Comprehensive legal assistance, anchored by a business-oriented approach, to undertaking investments in Vietnam

Corporate &

A key practice area of the Firm, we cover a broad spectrum of corporate and commercial business affairs and transactions, including legal issues concerning inbound and outbound investments, strategic alliances and collaborations, and day-to-day and special commercial transactions.

How we can help

INDOCHINA LEGAL offers a comprehensive array of legal services for doing business and undertaking investments in all phases of the business cycle in Vietnam, from the setting up process, the new entity’s ongoing business operations, to new capitalization, reorganization, dissolution or divestment transactions. Whether in the form of a wholly foreign-owned enterprise, joint venture, holding company, business cooperation, branch, representative office, investment through share or asset acquisition or foreign contractor in Vietnam, we assist in:

  • Planning stage and optimal structuring of investment vehicles for tax and financing purposes, including, depending on the business sector the investment is proposed to be made, advising on the conditions, restrictions and other requirements for foreign investment in Vietnam (whether in terms of capital, corporate form, maximum allowed percentage of shareholding, etc.) under Vietnam’s WTO Schedule of Specific Commitments in Services and/or the relevant domestic laws.
  • Negotiations with counterparties and liaison, on the client’s behalf, with central and local authorities.
  • Drafting of all documents for the setting up of corporate entities, post-licensing, reorganization, capitalization, liquidation or divestment process.
  • Ongoing corporate secretarial and regulatory compliance assistance.
  • Legal review and drafting of single-purpose or standard-form commercial agreements.

As a key part of providing full-range service solutions to address our client’s business needs, we also
counsel on other substantive areas relating to their business, operation or transaction such as:

  • Tax, including transfer pricing issues.
  • Manufacturing, supply, franchising, distribution, servicing and operation.
  • Financing and securitization.
  • Intellectual property protection and enforcement.
  • Advertising, product liability, competition and trade regulation.
  • Health, safety and environmental regulation.
  • Labour and safety issues.
  • International sales and purchase of goods competition, marketing and trade regulation.
  • Land and property procurement and use, including equipment or asset leasing.
  • Data protection and e-commerce.
  • Import, export and related customs formalities.
Significant transactions
  • Representing several multinationals in the light industry sector (furniture and textile business), business-to-business service sectors (software development and outsourcing) and business-to- consumer sectors (distribution either for export or targeting local market), among others, in the setting up of their commercial presence in Vietnam, obtaining all required licenses and executing all post-licensing corporate formalities, providing a full range of legal services in the preparation and review of relevant documentation and contracts for their day-to-day operations in Vietnam, and advising on regulatory and compliance issues.
  • Representing one of the world’s leading suppliers of injection molding equipment and services to the global plastics industry in the setting up of their wholly foreign-owned subsidiary in Vietnam to carry out distribution services on a commission agency basis.
  • Representing a HK-listed company in the structuring, establishment and operation of its Vietnamese entities engaged in e-gaming business.
  • Advising various manufacturers, franchisors, distributors and retailers of leading consumer brands, whether of cosmetics and beauty products; women’s lingerie and intimate apparel; luxury leather goods, textiles clothing and accessories; high end ice cream products and premium international beers; automobiles; bakery and confectionery, ice-cream and catering ingredients; helmets; gloves and leather goods ; or designer shoes and handbags, in a broad spectrum of legal and commercial issues relating to their business operation and brand presence in Vietnam.
  • Representing one of the world’s largest sporting goods retailers to ensure regulatory compliance on various matters, including addressing labeling issues, technical rules, certifications and recordings, conformity documents, importation rules and commercialization rules, and environmental obligations.
  • Representing a leading US-based money transfer company as to its regulatory compliance in its operation and management of its agents and sub-agents in Vietnam.
  • General assistance to a Vietnamese company in its structuring, capital assignment and settlement to a Hong Kong holding company of a renowned UK food distribution group.

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