The Vietnamese government has encouraged the merger and acquisition (M&A) process in order to improve investment in new sectors of the economy. Although the M&A market recently has become more familiar with foreign investment, some challenges are still barriers for investors. Investors often complain about the complicated process to conduct M&A. Acquiring another company is difficult process with many laws for regulation. With this legal article, Apolo Lawyers wants to guide guest of honour how to navigate through those laws and avoid mistakes.

When buying a new company is synonymous with changing it to fit the way you do business. Acquisitions require a change in ownership and are typically in the form of existing share purchases or new shares but also involve acquiring assets. There is no unified legislation that governs M&As in Vietnam. M&As are governed primarily by two laws namely the Law on Enterprises and the Law on Investment. The Law on Competition and the Law on Securities are also used to govern M&As, but to a lesser extent.

The process to operate an acquisition of the enterprise includes:

Step 1: Foreign investors must register to purchase shares or capital contributions to a Vietnamese company.

Step 2: Foreign investor purchases shares and capital contributions to Vietnamese enterprises.

Step 3: Change the business registration certificate submitted at the Business Registration Office - Department of Planning and Investment

Note: In case the company is transferred to a foreigner, the issuance of an Investment Registration Certificate is not required. Unless a Vietnamese enterprise conducting business in a line of business subject to an investment registration certificate such as education, a foreign investor who has completed the above steps must go through the procedure for issuing a registration certificate. investment signing.

In case Vietnamese companies carry out conditional business lines for foreign investors, after taking the above steps, the foreign investor shall issue a Qualified License before conducting the operation. business.

Conclusion

National Assembly of Vietnam passed Law on Enterprises and Law on Investment and both of these Laws take efect on January 1, 2021. Therefore, it makes doing business in Vietnam become more difficult than before.

While this article provides an overview of the acquisition process, investors should a reputable company to consult documents regarding drafting to operate the acquisiton process in a quick and accurate way in Vietnam. Apolo Lawyers is a law firm which specializes in consulting on legal procedures. Our company will be the best choice for what you want.

For further information, please contact:

Apolo Lawyers - Solicitors & Litigators

Address: 10th Floor, PaxSky Building, No. 51 Nguyen Cu Trinh Street, District 1, Ho Chi Minh City

Binh Thanh Branch

Address: 9th/F, Tower K&M Building, 33 Ung Van Khiem St., Binh Thanh Dist., HCM City

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