Ensuring Your Contracts Are Enforceable In Myanmar

Contracts form the backbone of all commercial transactions, and can be a useful instrument to safeguard your commercial and legal interests.

Contracts governed by Myanmar law may, depending on the circumstances, be required to be registered with relevant authorities, notarised or translated to Burmese to be valid and enforceable.

Stamp duties are also payable for certain transactional documents, e.g. sale and purchase agreement for immovable property, lease agreement for land, failing which the contract may not be enforceable.

Registration

Under the laws of Myanmar, there are specific categories of contracts that must be registered with relevant authorities to be valid and enforceable.

Under the Deed Registration Law, registration is compulsory for the following contracts, instruments and/or deeds:

Instrument of gift of immovable property; Non-testamentary instruments for disposal of immovable property of value not less than Kyats one lakh, for consolidation of the declaration, assignment, limitation or extinguishing of any title or interest in immovable property of value not less than Kyats one lakh; or decrees orders or awards issued by a court in respect of rights related to such instruments; Mortgage deeds and deeds cancelling mortgages, certified as true by at least two witnesses in addition to the mortgagor, in mortgages of value not less than Kyats one lakh, other than with depositing of title deeds; Leases of immoveable property from year to year, or for any term exceeding one (1) year, or reserving a yearly rent; Instruments which operate for collateral security, providing or otherwise assigning by companies/associations to a trustee, all or any part of rights over immovable property or interest thereupon; Certificates of adoption; and Instruments prescribed from time to time by the Union Government. In addition, employment contracts must be submitted to the relevant Township Labour Office for registration, failing which, they may be declared void.

Notarisation

According to section 18 (a) and (b) of the Deed Registration Law, if the contract is to be registered with any government office in accordance with the Deed Registration Law, it should be notarised.

Where parties to the contract elects to submit disputes to Myanmar courts, the contract must be translated to Burmese and notarised in accordance with section 450 of the Constitution of the Republic of Myanmar 2008, failing which the contract may not be enforceable in the...