Mục lục bài viết
1. Regulatory Background
The ongoing digitalisation of human resources management and commercial transactions in Vietnam has accelerated the adoption of electronic labour contracts (Electronic Labour Contracts – ELCs). The issuance of Decree No. 337/2025/ND-CP dated 24 December 2025 marks an important milestone in establishing a dedicated regulatory framework governing this type of contract.
For the first time, the Decree introduces a comprehensive legal ecosystem for the execution and management of electronic labour contracts, including:
- the eContract system,
- contract authentication mechanisms,
- the National Electronic Labour Contract Platform, and
- an electronic labour contract data management system.
Prior to the issuance of Decree 337, the legal basis for electronic labour contracts was primarily derived from:
- the Labour Code 2019, which recognises labour contracts concluded in the form of data messages, and
- the Law on Electronic Transactions, which acknowledges the legal validity of electronic transactions.
Accordingly, the new Decree serves primarily to clarify and operationalise existing legal principles, rather than creating an entirely new legal regime.
2. Legal Nature of Electronic Labour Contracts
Under Decree No. 337/2025/ND-CP, an electronic labour contract is defined as a labour contract concluded in the form of a data message in accordance with labour law and the law on electronic transactions, and it possesses the same legal validity as a written labour contract in paper form.
This reflects an important principle in the Vietnamese legal approach:
An electronic labour contract is not a new type of labour contract, but rather a form of expression of a labour contract.
Accordingly, the fundamental principles of labour law continue to apply in full, including:
- voluntary agreement, good faith, and honesty in contract formation;
- equality between employees and employers; and
- the protection of minimum statutory rights of employees.
In other words, the distinction between electronic labour contracts and traditional written contracts lies solely in the method of execution and storage, without altering the legal nature of the employment relationship.
3. New Legal Framework under Decree No. 337/2025/ND-CP
(i) Legal validity of electronic labour contracts
Decree 337 expressly confirms that electronic labour contracts have the same legal validity as written labour contracts, provided that they are established in accordance with applicable legal requirements.
Accordingly, electronic labour contracts may serve as:
- the legal basis for establishing an employment relationship;
- evidence in labour dispute resolution; and
- documentation for labour administration by competent authorities.
(ii) eContract system
One notable feature of Decree 337 is the requirement that electronic labour contracts must be executed through an electronic transaction information system (eContract system).
Such systems must satisfy several legal and technical requirements, including:
- the use of valid digital signatures;
- electronic identity authentication mechanisms;
- safeguards to ensure data security and integrity; and
- systems for storing and retrieving electronic contracts.
In addition, once authenticated, electronic labour contracts must be transmitted to the National Electronic Labour Contract Platform, where each contract will be assigned a unique identification code (ID) for centralised management.
This mechanism reflects the government’s policy direction towards establishing a national electronic labour data system.
(iii) Key participants in the electronic contract ecosystem
Decree 337 identifies three principal stakeholders in the electronic labour contract ecosystem:
- Employees
- Employers
- eContract service providers
eContract service providers function as technical intermediaries, responsible for:
- authenticating electronic contracts;
- verifying the identities of contracting parties; and
- storing and managing contract data.
Electronic Labour Contracts in Vietnam: Emerging Legal Framework for Employers
4. Key Legal Issues to Consider
Although Decree 337 provides a relatively comprehensive legal framework for electronic labour contracts, several legal considerations may arise in practice.
(i) Identity verification and enforceability of electronic signatures
In an electronic environment, one of the most critical legal risks concerns the accurate identification of contracting parties.
If identity verification procedures are insufficient, disputes may arise regarding:
- the authenticity of electronic signatures; or
- whether the employee genuinely consented to the contract.
Accordingly, selecting an eContract system equipped with robust electronic Know-Your-Customer (eKYC) procedures and multi-factor authentication mechanisms will be essential to mitigate legal risks.
(ii) Data security and personal data protection
Electronic labour contracts typically contain a range of sensitive personal data, including:
- personal identification information;
- salary and compensation details; and
- tax and social insurance information.
Under Decree 337, the execution and implementation of electronic labour contracts must comply simultaneously with regulations governing:
- cybersecurity,
- personal data protection, and
- electronic data storage.
As a result, employers may face more complex compliance obligations compared with traditional paper-based labour contracts.
(iii) Technical compliance and implementation costs
The adoption of electronic labour contracts requires employers to:
- utilise legally compliant eContract systems;
- establish reliable electronic identity verification processes; and
- integrate internal systems with the National Electronic Labour Contract Platform.
For many businesses—particularly small and medium-sized enterprises—the costs associated with implementing and maintaining the necessary technological infrastructure may present a practical challenge.
5. Practical Implications for Employers
Before implementing electronic labour contracts, employers may wish to consider the following preparatory steps:
First, review existing labour contract execution procedures to ensure compatibility with electronic contracting processes.
Second, select an eContract service provider capable of meeting all applicable legal and technical requirements.
Third, establish appropriate governance mechanisms for human resources data management and personal data protection.
Fourth, provide training for HR personnel regarding electronic contract execution procedures.
The issuance of Decree No. 337/2025/ND-CP represents a significant milestone in the digital transformation of Vietnam’s labour market. The new regulatory framework not only facilitates the adoption of electronic labour contracts but also contributes to the development of a transparent and efficient labour data management system.
However, alongside the administrative efficiencies offered by digital contracting, electronic labour contracts also introduce new legal and technical compliance requirements. Employers should therefore ensure adequate preparation in terms of technological infrastructure, internal processes, and data governance frameworks in order to implement electronic labour contracts in compliance with applicable legal requirements.
Disclaimer:
This article is intended for informational purposes only and does not constitute legal advice from HTH & Partners. The content represents the views of HTH & Partners and is subject to change without prior notice.
The legal provisions referenced in this article were valid at the time of publication but may have been amended or repealed by the time of reading. We strongly recommend consulting a qualified legal professional before applying any information contained herein.
