According to current legal regulations, to transfer land use rights, a written contract must be executed with notarization or certification. However, if for some reason one or both parties wish to cancel the land use right transfer contract (also known as a land sale contract) that has been signed, how should it be performed? Does the law provide regulations for this issue? Where is the cancellation of the land sale contract carried out? Let’s refer to the following article:

1. Concept of Land Use Right Transfer Contract

Land is a special object in sales contracts. According to the law, land is under the entire people’s ownership, with the State acting as the representative owner; therefore, the sale of land is not like ordinary goods. Only the right to use a specific land parcel can be transferred, and it must be registered with the competent authority.

A land use right transfer contract is an agreement between parties whereby the land user transfers the rights to the other party. The transferee is obligated to perform the payment according to the terms agreed upon in the contract. Generally, the land use right sale contract is negotiated and executed by the parties at a notary office in the locality where the land is situated to perform the contract.

Pursuant to Article 5 of the Law on Notarization 2014:

“A notarized document shall take effect from the date it is signed by a notary and sealed by the seal of the notary practice organization.”

The land use right transfer contract is crucial evidence if the parties have disputes regarding the transfer. Therefore, when conducting commercial transactions, the transfer needs to be handled carefully to minimize risks in future disputes.

If you need support or advice on land sales, contact Luat Kim Bang – Hotline/Zalo: 034.540.6523 for specific assistance.

2. Conditions for Canceling a Land Use Right Transfer Contract

Cancellation of the contract by mutual agreement of the parties in the transaction: A land use right transfer contract is commonly called a land sale contract. When there is a desire to cancel the sale contract, the following grounds are required:

According to Clause 1, Article 51 of the Law on Notarization 2014: “The notarization of amendment, supplementation, or cancellation of a notarized contract or transaction shall only be performed when there is a written agreement and commitment of all persons who have participated in such contract or transaction.” Therefore, the cancellation of a notarized or certified sale contract is only performed at the notary office when all parties in the contract agree to the cancellation.

Cancellation of the contract at the request of one party in the transaction: In practice, cases often occur where one party wishes to cancel the signed land sale contract. However, to cancel a notarized or certified document, there must be grounds in the contract. Therefore, to unilaterally cancel the contract, a request must be sent to the Court for resolution based on the following grounds:

• a) The other party violates the contract, which is a condition for cancellation agreed upon by the parties;
• b) The other party seriously violates contractual obligations;
• c) Other cases as prescribed by law.

Accordingly, the party wishing to cancel the contract must provide grounds showing that the other party has seriously violated contractual obligations such as: providing the wrong land parcel, the area being smaller than agreed, land under dispute, failure to meet payment deadlines, etc.

The grounds for the request are the most important factor in the Court’s decision to accept the lawsuit. Therefore, it is necessary to prepare full evidence to prove that the request to declare the cancellation of the transfer contract is legal.

If you need support with lawsuit procedures for land sale contract disputes, contact Luat Kim Bang for detailed advice.

3. Procedures for Cancelling a Land Use Right Transfer Contract

Case 1: The parties agree to cancel the land sale contract The cancellation will be performed at the Notary Office/Certification Authority where the contract was originally notarized. The dossier includes:

• Request for cancellation at the notary office;
• Original Land Use Right Transfer Contract as executed;
• Minutes of agreement on the cancellation of the land sale contract;
• Certified copies of the identification documents of the parties;
• Other certified documents related to the contract;
• Submit the dossier at the notary office and pay the fees to perform the contract cancellation.

Case 2: Cancellation of the sale contract at the request of one party For cases where the cancellation is requested by one party, it must be resolved by a competent Court. Pursuant to Clause 1 Article 35 and Clause 1 Article 39 of the Civil Procedure Code 2015, the jurisdiction belongs to the People’s Court at the district level where the defendant resides or where the contract was performed according to Point g, Clause 1, Article 40 of the Civil Procedure Code 2015.

• Step 1: Prepare the dossier and submit it to the competent People’s Court. The lawsuit dossier includes:
  • Lawsuit petition according to the Court’s form;
  • Land Use Right Transfer Contract;
  • Certified copies of the identification documents of the plaintiff;
  • Certified copies of the identification documents of the person with related rights and obligations (if any);
  • Documents proving the violations of the defendant (if any);
  • Other related papers and documents.
  Lawsuit submission methods:
  • Direct submission at the Court;
  • Sending to the Court via postal services;
  • Submitting online in electronic form via the Court’s e-portal. In this case, the plaintiff must have an electronic signature as prescribed.

If you do not know how to draft a lawsuit dossier, please contact Luat Kim Bang via 034.540.6523 for support in receiving authorization to perform lawsuit procedures at the competent Court.

• Step 2: Receipt and processing of the lawsuit petition The Court assigns a Judge to review and resolve the petition. If the petition is valid, the Judge issues a notice for the payment of the court fee advance as prescribed.
• Step 3: Trial preparation After the case is accepted, the Court must conduct the trial preparation process within 4–6 months from the date of acceptance. During this process, the litigants participate in several working sessions to present self-testimonies, collect documents and evidence, and organize mediation. If the parties do not agree on a resolution, the Court will bring the case to trial according to regulations.
• Step 4: First-instance and Appellate trial (if any) The case will be brought to trial if the dossier has full documents and evidence and the parties fail to reach a mediation agreement. If a party disagrees with the judgment or decision of the Court, the litigant may appeal under appellate procedures.

If you do not have time to perform procedures at the Court, please contact Luat Kim Bang via 034.540.6523 for advice and support in resolving disputes without going to Court.

4. Costs for Cancelling a Land Use Right Transfer Contract

With the two forms of canceling a land use right transfer contract, there will be different fee levels. Specifically:

• For the case of canceling the transfer contract at the notary/certification office: The applicant will pay the notarization fee as prescribed by law. Pursuant to Clause 3 Article 4 of Circular 257/2016/TT-BTC, the fee for notarizing the cancellation of a contract or transaction is 25,000 VND.
• For the case of performing procedures at the competent People’s Court: The court fee is calculated according to the fee for a non-monetary claim, which is 300,000 VND/request. Additionally, in cases where document and evidence collection is needed, there will be related litigation costs.

If you need support with procedures at the Court, please contact Luat Kim Bang via 034.540.6523 for advice and support.

Consulting Lawyer for Land Purchase Contract Cancellation Luat Kim Bang provides the following related legal services:

• Advice on deposit contracts – validity, rights, and obligations between parties;
• Advice on land use right transfer contracts, rights, and obligations between parties;
• Advice on drafting land sale contracts;
• Advice and representation in negotiating the cancellation of land sale contracts;
• Advice on legal regulations on how to write a lawsuit petition to cancel a real estate sale contract;
• Advice on the order and procedures for suing to cancel a land sale contract;
• Advice and guidance on preparing dossiers to sue for the cancellation of a house purchase deposit contract;
• Representing clients in working with third parties and state agencies.
• Guidance on the order and procedures for dispute resolution.
• Advice on other related issues according to customer requests.

Contact Land Lawyer – Luat Kim Bang – Hotline/Zalo: 034.540.6523.