Tiếng Việt
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In the context of a knowledge-based economy and innovation-driven growth, the protection and exploitation of intellectual property (IP) have become vital for enterprises. Resolution No. 68-NQ/TW of the Politburo emphasizes the task of “institutionalizing innovation and protecting intangible assets” as a cornerstone of the national development strategy. This sets an urgent requirement for innovative enterprises not only to focus on research and technology development but also to establish comprehensive legal strategies to manage and protect IP rights throughout their business operations.
Technology transfer is considered one of the fastest routes for enterprises to access advanced technologies, optimize production, and quickly build competitive advantages. However, opportunities come hand-in-hand with potential risks, especially concerning the loss of IP rights or unlawful exploitation of patents and trade secrets, which may lead to legal disputes. In Vietnam, the Law on Technology Transfer 2017 and the Intellectual Property Law (2005, amended 2022) have established a basic legal framework enabling enterprises to engage in technology transfer in Vietnam. Nonetheless, in practice, many contracts lack clear provisions on IP rights, resulting in disputes and reducing the effectiveness of commercialization.
Therefore, a transparent and robust legal framework, coupled with effective enforcement mechanisms, is a prerequisite for technology transfer to truly become a driver of growth for innovative enterprises in Vietnam.
I. The Importance of Intellectual Property in Technology Transfer
Intellectual property refers to the creations of the human mind, protected by patents, copyrights, trademarks, and trade secrets. These rights grant creators exclusive control over their innovations for a defined period, enabling them to benefit from their works while preventing unauthorized use by others. Technology transfer between enterprises often involves the transfer or licensing of IP rights tied to processes or products.
The link between IP and technology transfer is essential in bridging research and commercialization, fostering innovation, and driving economic growth. Technology transfer narrows the gap between research and practical application by enabling innovations to move from academic or research environments into the commercial sector. This process allows companies to access new technologies and expertise they might not have developed independently, while also providing revenue streams and recognition for the original inventors or institutions.
Additionally, technology transfer generates social benefits by making advanced technologies and knowledge more widely accessible. For instance, academic-to-industry transfer may lead to new medical treatments, cleaner energy solutions, and improved industrial processes. However, challenges and debates persist regarding IP and technology transfer. Some technology transfer advices argue that overly strict IP protection may hinder innovation and restrict access to valuable knowledge, especially in developing countries or in areas of significant public interest such as healthcare.
Balancing the need for protection with the goal of ensuring accessibility and reasonable use remains a constant challenge for policymakers and stakeholders in the innovation ecosystem.
II. Legal Framework for Technology Transfer in Vietnam
At the international level, the TRIPS Agreement (1994) establishes minimum standards for IP protection and significantly impacts technology transfer. The World Intellectual Property Organization (WIPO) plays a central role in promoting commercialization mechanisms through the protection of patents, trademarks, and trade secrets.
At the national level, Vietnam’s current legal system provides a relatively comprehensive foundation for regulating technology transfer tied to IP protection. The Law on Technology Transfer 2017 and the Intellectual Property Law 2005 (amended 2022) form the backbone for establishing, protecting, and enforcing IP rights as well as comprehensively regulating technology transfer activities. In addition, the Law on Science and Technology 2013, the Law on Investment 2020, together with guiding decrees and circulars, play an important role in encouraging oversea investment, commercializing research outcomes, and managing transfer activities.
Collectively, these instruments create a legal corridor that reassures enterprises when applying technologies in practice, while ensuring that intellectual assets—the foundation of innovation—are protected and lawfully utilized. Nonetheless, as the primary legislation governing technology transfer, the Law on Technology Transfer, after nearly a decade of implementation, has revealed limitations. It has not kept pace with the rapid global development of science, technology, and innovation, nor with Vietnam’s transition into a new era of creativity and innovation.
First, current provisions remain largely focused on traditional technologies (through machinery, equipment, and patents), without adequately covering new fields such as digital technologies, artificial intelligence, big data, and emerging forms of IP consistent with global trends and current realities. The lists of encouraged, restricted, and prohibited technologies have also not been updated to reflect the fast-changing digital era.
Second, incentive policies remain ineffective, offering insufficient financial, legal, and institutional motivation for both transferors and transferees—particularly regarding strategic, high-tech, digital, green, and clean technologies prioritized for transfer.
Third, the law lacks specific provisions governing cross-border technology transfer, limiting Vietnam’s ability to attract foreign enterprises and FDI to announce and implement transfer plans, update and invest in technology development, and diffuse innovation to domestic enterprises. Without clear regulations on cross-border transfers, Vietnam struggles to encourage and facilitate flows of technology both into and out of the country.
Fourth, state management of technology transfer remains loose. Although mechanisms for inter-agency coordination exist, overlaps and gaps in the regulatory system mean that authorities often only manage the superficial aspects. During investment licensing procedures for foreign-invested projects or joint ventures, authorities often lack cross-checking mechanisms, leaving inbound technology flows insufficiently scrutinized except for projects subject to conditional investment. As a result, outdated technologies with environmental risks have still been transferred and installed in projects.
Furthermore, the 2017 Law on Technology Transfer only mandates registration in cases involving transfers from abroad into Vietnam, from Vietnam abroad, and domestic transfers involving state or public funds. Other transfers are merely encouraged to register. Consequently, the current number of registered contracts does not accurately reflect reality, especially for domestic transfers, making it difficult to design suitable policies for effective management.
Fourth, the law still lacks mechanisms to encourage and promote the commercialization of research and development results (commercialization of indigenous technologies). Financial management regulations and administrative procedures for research and technology transfer remain complex and overlapping, creating difficulties for universities and research institutes in accessing funding and implementing projects. The allocation of IP rights and benefits among the State, academic institutions, and scientists is not sufficiently clear, causing hesitation in commercializing scientific research.
In addition, regulations on the science and technology market are not transparent, while valuation rules in technology transfer lack feasibility to meet market demands, particularly for non-physical technologies, intellectual property, and emerging technologies. At present, the Ministry of Science and Technology is drafting an amendment to the Law on Technology Transfer, focusing on six groups of policy issues:
- Defining the scope of technologies governed by the Law to cover emerging technologies in line with global trends and practical demands.
- Supporting and promoting the transfer of indigenous technologies, including transfers between domestic enterprises, organizations, and individuals, and commercialization of R&D outcomes.
- Developing a professional and transparent science and technology market.
- Creating financial, institutional, and legal incentives for technology transfer.
- Enhancing control over cross-border technology transfer to safeguard technological security while promoting effective international transfers.
- Strengthening state management capacity through monitoring, statistics, and evaluation of transfer effectiveness.
With these amendments, enterprises can expect a clearer, more transparent, and streamlined legal framework to promote technology transfer in Vietnam and meet market transformation.
III. Current Practices of Technology Transfer in Vietnam
According to the Ministry of Science and Technology, from July 2018 (when the 2017 Law on Technology Transfer came into effect) to the end of 2023, a total of 579 technology transfer agreements were granted registration certificates (including new issuances, extensions, amendments, and supplements). The total contract value exceeded VND 114 trillion. Among these, 493 agreements involved enterprises with foreign investment in Vietnam, accounting for 85% of the total, with a value of more than VND 106 trillion (around 93% of total contract value).
There were only two outbound technology transfer contracts from Vietnam to foreign countries (Japan and Switzerland). This demonstrates that most technologies are transferred from abroad into Vietnam via foreign-invested projects, enabling Vietnam to access advanced technologies in multiple sectors, particularly in key industries such as oil and gas, electronics, and telecommunications. Such transfers have contributed to enhancing production capacity, boosting competitiveness, and driving economic restructuring toward modernization.
However, data from the Foreign Investment Agency indicates that by 2023, only 6% of FDI enterprises used technologies from the US and Europe, while 30–45% relied on Chinese technologies. More concerning, over 65% of FDI enterprises were applying technologies more than 20 years old, mostly of average level, while only 15% had access to more modern production technologies. Moreover, most FDI enterprises purchased existing technologies instead of investing in upgrades or innovation, keeping Vietnam’s R&D spending at a very low level. This situation limits the potential for technology transfer and diffusion across the economy.
Another pressing issue in technology transfer is transfer pricing. Foreign investors often contribute capital to domestic FDI enterprises using outdated or fully depreciated machinery and equipment, or by transferring intangible assets to subsidiaries in Vietnam at significantly inflated prices. The current legal framework for valuing technologies and IP assets remains unclear, non-transparent, and impractical. Similarly, state mechanisms for appraisal and oversight of technology transfer are not sufficiently robust, creating loopholes for transfer pricing practices. By inflating the value of fixed assets, foreign investors can overstate their capital contributions, reduce tax obligations, and raise product costs through higher depreciation expenses, resulting in lower or negative profits. Consequently, enterprises pay minimal or no corporate income tax in Vietnam.
Through technology transfer, Vietnam’s workforce has gained opportunities to access new technologies, laying the groundwork for the application and development of technological fields. However, this workforce is unevenly distributed, concentrated in major corporations or research centers. Personnel in scientific service organizations and state management agencies remain insufficient, unable to meet the increasingly complex demands of the market. In the era of the Fourth Industrial Revolution, the shortage of high-quality human resources for research and development poses significant challenges to scientific and technological advancement, including technology transfer in Vietnam.
Many research outcomes from state-funded projects carried out by universities and research institutes have been commercialized and transferred to enterprises through research commercialization and IP projects, with active participation from businesses. However, as of 2023, revenues from scientific research and technology transfer at universities remain very modest. For example, the National Economics University earned more than VND 42 billion in 2023 from scientific research and technology transfer, accounting for only about 3% of its total revenue. Hanoi University of Science and Technology earned VND 18 billion (0.8%), Ton Duc Thang University reached 4.5%, and Nguyen Tat Thanh University achieved 0.7%.
One major reason for such low proportions is that policies and laws on research and technology transfer remain inadequate. Complicated administrative and financial regulations make it difficult for universities and institutes to access funds and carry out projects. The unclear allocation of IP rights and benefits between the State, academic institutions, and scientists discourages many from bringing research to market. In practice, many state-funded projects are considered public assets but lack flexible mechanisms for commercialization by the host institutions or authors. Meanwhile, financial resources for research are limited, with non-public universities relying primarily on tuition fees and lacking oversea investment funds for commercialization stages.
Furthermore, links between academia and businesses remain weak. Enterprises are often cautious about investing in university-based research due to unclear economic benefits and small-scale projects. The absence of dedicated support funds, venture capital, and sufficient infrastructure at many universities further hampers incubation, practical application, and refinement of new technologies.
Finally, unclear valuation rules—already highlighted in earlier sections—remain a key barrier to commercialization. Without fair and practical pricing mechanisms, commercialization often fails to materialize. On a positive note, the launch of the Vietnam Science and Technology Exchange Platform (https://techmartvietnam.vn) on June 30, 2025, is expected to serve as a “bridge” connecting research, production, and markets. This platform is seen as a core infrastructure mechanism to drive innovation and foster the knowledge economy.
IV. International Experience and Lessons Learned for Vietnam
1. International Experience
According to a report by the Vienna Institute for International Economic Studies (WIIW), which analyzed the role of innovation and technology transfer in different countries, cross-border technology transfer holds significant potential for enhancing productivity and innovation capacity in nations with limited innovation ability. Research and development (R&D) activities and budgets are concentrated in a handful of developed countries. This creates a wide gap between the “knowledge producers” and the “knowledge users,” making technology transfer more critical than ever.
For technology transfer to be effective, international cooperation mechanisms, flexible intellectual property (IP) protection, and policies supporting “technology imports” are of utmost importance. South Korea is considered a prime example of successful adoption of technology transfer in driving innovation. During the 1960s–1970s, Korea relied heavily on duplicative imitation, meaning assembling based on existing technologies, copying, or reproducing foreign products. Over time, as it built local capabilities such as a strong science and technology workforce and R&D infrastructure, Korea shifted toward stronger IP protection and entered a stage of creative imitation. This involved selectively integrating transferred technologies with domestic R&D investments, thereby enhancing global competitiveness.
Moreover, promoting the commercialization of research results has significantly contributed to innovation in the digital era. In the UK, the government narrowed the gap between research and practical applications by investing £95.6 million in advanced manufacturing research and technology transfer, including £20.5 million allocated to collaborative projects between universities and enterprises.
In Taiwan, the government played a central role in technology transfer to develop the automation industry through tools such as tax incentives, financial support, training, R&D programs, product and equipment development, and linking academic research with business applications. This dual commitment between government and enterprises, alongside the establishment of technology transfer exchanges, has notably boosted commercialization and innovation.
Globally, many intermediary technology transfer organizations have thrived thanks to transparent legal frameworks and clear IP protection mechanisms. Examples include Industriell Dynamik (Sweden), Madrid (Spain), Syntens (Netherlands), NanoBioNet (Germany), Jinnove (France), and Yet2.com (USA). These organizations offer services ranging from consulting, training, licensing, and spin-off support, to partner matching and financial assistance. Strengthening commercialization, fostering collaboration among research institutes, universities, and enterprises, promoting spin-off companies, and encouraging capital contributions through technology have all proven effective in accelerating commercialization, reducing unemployment, improving competitiveness, creating economies of scale, and transforming knowledge into products and solutions.
In addition, to keep pace with the development of emerging technologies, flexible regulatory frameworks are required. Countries have already introduced new rules on next-generation technology transfer, covering data management, software, cross-border transfers, contactless transfers, technology security, oversea investment controls, and the use of big data and artificial intelligence to automate the technology transfer process.
2. Lessons Learned for Vietnam
To overcome the challenges mentioned above, innovative enterprises in Vietnam must proactively establish legal strategies for intellectual property management in technology transfer activities. First, registering IP rights domestically and in target markets is essential to prevent risks of misappropriation or unauthorized exploitation. Enterprises should also foster close cooperation with research institutions from the project development stage through “order-based co-funding” models, thereby enhancing the commercialization of research outcomes.
At the same time, technology transfer contracts must be carefully drafted to clarify ownership scope, usage rights, confidentiality obligations, non-compete clauses, monitoring mechanisms, and remedies for breaches. These provisions determine the safety of transactions and provide a solid legal foundation for enterprises in case of disputes. Additionally, Vietnam should establish transparent mechanisms to boost the effectiveness of technology transfer exchanges.
Second, Vietnam needs to promote technology transfer through international cooperation. Both the government and enterprises should diversify collaboration channels, ranging from partnerships with foreign science and technology regulators to research institutions and intermediary organizations supporting scientific development. Cooperation must be closely aligned with domestic scientific needs, aiming to enhance knowledge, experience, information sharing, technology know-how, human resource training, and equipment support, thereby accelerating innovation.
At the macro level, the State should continue to refine the legal framework to accommodate emerging technologies, encourage technology transfer in Vietnam, reduce administrative burdens, strengthen incentives, and impose stricter rules against transfer pricing. Harmonizing Vietnam’s standards on technology transfer with next-generation free trade agreements will increase compatibility with international norms, safeguard enterprises’ rights in cross-border transactions, and attract foreign investment. Domestic capacity building in science and technology should be developed in parallel, following Korea’s model of accumulating internal strengths while embracing global integration.
Another critical solution is enhancing the enforcement capacity of legal institutions. Courts, arbitration bodies, and regulatory authorities need specialized knowledge in technology and IP to better oversee technology transfer activities, filter outdated or polluting technologies, and ensure that only advanced technologies are absorbed to enhance national capacity.
These measures align with Resolution 68-NQ/TW, which affirms the central role of innovation in economic development and underscores the importance of protecting intangible assets as a key driver of sustainable growth for innovative enterprises.
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