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:
- Background screening and research of the target company and its owners and managers (red flagging),
- Draft of pre-transaction confidentiality agreements and Letter of Intent (LoI) or Memorandum of Understanding (MoU),
- Transaction planning, including the definition of transaction goals and deciding on asset- or share deal,
- Legal and tax due diligence (comprehensive analysis of the target company to be acquired),
- Company valuations for buyers and sellers, reduction of liability risks, tax implications of the transaction,
- Support in conducting negotiations and drafting the sales and purchase agreement (SPA), including advice on purchase price clauses and purchase price adjustments, and
- 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:
- Liquidation and dissolution of companies where it becomes necessary,
- Planning and implementation of joint ventures, including risk assessment and legal and tax due diligence,
- 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.