Vietnam Commercial Lease Requirements: Structure, Terms, and NNN Leases
Guide to commercial lease requirements in Vietnam including contract structure, mandatory clauses, NNN leases, and currency regulations.
Legal Disclaimer
This content is for general informational and educational purposes only. It does not constitute legal advice and should not be relied upon as such. Laws change frequently — always verify current regulations and consult a licensed attorney in your jurisdiction for advice specific to your situation. Landager is a property management platform, not a law firm.Information last verified: May 2026.
Governed primarily by the Civil Code 2015 and the Law on Real Estate Business No. 29/2023/QH15 (effective August 1, 2024), commercial lease agreements in Vietnam enjoy significant contractual freedom and require careful drafting. International structures like NNN (Triple Net) leases can be implemented through contractual agreement between the parties.
Form Requirements
Common Lease Structures
Gross Lease
- Rent includes all operating costs
- Common for small offices
Net Lease
- Tenant pays some additional costs (taxes, insurance, or maintenance)
- Common for retail spaces
Triple Net (NNN) Lease
- Tenant pays taxes, insurance, and maintenance
- Common for industrial properties and large retail
- Not a formal legal term in Vietnam — must be defined clearly in the contract
Mandatory Clauses
- Party information — Company names, tax codes, authorized representatives
- Property description — Address, area, permitted use
- Rent — In VND, payment schedule, escalation mechanism
- Term — Start date, end date, renewal conditions
- Deposit — Amount and refund conditions
- Maintenance — Clear division of responsibilities
- Termination — Grounds and procedures
- Dispute resolution — Arbitration or court
Recommended Special Clauses
- Fit-out period — Free period for interior completion
- Break clause — Early termination rights
- Right of first refusal — Priority to renew
- Non-compete — Restrictions on competitors in the same building
- Assignment/Subletting — Conditions for transfer or sublease
Currency Regulations
Rent must be denominated and paid in Vietnamese Dong (VND) (Circular 32/2013/TT-NHNN, Art. 3). Within the territory of Vietnam, all transactions, listings, and pricing in contracts shall not be performed in foreign exchange, except for specific permitted cases.
Best Practices
- Engage legal counsel — Have a specialist attorney draft or review the contract
- Thorough due diligence — Verify all property legal documentation
- Bilingual contracts — Provide English version for international tenants
- Detailed handover — Include photos/videos with the handover report
Back to Vietnam Commercial Property Overview.
Sources & Official References
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