Posts

Procedure for organizing a General Meeting of Shareholders under the Law on Enterprises 2020

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 the basic steps in the procedure for organizing a General Meeting of Shareholders under the Law on Enterprises 2020.     Pursuant to Clauses 1 and 2 of Article 139 of the Law on Enterprises 2020, meetings of the General Meeting of Shareholders consist of two types, namely annual meetings and extraordinary meetings. Accordingly, the General Meeting of Shareholders must convene an annual meeting once every year, and such meeting must be held  within 04 months  from the end of the financial year. Where necessary, the Board of Directors may decide to extend the time for convening the annual meeting, but  not beyond 06 months  from the end of the financial year, unless otherwise provided in the com...
Post a Comment
Read more

Can interim emergency measures be requested at the time of filing a lawsuit?

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 become impossible because the assets no longer exist or can no longer be traced.   Against this backdrop, a practical question often arises:  “Can a party request the court to apply interim emergency measures at the time of filing the statement of claim?”   1.Right torequest Interim Emergency Measures   Pursuant to Clause 2, Article 111 of the Civil Procedure Code 2015 (“ CPC 2015 ”), in urgent circumstances where it is necessary to promptly preserve evidence or prevent serious consequences from occurring, agencies, organizations, and individuals have the right to request the Court to apply interim emergency measures concurrently with the filing of a lawsuit.   This provision is further g...
Post a Comment
Read more

Apolat Legal advises international investor consortium on early-stage development of 240 MW wind power project in Vietnam

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 investment and financing legal advisory. The project is structured in two phases, comprising 190 MW targeted for development by 2030 and an additional 50 MW planned for the period after 2030. The project site spans parts of the Central Highlands and South Central Coast regions of Vietnam, which are regarded as high-potential areas for onshore wind development. Apolat Legal’s scope of work covers the structuring of initial development arrangements and project entity setup, advice on land access strategies and securing land rights for wind farm construction, support for early-stage financing and potential loan structures, and regulatory advice on renewable energy licensing, grid connection, and power...
Post a Comment
Read more

Apolat Legal advises startup on corporate restructuring for multi-business expansion

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 segments into independent subsidiaries in order to support business expansion and facilitate future fundraising for each segment on a standalone basis. Apolat Legal advised on the available separation options, including the legal advantages, disadvantages, and implementation method of each structure. A notable feature of the matter was the complexity of the client’s business model. The startup’s core business was electric motorbike manufacturing, supported by interconnected business lines such as battery charging stations, battery rental and swapping, and motorbike rental services. The separation of these segments required careful consideration because of their operational interdependence and the ...
Post a Comment
Read more

Apolat Legal advises selling shareholders on transfer of equity interests in Ho Chi Minh City real estate project

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. The client is a group of individual shareholders of a Vietnamese company developing a real estate project. The transaction concerns the transfer of the sellers’ interests in a project company owning a mixed-use development project in District 12, Ho Chi Minh City. The project covers a land area of 21,109.5 square metres and has been included in the official 2023 land-use plan. Key project milestones include the execution of land transfer commitments with households and individuals, receipt of original land use right certificates, and pending approval from the Ho Chi Minh City People’s Committee for the acquisition of agricultural land for residential development purposes. A notable feature ...
Post a Comment
Read more

Apolat Legal advises leading poultry enterprise on nationwide expansion through strategic acquisitions

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 acts for the client across the transaction process, including legal due diligence, negotiation of transfer arrangements, contract structuring, and support in working with the financing bank. A notable feature of this project is the need to implement multiple acquisitions simultaneously in order to meet the client’s rapid expansion objectives. Each transaction involves distinct legal and commercial issues, including projects subject to enforcement measures and asset auction procedures. Apolat Legal’s legal team has therefore managed multiple workstreams in parallel, covering due diligence, negotiation, handover, bank disbursement, and post-acquisition operational support. The initial transacti...
Post a Comment
Read more

Apolat Legal Advises Japanese Shareholder on Exit from Vietnamese Subsidiary

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, Apolat Legal supported the client in securing recovery of the USD 2.5 million that the Vietnamese subsidiary had borrowed from the Japanese shareholder during its prior operation period. The recovery plan was designed through a combination of transfer pricing arrangements, liquidation of inventory, and disposal of goods prior to the handover of the Vietnamese subsidiary to the new investor. A notable feature of the deal was that the Vietnamese subsidiary held land use rights over an area of 16,000 square metres in an industrial park in Binh Duong. Accordingly, in addition to advising on the transaction structure, Apolat Legal also supported the client in obtaining the necessary approval fro...
Post a Comment
Read more