Article 1: Application

1.       These Conciliation Rules of the Vietnam International Arbitration Center at the Vietnam Chamber of Commerce and Industry (hereafter reffered to as "the Rules") shall apply to conciliation of disputes arising out of or relating to legal relationship in commercial activities where the parties have decided to seek an amicable settlement by conciliation of their disputes through the Vietnam International Arbitration Center at the Vietnam Chamber of Commerce and Industry (hereafter reffered to as "the VIAC").

1.       The parties may agree to exclude or vary one or some provisions of the Rules at any time, provided that such exclusion or variation does not conflict with any applicable fundamental legal principles of Vietnam.

2.       Where any of the Rules is in conflict with a legal provision applicable to the dispute resolution from which the parties may not derogate, that provision shall prevail.

Article 2: Commencement of Conciliation Proceedings

1.         The party initiating conciliation shall send an application to the VIAC containing the subject of the dispute and its demands; and shall pay in advance the conciliation costs in accordance with Article 18 and the annexed Fees and Costs Schedule.

2.         Within 05 working days from the date when the application and advance payment for conciliation costs are received, the VIAC shall inform the other party about the contents of the proposed conciliation and the advance payment for conciliation costs to be made by that other party in accordance with Article 18 and the Fees and Costs Schedule. Within 15 working days from the date when the notice from the VIAC is received, the other party shall notify the VIAC whether she accepts or rejects the proposed  conciliation.

3.         If the VIAC receives a rejection or does not receive any reply within 15 working days mentioned in paragraph 2 of this Article, the proposed conciliation shall be considered as rejected. In such cases, the VIAC shall inform accordingly the party initiating conciliation.

4.         Conciliation proceedings shall commence when the VIAC receives a written acceptance and advance payment for costs from the other party. Any such acceptance shall be in writing or in a form equivalent to writing, including telex, fax, data transmission and other appropriate forms as provided by law.

5.         Where both parties submit jointly an application for conciliation to the VIAC, the conciliation proceedings shall commence when the VIAC receives such application and advance payment for costs.

Article 3: Number of Conciliator(s)

There shall be one conciliator unless the parties agree that there shall be two or three conciliators.

Article 4: Appointment of Conciliator(s)

1.       Appointment of conciliator(s) shall be subject to the following principles:

(a)           If there is only one conciliator, the parties shall agree on the name of that sole conciliator;

(b)           If there are two conciliators, each party shall appoint one conciliator;   

(c)           If there are three conciliators, each party shall appoint one conciliator. The parties shall agree to the name of the third conciliator.

(Hereafter the term "conciliator" or the term"conciliators" shall be referred generally to as "conciliator").

2.       The parties may:

(a)     Appoint a conciliator from the list of conciliators suggested by the VIAC or outside such list provided that the appointed person accepts the Rules;

(b)     Request the VIAC President to recommend an individual to act as conciliator; or

(c)     Request the VIAC to appoint a conciliator for them. The VIAC President shall make such appointment within 15 working days from the date when the request is received.

(d)     The time for appointment of conciliator or making request to the VIAC President for the purpose of conciliator recommendation or appointment shall be 15 days from the date when conciliation proceedings commences in accordance with paragraphs 4 and 5 of Article 2 of the Rules.               

Article 5: Submission to Conciliator

1.       The conciliator, upon his appointment, requests each party to submit to him a written statement on the subject of the dispute. Each party shall send a copy of the written statement to the other party.

2.       At any stage of the conciliation proceedings, the conciliator may request one or more parties to submit to him an additional written statement and information relevant to the dipsute or any other document necessary for the conciliation proceedings.

Article 6: Representation and Assistance

The parties may designate persons to be their representatives or assistants in the conciliation proceedings. The names and addresses of such persons shall be communicated in writing to the other party and to the conciliator; such communication shall specify whether the persons are the representatives or assistants in the conciliation proceedings.

Article 7: Role of Conciliator

1.       The conciliator shall make all his efforsts to be independent, impartial and objective to assist the parties to reach an amicable settlement of their dispute.

2.       The conciliator shall  act on the basis of the parties agreement, relevant trade usages and custom, business practices between the parties and other circumstances surrounding the dispute to conduct conciliation.

3.       The conciliator may conduct the conciliation proceedings in any manner appropriate to the nature and substance of the dispute, and the parties' wishes.

4.       The conciliator, at any stage of the proceedings, may make proposals for settlement of the dispute. Such proposals should not necessarily be in writing or be accompanied by a statement of reasons for the proposals.

Article 8: Administrative Assistance

Upon a request of the parties and the conciliator, the VIAC shall provide favorable conditions for the conduct of the conciliation proceedings with regard to the conciliation time schedule and venue; provide other administrative assistance and designate person(s) who provide assistance for the conciliator and the parties during the conciliation proceedings .

Article 9: Communication Between the Conciliator and the Parties

1.       The conciliator may meet in person with each party separately or both parties together and may communicate with the parties in any manner. 

2.       Unless the parties have agreed on the place for meeting with the conciliator, such place shall be determined by the conciliator, having regard to the circumstances of the conciliation proceedings.

3.       Unless otherwise agreed by the parties, every communication shall be in Vietnamese. If the parties request such communication to be in a foreign language, they shall be responsible for the translation arrangement and the precision of the translation.

The conciliator, one or both parties may request the VIAC to arrange translation for them; the costs for translation shall be borne by the requesting party. If the translation is requested by both parties, the translation shall be equally borne by the parties.

Article 10: Disclosure of Information

1.       Every written communication exchanged between the conciliator and a party and every other information received by the conciliator from a party shall be forwarded (if in writing) or informed by the conciliator to the other party to allow the other party to present its case.

2.       If information provided by a party to the conciliator under the condition of confidentiality, the conciliator shall not disclose such information to the other party.

3.       All communications and information mentioned in paragraph 1 of this Article shall be sent (if in writing) or informed to the VIAC by the conciliator.

Article 11: Cooperation of The Parties with The Conciliator

The parties shall cooperate with the conciliator, including comliance with the conciliator's requests to submit written statements and other relevant documents; and to attend meetings.

Article 12: Suggestions by The Parties for Settlement of Dispute

Each party may, on his own or at the invitation of the conciliator, submit to the conciliator suggestions for the settlement of dispute.

Article 13: Settlement Agreement

1.       When it appears that there is a possibility for a settlement of the dispute, which may be acceptable to the parties,  the conciliator shall draft or assist the parties draft a settlement agreement.

2.       The parties by signing the settlement agreement shall end the dispute and be bound by the agreement in accordance with the general legal rules on civil relations.

Article 14: Confidentiality

The conciliator, the VIAC and parties shall keep confidential all matters relating to the conciliation proceedings, including settlement agreement.

Article 15: Termination of Conciliation Proceedings

1. The conciliation proceedings  shall be terminated:

1.1. On th e date when the parties sign the settlement agreement;

1.2. On the date when the conciliator issues a written statement to the effect that the dispute fails to be settled through conciliation despite the conciliator's efforts and no settlement agreement has been reached by the parties;

1.3. On the date when one or both parties submit to the conciliator a written statement to the effect that the conciliation proceedings are terminated;

1.4. On the date when the time for appointment or request for appointment of conciliator expires, but no appropriate action has been taken;

1.5. On the date when the time for submission of the parties' statement and relevant documents at the request of the conciliator expires or when the time for payment of conciliation fees and costs at the VIAC request expires, but no appropriate action has been taken;

1.6. On the date when one or both parties bring the dispute which is the subject of the on going conciliation proceedings before arbitration or court in accordance with paragraph 2 of Article 16.

2. When there is any of the termination circumstances mentioned in paragraph 1 of this Article happens, the VIAC shall give an official written notice to the parties and the conciliator of the termination.

Article 16: Resort to Arbitration or Court

1.       The parties, during the conciliation proceedings, undertake not to initiate any arbitral or judicial proceedings with respect to the dispute that is the subject of the on going  conciliation proceedings.

2.       If one or both parties, during the conciliation proceedings, initiate any arbitral or judicial proceedings with respect to the dispute that is the subject of the on going  conciliation proceedings, the conciliation proceedings shall be automatically regarded as terminated.

Article 17: Conciliation Costs

1.       The conciliation costs shall include:

(a)           Administrative fees as mentioned in Article 8 of the Rules.

(b)           A reasonable fee amount for the conciliator;

(c)           Travel and other expenses of the conciliator;

(d)           Travel and other expenses of witnesses requested by the conciliator with the parties' consent;

(e)           Costs of any expert advice and translator services requested by the parties or by the conciliator with the parties' consent;

2.       The costs mentioned above shall be borne equally by the parties unless otherwise agreed by the parties. All other expenses incurred at the request of a party shall be borne by that requesting party.

Article 18: Procedure for Payment of Conciliation Costs

1.       Unless otherwise agreed by the parties, each party shall pay its own equal apportionment of the advance for the costs mentioned in paragraph 1 of Article 17 of the Rules. The method of payment shall be as follows:

a)       The party initiating the conciliation proceedings shall pay in advance an amount equal to 50% of the conciliation costs.

b)       The other party, if the invitation to conciliation is accepted, shall pay in adavance an amount equal to 50% of the conciliation costs. 

c)       If both parties jointly apply for the conciliation proceedings, each party shall pay in advance an amount equal to 50% of the conciliation costs.

2.       During the conciliation proceedings, the VIAC may request supplementary payment for costs in an equal amount from each party and provide the parties with the reason for such payment. If such supplementary payment is not made in full by both parties within 30 days from the date when the VIAC request is received, the conciliation proceedings shall be regarded as terminated in accordance with paragraph 5 of Article 15 of the Rules.

3.       Upon termination of the conciliation proceedings, the VIAC shall calculate the final costs against the advance payments and return any unexpended balance to the parties.

Article 19: Responsibilities of The Conciliator in Arbitral or Judicial Proceedings

Unless otherwise agreed in writing by the parties, the conciliator shall not act as an arbitrator or representative, witness or counsel of any party in any judicial or judicial proceedings in respect to a dispute the content of which is the subject of the conciliation proceedings in that he has taken part.

Article 20: Admissibility of Evidence in Arbitral and Judicial Proceedings

The parties shall undertake not to use in any form as a ground or evidence in arbitral or judicial proceedings in respect to a dispute the content of which is the subject of the conciliation proceedings:

1.       Any sound or visual records, photos or other written records of the content of meetings held during the conciliation proceedings;

2.       Views or suggestions made the other party in respect to the possible settlement of the dispute;

3.       Admissions made by the other party during the conciliation proceedings;

4.       Proposals made by the conciliator;

5.       Acceptance by a party of a proposal for settlement of dispute made by the conciliator.