Vietnam’s digital economy has seen explosive growth over the past decade, transforming how consumers shop and businesses operate. However, this rapid development has also exposed legal gaps, tax avoidance, and data privacy concerns. In response, the Vietnamese government introduced Decree No. 117/2025/ND-CP dated June 9, 2025 (Decree 117), a landmark regulation that reshapes the country’s e-commerce legal framework and aligns it with global best practices. 

This new law significantly expands the scope of regulation, now covering not only traditional e-commerce platforms but also live streamers, influencers, and foreign tech giants. Its goal is clear: to bring transparency, accountability, and consumer protection into the heart of Vietnam’s booming online economy. Whether you’re a seller, influencer, platform operator, or international business, understanding Decree 117 is critical to staying compliant and competitive in 2025 and beyond.

What Is Decree 117/2025/ND-CP? Key Legal Changes Explained

Decree 117 updates and replaces several outdated provisions under Decree 52/2013/ND-CP and Decree 85/2021/ND-CP. Unlike its predecessors, it offers a more sophisticated and comprehensive approach to digital commerce regulation.

The decree introduces a unified regulatory system for all forms of e-commerce, from major B2C platforms to individual livestream sellers. It requires e-commerce entities to register with the Ministry of Industry and Trade (MOIT), enhances data collection and consumer protection measures, and mandates greater tax compliance through real-time transaction reporting. For the first time, it formally defines and regulates the roles of influencers, affiliates, and cross-border platforms operating in Vietnam.

These changes reflect Vietnam’s ambition to modernize its legal infrastructure in line with the country’s fast-growing digital market.

E-Commerce Platform Obligations Under Vietnam’s New Rules

Under the new framework, e-commerce platforms now shoulder greater responsibilities to ensure a transparent and legally compliant digital marketplace. Their key obligations include:

• Verifying the business legitimacy of every seller, including confirmation of tax codes and business licenses.
• Implementing systems for issuing electronic invoices.
• Maintaining detailed records of product listings, transaction histories, and seller performance.
• Cooperating with government agencies by submitting monthly reports on sales volumes and tax-relevant data.
• Ensuring compliance with data privacy and consumer protection laws.
• Assuming potential joint liability for violations committed by sellers operating on their platforms.

These obligations place new operational and legal burdens on platform providers but are expected to help create a more secure and professional e-commerce ecosystem.

New Legal Requirements for Live streamers, Influencers, and Social Sellers

Decree 117 breaks new ground by formally bringing live streamers, social media sellers, and influencers under the regulatory umbrella.

Anyone earning income from product promotion or online sales via social media platforms like TikTok, Facebook, or Instagram is now subject to business registration and tax obligations. If an individual exceeds the revenue threshold (to be determined by tax authorities), they must declare earnings, issue e-invoices, and fulfill tax duties like any other business entity.

Influencers who promote or recommend products must ensure that advertising content complies with Vietnamese advertising laws, including transparency in paid partnerships. Platforms like TikTok and Meta may also be required to monitor and report influencer activity under their supervision.

This move recognizes the growing impact of social commerce and ensures that these actors play by the same legal rules as established businesses.

Vietnam’s 2025 E-Commerce Tax Rules: What Sellers and Platforms Must Know

Tax compliance is a central focus of Decree 117, which introduces new mechanisms to improve revenue collection from digital commerce.

All e-commerce sellers, including small-scale operators and individual entrepreneurs, must register with tax authorities. Sellers generating over VND 100 million in annual income are now obligated to pay Personal Income Tax (PIT) and Value-Added Tax (VAT). The government is rolling out an automated system that cross-references seller data with income thresholds to ensure accurate tax assessments.

E-commerce platforms may be required to withhold taxes at the source and remit payments to the tax department. This additional role transforms platforms into quasi-tax agents, heightening their exposure to administrative and financial penalties if errors occur.

These tax rules reflect a growing global trend of tightening fiscal oversight on the digital economy.

Cross-Border E-Commerce in Vietnam: What Foreign Platforms Need to Know

Vietnam’s new law has significant extraterritorial reach, targeting foreign platforms and service providers that sell or advertise to Vietnamese consumers, even if they don’t have a physical presence in the country.

Foreign entities must appoint a local legal representative to liaise with Vietnamese regulators. They are also required to register with MOIT, fulfill reporting requirements, and comply with local data privacy and cybersecurity laws. Failure to register can result in access restrictions, domain blocking, or removal from Vietnamese app stores.

This provision aims to level the playing field between domestic and international actors while ensuring tax compliance and consumer protection for Vietnamese citizens.

Non-Compliance with Vietnam’s E-Commerce Law: Fines, Penalties, and Enforcement Risks

Decree 117 empowers authorities with new tools to enforce compliance. Businesses found in violation of the law may face steep administrative penalties, including:

• Fines of up to VND 30 million for individuals and up to VND 60 million for organizations engaged in unregistered e-commerce activities. 
• Suspension of e-commerce activities for a period of 6 to 12 months.
• Mandatory revocation of the “.vn” domain name of the e-commerce website, or mandatory removal of the mobile application from app stores or other provided platforms/addresses.
• Public disclosure of violators on government watchlists

Authorities including the MOIT, the Ministry of Information and Communications (MIC), and the General Department of Taxation will work together to coordinate inspections, audits, and enforcement actions. These coordinated efforts signal a more serious commitment to digital regulation than ever before.

How to Comply with Vietnam’s 2025 E-Commerce Regulations

To remain on the right side of the law, businesses large and small must take immediate steps to align with Decree 117/2025. These include:

• Registering with MOIT and updating all e-commerce licenses
• Verifying seller identities and ensuring full tax registration
• Reviewing contracts with influencers, affiliates, and resellers
• Establishing systems for e-invoicing, data retention, and regulatory reporting
• Appointing a local representative if operating cross-border
• Conducting internal audits to detect gaps and ensure readiness

Legal consultation is highly recommended, especially for foreign businesses or digital platforms with complex operations across multiple jurisdictions.

Conclusion

Vietnam’s e-commerce sector is entering a new phase of legal maturity. Decree 117 marks a turning point, shifting regulatory strategy from passive oversight to proactive enforcement.

For businesses, this means that inaction is no longer an option. Taking early steps to comply will not only mitigate legal risk but also strengthen credibility with consumers, partners, and regulators.

With legal complexity increasing and enforcement tightening, now is the time to review your digital operations, update compliance protocols, and seek expert legal guidance. Those who act early will not only avoid penalties but gain a strategic advantage in Vietnam’s fast-evolving digital market.

Le & Tran is recognized as a leader in Vietnam’s legal landscape, earning praise from top legal publications like Chambers, Legal500, and Benchmark Litigation, as well as being highly recommended by AmCham Vietnam and the US Consulate. Our top-ranked Litigation Lawyers are known for delivering practical and strategic solutions that protect your rights and interests. Whether navigating complex disputes or resolving sensitive legal challenges, we’re here to guide you every step of the way with precision and professionalism. For professional support in Vietnam’s 2025 e-commerce regulations, contact us at info@letranlaw.com.