We advise you comprehensively on the purchase or sale of shares/assets in Vietnamese companies (M&A Vietnam). Our M&A transaction advisory covers the entire spectrum of the M&A process and documentation, in particular:

  1. Background screening and research of the target company and its owners and managers (red flagging),
  2. Draft of pre-transaction confidentiality agreements and Letter of Intent (LoI) or Memorandum of Understanding (MoU),
  3. Transaction planning, including the definition of transaction goals and deciding on asset- or share deal,
  4. Legal and tax due diligence (comprehensive analysis of the target company to be acquired),
  5. Company valuations for buyers and sellers, reduction of liability risks, tax implications of the transaction,
  6. Support in conducting negotiations and drafting the sales and purchase agreement (SPA), including advice on purchase price clauses and purchase price adjustments, and
  7. Post-contractual management of disputes after the completion of the company acquisition (post-M&A disputes).

We further support in all legal matters regarding liquidations, joint ventures and company transformations and other restructurings. Our expertise includes specifically the following areas:

  1. Liquidation and dissolution of companies where it becomes necessary,
  2. Planning and implementation of joint ventures, including risk assessment and legal and tax due diligence,
  3. Vietnamese transformation law, in particular spin-offs, mergers and demergers at corporate-, labor- and tax law level, and

We finally support shareholders with drafting of shareholder agreements, remuneration agreements, pool agreements and related contracts on shareholder level.