In the era of digital transformation, personal data has moved beyond being a mere “asset” to become a subject of stringent legal protection. The enactment of the Personal Data Protection Law 2025 marks a foundational milestone for data collection and processing activities in Vietnam. However,…

In modern corporate governance, a Shareholders’ Agreement (“SHA”) has traditionally been likened to a “secret drawer”—a private repository where investors establish layers of de facto control distinct from the publicly filed Charter (Articles of Association). However, under the pressure of global…

Part 1: Transfer of Commercial Contracts In the context where enterprises are increasingly undertaking restructuring to optimize their operational models and management efficiency, the business transfer model is gradually becoming a commonly used approach alongside traditional M&A…

The conversion of loans into equity – commonly referred to as a Debt/Equity Swap (“DES”) – is increasingly prevalent in the internal financial structuring of companies, particularly where shareholders or capital contributors seek to legitimize funds previously injected into the company. However,…

In the structure of many Vietnamese conglomerates today, it is not difficult to identify the existence of subsidiary companies that have ceased operations long ago – perhaps remnants of failed investment projects, business lines that have been phased out, or simply the result of incomplete…

In the context of international economic integration and the increase in cross-border labor and trade exchange, the number of foreigners entering and residing in Vietnam is steadily rising. To ensure immigration management, social order and safety and statutory compliance, Vietnamese law mandates…

In the context of digitalization and globalization of the workforce, the access to and use of foreign human resources by Vietnamese enterprises has become a common trend, especially in fields requiring high expertise such as technology, consulting, design, marketing or positions requiring high…

Short-term loans from foreign parent companies are a financing solution commonly adopted by foreign-invested enterprises in Vietnam, particularly where there is a need to supplement working capital in a timely manner. However, where the loan term reaches one (01) year and the borrower is unable to…

Under the regulations on corporate income tax (“CIT”) incentive policies in Vietnam, the mechanism of “02-year exemption and 04-year 50% reduction” (hereinafter referred to as the “Incentive Mechanism”) is recognized as a time-based incentive policy applicable to income derived from investment…

Against the backdrop of surging Foreign Direct Investment (FDI) into Vietnam, subleasing land for the construction and operation of factories within Industrial Parks (IPs) has become a prevalent practice. However, practical experience reveals that many enterprises encounter avoidable legal risks…

The provision of homestay services is no longer a new business sector. However, in order for foreign investors to conduct such business activities in Vietnam, they must satisfy all applicable conditions as prescribed by law.  In this article, the author provides legal analysis and opinions based…

This article presents the legal regulations on the dossier and procedures for applying for a work permit for foreign teachers working at language centers in accordance with Decree No. 219/2025/ND-CP. The content focuses on clarifying the conditions and required documents for obtaining a work permit…

In the process of establishing an association under Vietnamese law, many organizations tend to focus primarily on preparing the application dossier for establishment while overlooking a fundamental preliminary step: the establishment of a Preparatory Committee for the establishment of an…

We are delighted to announce that Apolat Legal has been recognized in the prestigious Asian Legal Business (ALB) Intellectual Property Rankings 2026 for Vietnam. This accolade stands as a testament to the enduring strength of our Intellectual Property practice, highlighting our commitment to…

When a foreign trader decides to withdraw from the market or restructure its business model to optimize capital allocation, closing a Representative Office (“RO”) is often an inevitable step. However, unlike the relatively straightforward establishment process, the termination procedure is a…

The General Meeting of Shareholders is the highest decision-making body of a joint stock company. Therefore, organizing a meeting in strict compliance with the order and procedures prescribed by law is of particular importance to the legality of the resolutions passed. The article below outlines…

In civil disputes, particularly disputes involving payment obligations, it is common for the obligated party to dissipate assets before the Court resolves the case. In such circumstances, even if the claimant ultimately prevails as a matter of law, enforcement of the judgment in practice may still…

Apolat Legal advises an international investor consortium, led by a Singapore-based renewable energy group and supported by a European energy-focused investment fund, in connection with the early-stage development of a 240 MW wind power project in Vietnam. The matter relates to early-stage…

Apolat Legal advises the Vietnamese seller in connection with the Vietnam portion of a multi-jurisdictional transaction involving the transfer of quality inspection and certification businesses to a strategic buyer headquartered in Hong Kong. The total transaction value across all relevant…

Apolat Legal advises investors from Hong Kong and the United States in connection with the formation of a joint venture and the acquisition of an existing factory to establish a furniture manufacturing and export project in Dong Nai Province, Vietnam, with a total investment value of USD 20…

Completed in March 2025, Apolat Legal advised the shareholder of a Vietnamese real estate company in connection with the sale of a 20% equity stake to a leading Malaysian real estate group, with a transaction value of USD 25 million. The client is a Vietnamese shareholder and project owner in a…

Apolat Legal advised a successful startup that had raised capital from both domestic and international investment funds in connection with a corporate restructuring valued at approximately USD 3 million. Following its fundraising rounds, the founder sought to separate the company’s business…

Apolat Legal advises the selling shareholders of a Vietnamese real estate company in connection with the transfer of their entire equity interests in a project company developing a housing and commercial complex project in Ho Chi Minh City, with a transaction value of approximately USD 25 million.…

Apolat Legal advises a group of individual shareholders in connection with the acquisition of shares in a company listed on the HNX exchange and its real estate subsidiary, with a transaction value of approximately USD 30 million. Apolat Legal acts as legal counsel to the buyer in this…

Apolat Legal advises a leading poultry farming enterprise in Vietnam on its nationwide expansion strategy through the acquisition of a system of poultry farms and egg production facilities across multiple provinces, with an overall transaction value of approximately USD 30 million. Apolat Legal…

Apolat Legal advised a private equity fund operating in Vietnam in connection with the acquisition of a company listed on the UPCOM exchange, with a transaction value of approximately USD 20 million. Apolat Legal acted as legal counsel to the buyer throughout the transaction. The scope of work…

Apolat Legal advised a leading golf services corporation in Vietnam in connection with the acquisition of a 75% equity interest in an FDI company operating a premium golf simulator business in Vietnam. The transaction value was approximately USD 300,000. The client is a major player in Vietnam’s…

Apolat Legal advised and supported a group of investors in the acquisition of 100% of the shares in a group of companies owning a five-star resort and a Class A office building project in Da Nang City, with an acquisition value of approximately USD 15 million. The transaction also involved the…

Apolat Legal advised a group of Vietnamese individual investors in connection with an acquisition of approximately USD 8 million involving a technology company that operates the exclusive national Handicap system in Vietnam. The client acted as the buyer in the transaction. The transaction was…

Apolat Legal advised a digital corporation, being a subsidiary in the digital sector of a well-known investment and corporate group owned by a Vietnamese billionaire, in connection with a proposed acquisition of a media and advertising company and its subsidiaries in Vietnam. The contemplated…

Apolat Legal advised a Singaporean energy investor on structuring the acquisition of a substantial land parcel in preparation for a forthcoming wind power project in Vietnam. The client is an experienced energy investor with a global presence and a track record of implementing multiple energy…

Apolat Legal advised a Korean financial group in connection with the restructuring of seven companies in Vietnam, involving total asset value of over USD 6 million. The client is a long-established financial group with more than 25 years of growth in the consumer finance industry and has developed…

Apolat Legal advised a Swedish investor on restructuring its company in Vietnam to support its planned expansion into a range of automotive and related business activities. The engagement focused on designing a legally compliant company structure for the client’s proposed operations, including…

Apolat Legal advised a Japanese shareholder holding 100% of the capital of its Vietnamese subsidiary in connection with the transfer of its entire equity interest in the subsidiary to a Vietnamese investor. The transaction value was USD 2.5 million. In addition to structuring the capital transfer,…

The legal framework for investment in Vietnam is undergoing significant transitions with the implementation of the Law on Investment 2025 and its latest guiding documents. Notably, the reporting and supervision regime for investment projects has been tightened and fully digitalized.…

Apolat Legal advised a Vietnamese company operating in the real estate services sector in connection with a proposed conversion of a foreign loan into capital contribution, as part of a broader corporate restructuring plan. The transaction was designed to bring foreign investors into the company’s…

The engagement focused on advising the client on the restructuring of its group companies and the legal treatment of foreign loans granted to such companies. Apolat Legal provided comprehensive advice on the applicable Vietnamese regulations governing foreign borrowing, while also assessing the…

Apolat Legal advised and assisted the shareholders of a foreign-invested company in Vietnam in connection with a transaction involving the use of their shares in such company to establish new companies in France. The client is a French-Vietnamese company operating in website design and development,…

Apolat Legal is honoured to be recognised as an Other Notable Firm in the Commercial and Transactions category of the Benchmark Litigation Asia-Pacific 2026 rankings. Apolat Legal is honoured to be recognised as an Other Notable Firm in the Commercial and Transactions category of the Benchmark…

In the process of labor management and utilization, assessing the work performance of employees plays an important role in the operations of an enterprise. In practice, there are cases where employees do not meet job requirements or frequently fail to complete assigned tasks, which raises the issue…