Legal Issues

Charter of the Vietnam Global E-commerce Association

Chapter I: Name – Mission – Objectives

Article 1.

  • Name: VIETNAM GLOBAL E-COMMERCE ASSOCIATION
  • International trading name: Vietnam Global Ecommerce Association
  • Abbreviation: VGEA

Article 2. VIETNAM GLOBAL E-COMMERCE ASSOCIATION is a social-professional organization of Vietnamese manufacturers, traders, and logistics professionals who have been and are using the internet to connect and conduct business with global enterprises. VIETNAM GLOBAL E-COMMERCE ASSOCIATION is a non-profit social-professional organization, operating with the purpose of cooperation to help each other develop e-commerce for Vietnam and protect the legitimate interests of its members.

Article 3. The Association has legal personality, its own seal, and bank account. The headquarters of the Association is located at the 17th floor of DMC Tower, 535 Kim Ma, Ba Dinh, Hanoi.

Article 4. VIETNAM GLOBAL E-COMMERCE ASSOCIATION operates nationwide, in accordance with the laws of the Socialist Republic of Vietnam and this Charter. VIETNAM GLOBAL E-COMMERCE ASSOCIATION is a member of associations such as the United Nations Conference on Trade and Development (UNCTAD), the Global E-Commerce Society, Ecommerce Europe, and the E-COMMERCE NAVIGATOR PROGRAM.



Chapter II: Principles of Operation – Duties and Powers

Article 5. Principles of Operation of the Association

  • Voluntary and self-governing.
  • Self-financing.
  • Equality among all members.
  • Transparency and openness.

Article 6. Duties and Responsibilities of the Association

  • Organize the collection and exchange of information and experience in domestic and international trade and e-commerce.
  • Coordinate the activities of members in production, business, import-export, research, product innovation, and market development both domestically and internationally.
  • Provide advice on investment, technology, and technical equipment to its members.
  • Mediate disputes among its members.
  • Establish and develop forms of cooperation and collaborative activities among members on a voluntary basis, to the mutual benefit of all parties. Organize joint activities and facilitate mutual understanding to build good relations among members.
  • Protect the legitimate and legal rights and interests of the Association and its members.
  • Promote relevant policies and laws to its members.
  • Develop its members, branches, and build relationships with domestic organizations and associations.
  • Develop relationships with e-commerce businesses in the region and internationally as per legal regulations.

Article 7. Rights of the Association

  • Consolidate the opinions of member participation and make recommendations to the Government on the issuance of policies and development directions related to the e-commerce industry, and represent the members in proposing opinions for drafting legal documents related to the rights, duties, legitimate interests of the members.
  • Coordinate with relevant domestic organizations to effectively implement the Association’s objectives.
  • International cooperation in accordance with legal regulations, join domestic and international organizations with objectives consistent with the Association as stipulated by the State.
  • Represent members in internal and external relations; protect the legal rights and interests of the Association and its members in fields within the Association’s scope of activities, and in disputes with economic organizations domestically and internationally.
  • Provide advice and counter-arguments on issues within the scope of the Association’s activities at the request of members and other organizations and individuals.
  • Fundraise for the Association based on member fees and other revenue sources as stipulated by legal regulations.
  • Receive legal sponsorships from organizations and individuals both domestically and internationally as stipulated by legal regulations.
  • Participate in consolidating the opinions of members and contributing to legal documents related to the industry as stipulated by legal regulations. Make recommendations to competent state agencies on issues related to the development of the Association and the fields in which the Association operates.
  • Publicize the purpose of the Association.
  • Decide on financial matters as stipulated by legal regulations and the Association’s Charter.

Chapter III: MEMBERS

Article 8. Members

  • Members are businesses in Vietnam engaged in the field of manufacturing, e-commerce, and related fields of e-commerce, who agree with the Association’s Charter, voluntarily apply for membership, and are recognized by the Association’s Executive Committee.
  • Members of the Association include:
  • Official Members: Businesses in Vietnam engaged in the field of manufacturing, e-commerce, and related fields of e-commerce.
  • Associate Members: Joint ventures and foreign-invested enterprises operating in the field of manufacturing, e-commerce, and related fields of e-commerce, who agree with the Association’s Charter, voluntarily apply for membership, pay the membership fee, and can become associate members of the Association.
  • Honorary Members: Scientists, managers, and experienced professionals in the field of e-commerce who have been honored by the General Assembly of Members or the Executive Committee.
  • Member entities (businesses or organizations) shall appoint their representatives to the Association. Representatives must have decision-making authority, and their full name and position must be stated in the membership application. In cases of delegation, the delegated person must have sufficient authority to make decisions, and the delegated person must be responsible for the delegation. When there is a change in the representative of a member, the member must notify the Executive Committee in writing.

Article 9. Procedures for Joining the Association

  • Organizations and individuals mentioned in Article 8 who wish to join the Association must submit a membership application to the Association’s Executive Committee.
  • The application for membership in the Association shall include the following documents:
  • Voluntary membership application.
  • A copy of the business registration certificate.
  • Membership declaration form as prescribed.
  • Opinions of the regional branch (if applicable). The Executive Committee of the Association shall consider and admit members at the nearest meeting according to the principle of majority vote. New members must pay the membership fee within 15 days from the date of admission.

Article 10. Procedures for Withdrawal – Removal – Exclusion of Members

  • Members voluntarily applying to withdraw from the Association must submit an application to the Executive Committee. The rights and obligations of members shall terminate after the Executive Committee issues an approval notice.
  • Members shall be removed from the list of members when:
  • They seriously affect the image and reputation of the Association.
  • They fail to pay membership fees within 90 days from the date of the Association’s second reminder.
  • They are legal entities that have ceased operations, been suspended, dissolved, or declared bankrupt in accordance with the law.
  • Procedures for exclusion and removal of members:
  • Members shall be excluded when approved by two-thirds of the members of the Executive Committee. The decision to exclude a member shall take effect from the date of signing by the Chairman.
  • The Executive Committee shall announce the list of members applying to leave the Association and members being excluded to all other members.

Article 11. Duties of Members

  • Strictly comply with the Charter and regulations of the Association, resolutions of the General Assembly, and decisions of the Executive Committee.
  • Actively participate in the activities of the Association.
  • Meet the requirements of the Association regarding information provision and reporting.
  • Pay fees and other dues in full and on time as prescribed.
  • Protect the reputation of the Association and not use the name of the Association in business transactions, unless authorized by the Chairman and the Executive Committee. Article 12. Rights of Members
  • Official Members:
  • Enjoy the benefits resulting from the fulfillment of the tasks outlined in Article 6.
  • The right to express their opinions.
  • The right to participate in all activities organized by the Association.
  • The right to apply for withdrawal from the Association.
  • The right to participate in elections at all levels of leadership of the Association.
  • Associate Members and Honorary Members: have all the rights of official members except for the right to participate in elections at all levels of leadership of the Association.

Chapter IV: ORGANIZATION OF THE ASSOCIATION

Article 12. Management and Administration Structure of the Association

  • General Assembly of Members;
  • Executive Committee:
  • Chairman of the Association.
  • Secretary-General of the Association.
  • Association Office.
  • Inspection Committee;
  • Specialized Committees;
  • Representative Offices and Branches;
  • Organizations under the Association.

Article 13. General Assembly of Members and Extraordinary Delegate Conference

  • The General Assembly of Members is the highest authoritative body of the Association, with a term of 5 years, and is held once every 5 years.
  • The tasks of the General Assembly include:
  • Discussing reports on the summary and direction of the Association’s tasks.
  • Discussing and providing feedback on the performance report of the Executive Committee and the Inspection Committee during the term.
  • Discussing and approving the financial settlement of the previous term and the financial plan for the new term of the General Assembly.
  • Electing the Executive Committee and the Inspection Committee.
  • Approving amendments and revisions to the Charter (if any).
  • Discussing and deciding on matters such as division, merger, consolidation, and dissolution of the Association when necessary.
  • An extraordinary General Assembly may be convened when at least two-thirds of the total Executive Committee members or at least half of the total official members request it.
  • Resolutions and decisions at the General Assembly are passed through secret ballots or open voting. In case of absence, the Executive Committee of the Association has the right to collect written opinions from members.
  • Resolutions and decisions at the General Assembly are adopted by a majority vote and are valid when more than half of the members present agree. Each member has one vote. In case they cannot attend the General Assembly, their representative, who must be a member of the Association, may be delegated to vote.
  • The invitation letter for the General Assembly must outline the agenda, and the documents must be sent to members at least 2 weeks before the meeting.

Article 14. Executive Committee of the Association

  • The number of members of the Executive Committee of the Association for each term is determined by the General Assembly. The number of Vice Chairmen is decided by the Executive Committee upon the proposal of the Chairman of the Association.
  • The Executive Committee is elected directly by secret ballots or open voting in the General Assembly, with a term of 5 years.
  • The Executive Committee meets once a year or extraordinarily convened by the Chairman of the Association. Important issues are decided by secret ballots or open voting, or by written opinions following the majority principle and are valid with the unanimous consent of two-thirds of the Executive Committee members.
  • In the event that an Executive Committee member who is a legal entity undergoes changes (dismissal, retirement, or relocation), that legal entity must appoint a qualified and legally authorized representative as a replacement and notify the Executive Committee in writing. In special cases, the Executive Committee will review and decide.
  • The Executive Committee has responsibilities and powers including:
  • Implementing the resolutions of the General Assembly.
  • Planning the work program between the Executive Committee’s meetings.
  • Approving annual and mid-term financial plans and reports presented by the Secretary-General.
  • Resolving issues arising between General Assemblies.
  • Preparing the content, agenda, and documents for the General Assembly.
  • Electing and dismissing the leadership positions of the Association: Chairman, Vice Chairmen, and Executive Committee members.
  • In the event that an Executive Committee member violates the Charter or breaks the law, the Executive Committee has the authority to temporarily suspend that member’s activities and report to the next General Assembly for further action.
  • Selecting, appointing, and dismissing the positions of Secretary-General and leaders of organizations established by the Association.
  • Deciding on the admission, withdrawal, removal, and exclusion of members from the membership list.
  • Deciding to convene the General Assembly.
  • Deciding to establish representative offices.
  • Deciding to establish Branches.
  • Deciding to establish organizations affiliated with the Association.
  • Proposing the annual membership fee of the Association.

Article 15. Chairman and Vice Chairmen of the Association

  • The Chairman of the Association has the authority and responsibilities to:
  • Represent the legal entity of the Association before the law.
  • Organize and implement the resolutions of the General Assembly, plenary meetings, and decisions of the Executive Committee.
  • Chair the meetings of the Executive Committee.
  • Be responsible to the Executive Committee and all members for the activities of the Association.
  • Approve personnel for the Association’s office and other organizations established by the Association upon the proposal of the Secretary-General.
  • Decide on the participation of Association members in conferences, seminars, and exhibitions of regional or international associations.
  • Chair the Executive Committee meetings of the next term until the new Chairman is elected.
  • Represent the Executive Committee in reporting on the activities and directions of the Association to the next General Assembly.
  • Vice Chairmen of the Association assist the Chairman and are delegated specific activities or issues by the Chairman to address in his absence.

Article 16. Secretary-General of the Association

  • The Secretary-General is appointed by the Executive Committee and must be a person with good character, excellent management skills, or experience, and extensive relationships with businesses, government agencies, and international trading partners.
  • The duties and powers of the Secretary-General include:
  • Representing the Association’s office in daily transactions.
  • Organizing and managing the Association’s daily activities.
  • Managing documents and transaction records of the Association.
  • Regularly reporting to the Chairman and Executive Committee on the Association’s activities.
  • Attending Executive Committee meetings and acting as the secretary of the meetings.
  • Preparing annual reports and term reports for the Executive Committee.
  • Managing the list of members, records, and documents related to members and affiliated organizations.
  • Developing office regulations and financial management regulations and submitting them to the Executive Committee for approval.
  • Being responsible to the Executive Committee and the law for the activities of the Association’s office.
  • Drafting reports to relevant authorities.
  • The Executive Committee may appoint additional Deputy Secretaries-General as needed to support the Secretary-General in specific tasks. Deputy Secretaries-General assist the Secretary-General.

Article 17. Association Office

  • The Association office operates according to the regulations approved by the Executive Committee upon the proposal of the Secretary-General.
  • The staff of the Association office is approved by the Chairman of the Association.
  • The annual budget for the office’s operations is approved by the Executive Committee.

Article 18. Inspection Committee

  • The Inspection Committee is elected by the General Assembly, and the number of members of the Inspection Committee is determined by the General Assembly. The Inspection Committee serves the same term as the Executive Committee.
  • The Inspection Committee operates independently of the Executive Committee, following the regulations approved by the General Assembly.
  • The Inspection Committee has responsibilities and powers including:
  • Electing the committee’s chairman and vice chairman.
  • Inspecting and supervising the implementation of the Charter and resolutions of the General Assembly.
  • Inspecting and supervising the financial receipts and expenditures of the Association and reporting to members annually.
  • Attending the meetings of the Executive Committee.
  • Inspecting and supervising the Executive Committee, Chairman, Vice Chairmen, Secretary-General, and assisting bodies of the Association and all members in complying with the Charter, financial management regulations, and resolutions of the Association.
  • Inspecting, notifying members of any issues proposed by the Executive Committee or members, and making recommendations.
  • Requesting the Executive Committee to convene extraordinary meetings or plenary meetings when necessary with the consent of two-thirds or more of the Executive Committee members.

Article 19. Specialized Committees

The Executive Committee decides to establish specialized committees to carry out specific tasks of the Association. The number, functions, and number of members in each committee will be determined by the Executive Committee based on the specific situation of each term.

Article 20. Affiliated Organizations and Units of the Association

The Association may establish various service and consulting units. The establishment of these units must comply with the relevant legal regulations.

Article 21. Branches

  • Branches are a part of the Association that carries out the tasks of the Association.
  • Branches can be organized geographically, regionally, or by specific professional fields.
  • Branches elect the Chairman, Vice Chairman, Executive Committee of the Branch, and other positions, which are approved by the Executive Committee of the GLOBAL VIETNAM E-COMMERCE ASSOCIATION.

Chapter V: FINANCES AND ASSETS OF THE ASSOCIATION

Article 22: Sources of Income for the Association

  • Membership entrance fees.
  • Membership dues contributed by members as stipulated.
  • Sponsorships from organizations and individuals, both domestic and foreign, in accordance with legal regulations.
  • Other legitimate sources of revenue.

Article 23: Expenditures of the Association

Expenditures are made in accordance with the financial regulations of the Association, including staff salaries, training of collaborators, infrastructure, economic activities, charity, and other reasonable expenses as determined by the Association’s Standing Committee.

Article 24: Financial and Asset Management and Use

  • The Executive Committee of the Association shall manage and use the finances and assets of the Association in compliance with the regulations of the state.
  • The Inspection Committee is responsible for auditing and publicly reporting on the finances and assets annually to the members.

Chapter VI: COMMENDATION AND DISCIPLINE

Article 25: Commendation Members

Members of the Executive Committee, the Standing Committee, the Inspection Committee, officials, and employees of the Association who have made significant contributions to the development of the Plastic industry and the establishment of the Association shall be duly commended by the Association and may be recommended by the Association to state authorities for commendation.

Article 26: Discipline Any member

Member of the Executive Committee, the Standing Committee, the Inspection Committee, official, or employee of the Association who acts against the Charter, resolutions of the Association, damages the reputation and honor of the Association, repeatedly fails to attend regular activities without justifiable reasons, or fails to pay membership fees for one year, shall be subject to disciplinary action, reprimand, warning, or removal from the list of members, as appropriate. The Association may also recommend to relevant state authorities to take legal actions in accordance with the law for violations.

Chapter VII: ENFORCEMENT PROVISIONS

Article 27: Amending the Association’s charter

Amendments and Supplements to the Charter must be proposed by the National Congress of VIETNAM GLOBAL ECOMMERCE ASSOCIATION, unanimously agreed upon, and approved by the competent state authority to take effect.

Article 28: Effectiveness of implementing the charter

This Charter was unanimously adopted by the 3rd term National Congress of VIETNAM GLOBAL ECOMMERCE ASSOCIATION on October 1, 2022, and shall take effect from the date of approval by the Ministry of Internal Affairs. The Charter shall cease to be in effect when the Association ceases its operations or is dissolved.