Every FDI company in Vietnam with ten or more employees must register written internal labor regulations (nội quy lao động) with the provincial Department of Labor, Invalids and Social Affairs (DOLISA) within 10 working days of issuance — yet this remains one of the most overlooked compliance requirements among foreign-invested enterprises. The consequence is severe: without registered ILR, employers cannot legally impose any disciplinary measure beyond a verbal reprimand. Dismissals carried out without registered ILR are routinely invalidated by labor courts, resulting in mandatory reinstatement plus full back-pay. Labor Code 2019 Articles 118–122 establish nine mandatory components that the document must contain, a 10-working-day registration timeline, and strict procedural requirements for disciplinary actions taken under the ILR framework.
What are internal labor regulations?
Internal labor regulations are the legally mandated workplace rules document that governs employer-employee conduct, disciplinary procedures, and operational standards within a specific enterprise. Under Article 118 of Labor Code 2019, any employer with ten or more employees must issue written ILR and register them with DOLISA.
The threshold counts all employees on formal labor contracts — full-time, part-time, fixed-term, and indefinite-term workers. Independent contractors are excluded. For FDI companies, this means virtually every operating entity triggers the requirement, since most foreign-invested enterprises exceed ten employees within their first year of operation.
The critical point that many FDI employers miss: ILR are not optional internal policies. They carry legal force once registered with DOLISA and serve as the mandatory legal basis for all workplace disciplinary actions. Without them, an employer’s ability to manage workforce conduct beyond verbal reprimand effectively ceases.
For employment contract requirements that complement ILR provisions, see Vietnam labor contract types and written contract requirements.
Nine mandatory components under Article 118(2)
ILR must address nine specific domains under Article 118(2) of Labor Code 2019, with guidance from Article 69 of Decree 145/2020/ND-CP. DOLISA reviews submissions against these requirements and will request amendments or reject documents with missing components.
1. Working hours and rest periods
Must specify daily and weekly working hours (compliant with the 8-hour/day, 48-hour/week caps under Article 105), break schedules, shift arrangements, and overtime organization rules. For manufacturing FDI operating multiple shifts, this section must detail each shift’s start/end times, rest intervals, and handover procedures. Specify maximum monthly OT (40 hours) and annual limits (200-300 hours depending on industry).
Working hours provisions must align with overtime limits under Article 107.
2. Workplace order
Defines conduct standards, prohibited behavior, and general expectations for employee behavior at the workplace — including entry/exit rules and use of company facilities.
3. Occupational safety and health
Covers workplace hazard notifications, safety protocols, emergency procedures, personal protective equipment (PPE) requirements, and health monitoring for employees in hazardous positions. FDI manufacturing operations face particular scrutiny on this component during DOLISA inspections — incomplete OSH provisions are among the most common grounds for ILR rejection.
4. Sexual harassment and violence prevention
Article 118(2)(d) requires ILR to define harassment behaviors, establish confidential reporting channels, provide independent investigation procedures, and protect complainants from retaliation. This is a mandatory component added under Labor Code 2019 — many parent company policies from Japan, Korea, and Taiwan lack equivalent provisions.
5. Protection of assets, trade secrets, and intellectual property
Defines IP protection obligations, confidentiality requirements, restrictions on using company systems and equipment, and procedures for handling proprietary information upon employment termination.
6. Temporary job transfer conditions
Specifies the circumstances under which the employer may temporarily assign an employee to work different from the labor contract — limited to 60 cumulative days per year under Article 29. Must detail notification requirements and any salary adjustments during temporary transfers.
7. Disciplinary violations and measures
Lists specific violations corresponding to each disciplinary level: reprimand, extension of salary increase waiting period (maximum 6 months), demotion, and dismissal. This is the most critical section — vague language like “serious violations will result in dismissal” carries no legal weight. Courts only accept dismissals when the specific violation was explicitly described in the registered ILR.
8. Material liability
Specifies employee liability for damage to employer property. Article 129 of Labor Code 2019 caps individual monthly deductions at 30% of monthly salary after compulsory insurance contributions. Must detail damage assessment procedures, liability determination methods, and payment timelines.
9. Disciplinary authority designation
Identifies who within the organization has authority to issue disciplinary decisions — General Director, HR Director, or authorized delegate. Missing this component can result in courts voiding all disciplinary decisions for lack of proper authorization.
DOLISA registration process
The registration timeline is compressed — employers have limited windows at each stage under Labor Code 2019 Articles 119–120 and Decree 145/2020/ND-CP:
Step 1 — Issue ILR. Draft the document in Vietnamese (mandatory for the registered version). Bilingual versions may be used operationally, but the Vietnamese text prevails in disputes.
Step 2 — Consult employee representative organization (trade union, if established). Retain meeting minutes and consultation records as part of the registration dossier.
Step 3 — Submit to DOLISA within 10 working days of issuance (Article 120(3)). Submit to the provincial DOLISA where the company’s headquarters is registered. Required documents include the ILR, any collective labor agreement (if one exists), and supporting annexes.
Step 4 — DOLISA review. DOLISA has 7 working days to review and respond. If DOLISA identifies provisions that violate current labor law, it issues a written notice specifying required changes.
Step 5 — Effective date. ILR take effect 15 days after DOLISA receives the complete application (Article 121) — not 15 days after the employer receives notification. This timing distinction is critical when determining the earliest date disciplinary enforcement can begin.
Mandatory dissemination: ILR must be communicated to all employees — posted in the workplace, announced in staff meetings, distributed via email or internal systems. Employers who cannot prove employees were informed of ILR content cannot invoke those rules during disciplinary proceedings.
Re-registration: Any material amendment to ILR content requires re-registration within 10 working days. Common triggers include changes to working hours, disciplinary procedures, or harassment prevention provisions.
Disciplinary procedures under ILR
Registered ILR is only the prerequisite. When imposing discipline, employers must strictly follow the procedure under Article 122 of Labor Code 2019 and Article 70 of Decree 145/2020/ND-CP — failure at any step will result in courts voiding the disciplinary decision:
- Document the violation immediately upon discovery. Simultaneously notify the employee representative organization (trade union) at the enterprise
- Issue hearing notice at least 5 working days before the hearing date (not 5 calendar days). The notice must specify: date, time, location, employee name, alleged violation, and required attendees
- Conduct the disciplinary hearing with participation of the employee representative organization. If the representative organization is absent despite proper notice → the hearing may proceed lawfully
- Employee’s right to defend — the employee may self-represent or engage a lawyer/representative. The employer cannot obstruct this right. If the employee is absent after 3 proper notices → the employer may proceed in absentia
- Issue written minutes and disciplinary decision, distributed to all parties
Statute of limitations (Article 123): 6 months from the date of violation. Extended to 12 months for violations involving finances, assets, or trade/technology secrets. Once expired → the employer loses the right to discipline, even with clear evidence.
FDI enterprises frequently miss the statute of limitations because internal escalation requires headquarters approval. When head office takes 3-4 months to decide, the 6-month window is nearly exhausted — leaving insufficient time to organize a compliant hearing.
Consequences of non-registration
Loss of disciplinary authority: Vietnamese courts consistently invalidate dismissals when the employer lacks registered ILR, or when the grounds for dismissal were not specifically documented in the registered ILR. Upon losing such cases, the employer must reinstate the employee and pay full back wages for the entire period of non-employment — including retroactive SHUI contributions.
Administrative penalties: Enterprises face VND 10-20 million fines under Article 19(2)(b) of Decree 12/2022/ND-CP for failure to register ILR. The same penalty applies if the ILR lacks mandatory content (Article 19(2)(a)). Individual employers face VND 5-10 million (Article 19(1)).
Common FDI compliance gaps
Four patterns create enforcement risk for foreign-invested enterprises:
Substituting parent company policies for Vietnamese ILR. Japanese, Korean, and Taiwanese companies frequently translate headquarters internal rules into Vietnamese and submit them for registration. DOLISA will reject these because: (a) they typically lack sexual harassment prevention provisions — a mandatory component under Labor Code 2019 that many foreign corporate policies don’t include, (b) disciplinary measures don’t align with Vietnam’s four permitted levels (reprimand, salary increase extension, demotion, dismissal), and (c) they miss provisions on temporary job transfers and material liability.
Writing vague disciplinary provisions. “Serious misconduct will result in dismissal” has no legal effect. ILR must list specific behaviors corresponding to each disciplinary measure. Courts will only uphold a dismissal when the violation was explicitly described in the registered ILR.
Failing to update after legal changes. Many enterprises draft ILR once and never revise. When Labor Code 2019 took effect (January 1, 2021) with the new sexual harassment prevention requirement, enterprises that didn’t update immediately had ILR missing a mandatory component — voiding the entire document’s legal force.
Insufficient proof of employee notification. Posting ILR on a bulletin board is inadequate without dated photographic evidence. Best practice: require each employee to sign an acknowledgment confirming they have read the ILR, and retain signed copies in personnel files. In disputes, this is the only evidence courts consistently accept.
Updates and re-registration
When changing work schedules, adding disciplinary provisions, or updating harassment prevention policies → ILR must be amended and re-registered with DOLISA. Outdated ILR that don’t match actual practices are challenged in labor disputes.
ILR registration integrates with broader employment compliance including labor contract structuring and employee termination procedures — dismissal grounds must be documented in registered ILR. Annual compliance deadlines are tracked in the HR compliance calendar.
ILR consulting services
Indochina Link Vietnam supports FDI employers with HR compliance and ILR registration. Services include content review against all 9 mandatory components, bilingual translation, DOLISA filing representation, and ongoing compliance updates when regulations change. Contact our HR team at info@indochinalink.com.
Disclaimer: This content provides general information about Vietnamese labor law and does not constitute legal advice. Consult qualified legal counsel for specific compliance guidance. Information current as of April 2026.
