Vietnam is currently an attractive investment destination for foreign investors.  With a population of over 100 million people, there are great potential advantages for manufacturing, labor and consumption of products/services. In addition, Vietnam also has very easy investment conditions for foreign investors which is a result of the daily improvement and development of the judicial system.  Based upon the sheer number of investment projects in Vietnam, it is not surprising that some investors have become involved with disputes incurred before, during and after the investment.  Given our years of experience in successfully resolving investment, shareholder and merger & acquisition transaction issues, LeTran has the ability to foresee the factors that may lead to an unwanted dispute.  Our services concentrate on the following significant investment issues:

Business lines, forms of enterprises, proportion of charter – investment capital and legal capital which the investors are allowed to utilize in Vietnam;

Business – investment requirements under the WTO Commitments, investment laws, and specialized laws of Vietnam regarding sub-licenses;

The negotiation of business corporation agreements, capital contribution agreements, and share purchase agreements;

Drafting and providing advice concerning company charters suitable to the management structure, while avoiding the risk of liability for company managers and conflicts among shareholders and

Assisting in obtaining Investment Registration Certificates and Enterprise Registration Certificates for investment projects in Vietnam;

Reviewing and providing advice concerning lease agreements related to the head office or factories/warehouses of investment projects in Vietnam.

Providing assistance and advice to investors regarding investment money transfers, capital contributions, and share purchases so as to comply with the foreign exchange and investment laws in Vietnam. Also, assisting our clients to avoid any risk related to taxes and transfer of profits or investment capital incurred abroad by investors; and

Providing assistance and advice regarding periodic reports related to investment activities in Vietnam.

Mergers & Acquisitions

Merger and acquisition (M&A) transactions require experienced and creative lawyers who have ability to analyze the full picture of legal risks in the target company so that the investors’ position during the M&A negotiations can be maximized.  With extensive experience in settling investment and merger & acquisition transaction disputes, LeTran quickly identifies which issues, documents and transactions are critical before providing a precise road map for navigating the practical legal risks that investors may encounter in an M&A transaction.  From this, the investors will be able to estimate the price for acquisitions or investment in the target company which anticipates the potential legal risks and violations that may arise.  Our M&A practice concentrates on investigating and evaluating the following legal risks on behalf of our clients: 

Business lines and operation licenses of the target company;

Money transfers and capital of the target company;

Related transactions and tax issues of the target company;

Commercial contracts (e.g. compensation due to breach of contracts, void contracts, and penalties);

Labor issues (e.g. mandatory social insurance premiums and implicit labor disputes);

Judgement enforcement related to the target company;

Pledged and mortgaged assets of the target company; and

Loans/debts of the target company.

After performing an investigation and analysis, LeTran will provide detailed investment strategies to the investor (under universally accepted principles for legal risk evaluation) as well as the tactics and techniques for overcoming the legal risks with the least possible expense.

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