May an Enterprise Sue When Its Enterprise Name Registration Is Refused in Vietnam?

1. May an enterprise sue when its enterprise name registration is refused?

Under Article 18 of Decree 168/2025/ND-CP on enterprise name registration as follows:

“Article 18. Enterprise name registration

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1. Enterprise founders or enterprises may not register an enterprise name that is identical or confusingly similar to the name of another enterprise already registered in the National Business Registration Database nationwide, except for enterprises that have been dissolved or declared bankrupt by an effective Court decision.

2. The provincial business registration authority has the right to approve or refuse the enterprise’s proposed name in accordance with law. To avoid duplicate or confusing names and violations of enterprise naming regulations, the provincial business registration authority’s opinion is final. Where the enterprise disagrees with the provincial business registration authority’s decision, it may sue under administrative procedure law.

3. Enterprises operating under an Investment License or Investment Certificate (also serving as the Enterprise Registration Certificate) or a legally equivalent document issued before 01 July 2015 may continue to use their registered enterprise name and are not required to register a name change where their name is identical or confusingly similar to a name registered in the National Business Registration Database.

4. Enterprises with identical or confusingly similar names are encouraged and facilitated to negotiate with each other to register an enterprise name change.”

Under the above provisions, the provincial business registration authority has the right to approve or refuse the enterprise’s proposed name in accordance with law. Where the enterprise disagrees with the provincial business registration authority’s decision, it may sue under administrative procedure law.

2. How should an enterprise prepare the petition and carry out the lawsuit procedure?

Where the enterprise sues under administrative procedures, it must prepare a petition under Article 118 of the Law on Administrative Procedures 2015 (as supplemented by Clause 7, Article 2 of the 2019 Law amending the Law on State Audit) as follows:

– The petition must contain the following main contents:

+ Date of the petition;

+ The Court requested to resolve the administrative case;

+ Name, address; telephone number, fax number, email address (if any) of the plaintiff, defendant, and persons with related rights and obligations;

+ The content of the administrative decision, disciplinary decision on dismissal, decision resolving complaints about competition case decisions, decision resolving complaints in state audit activities, the content of resolving complaints about the voter list, or a summary of the administrative act’s developments;

+ The content of the complaint resolution decision (if any);

+ The request for the Court to resolve;

+ A commitment not to simultaneously complain to the competent complaint-resolution authority.

– The petition must be accompanied by documents and evidence proving that the plaintiff’s lawful rights and interests have been infringed. Where, for objective reasons, the plaintiff cannot submit all accompanying documents and evidence, they must submit the available documents and evidence proving that their lawful rights and interests have been infringed. Other documents and evidence must be supplemented by the plaintiff on their own or upon the Court’s request during case resolution.

Accordingly, once the petition is prepared, the plaintiff carries out the lawsuit procedure under Article 117 of the Law on Administrative Procedures 2015 as follows:

– When suing an administrative case, the agency, organization, or individual must prepare a petition as prescribed in Article 118 of this Law.

– An individual with full administrative procedure act capacity may prepare the petition themselves or have another person do it for them. In the name and address section of the plaintiff, the individual’s full name and address must be stated; at the end of the petition, the individual must sign or fingerprint.

– For an individual who is a minor, a person who has lost civil act capacity, a person with limited civil act capacity, or a person with difficulties in cognition and behavior control, their legal representative may prepare the petition themselves or have another person do it for them. In the name and address section of the plaintiff, the legal representative’s full name and address must be stated; at the end of the petition, the legal representative must sign or fingerprint.

– Individuals in the cases under Clauses 2 and 3 of this Article who are illiterate, visually impaired, unable to prepare the petition themselves, or unable to sign or fingerprint themselves may have another person prepare the petition for them, with a person with full administrative procedure act capacity as a witness signing the petition.

– Where an agency or organization is the plaintiff, its legal representative may prepare the petition themselves or have another person do it for them. In the name and address section of the plaintiff, the agency or organization’s name and address and the full name, position of its legal representative must be stated; at the end of the petition, the legal representative must sign and affix the agency or organization’s seal; where the plaintiff organization is an enterprise, the use of seals follows the Law on Enterprises.

Based on the above provisions, where an enterprise sues the provincial business registration authority under administrative procedures, it prepares the petition and carries out the lawsuit procedure as prescribed above.

3. Where does the enterprise submit the petition?

The enterprise submits the petition under Article 119 of the Law on Administrative Procedures 2015 by the following methods:

– Submitting directly at the Court;

– Sending by postal service;

– Sending online via the Court’s electronic information portal (if available).

Thus, where an enterprise disagrees with the provincial business registration authority’s refusal notice of enterprise name registration, it may sue under administrative procedures. Accordingly, the enterprise must prepare a petition and send it to the competent Court as prescribed by law.