Contract

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Shareholder Disputes: Shareholder Agreement & Company Charter

  • 17 November 2021
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  • by Stephen Le

It is common practice for business investors, when setting up a joint venture or establishing a M&A project, to seek to protect their investment via a shareholder agreement and company charter. These documents are often designed with the intention of imposing rules that the shareholders must follow and to allow non-default shareholder(s) to sue for damages (or any other available remedies) if there is a breach. Nevertheless, filing a lawsuit or arbitration claim amid a shareholder...

Electronic Evidence in Commercial Contracts and Dispute Resolution

  • 05 October 2021
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  • by Stephen Le

Electronic devices are increasingly replacing ‘paper documents’ in commercial transactions in Vietnam. Email, mobile phones, and even messaging apps are increasingly being utilized by enterprises for information exchange, contract execution and implementation. Generally, the trend has been for enterprises to prioritize the use of electronic means over the exchange of ‘paper documents’ as a ‘defensive’ measure in dispute resolution. There are also certain enterprises that completely adopt electronic documentation, abandoning the use of paper records altogether....

Legitimising Electronic Signatures

  • 13 May 2021
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  • by Stephen Le

As cross-border transactions are becoming increasingly common, businesses and individuals are turning to electronic means to save time and costs. Instead of waiting for documents to be transported by courier around the globe, the relevant parties can finalize and execute their contract in a matter of seconds, in the comfort of their own base. The steady rise of globalization, coupled with the social distancing protocol of COVID-19, is further accelerating the popularity of electronic signatures in...

Remedies for Breach of Contract

  • 28 January 2021
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  • by Stephen Le

It is common knowledge that a well-drafted contract will help to minimize disputes in business transactions, but not everyone fully understands what constitutes a well-drafted contract. Is a contract that clearly regulates the obligations of the parties sufficient? No, a well-drafted contract will not only let the parties know what to do; but should also force them to do what they promised, regardless of whether they want to do so or not. To achieve that, all...

Is the COVID-19 a ‘Force Majeure’ in Commercial Contracts?

  • 24 March 2020
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  • by Stephen Le

The Covid-19 pandemic has caused severe damage to domestic and international commercial business. The authorities’ restrictions on entry and travel, the suspension of social activities and mass gatherings, and the temporary suspension of economic activities in certain areas in order to control the pandemic and protect public health have resulted in commercial business stagnation and decline. Not surprisingly, many companies have raised concerns about the damage caused by the Covid-19 pandemic, especially regarding liability for compensation...