Legal Issues in Internal Governance of Joint Stock Companies with Foreign Shareholders
Question: Our company is a joint stock company with foreign shareholders (holding 35% of shares). We would like to review legal issues related to voting rights, information access rights and the right to convene the General Meeting of Shareholders (GMS) of this shareholder to standardize the Charter and ensure transparency in internal management. Can SB […]
Contributing Intellectual Property as Capital
Question: Our company plans to accept a capital contribution from an individual in the form of proprietary software and a registered trademark. We request SB Law’s advice on the legal conditions to validate such contribution and avoid legal risks in profit distribution or dissolution. Answer Pursuant to Articles 34 and 35 of the Law on […]
Use of E-Contracts in International Commercial Transactions
Question: We plan to adopt fully electronic contracts for international commercial transactions. Can SB Law advise on the legal validity of e-contracts in international commerce and what conditions must be satisfied to ensure enforceability, especially in case of disputes? Answer: Under Vietnam’s Law on E-Transactions 2005 (amended 2023) and the UNCITRAL Model Law on Electronic […]
Legal Advice on the Procedure for Termination of Tax Code Validity for Branch Closure
Question: We are currently in the process of applying for the termination of the tax code validity in order to close our Ho Chi Minh City Branch. However, upon submission, the Tax Officer advised us to reconsider as the closure of the HCMC Branch may give rise to the following two issues: 1. Temporary exit […]