • The dispute cannot be resolved through negotiation or successful mediation.

A person whose lawful rights and interests have been infringed may initiate legal proceedings before a competent court (generally at the defendant’s place of residence or work, or where the disputed assets are located) to seek protection of their lawful interests.

4. What is the limitation period for requesting the resolution of disputes over handed-over assets?

The limitation period for requesting the resolution of disputes over handed-over assets is three (03) years from the date on which the entitled party knows or should have known that its lawful rights and interests have been infringed, pursuant to Article 429 of the Civil Code 2015. In addition, Article 184 of the Civil Procedure Code 2015 provides that limitation periods for initiating lawsuits or requesting the resolution of civil matters are determined in accordance with the Civil Code. Therefore, the parties should promptly initiate legal proceedings or submit dispute resolution requests within this time limit to protect their lawful interests.

IV. Legal consultancy services on the resolution of disputes over handed-over assets

NP Law provides in-depth legal consultancy services to assist individuals, organizations, and enterprises in assessing the legality of assets prior to entering into transactions. We offer comprehensive advice on legal grounds, guidance on verifying asset origins, ownership rights, legal status, and any applicable restrictions (if any). With a team of experienced lawyers, NP Law helps clients prevent legal risks and ensure transparency, safety, and legal validity in transactions involving the sale, transfer, donation, or capital contribution by assets.