In the context of economic and technological integration and development, technology transfer has become a key activity enabling enterprises to enhance their production capacity, access advanced technologies, and expand their markets. However, to ensure legal compliance and operational effectiveness throughout the transfer process, organizations and enterprises are required to carry out the procedures for registration of a Technology Transfer Registration Certificate in accordance with Vietnamese law.
Mục lục bài viết
1. What is a Technology Transfer Registration Certificate?
A Technology Transfer Registration Certificate is an official document issued by a competent state authority to certify the registration of a technology transfer agreement between the relevant parties in accordance with Vietnamese law.
Pursuant to the Law on Technology Transfer 2017, in certain prescribed cases, registration of a technology transfer agreement is mandatory. Such registration constitutes an essential legal basis enabling the parties to implement the technology transfer in a lawful, secure and effective manner.
2. In Which Cases Is Technology Transfer Registration Required?
Enterprises and organizations are required to carry out technology transfer registration procedures in, inter alia, the following circumstances:
- Technology transfer from overseas into Vietnam or from Vietnam to foreign countries;
- Technology transfer funded by state capital;
- Technology transfer involving technologies subject to restricted transfer;
- Other cases as prescribed by specialized laws and regulations.
Failure to register a technology transfer agreement in mandatory cases may result in legal risks, administrative sanctions, or the agreement not being fully recognized as legally effective.
3. Dossier for Application for a Technology Transfer Registration Certificate
A standard application dossier for technology transfer registration typically includes:
- An application for issuance of the Technology Transfer Registration Certificate;
- The technology transfer agreement (original or duly certified copy);
- Legal documents evidencing the legal status of the contracting parties;
- A list of transferred technical documents, machinery, equipment and technical know-how (if any);
- Intellectual property protection titles relating to the transferred technology (if any);
- Vietnamese translations of documents prepared in foreign languages;
- Other explanatory documents as required by the competent authority.
👉 The dossier should be prepared carefully and comprehensively to avoid repeated requests for amendment or supplementation, which may prolong the processing time.
4. Procedures for Technology Transfer Registration
The registration process generally comprises the following steps:
Step 1: Execution of the Technology Transfer Agreement
The agreement must comply with the provisions of the Law on Technology Transfer and other relevant laws.
Step 2: Submission of the Registration Dossier
Within 60 days from the date of execution of the agreement, the obligated party must submit the registration dossier to the competent state authority.
Step 3: Dossier Examination and Appraisal
- Within 05 working days, the receiving authority reviews the dossier for completeness;
- Within 15 working days from receipt of a complete and valid dossier, the competent authority appraises the dossier and issues the Technology Transfer Registration Certificate.
In case of refusal, the authority must issue a written response clearly stating the reasons.
5. Competent Authorities for Issuance of the Certificate
Pursuant to Article 6 of Decree No. 76/2018/ND-CP, the authority to issue a Technology Transfer Registration Certificate is determined as follows:
1. Technology transfer implemented through investment projects:
a) The Ministry of Science and Technology (MOST) shall issue the Certificate for technology transfer associated with investment projects in Vietnam subject to investment policy approval by the National Assembly, the Prime Minister, ministries or central authorities in accordance with investment and public investment laws, and for outbound investment projects;
b) The Department of Science and Technology (DOST) shall issue the Certificate for technology transfer associated with investment projects within its jurisdiction subject to investment policy approval by People’s Councils, People’s Committees, or management boards of industrial parks, export processing zones, hi-tech zones or economic zones, as well as projects subject to investment registration certificate issuance not requiring investment policy approval, and cases of voluntary registration pursuant to Clause 2, Article 31 of the Law on Technology Transfer.
2. Independent technology transfer and other forms prescribed by law:
a) MOST shall issue the Certificate for technology transfer from overseas into Vietnam or from Vietnam to foreign countries;
b) DOST shall issue the Certificate for domestic technology transfer using state capital or state budget, and cases of voluntary registration for domestic technology transfer.
3. Technology transfer involving state secrets in the field of national defense or procurement using special defense budgets: The Ministry of National Defence shall issue the Technology Transfer Registration Certificate.
4. Registration of extension of technology transfer: Authority for issuance of certificates for extension of technology transfer shall follow the same allocation of authority as above.
5. Reporting obligation: Annually, prior to 31 December, Departments of Science and Technology are required to submit reports on technology transfer registration to MOST in accordance with the prescribed form.
In practice, depending on the nature of the transfer, the competent authority will be:
- Ministry of Science and Technology
– Technology transfer involving foreign elements;
– Major or significant investment projects. - Department of Science and Technology where the enterprise is headquartered
– Domestic technology transfer;
– Voluntary registration cases.
6. Legal Benefits of Technology Transfer Registration
Registration and issuance of the Technology Transfer Registration Certificate offer significant legal advantages, including:
- Establishing the legal validity and enforceability of the technology transfer agreement;
- Minimizing risks of disputes and administrative penalties;
- Facilitating access to investment incentives, tax incentives and science and technology support policies;
- Enhancing transparency and compliance in dealings with state authorities.
7. Technology Transfer Registration Advisory Services at HTH & Partners
With a team of experienced lawyers and experts in investment, science and technology, and intellectual property, HTH & Partners provides comprehensive services, including:
- Advising on conditions and statutory obligations for technology transfer registration;
- Reviewing and drafting technology transfer agreements;
- Representing clients before competent state authorities;
- Assisting in handling legal issues arising during implementation of technology transfer agreements;
- Carrying out procedures for issuance of Technology Transfer Registration Certificates.
📩 Contact HTH & Partners for detailed advice and efficient support in completing technology transfer registration procedures.
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.
