Tiếng Việt
中文A market allocation agreement is a competition-restricting agreement under Clause 2, Article 11 of the Law on Competition 2018. Such agreements are prohibited where entered into by parties on the same relevant market, or where they cause or are likely to cause a significant competition-restricting effect (Article 12). Where beneficial to consumers, the agreement may qualify for a time-limited exemption under Article 14.
1. Is a market allocation agreement prohibited?
Article 12 of the Law on Competition 2018 lists prohibited competition-restricting agreements:
“Article 12. Prohibited competition-restricting agreements
1. Competition-restricting agreements between enterprises on the same relevant market as provided in Clauses 1, 2 and 3, Article 11 of this Law.
…
3. Competition-restricting agreements between enterprises on the same relevant market as provided in Clauses 7, 8, 9, 10 and 11, Article 11 of this Law where such agreements cause or are likely to cause a significant competition-restricting effect on the market.”
Thus:
– Where parties on the same relevant market (a horizontal agreement — between competitors) agree to allocate sales markets under Clause 2, Article 11, it is per se prohibited under Clause 1, Article 12.
– Where parties are at different stages of the same production or distribution chain (a vertical agreement), it is only prohibited where it causes or is likely to cause a significant competition-restricting effect.
2. May it be exempted if beneficial to consumers?
Yes. Under Article 14 of the Law on Competition 2018, a market allocation agreement (Clause 2, Article 11) prohibited under Article 12 qualifies for a time-limited exemption if it benefits consumers and meets one of the conditions: promoting technical and technological progress and improving the quality of goods and services; strengthening the competitiveness of Vietnamese enterprises on the international market; or promoting the uniform application of quality standards and technical norms for product categories.
3. What does the exemption application dossier include?
An enterprise with a prohibited agreement seeking an exemption must submit an exemption application dossier to the National Competition Commission. The dossier should clearly show: the contents of the agreement, the participating parties, an analysis of the benefits to consumers and compliance with the Article 14 exemption conditions, with supporting documents. The exemption takes effect only when approved by a decision of the competent authority — the enterprise may not apply it on its own.
Notes on applying current legal provisions
Market allocation agreements between competitors are per se prohibited and a priority investigation target of the competition authority. Enterprises that are or plan to be party to customer or sales-territory allocation agreements should review their legality before proceeding. For assessment and advice before signing, please contact an ANT Legal lawyer at 0966.475.966.
How can ANT Legal help?
ANT Legal assists in reviewing commercial agreements, assessing prohibition risks, preparing exemption application dossiers, and working with the National Competition Commission when necessary.
For quick advice, you may contact a lawyer at 0966.475.966.
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- Are agreements restricting product sales markets prohibited?
- Determining enterprise market share on the relevant market
- Forms of economic concentration and cases requiring notification
- What is conditional economic concentration?
