Chương II Nghị định 99/2022/NĐ-CP về đăng ký biện pháp bảo đảm: Thủ tục đăng ký biện pháp bảo đảm

Chapter II

PROCEDURES FOR SECURITY INTEREST REGISTRATION

Section 1. GENERAL PROCEDURES

Article 12. Signatures, seals in registration

1. The application form for registration must bear the signature of the authorized person (hereinafter referred to as the signature), the seal (if any) of the grantor and the secured party, except for the following cases:

a) In case of the security contract or amendments thereof that are notarized or authenticated, only the signature and seal (if any) of the grantor or the secured party are required;

b) If the security contract or amendments thereof specifies the registration applicant, only the signature and seal (if any) of the designated party are required;

c) In case of registration of pledge of property, deposit, collateralization, or deposit on guarantee in case where the law on performance of obligations stipulates so or there is such an agreement in the security contract, only the signature and seal (if any) of the secured party are required, unless otherwise agreed in the security contract;

d) If the registration applicant is a liquidator or asset management enterprise, only the signature and seal (if any) of this entity are required;

dd) In case of registration to change information about the secured party or to withdraw the collateral, only the signature and seal (if any) of the secured party are required; in case of registration to change the secured party, only the signature and seal (if any) of the new secured party or the secured party being the successor is required in accordance with the Civil Code or of the successor in case the secured party is a reorganized legal entity;

e) In case of deregistration at the request of the secured party, only the signature and seal (if any) of the secured party are required;

g) In case of deregistration in the cases specified at Points k and l, Clause 1, Article 20 of this Decree, only the signature and seal (if any) of the grantor are required;

h) In case of registration to withdraw collateral or deregistration at the request of the grantor with a document containing the content showing that the secured party agrees to deregister or confirm that the security contract has terminated, has been liquidated or confirmed on the release of the mortgage or other document expressing the will of the secured party to agree to withdraw the collateral, agree to deregister, only the signature and seal (if any) of the grantor are required;

i) In case of registration to withdraw collateral or deregistration at the request of a civil judgment enforcement agency, competent enforcer or other competent agency, or other competent person as prescribed by law, only the signature and seal of the competent person of the civil judgment enforcement agency, of other competent agency or of the enforcer, of the competent person and the seal of the enforcement agency are required;

k) In case of registration to withdraw collateral or deregistration at the request of the legal transferee of collateral with a legally effective contract on sale of auctioned asset, or legal transferee of right to own collateral or a written certification of judgment enforcement results issued by a competent civil judgment enforcement agency (hereinafter referred to as a written certification of judgment enforcement results), on the signature and seal (if any) of the lawful transferee of the collateral are required;

l) In case of transferring registration of mortgage specified at Point b, Clause 1, Point b, Clause 2, and Clause 5, Article 26 of this Decree where the mortgage contract for property rights arising out of the house sale contract or from the contract for sale of other property on land that have contents on transferring registration of mortgage specified in Clauses 3 and 4, Article 26 of this Decree and have been notarized or authenticated, in cases where it is prescribed by law, only the signature and seal (if any) of the secured party are required;

m) In case of registration of notice of collateral realization, only the signature and seal (if any) of the secured party are required.

2. In case a branch of a legal entity is the registration applicant specified in Clause 8, Article 8 of this Decree, the signature and seal (if any) of the legal entity shall be replaced by the signature or seal (if any) yes) of the branch. In case the legal entity changes information about the branch or changes the branch, the signature and seal (if any) of the branch with the changed information or of the new branch shall be substituted for the signature, seal (if any). yes) of the changed branch.

3. In case the performance of obligations is secured with property belonging to a sole proprietorship, the signature on the application form for registration is the signature of the owner of the sole proprietorship, using the seal of the sole proprietorship (if any) if the sole proprietorship is declared as the registration applicant.

4. Where the grantor or the secured party consists of many people, there must be full signatures and seals (if any) of these people, unless there is a document showing that one or a number of grantor(s) or secured party(ies) has/have the right to represent the rest.

5. In case of securing the performance of obligations of another person or at the same time securing the performance of obligations of the grantor and of another person, the application form for registration does not need the signature or seal (if any) of the one having secured obligation.

6. In case Vietnam Asset Management Company (VAMC) or another entity becoming a new secured party but not required to register for change as specified at Point a, Clause 1 of this Article 18 of this Decree is a registration applicant, the signature and seal (if any) of the secured party on the application form for registration is the signature and seal (if any) of this entity. In this case, a document with grounds or content on identification of the new secured party is a document that must be included in the registration application (01 original or 01 certified copy or 01 copy enclosed with the original for comparison).

7. Where the registration applicant is an illiterate individual or a disabled person who cannot sign, then fingerprints point shall be made instead of signing on the application form for registration.

8. In case the organization or individual specified in Clauses 1, 2, 3, 4, 5, 6 and 7 of this Article registers through a representative, the signature and seal (if any) of that representative on the application form for registration replaces the authorized person's signature, seal (if any) or fingerprint. If there is a change in the representative after registration, the new representative shall sign and stamp (if any) on the application form for registration.

9. In case the registration application is submitted through the online registration system, the signatures and seals specified in Clauses 1, 2, 3, 4, 5, 6 and 8 of this Article may be replaced by electronic signatures, electronic seals.

Electronic signatures and electronic seals have the same legal value as signatures and seals used on paper documents (hereinafter referred to as paper copies).

Article 13. Methods of filing registration applications

1. A registration application shall be filed by any of the following methods:

a) via the online registration system;

b) in person or by post;

c) via emails.

2. Methods of filing registration applications specified at Points a and c, Clause 1 of this Article apply to land use rights, property on land, rights to use the sea area, and property on the sea area or for aircraft and sea-going ships in compliance with the law on land, exploitation and utilization of marine resources, aviation or maritime law.

3. The method of filing registration application specified at Point c, Clause 1 of this Article, for registration cases specified in Article 44 of this Decree, applies to persons who have been granted online registration accounts.

Article 14. Receipt of registration applications

1. If the registration application is submitted in paper form and is valid, the recipient shall record it in the receipt book, issue a note of receipt acknowledgement and appointment of returning result.

2. In case the registration application is filed through the online registration system, the registry shall receive the application and check the application through the online interface. If the registration application is valid, the system will automatically confirm that the organization or individual has successfully filed it and notify about the time of application receipt or make this response, this notice in another way as specified in Clause 2, Article 17 of this Decree.

Article 15. Refusal of registration

1. The registry may refuse to register a security interest in any of the following cases:

a) The security interest falls beyond its registration competence;

b) The registration application is invalid as prescribed in Clause 5, Article 3 of this Decree;

c) The property is ineligible to be used to secure the performance of obligations as prescribed by the Land Law, Housing Law and other relevant laws. If the property is in dispute, the registry may only refuse the registration when a document accepting or justifying the acceptance of settlement of dispute issued by the court or other dispute settlement authority;

d) Information in the registration application is inconsistent with information kept at the registry, except for the cases specified in Clause 8 Article 25, Clause 1 and Clause 3 Article 36 and Article 37 of this Decree;

dd) The information described on the application form for registration for the property specified in Clause 3, Article 5 of this Decree is inconsistent with the information on the Certificate, unless the information described on the application form for registration is consistent with the information being kept at the registration office due to the establishment of a new cadastral map to replace the documents and measurement data used to issue the Certificate but the land user, owner of property on land that has not yet been granted a replacement certificate according to the new cadastral map;

e) Information of the grantor or the secured party in the case of registration through the online registration system or the information of the representative in the case of registration specified in Clause 2, Article 24 of this Decree does not match the information of the online registration account used;

g) The request for registration of change or deregistration of information on security interests, or notice of collateral realization is not kept at the registry;

h) The registry detects by itself that documents, signatures and seals in the registration application are forged as their ones or receives information with certification from a competent authority that documents, signatures and seals in registration application are forged;

i) Before the time of recording or updating the registered information in the Register or in the Database, the registry receives a written notice from the civil judgment enforcement agency or the enforcer stating the distraint of the collateral or request the suspension or use of the registration of the property of which the grantor is the judgment debtor in accordance with the law on civil judgment enforcement; receive a written request from a presiding authority or officer or from another competent agency or another competent person requesting not to register in accordance with regulations of law.

The provisions at this point do not apply in cases where the National Assembly's Resolution on handling bad debts of credit institutions or relevant laws stipulate otherwise;

k) The registration applicant does not pay the registration fee, unless otherwise provided by the law on fees and charges or other relevant laws.

2. The registry may refuse to register only when there are grounds prescribed in Clause 1 of this Article and shall take responsibility in accordance with relevant laws in case of groundless refusal to register.

In case there are grounds for refusal of registration, the registry shall make the refusal within working days of receiving the application or within the working day on which it receives documents from competent agencies or competent persons specified in Points c, h and i, Clause 1 of this Article; if the time of receipt is after 15:00 of the same day, it can be done in the next working day.

The refusal must be made in writing, clearly stating the grounds for refusal to register. In case of refusal to register according to the grounds specified at Points b, d or dd, Clause 1 of this Article, the refusal document must contain instructions on the contents to be completed and supplemented.

3. In case of registration but the new registry receives a document from a competent agency or a competent person specified at Point i, Clause 1 of this Article, the registry shall notify in writing that the registration has been completed to the agency or person who has a written request.

4. Where the registration applicant files a complaint against the document or decision of a competent agency that is not the registry or of a competent person who is not the competent person of the registry specified in Points c, h and i, Clause 1 of this Article, the complaint shall conform to the provisions of the law on procedures, on civil judgment enforcement and other relevant laws.

Article 16. Time limit for processing registration application

1. The registry is responsible for processing the registration application within the working day on which it receives the valid application; if the application is received after 15:00 of the same day, the registration can be done in the next working day. If the registry has a legitimate reason to extend the processing time for the application, the time limit for processing the application shall not exceed 03 working days from the date of receipt of a valid application. In this case, the registry must send a notice with explanation to the registration applicant in paper or electronic document (hereinafter referred to as electronic version) or in another convenient form to the. registration applicant and in accordance with the conditions of the registry as soon as there is a good reason.

2. In case the registration application of land use rights and property on land is filed through the Department of reception and result return of administrative procedures, the provincial-level public administration service center (hereinafter referred to as the single window division), People's Committee of commune, ward, township (hereinafter referred to as commune), the time limit for processing the application shall commence from the time when the land registry receives the valid application.

3. Time not included in the time limit specified in Clause 1 of this Article includes:

a) Time of occurrence of natural disaster, epidemic, fire, online registration system failure, power grid failure, internet failure or other force majeure events as written or decided by the competent authority that prevent the registry from carrying out the registration according to the procedures and time limit specified in this Decree. In this case, the registry must immediately send a notice within the working day of the event or within the same working day that it receives the document or decision of the competent authority in the form of posting it at the head office of the registry and post it on the website of the regulatory body, the registry (if any) or another convenient form to the registration applicant and suitable to the conditions of the registry;

b) The time period for the registry to carry out the procedures specified in Clause 2, Article 35 of this Decree.

Article 17. Return of registration results

1. In case of registration at the Center for Registration of Transactions and Assets, the registration results shall be returned in electronic or paper copies at the request of the registration applicant. The grant of copies of registration results shall comply with Article 22 of this Decree.

The return of registration results, paper copies of registration results specified in this Clause and Article 22 of this Decree can be done in person at the registry, via postal service or by other means agreed upon by the registry and the registration applicant in accordance with law.

2. In the case not specified in Clause 1 of this Article, the registry shall return the registration result in one of the following ways:

a) In person at the registry.

If the application was filed at the single-window division or the People’s Committee of commune, the applicant for registration shall receive results at these authorities;

b) Via postal service;

c) By electronic means, if so provided for by law; other methods agreed upon by the registry and the registration applicant in accordance with law.

3. If the registration application contains the master copy or the original of Certificate, the registry shall return this Certificate to the registration applicant together with the registration result.

4. In case the registration results are returned electronically, the electronic results have the same legal validity as the paper results.

Article 18. Case of registration of changes

1. An applicant shall submit a change application for registration upon occurrence of any of the following cases:

a) Change of the grantor or the secured party due to withdrawal, addition, replacement, inheritance due to the reorganization of the legal entity, inheritance under the Civil Code or establishment of rights in accordance with the law, except for cases where the law on organization and operation of VAMC or other entities that other relevant laws on non-requirement of change registration of the secured party; change of the first or last name, name of the grantor, change of the first or last name, name of the secured party;

b) Supplementing the registration of the collateral as agreed in the security contract but the previously registered information does not include this collateral;

c) Adding new property, replaced property, which becomes the collateral as agreed in the written agreement on amendments to the security contract or as prescribed by law and the previously registered information does not include this property;

d) Withdrawing collateral;

dd) Collateral being off-the-plan property that has been already formed is granted an ownership certificate as prescribed by law;

e) Correcting erroneous information in the declared information on the application form for registration due to the fault of the registration applicant;

g) Supplementing the secured obligation in case the original security contract does not contain any content about securing the future obligation;

h) Other cases at the request of the registration applicant to change the information declared on the application form for registration.

2. In case of change of the grantor or the secured party specified at Point a, Clause 1 of this Article due to the transfer of the right to collect debts, receivables, the other right to demand payment or the transfer of another civil obligation (hereinafter referred to as transfer of the right to collect debt, transfer of obligations), the notarization and authentication of the document on transfer of the right to collect debt or transfer of obligations shall be agreed upon by the transferor and the transferee.

3. In case of change of the secured party specified at Point a, Clause 1 and Clause 2 of this Article, related to many registered security interests with the same secured party, the registration applicant shall submit a set of registration application of changes and a list of documents declared according to Form No. 01dd or Form No. 02dd in the Appendix corresponding to the security interest registered for change.

In case of change of grantor, the secured party due to transfer of a part of the right to collect debt or transfer of a part of an obligation, the registration applicant shall register the change of the grantor or the secured party within the scope of the part of the debt collection right and the part of the obligation to be transferred.

4. If there are grounds specified at Points b, c and g, Clause 1 of this Article that the registration applicant requests to register a new security interest instead of the registration of change, the registry shall effect the registration at the request.

5. The registry or other competent agency may not request registration of changes or request deregistration of registered information that is not within the scope of registration of changes according to Clause 1 of this Article or not in the part of the right to collect debt or the part of the obligation to be transferred as prescribed in Clause 3 of this Article.

Article 19. Correction of erroneous information in the registered information

In case the information in the registered information does not match the information declared on the application form for registration due to the registry's fault, this agency is responsible for correcting it as soon as it detects that there is erroneous information to match the application form for registration, and also notify the correction in writing according to Form No. 07a, Form No. 07d, Form No. 10b or Form No. 10c in the Appendix to the registration applicant. The results of the correction do not change or terminate the validity of the registration.

In case the correction of erroneous information in the registered information due to the fault of the registration applicant, the correction of this information shall be carried out according to the procedures for registration of changes specified in this Decree.

Article 20. Deregistration

1. A registration applicant shall submit an application for deregistration in any of the following cases:

a) As agreed between the grantor and the secured party;

b) The entire secured obligation is terminated;

c) The entire content or part of the content of the security contract is deregistered but the deregistered content contains the registered security interest;

d) The registered security interest is replaced by another security interest as agreed between the grantor and the secured party;

dd) The collateral no longer exists as it is contributed as capital to a commercial legal entity or a non-commercial legal entity being a social enterprise; is replaced, transferred, consolidated, merged, mixed; assembled, manufactured or otherwise processed; is recovered, destroyed, totally lost, demolished, confiscated or in other cases as prescribed by the Civil Code and other relevant laws.

If the collateral no longer falls into the case specified at this point but a new property arises or is replaced by a new property and this property is used to secure the performance of an obligation as agreed in the security contract or according to law, the registry shall not carry out the deregistration but to carry out the change registration according to the case specified at Points b, c, d and dd, Clause 1, Article 18 of this Decree;

e) The collateral has been completely realized by the secured party in accordance with the law on performance of obligations or has been realized by a civil judgment enforcement agency in accordance with the law on performance of civil judgment enforcement;

g) Property on land with annual rental payment is currently a collateral but the State appropriates the land without compensation for the property on land.

In case the property mentioned in this point has newly arisen property or replaced by new property and is exchanged for compensation by the State for property on land, the registration shall be carried out in accordance with point dd of this clause;

h) The collateral is an aircraft that is no longer registered under Vietnamese nationality;

i) Collateral is an annual tree that is harvested, is a temporary work that is demolished, but the registered information does not include yields or other property obtained from the annual tree harvest or obtained from demolition of the temporary work;

k) The mortgagee of land use rights and property on land of land-using individuals or households being an economic organization other than credit institution becomes a foreign-invested enterprise; the mortgagee being is a Vietnamese citizen becomes a foreign citizen and does not transfer the right to receive collateral to another organization or individual that fully meets the conditions prescribed by the law of the Socialist Republic of Vietnam, unless the Land, Housing Law, other relevant laws and other regulations otherwise stipulate;

l) The secured party is a legal entity dissolved in accordance with law;

m) The legally effective judgment or decision of the Court requires the registry to carry out the deregistration;

n) Registration of mortgage of property rights arising from a house sale contract or from a contract for the sale of other property on land has been converted to registration of house mortgage or mortgage of other property on land specified at Point b, Clause 1, Point b, Clause 2 and Clause 5, Article 26 of this Decree.

2. In case of deregistration specified at Point m, Clause 1 of this Article, if no person requests the deregistration, based on the contents of the court's judgment or decision, within the working day on which this document is received, the registry shall record and update the deregistration in the Register or in the Database.

At least 1 working day from the date of deregistration, the registry shall notify in writing the deregistration using Form No. 07a, Form No. 07d, Form No. 10b or Form No. 10c in the Appendix to the Court that has issued the judgment, decision and to the grantor, the secured party, or another person holding the Certificate (if any); the written notice shall clearly state the grounds for deregistration and the time of termination of registration.

In case of deregistration at the land registry, the written notice must request the Certificate holder to return this paper for the land registry to write on the Certificate the deregistration.  In case the Certificate is not returned, the deregistration will still take effect from the time the Land registry records and updates the deregistered information in the Register.

In case of deregistration specified at Point m, Clause 1 of this Article at the request of the deregistration applicant, the effective judgment or decision of the Court is a document that must be included in the registration application (01 original or 01 certified copy).

3. case of deregistration specified at Point n, Clause 1 of this Article, within the working day of receiving the document specified at Point c, Clause 5, Article 35 of this Decree, Center for Registration of Transactions and Assets shall proactively carry out the deregistration of mortgage of property rights arising from the house sale contract or deregistration of the mortgage of property rights arising from the contract of sale of other property on land.

In the case of registration specified at Point a, Clause 2, Article 6 of this Decree, on the day of receiving the results of registration of security interest in centrally registered securities, Center for Registration of Transactions and Assets shall proactively carry out the deregistration of security interest in non-centrally registered securities.

4. Where a security interest has been registered but the collateral is used to secure the performance of another obligation, when registering for a new obligation, the registry may not request deregistration of the previously registered security interest.

5. In case of deregistration related to many registered security interests with the same secured party, the registration applicant shall submit a set of application for deregistration and a list of documents declared according to Form No. 01dd or Form No. 02dd in the Appendix corresponding to the security interest to be deregistered.

Article 21. Registration cancellation

1. The registration cancellation is done in the following cases:

a) The security interest was registered but the registry receives a legally effective court judgment or decision that the registration must be deregistered in whole or in part;

b) The registered security interest is found by the registry to be in the case of registration refusal specified at Point a or h, Clause 1, Article 15 of this Decree. In the case specified at Point h, Clause 1, Article 15 of this Decree, the registry shall cancel all registered information;

c) Handling of duplicate registration specified in Article 49 of this Decree.

2. Right within the working day with grounds specified in Clause 1 of this Article, the registry shall:

a) Record and update the cancelled information in the Register or in the Database;

b) Send a written notice of registration cancellation according to Form No. 07a, Form No. 07d, Form No. 10b or Form No. 10c in the Appendix to the Court specified at Point a, Clause 1 of this Article and to the grantor, the secured party, and another Certificate holder (if any). The written notice must clearly state the grounds for registration cancellation and the non-recognition of registration results on the issued registration certification document (if any) or on the application form for registration certified by the registry.

In case of registration cancellation at the land registry, the written notice must request the Certificate holder to return this paper for the land registry to write on the Certificate the registration cancellation.  In case the Certificate is not returned, the registration cancellation will still be valid.

3. In case the registration has been cancelled according to Clause 2 of this Article and the registry receives a legally effective judgment or decision from the Court or another competent agency on the re-registration, the registry shall record and update the registered information in the Register or in the Database.

In case of re-registration after registration cancellation at the land registry, this agency shall notify the Certificate holder in writing of returning this Certificate so that the land registry writes on the Certificate the re-registration. In case the Certificate is not returned, the re-registration after registration cancellation will still be valid.

In case the registration cancellation is carried out as prescribed in Clause 2 of this Article but the cancelled information has not been recorded on the Certificate, after the registration cancellation is re-registered, the land registry shall send a written notice to the holder of the Certificate that the registration results stated in the Certificate have not been changed or the validity of the registration has not been terminated.

4. case the collateral is an aircraft with the grounds specified at Point a, Clause 1 of this Article, the registration shall be cancelled according to the Civil Aviation Law of Vietnam.

Article 22. Issuance of a copy of the registration certification document

1. The registration applicant specified in Clauses 1, 2, 3, 4 or 5, Article 8 of this Decree has the right to request the registry that has issued the registration certification document to issue a copy of the registration certification document using Form No. 08d, Form No. 11b or Form No. 11c in the Appendix.

2. Requests for issuance of copies of registration certification documents shall be made by any of the methods specified in Article 13 of this Decree.

3. The time limit for granting a copy of the registration certification document is specified in Clauses 1 and 3, Article 16 of this Decree; the return of copy shall be made in the manner specified in Article 17 of this Decree.

An electronic copy of the registration certification document has the same legal value as the paper version and has the same legal value as the original.

4. Where the registration applicant requests Center for Registration of Transactions and Assets to send a copy of the registration certification document enclosed with the Notice of registration of mortgage or of registration of changes or of the registration or deregistration for road motor vehicles, inland waterway vehicles, railway vehicles, fishing vessels, and other movable property to the authority for registration of ownership, use right or registration of property circulation rights, the Center for Registration of Transactions and Assets shall send these documents to relevant agencies.

Documents specified in this Clause may be issued in paper or electronic copies upon request. In case of electronic version, it can be connected and shared according to Clause 4, Article 53 and Clause 1, Article 58 of this Decree.

Notice of mortgage registration or change registration or deregistration shall be made according to Form No. 12d in the Appendix.

Article 23. Issuance of online registration accounts

1. Online registration applicant shall be granted an online registration account by the competent authority specified in Clause 3 of this Article (hereinafter referred to as account).

An account is only granted to one organization or individual, which can be a regular-use account or a one-time-use account in the registration at the request of the applicant. The account holder shall take legal responsibility for the accuracy and legitimacy of the information to be declared in order to be granted the account and be responsible for the use of the account.

2. The applicant may apply for issuance of an account through the online registration or send an application form using Form No. 01e in the Appendix to the competent authority specified in Clause 3 of this Article.

3. The National Registration of Secured Transactions under the Ministry of Justice has the authority to grant accounts for the registration cases specified in Article 44 of this Decree.

The competent authority that issues an account in the case of registration specified in Articles 25, 38 and 41 of this Decree or registration of a security interest in right to use the sea area or property on the sea area shall comply with the law on land, aviation, marine or the law on exploitation and utilization of marine resources.

Article 24. Online registration procedures

1. The registration applicant uses the account to log in to the online registration system and declare information and authenticate the registration application according to the process on the online registration interface. Where it is required by law that the registration application must be attached to an electronic copy, the registration applicant shall attach this document, except for the case specified in Clause 5, Article 46 of this Decree.

The registration applicant shall pay the registration fee according to the process on the online registration interface or according to the payment method prescribed in the law on fees and charges and other relevant laws.

The online application has the same legal validity as the paper application.

The time limit for processing online registration application and returning registration results is specified in Clauses 1 and 3, Article 16 of this Decree.

2. In case the grantor or secured party makes online registration through the representative's account, the representative must declare the information of the authorized party's account number.  Information about the registered security interest must be updated to the account of the authorized party, not to the account of the representative.

3. If there are grounds for refusal of registration specified in Clause 1, Article 15 of this Decree, the registry shall refuse to register through the online registration interface or send a written notice to the registration applicant.

4. Where the law on land, exploitation and utilization of marine resources, on aviation or the law on maritime provides other provisions on online registration procedures as prescribed in Clauses 1 and 2 of this Article, these provisions shall prevail.

Section 2. PROCEDURES FOR REGISTRATION OF SECURITY INTEREST IN LAND USE RIGHTS OR PROPERTY ON LAND

Article 25. Registration falling under the authority of the land registry

1. Cases subject to registration:

a) Mortgage of land use rights;

b) Mortgage of house, property on land whose ownership has been stated in the Certificate;

c) Mortgage of the project on housing construction, construction of non-residential buildings, agricultural investment project, forest development project, or other investment project that uses land and land use rights assigned by the State with land use levy imposed or leased out in the form of lump-sum payment for the entire lease period;

d) Registration of change or deregistration for the case specified at Points a, b and c of this Clause.

2. Cases subject to registration on request:

a) Mortgage of off-the-plan houses, other off-the-plan property on land;

b) Mortgage of existing property on land other than a house that is not required to be registered by law and has not yet been registered as required, except for the case specified in Clause 9 of this Article;

c) Transfer of registration of mortgage of property rights arising from a house sale contract or from a contract for the sale of other property on land to registration of mortgage of houses or mortgage of other property on land;

d) Registering notices of realization of collateral being land use rights and property on land;

dd) Registration of change or deregistration for the case specified at Points a, b and c of this Clause.

3. Off-the-plan houses, off-the-plan property on land specified in this Article include:

a) Houses, construction works in projects on building houses and detached houses that are in the process of investment and construction and have not yet been accepted and put into use as per the Law on Housing; non-residential construction works as per the law on construction, real estate business and other relevant laws;

b) Planted production forests, perennial trees that have not been formed or have been formed but the mortgagor establishes the ownership rights after the time of establishing the mortgage contract.

4. Registration of reservation of ownership of houses and other property on land or registration of pledge of property on land shall be carried out in cases where the Land Law so provides.

5. In case the investor only mortgages property on land under the investment project excluding the land use rights, or mortgages the property on land under the investment project, but the investor is not the land user, or mortgage property on land under investment project performed on leased land with annual land rents, it shall comply with the regulations on registration of property on land in this Decree.

6. The registration can be applied simultaneously in the same registration application for one, several or all types of assets specified in Clauses 1 and 2 of this Article and only requires one application form for registration in the same registration application. In case one or several assets in this registration application have a separate Certificate, the registration procedures shall be carried out on the specific Certificate of each asset.

7. In case an applicant registers mortgage of an off-the-plan house or other property on land under their ownership, but this property was in an investment project already mortgaged and registered of mortgage by the investor, the land registry shall register the mortgage only if it falls under the case specified in Clause 6, Article 36 of this Decree.

8. In case the information on the Certificate is not consistent with the information kept at the registry, but the registration applicant declares the description of the collateral consistent with the information on the Certificate, the land registry shall register according to the contents declared on the application form for registration, unless otherwise provided for by the Land Law, Housing Law or other relevant laws.

9. In case the property attached to the land specified in this Article is annual trees as prescribed by the Law on Cultivation, or a temporary construction work under the provisions of the Law on Construction, the registration shall be carried out according to Section 4 of this Chapter.

Article 26. Transfer of registration of mortgage of property rights arising from house sale contracts or from contracts on sale of other property on land

1. In case of transferring mortgage of property rights arising from the house sale contract which has been registered with the Center for Registration of Transactions and Assets to mortgage of off-the-plan houses or to mortgage of a house which has been issued with a Certificate and has the same secured party, the registration applicant may choose to:

a) Deregister mortgage of property rights arising from a house sale contract at the Center for Registration of Transactions and Assets and then register mortgage of off-the-plan house or register mortgage of house that has already been issued with the Certificate; or

a) Transfer registration of mortgage of property rights arising from a house sale contract to mortgage of off-the-plan house or mortgage of house that has already been issued with the Certificate.

2. In case the mortgage of property rights arising from a detached house sale contract has been registered in accordance with the Law on Housing, and then the mortgagor is granted a Certificate, the mortgagor and the mortgagee have reached an agreement on the continuation of the house mortgage and the additional mortgage of land use rights, they may choose to:

a) Deregister mortgage of property rights arising from the house sale contract and register mortgage of land use rights and houses; or

b) Transfer registration as prescribed at Point b, Clause 1 of this Article and register mortgage of land use rights.

3. In case there is a request for registration transfer specified at Point b, Clause 1 and Point b, Clause 2 of this Article, the application for transfer of mortgage registration includes:

a) A request form, made according to Form No. 05a in the Appendix (01 original);

b) Registration certification document of mortgage of property rights arising from the house sale contract (01 original);

c) Contract on mortgage of property rights arising from house sale contract (01 original or 01 certified true copy);

d) Mortgage contract of off-the-plan house (01 original or 01 certified true copy) for transfer to mortgage of off-the-plan house, except for mortgage contract of property rights arising from a house sale contract that has content on transfer to mortgage of off-the-plan house.

The house mortgage contract (01 original or 01 certified true copy) for the transfer to mortgage of a house that has been granted a Certificate, except for the case specified in Clause 4 of this Article;

dd) Certificate (original) in case of transfer to registration of house mortgage which has been issued with Certificate.

4. In case of transfer to registration of mortgage of a house that has been granted a Certificate but the contract of mortgage of property rights arising from the house sale contract contains an agreement on the transfer of registration of house mortgage in a case where this house has been granted a Certificate and this contract has been notarized and authenticated, the registration applicant is not required to submit the house mortgage contract, the registration application shall comply with Points a and l, Clause 1, Article 12 of this Decree.

In case the house has not yet been issued with a Certificate, the registration applicant may submit both the registration application of changes in property on land and the application for transfer of registration of house mortgage or register the changes in property on land before transferring to registration of house mortgage. In case the application for transfer of registration of house mortgage is filed together with the registration application of changes in property on land, the registry shall comply with Clause 2, Article 35 of this Decree.

5. In case the mortgage of property rights arising from the sale contract of non-residential property on land has been registered but there is a request for transfer to registration of mortgage of non-residential property on land, the provisions of Clauses 1, 2, 3 and 4 of this Article shall apply.

In case of transfer of registration of mortgage of existing non-residential property on land that is not required by law for registration of ownership rights and has not yet been registered as required, the provision of transfer of registration of off-the-plan house mortgage.

6. In the case of transfer of registration specified at Point b, Clause 1, Point b, Clause 2 and Clause 5 of this Article, the competent agency or organization may not request deregistration of mortgage of property rights arising from contract for sale of houses, property rights arising from other property on land when carrying out procedures for notarization and certification of house mortgage contract or contract for mortgage of other property on land and when carrying out the procedures for transferring mortgage registration.

Article 27. Registration application for certified ownership of land use rights and property on land

1. An application form, made according to Form No. 01a in the Appendix (01 original).

2. The security contract or the security contract that is notarized or authenticated, in case the Law on Land, the Law on Housing and other relevant laws so stipulate (01 original or 01 certified true copy).

3. Certificate (original), except for the case specified in Clause 2, Article 35 of this Decree.

Article 28. Registration application for residential construction projects, non-residential construction projects, agricultural investment projects, forest development projects, and other projects that use land

1. A registration application for a project on residential construction or construction of non-residential works includes:

a) Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree;

b) Certificate (original) or Decision on land allocation or land lease issued by a competent authority to the investor in case the collateral is a residential construction project without a Certificate for land use rights (01 original); Certificate (original) in case the collateral is a project on construction of non-residential work;

c) A construction permit, except for the case where a construction permit is exempted under the Construction Law (01 original or 01 certified true copy);

d) The decision on approval of the project or the decision on investment in the project or the investment license or the investment registration certificate or the document on approval or permission for the execution of project issued by a competent authority in accordance with the law on investment (01 original or 01 certified true copy);

dd) One of drawings as per the law on construction demonstrating construction site of project that has been approved by the competent authority (01 original or 01 certified copy);

2. Registration application for agricultural investment project, forest development project, or other projects using land other than those specified in Clause 1 of this Article includes:

a) Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree and point d clause 1 of this Article;

b) Certificate (original).

Article 29. Registration application for houses, non-residential construction works and other off-the-plan property on land under projects on construction of off-the-plan houses, construction works, other property on land under investment projects on construction of works other than houses, agricultural investment projects, forest development projects, and other projects using land.

1. In case the grantor is the investor and also the land user, the registration application includes:

a) Documents prescribed in points and b Clause 1 Article 28 of this Decree;

b) Construction permit (01 original or 01 certified true copy) for collateral being off-the-plan house, off-the-plan construction work, except for cases where a permit is exempted as per the law on construction; one of the types of design drawings as prescribed by the law on construction showing the premises of the construction work in that project has been approved by the competent authority (01 original or 01 certified copy).

2. In case the grantor is the investor and not also the land user, the registration application includes:

a) Documents prescribed in point a and point b Clause 1 and Clause 2 Article 28 of this Decree and point b clause 1 of this Article;

b) Notarized or authenticated written agreement between the land user and the investor on the land user's consent for the project execution (01 original or 01 certified true copy).

3. In case the grantor is a lawful transferee of ownership of off-the-plan assets or is the transferee of a contract for sale of house, construction work or other property on land, a registration application includes:

a) Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree;

b) Contract or document on legal transfer of ownership of house, construction work and other property on land signed between the grantor and the investor; contract or document on transfer of contract of sale of house, construction work and other property on land in case the grantor is the transferee of the contract (01 original or 01 certified true copy).

Article 30. Registration application for off-the plan house, off-the-plan property not part of a non-residential construction project, non-residential construction project, agricultural investment project, forest development project, or other project that uses land

1. In case the grantor is the investor and also the land user, the registration application includes:

a) Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree;

b) Certificate of land use right (original);

c) Construction permit (01 original or 01 certified true copy) for mortgage of off-the-plan house, off-the-plan construction work, except for cases exempted from permits according to regulations of the Construction Law.

2. In case the grantor is the investor and not also the land user, the registration application includes:

a) Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree and point c clause 1 of this Article;

b) A notarized or authenticated written agreement between the land user and the owner of the property on land on the consent of the land user for the construction or establishment of house and other property on land (01 original or 01 certified true copy).

Article 31. Registration application for existing non-residential property on land, ownership of which is not required by law to be registered and has not been registered as required

1. Documents prescribed in Clause 1 and Clause 2 Article 27 of this Decree.

2. Certificate of land use right (original) or a notarized or authenticated written agreement between the land user and the owner of the property on land on the consent of the land user for the construction or establishment of property on land in case the grantor is not a land user (01 original or 01 certified true copy).

3. A construction permit (01 original or 01 certified true copy) in case the collateral is a construction work, except for the case where a construction permit is exempted under the Construction Law.

Article 32. Application for registration of changes to land use rights or property on land

1. An application form, made according to Form No. 02a in the Appendix (01 original).

2. One of the following documents (01 original or 01 certified true copy):

a) A document on amendment to the security contract in case of registration of changes as agreed in this document;

b) A document on transfer of the right to collect debts or transfer of obligations in case of registration of changes due to the transfer of the right to collect debts or transfer of obligations;

c) Other documents certifying prove that there are grounds for registration of changes for cases not specified at Points an and b of this Clause.

3. Certificate (original) in case the collateral has a Certificate.

4. In case of registration of changes specified at Point b, Clause 1, Article 18 of this Decree, in addition to the documents specified in Clause 1 of this Article, the registration application also includes a Certificate of land use right or a Certificate of ownership of house, construction work and other property on land in case such property has been granted a Certificate.

Article 33. Application for deregistration of land use rights or property on land

1. An application form, made according to Form No. 03a in the Appendix (01 original).

2. Certificate (original) in case the collateral has a Certificate.

3. In case the applicant for deregistration is not the secured party and there is no signature or seal (if any) of the secured party on the application form, apart from the documents specified in Clause 1, and Clause 2 of this Article also submit the following documents (01 original or 01 certified true copy):

a) A document showing that the secured party agrees to deregister or certify that the security contract has been terminated or liquidated, or showing confirmation of the release of the security in case the applicant for deregistration is the grantor;

b) Contract or other legally effective document evidencing the lawful transfer of collateral in case the applicant for deregistration is the legal transferee of the collateral, except for cases specified in point c of this clause;

c) The auctioned asset sale contract that has been legally effective or written certification of judgment enforcement results in case the applicant for deregistration is a civil judgment enforcement agency, enforcer or; the applicant for deregistration or the purchaser of collateral in collateral realization in accordance with the law on civil judgment enforcement;

d) A competent authority's document stating that the secured party being an economic organization other than a credit institution becomes a foreign-invested enterprise or a Vietnamese citizen becomes a foreigner in the case of deregistration specified at Point k, Clause 1, Article 20 of this Decree;

dd) The written certification of the competent authority on the dissolution of the legal entity in the case of deregistration specified at Point l, Clause 1, Article 20 of this Decree.

Article 34. Application for registration of notice of collateral realization

1. An application form, made according to Form No. 04a in the Appendix (01 original).

2. Written notice of collateral realization (01 original).

3. In case of registration of change or deregistration of notice of collateral realization, the application includes an application form made according to Form No. 04a in the Appendix (01 original).

Article 35. Procedures for processing registration application for land use rights, property on land, transfer of registration of mortgage of property rights arising from house sale contracts or from property on land sale contracts

1. After receiving the registration application, if there is no ground to refuse the registration specified in Clause 1, Article 15 of this Decree, the land registry shall record and update the registration information in the correct order of receiving application in the Register and the Certificate. After recording in the Register and the Certificate, certify the registration information and registration time (hour, minute, day, month, year) on the application form for registration.

The register of mortgage of off-the-plan property on land is made according to Form No. 08a in the Appendix.

2. In case the registration application of security interest is filed at the same time as the registration application of changes in land, property on land or with the application for certification of ownership of property on land as prescribed in Clause 1, Clause 7 of Article 36 and Clause 3 Article 37 of this Decree, the land registry shall receive both applications; carry out procedures for registration of land and property on land in accordance with the law on land, then carry out procedures for registration of security interests as prescribed in this Decree.

3. In case of registration of changes since the off-the-plan house or other property on land has been formed in the case specified at Point dd, Clause 1, Article 18 of this Decree, the grantor shall file both the application for registration of changes and the application for certification of property ownership. In this case, the land registry shall receive both applications; after completing the procedures for certification of ownership, the land registry shall record and update it in the Cadastral Register, Certificate that the property on land that has been formed and with ownership certified shall be further used as collateral.

4. In case the registration changes due to withdrawal of collateral, the land registry shall record and update the information of deregistration for the withdrawn collateral in the Register and Certificate.

5. In case of transfer of registration specified at Point b, Clause 1, Point b, Clause 2 and Clause 5, Article 26 of this Decree, the land registry shall do the following:

a) In case of transfer to registration of mortgage of off-the-plan house or to registration of mortgage of other property on land, the land registry shall record and update the transferred information to the Register of mortgage of off-the-plan property on land. The time of registration is recorded according to the time of registration of mortgage of property rights shown in the written certification of registration of mortgage of property rights arising from a house sale contract or from a contract of sale of other property on land;

b) In case of transfer to registration of mortgage of a house that has been granted a Certificate or to registration of mortgage of other property on land that has been granted a Certificate, the land registry shall record and update the transferred information to the Cadastral register and the Certificate. The time of registration is recorded according to the time of registration of mortgage of property rights shown in the written certification of registration of mortgage of property rights arising from a house sale contract or from a contract of sale of other property on land;

c) Send a copy of the application form for transfer of mortgage registration as prescribed in Point a or point b of this Clause and a document prescribed in Point b Clause 3 Article 26 of this Decree to Centers for Registration of Transactions and Assets for the purpose of deregistration of mortgage of property right arising out of housing purchase contract or deregistration of mortgage of property rights arising from a contract for sale of other property on land.

Article 36. Change in information about the grantor, change in the collateral being land use rights or property on land

1. The registration applicant may submit the registration application of security interest at the same time with the registration application of changes in land and property on land, or register the change in land and property on land before registering the security interest in case of any change in the following information:

a) Changes in the number of the map sheet, the number of the land plot, the address of the land plot that are not consistent with the information on the Certificate due to the rearrangement of administrative divisions, consolidation and change of plots, measurement and re-determination shape, size and area of the land plot;

b) Changes in the existing condition of the type of house (or type of construction), the name of the building (or the name of the construction work), the number of floors or information about other property on land, resulting in no longer being suitable for the information on the Certificate;

c) Change of information about the first or last name of the grantor, including changes due to a document from a competent authority.

2. In case the application form for registration does not declare information about the shape, size or area of the land plot, house, construction work or other property on land, and there is a change in such information on the Certificate, the registration applicant is not required to register the change.

3. If there is a change in information specified at Point b, Clause 1 of this Article, but the registration applicant fails to register the change in property as per the law on land, the land registry shall register a security interest on the basis of information about the collateral on the granted Certificate and shall not be responsible for the registration of security interest in respect of the collateral not suitable for its existing condition; the grantor and the secured party are responsible for the registration of the security interest in the property that has been changed but failing to register the change in accordance with the law on land.

4. The land registry does not require the registration of changes or the deregistration, but only confirms the changes on the Certificate or issues the replacement of the Certificate in accordance with the land law in case there is a change in information of the grantor, except for the case of change of name or change of full name; change of information on collateral being a land plot, house, construction work or other property on land compared to the information on the Certificate due to land consolidation and change of plots, due to measurement and re-determination of the area, size, due to division, separation, consolidation or merger without changing the right to use and right to own property of the secured party.

In case the certificate is replaced, or a new certificate is issued, the land registry shall record the information of registration of security interest in the newly issued certificate.

In case the collateral being an off-the-plan house, construction work or other property on land has already been formed and has a Certificate, and there is an application for registration of change, the land registry shall record the information of registration in the Certificate issued for this property.

5. In case of change of grantor or change of name or change of full name of the land user, house owner, construction work owner or owner of other property on land, including a change due to a document from a competent authority that requires registration of a change in this information, the land registry shall not require deregistration before registering the change.

6. In case the investor has mortgaged and registered to mortgage a project on building houses or off-the-plan houses, a project on building non-residential works, an agricultural investment project, a forest development project, another project using land or construction works under these projects, before signing a contract for sale of houses or construction works in the project, the investor must release the collateral for sale and carry out the procedures for registration of changes in order to withdraw a part of the collateral being houses or construction works, unless the mortgage lender and the collateral purchaser reach an agreement on continued use of the collateral to secure the performance of an obligation, the change of grantor shall be registered under Point a, Clause 1, Article 18 of this Decree.

7. In case a land user or a third person creates a construction work or other property on land that is not part of the collateral as agreed in the security contract and has a need to supplement this property to secure the performance of obligations, the procedures for certification of ownership must be carried out before registration of changes in order to supplement collateral if this property is subject to registration of ownership rights, except for the case of security by off-the-plan property. The registration applicant may submit an application of certification of ownership of property on land and an registration application of changes at the same time.

8. Register for changes to withdraw a part of collateral being recovered, demolished, destroyed or confiscated and also add collateral for land use rights, houses and construction works or other property on land that are replaced, exchanged or created in the following cases:

a) Property is replaced or exchanged with new land use rights, new houses, new construction works or other new property on land to the grantor in accordance with law;

b) New property created to replace collateral being houses, construction works or other property on land that are demolished or destroyed as agreed upon between the grantor and the secured party;

c) New property created because houses, construction works or other property on land are demolished or destroyed by the grantor and there is an agreement in the security contract on new property to be used for securing the performance of obligations.

9. In case land users, house owners, construction work owners or owners of other property on land have a request for registration of changes in land due to re-measurement and re-determination of the area, extending the land use term before terminating the land use term, changing the land use purpose or other cases in accordance with the law on land, the land registry does not require deregistration of the security interests already registered before carrying out the procedures for registration of land changes.

10. In case the registration applicant submits both the registration application of land change and the registration application of security interest as prescribed in Clause 1 of this Article, or submits both the application for certification of ownership of property on land and the registration application of changes specified in Clause 7 of this Article, the procedures specified in Clause 2, Article 35 of this Decree shall be carried out.

Article 37. Processing registration in case the information about the collateral in the security contract includes property other than land use right and property on land; land use rights, property on land that are common property of spouses, members of households, groups of land users or sole proprietorships

The land registry shall not refuse to register according to the grounds specified at Point d, Clause 1, Article 15 of this Decree and shall carry out the registration in the following cases:

1. Information about collateral in the security contract has not only the right to use land, property on land but also other properties, but the application form for registration only declares information about the land use rights, property on land.

2. Information about collateral in the security contract includes both land use rights and property on land, but the application form for registration only declares either land use rights or property on land, the land registry shall register the property declared on such application form for registration.

3. Information on the collateral in the security contract and the application form for registration includes both the land use rights and property on land, in which the land use rights are eligible to be used as security but the property on land does not have its ownership registered although it is subject to registration of ownership rights as prescribed by law, the land registry shall register the land use rights. The registration applicant may submit the application and request the registration of the property on land according to Clause 7 Article 36 of this Decree.

In case a land user is leased land by the State with annual land rents, but the property on land has its ownership registered or the property on land is off-the-plan property, or property on land is not required by law to have ownership rights registered and has not been registered as required, the land registry shall register the security interest in the property on land.

4. If the Certificate of collateral being the right to use land, property on land belonging to the common property of spouses only shows the full name of the wife or husband who is the land user or owner of the house, other property on land but information about the grantor in the security contract includes both husband and wife, the registration applicant shall declare information about the grantor on the application form for registration including names of husband and wife.

5. If collateral being the right to use land, property on land is the common property of household members, but the Certificate only states the full name of the household head while the information about the grantor in the notarized or authenticated security contract identifies that in addition to the full name of the household head or the legal representative of the household head, there are also the full names of other member of households that share the same land use rights and ownership of property on land of the household, the registration applicant shall, upon declaring information about the grantor on the application form for registration include the names of the head of the household and members of the household as stated in the security contract.

6. If the collateral is land use rights and property on land in which the Certificate shows the name of the sole proprietorship, but the information about the grantor in the security contract is the full name of the owner of the sole proprietorship, or the full names of the sole proprietorship owner and the spouses of sole proprietorship owner, the registration applicant shall declare information about the grantor on the application form for registration according to the information stated in the security contract.

Section 3. PROCEDURES FOR REGISTRATION OF SECURITY INTEREST IN AIRCRAFT, SEA-GOING SHIPS

Subsection 1. PROCEDURES FOR REGISTRATION OF SECURITY INTEREST IN AIRCRAFT

Article 38. In case of registration falling under the authority of the Civil Aviation Authority of Vietnam

1. Aircraft mortgage, aircraft pledge.

2. Aircraft title retention.

3. Registration of notice of realization of collateral being aircraft.

4. Registration of change or deregistration for the case specified in Clauses 1, 2 and 3 of this Article.

Article 39. Application for registration of aircraft

1. A registration application includes:

a) An application form, made according to Form No. 01b in the Appendix (01 original);

b) The security contract (1 original or 1 certified true copy).

2. A registration application of changes includes:

a) An application form, made according to Form No. 02b in the Appendix (01 original);

b) The document on amendments on the security contract or the document on transfer of the right to claim debt or transfer the secured obligation in aircraft in case of change of the grantor, change of the secured party or the written document that has grounds for change in case there is no document on amendments on the security contract (01 original or 01 certified true copy);

c) In case of registration of changes to add collateral as agreed in the security contract but previously registered information does not include this property, the application is an application form made according to Form No. 02b in the Appendix (01 original).

3. The application for deregistration includes an application form made according to Form No. 03b in the Appendix (01 original) and the following additional documents are filed (01 original or 01 certified true copy):

a) A document showing that the secured party agrees to deregister or certify that the security contract has been terminated or liquidated, or showing confirmation of the release of the security in case the applicant for deregistration is the grantor and there is no signature or seal (if any) of the secured party on the application form;

b) The auctioned asset sale contract that has been legally effective or written certification of judgment enforcement results in case the applicant for deregistration is a civil judgment enforcement agency, enforcer or; the purchaser of collateral in collateral realization in accordance with the law on civil judgment enforcement;

c) Contract or other legally effective document not mentioned in Point b of this Clause evidencing the lawful transfer of collateral in case the applicant for deregistration is the legal transferee of the collateral;

d) Certificate of deregistration of aircraft nationality in the case specified at Point h, Clause 1, Article 20 of this Decree;

dd) The written certification of the competent authority on the dissolution of the legal entity in the case specified at Point l, Clause 1, Article 20 of this Decree.

4. Application for registration of notice of collateral realization includes:

a) An application form, made according to Form No. 04b in the Appendix (01 original);

b) Written notice of realization of collateral being aircraft (01 original);

c) In case of registration of change or deregistration of notice of collateral realization, the application includes an application form made according to Form No. 04b in the Appendix (01 original).

Article 40. Procedures for processing registration, change registration and deregistration for aircraft

1. After receiving the registration application, if there is no ground to refuse the registration specified in Clause 1, Article 15 of this Decree, the Civil Aviation Authority of Vietnam shall record and update the registration time (hour, minute, date, month, year) and registered information, changed information, deregistered information, and information in the notice of realization of collateral in the Vietnam Aircraft Register; issue a Certificate of Registration according to Form No. 05b, Form No. 06b, Form No. 07b or Form No. 08b in the Appendix to the applicant for registration in the manner specified in Clauses 2, 3 and 4, Article 17 of this Decree.

2. In case the registration changes due to withdrawal of a part of collateral, the Civil Aviation Administration of Vietnam shall record and update the information of deregistration of the part of withdrawn collateral in the Vietnam Aircraft Register.

Subsection 2. PROCEDURES FOR REGISTRATION OF SECURITY INTEREST IN SEAGOING SHIPS

Article 41. In case of registration falling under the authority of the Vietnam Registry of Seagoing Ships

1. Mortgage of seagoing ships.

2. Seagoing ship title retention.

3. Registration of notice of realization of collateral being seagoing ships.

4. Registration of change or deregistration for the case specified in Clauses 1, 2 and 3 of this Article.

5. In case an official-duty seagoing vessel, submarine, submersible, floating storage facility, movable platform as prescribed by maritime law is used to secure the performance of obligations and there is a request for registration of security interest in this property, the regulations on registration of seagoing ships in this Decree shall apply.

Article 42. Application for registration of seagoing ships

1. A registration application includes:

a) An application form, made according to Form No. 01c in the Appendix (01 original);

b) The security contract (1 original or 1 certified true copy).

2. A registration application of changes includes:

a) An application form, made according to Form No. 02c in the Appendix (01 original);

b) The document on amendments on the security contract or the document on transfer of the right to claim debt or transfer the secured obligation in seagoing ship in case of change of the grantor, change of the secured party or the written document that has grounds for change in case there is no document on amendments on the security contract (01 original or 01 certified true copy);

c) In case of registration of changes to add collateral as agreed in the security contract but previously registered information does not include this property, the application is an application form made according to Form No. 02c in the Appendix (01 original).

3. The application for deregistration includes an application form made according to Form No. 03c in the Appendix (01 original) and the following additional documents are filed (01 original or 01 certified true copy);

a) A document showing that the secured party agrees to deregister or certify that the security contract has been terminated or liquidated, or showing confirmation of the release of the security in case the applicant for deregistration is the grantor and there is no signature or seal (if any) of the secured party on the application form;

b) The auctioned asset sale contract that has been legally effective or written certification of judgment enforcement results in case the applicant for deregistration is a civil judgment enforcement agency, enforcer or; the purchaser of collateral in collateral realization in accordance with the law on civil judgment enforcement;

c) Contract or other legally effective document not mentioned in Point b of this Clause evidencing the lawful transfer of collateral in case the applicant for deregistration is the legal transferee of the collateral;

dd) The written certification of the competent authority on the dissolution of the legal entity in the case of deregistration specified at Point l, Clause 1, Article 20 of this Decree.

4. Application for registration of notice of collateral realization includes:

a) An application form, made according to Form No. 04c in the Appendix (01 original);

b) Written notice of realization of collateral being seagoing ship (01 original);

c) In case of registration of change or deregistration of notice of collateral realization, the application includes an application form made according to Form No. 04c in the Appendix (01 original).

Article 43. Procedures for processing registration, change registration and deregistration for seagoing ships

1. After receiving the registration application, if there is no ground to refuse the registration specified in Clause 1, Article 15 of this Decree, the Vietnam Registry of Seagoing Ships shall record and update the registration time (hour, minute, date, month, year) and registered information, changed information, deregistered information, and information in the notice of realization of collateral in the Vietnam Seagoing Ship Register; issue a Certificate of Registration according to Form No. 05c, Form No. 06c, Form No. 07c or Form No. 08c in the Appendix to the applicant for registration in the manner specified in Clauses 2, 3 and 4, Article 17 of this Decree.

2. In case the registration changes due to withdrawal of a part of collateral, the Vietnam Registry of Seagoing Ships shall record and update the information of deregistration of the part of withdrawn collateral in the Vietnam Seagoing Ship Register.

Section 4. PROCEDURES FOR REGISTRATION OF SECURITY INTERESTS IN MOVABLE PROPERTY, ANNUAL TREES, TEMPORARY WORKS

Article 44. Registration falling under the authority of Center for Registration of Transactions and Assets

1. Cases of registration on requests or prescribed by law include:

a) Mortgage of movable property;

b) Movable property title retention;

c) Pledge of property, deposit, collateralization, or deposit with movable property as agreed upon or at the request of the secured party;

d) Security interests in securities that have not been centrally registered; dividends, property rights arising from securities, except where such dividends or property rights are centrally registered securities;

dd) The security interest with property on land being annual trees, temporary works;

e) Registration of notice of collateral realization specified at Points a, b, c, d and dd of this Clause;

g) Registration of change or deregistration for the case specified at Points a, b, c, d, dd and e of this Clause.

2. In case of registration of property rights, this right does not include land use rights, house ownership, and ownership of other property on land; the right to use the sea area, the right to own property on the sea area; ownership and other rights that must be registered for aircraft in accordance with the aviation law, and for seagoing ships in accordance with the maritime law; ownership of securities that have been centrally registered in accordance with the law on securities.

3. The registration of a pledge, deposit, collateralization specified at Point c, Clause 1 of this Article shall be carried out in cases where the law on performance security so stipulates for or it is so agreed upon in the security contract.

4. The provisions of this Article also apply to organizations and individuals of foreign nationality in case they have passive legal capacity or active legal capacity in accordance with the Civil Code.

Article 45. Description of collateral on the application form for registration

1. The description of the collateral must determine the scope of the movable property used as collateral. In case the property falls into one of Clauses 2, 3, 4, 5, 6, 7 or 8 of this Article, the description of the collateral must contain additional information specified in that Clause.

The scope of movable property used as security may be one, some or all of the existing movable property or the off-the-plan movable property. In case the description of the collateral does not limit the property, the registration is only valid for property that does not fall into the cases specified in Clause 2, Article 44 of this Decree.

The registration applicant is solely responsible for the information describing the collateral.

2. If the collateral is a road motor vehicle, the description must include the vehicle's chassis number. In case the asset is an off-the-plan asset without information on the chassis number, it must clearly describe as an off-the-plan asset; if it is a circulating good in the ordinary course of production, business or warehouse, it must describe based on the information specified in Clause 4 of this Article.

3. If the collateral is a fishing vessel; mean of inland waterway transport; railway vehicle or special-use vehicle on road, waterway or railway, the description must include the name of the vehicle, the name or full name of the vehicle owner or the name or full name of the vehicle owner, vehicle registration number (if any), certificate-issuing agency stated on the certificate, trademark (if any), vehicle grade (if any).

4. If the collateral is a good circulated in the ordinary course of production and business, warehouses other than a road motor vehicle specified in Clause 2 of this Article, description must be declared according to the value of good or by name and type of good; if the good is circulated in the warehouse, there must be more information about the address, warehouse number (if any) or other signs of the warehouse location (if any). The declaration of warehouse information does not include ware houses; other construction works or warehousing used for the storage of goods.

The collateral that is registered as goods circulated in the ordinary course of production and business, including the right to request the purchaser to pay money, the amount collected, assets formed from the proceeds, property that is replaced or exchanged in the case of circulating goods sold, replaced, or exchanged, unless otherwise requested by the registration applicant.

5. If the collateral is a temporary work or an annual tree, the description must show that the property is a temporary work in accordance with the construction law or an annual tree as prescribed by law on crop production. Unless otherwise requested by the registration applicant, the collateral specified in this Clause includes yields or other property obtained from the harvest of annual plants or from the demolition of temporary works.

6. If the collateral is movable property being installed, located on or placed on land, house or non-residential construction work, the description must show that the collateral is movable property, not property on land, house or construction work.

7. If the collateral is an object with an auxiliary object, an integrated object or a distinctive object, the description must show the characteristics as prescribed by the Civil Code in order to identify this object.

8. If the collateral is a property right or a part of a property right, the description includes the name of the right and the grounds for arising of the property rights. If the basis for arising property rights is a contract, the description of the contract shall include the name of the contract, the contract number (if any), the validity time of the contract and the parties to the contract. In case a property right arises from another legal ground, information on the legal ground for which the right arises shall include the name of the legal ground, the name of the person issuing the legal ground, the number of the legal ground (if any), the effective date or time of signing by of the person issuing the legal ground.

In case the basis for arising the property right clearly states the name of the property right, the description of the right must be consistent with this information.

Article 46. Application for registration of movable property, annual trees, temporary works

1. A registration application includes an application form made according to Form No. 01d in the Appendix (01 original) and the following additional documents:

a) Security contract (01 original or 01 certified copy) in case the application form for registration only has signature and seal (if any) of the grantor or the secured party, except in accordance with Clause 4, Article 8 and Point c, Clause 1, Article 12 of this Decree;

b) The security contract with centrally registered securities contains an agreement on whether the securities will continue to be used to secure the performance of obligations for the same secured party or the co-secured parties in the case of becoming non-centrally registered secured securities (01 original or 01 certified copy) and the written certification of the registration of security interest in securities that have been centrally registered, issued by the VSDC (01 original) in the case specified at Point b, Clause 2, Article 6 of this Decree. In this case, the registry does not require the parties to re-establish the security contract.

2. A change registration application includes an application form made according to Form No. 02d in the Appendix (01 original) and additionally submits a security contract or a document on amendments on the security contract or a document on transfer of rights to collect debts, transfer of obligations secured by movable property, annual trees or temporary works in case of change of grantor, change of secured party or other documents proving there are grounds for change in case there is no document on amendments on the security contract, but the application form for registration only has the signature and seal (if any) of the grantor or the secured party (01 original or 01 certified copy).

3. The application for deregistration includes an application form made according to Form No. 03d in the Appendix (01 original) and the following additional documents are filed (01 original or 01 certified true copy):

a) A document showing that the secured party agrees to deregister or certify that the security contract has been terminated or liquidated, or showing confirmation of the release of the security in case the applicant for deregistration is the grantor and there is no signature or seal (if any) of the secured party on the application form;

b) The auctioned asset sale contract that has been legally effective or written certification of judgment enforcement results in case the applicant for deregistration is a civil judgment enforcement agency, enforcer or; the purchaser of collateral in collateral realization in accordance with the law on civil judgment enforcement;

c) Contract or other legally effective document not mentioned in Point b of this Clause evidencing the lawful transfer of collateral in case the applicant for deregistration is the legal transferee of the collateral;

dd) The written certification of the competent authority on the dissolution of the legal entity in the case of deregistration specified at Point l, Clause 1, Article 20 of this Decree.

4. In case of registration, change or deregistration of notice of collateral realization, the application includes an application form made according to Form No. 04d in the Appendix (01 original).

5. The registration application in case of registration through the online registration system includes information that must be declared and shown on the online registration interface.

6. In case documents included in the registration application prescribed in Clauses 1, 2, 3 and 4 of this Article are sent via email, they must be created or digitized from the paper version and presented with accurate, complete information of the paper copy in the format “.pdf”.

Article 47. Procedures for processing registration, change registration and deregistration for movables, annual trees, temporary works

1. In case the registration application is filed in paper form without grounds for refusal of registration specified in Clause 1, Article 15 of this Decree, the Center for Registration of Transactions and Assets shall record the time of receipt (hour, minute) , date, month, year) in the application form for registration, the Receipt book; update information on the application form for registration into the Database and back up the documents in the application into the online registration system; issue a certificate of registration according to Form No. 05d in the Appendix. The receipt of the paper registration certification document or the return of the paper documents filed by the registration applicant can be done at the head office of the Center for Registration of Transactions and Assets or through the postage service at the request of the registration applicant.

2. In case the registration application is filed through the online registration system but there is no ground to refuse the registration specified in Clause 1, Article 15 of this Decree, the Center for Registration of Transactions and Assets shall certify the registration result; issue a written certification of registration according to Form No. 05d in the Appendix in the manner specified in Clause 1, Article 17 of this Decree.

3. In case of change registration due to the withdrawal of part of collateral, the Center for Registration of Transactions and Assets shall update the information of deregistration for the part of withdrawn collateral into the Database.

4. In case of registration under Point b, Clause 2, Article 6 of this Decree, the Center for Registration of Transactions and Assets shall record the time of registration according to the registration time shown in the written certification of registration of security interest in securities that have been centrally registered.

5. In case of receipt of documents specified at Point c, Clause 5, Article 35 of this Decree, after deregistration, the Center for Registration of Transactions and Assets shall send a written notice of deregistration according to this Decree. Form No. 07d in the Appendix to the land registry.

Article 48. Change of registered information of movables, annual trees, temporary works

1. In case the collateral is a road motor vehicle or other property subject to the registration of ownership, use right, circulation rights or other rights as prescribed by law has changed information. If such information is shown on the Certificate, the changed information must be consistent with the information shown on the newly issued or supplemented Certificate.

In case the collateral is a good circulated in the ordinary course of production, business or warehouse, registration of changes is not required when there is a change in information about the property, except for the case of withdrawal or addition of collateral or in the cases specified in Clauses 2, 4 and 7 Article 45 of this Decree.

2. In case of registration of a change in the validity time of the security contract, this time must not be after the time of registration of security interest. In case of changing the validity time of the security contract after the time the security interest has been registered, the registered information shall be deregistered and register a new security interest.

3. In case information that is required to be declared on the application form for registration changes, a change of this information must be registered.

Article 49. Handling of duplicate registration

In case there is a duplicate registration for the same grantor, the same secured party, the same collateral, the same security interest and the same secured obligation, the Center for Registration of Transactions and Assets shall deregister on its discretion or deregister at the request of the registration applicant for the registration or registrations that duplicate with the registration made at the earliest. In case the Center for Registration of Transactions and Assets deregisters the duplicate registration on its discretion, on the day of the deregistration, it must notify in paper or electronic form the grounds and consequences of the duplicate registration for the same registration applicant.

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