International Commercial & Trade

Sanctions, international trade, and investment compliance rules can result in the imposition of onerous restrictions on businesses. Violations can lead to substantial risks, including criminal liability, fines, penalties, loss of business, reputational harm, and a variety of associated costs which can be difficult to quantify.

Our lawyers help clients overcome these challenges and successfully compete in the world’s developed and emerging markets. We advise major industrial, technology, consumer products, manufacturing, distributing and selling their products and services in Vietnam. We also help clients select, monitor and manage their relationships with the third-party suppliers, manufacturers, distributors and sales agents in their supply chains.

Well-versed in regulatory and commercial law, we advise companies on compliance issues such as trade sanctions, as well as commercial contracts, product labelling requirements and sales promotion. No matter the issue, we focus on simplifying complex trade requirements so our clients can focus on growing their businesses.

We provide the full range of support to clients including:

  • assessing potential risks associated with particular contracts, relationships or proposed business ventures, including in relation to sanctions and foreign direct investment; 
  • advising on mergers & acquisitions, on dealings with agents, distributors and other third parties. This includes conducting due diligence, drafting and negotiating appropriate contractual protections, and setting in place operational, compliance. 
  • drafting compliance policies and assisting clients with the implementation of these policies
  • providing sanctions compliance training to senior management, boards of directors, employees and agents
  • assisting clients faced with regulatory investigations or prosecutions concerning sanctions and other regulatory breaches, including approaching authorities and negotiating settlements
  • tracking regulatory developments 

KEY CONTACT

Pham Hong Manh

Senior Partner

Phone: +84932014986
Email: manh.pham@apolatlegal.com

Le Tien Dat

Senior Partner

Phone: +84939107387
Email: dat.le@apolatlegal.com

RELATED ARTICLES

Advising on investment and establishment of a industrial zone infrastructure development company

APOLAT LEGAL played the role as a Vietnamese legal advisor for the Korean Investor as Client in the progress of applying for the Investment Policy of the Government for the project of industrial park infrastructure development in Quang Ngai Province with the scale more than 245ha and the total investment is more than 54 million USD.

APOLAT LEGAL understands that provide the accuracy and effective consultancy shall protect the rights and benefits of the Investor, on the other hand, build the transparency for the investment market of Vietnam and continues to attract foreign investors to make the investment into Vietnam. Therefore, APOLAT LEGAL has built the plans and provided the advisory, guidance and expertized the documents of Client carefully and effectively in the progress of Investment policy from the Government with all the experienced as well as knowledge. Throughout the performance, with the accurate and swiftly consultancy of APOLAT LEGAL, the Investor has handled many legal issues as well as the policy issues of the State agencies.

Moreover, APOLAT LEGAL represents for Investor in the progress to work with the State agencies to make explanations and respondents the questions which are related to the project for the project approval.

The notable legal issues shall be listed as: The case authorization belongs to the Prime Minister which requires a long time of approval, this could affect the estimation of the Investor by the policy amendment, price amendment.

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Advising on settlement of State properties

APOLAT LEGAL is a trusted company which is chosen to perform legal advisory for an enterprise which has 100% capital from the Municipal Party Committee – the leading organization of the Communist Party of Vietnam in municipality and province city in Vietnam – to perform changes to the enterprise structure, to down-sizing the enterprise, to handle the large debts cannot afford to pay and to prepare the plan of transferring operation rights of the restaurant, hotel chains which belong to the Municipal Party Committee.

With the amount of transferred and rented assets from the Municipal Party Committee for decades and the change of according to the management level, the business efficiency of the enterprise does not develop in the good direction, therefore the Municipal Party Committee desires to handle current assets of the enterprise to pay the debts and to transfer the restaurant, hotel chains to experienced individual/organization to develop and bring revenue to the owner company and has the ability to pay the current debts of the enterprise. Moreover, all current employees of the enterprise shall be transferred to the individual/organization received restaurant, hotel chains.

The notable legal issues in this case shall be listed as: Assets assessing, assets value of the Municipal Party Committee, assets value of the enterprise. This issue must be done with the Auditing and Valuation companies. Long-time of operation, the specialty of the enterprise so the legal system changes from time to time, the study and the choice of applicable law and adjustment law is also a complicated problem.

With years of experienced in the fields of enterprise, labor, civil, APOLAT LEGAL has advised and supported the owner company in the plan and offer many greatest solutions to make sure the benefits of the owner company on finance, time and to make sure the hundreds of employees in the enterprise to receive the same benefits after transferring the project to other individuals/organization.

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Advising on copyright dispute between a famous singer and the Vietnam biggest online music streaming site

APOLAT LEGAL is a company which serviced for legal advisory and prosecution representative to conciliate copyrights and related rights between a famous singer and the largest music streaming site of Vietnam about uploading, streaming songs which are protected by copyrights and related rights without permission from copyrights owner. In pursuant to published information, this case shall be considered as the first dispute between a famous singer and the largest music streaming site of Vietnam which was dominating the music market, and also operating as a social network.

In this case, the key is to determine the formula to calculate the number of the views and how to charge them when the parties do not have any formal agreement. Moreover, the case developed complexly under circumstance of Vietnam still does not have transparent Intellectual Property regulations and close to the international standard about responsibilities of the intermediary organizations on the internet.

The question is “Shall the intermediary organization take responsibilities to a song which is uploaded into the organization’s network by another user?”

As the organization which represents for the plaintiff, all lawyers in APOLAT LEGAL have taken steps to review the case, represent to negotiation, conciliate at the court and achieved certain results. The result of this case shall be considered as the first step of the effort to execute effectively the regulations of Intellectual Property law in Vietnam internet environment.

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Advising on a successful M&A deal in financial sector

APOLAT LEGAL has a major role as the legal advisor for Selling Shareholders in the share acquisition deals of selling all of their shares in a fund management company that is established and operating under the Vietnam law with the operating license issued by the State Securities Commission of Vietnam in 2008.

In this transaction, Selling Shareholders are Vietnamese enterprise and individual, whose total capital take up 100% voting rights of the fund management company, and the Investor is a Korean Enterprise.

Critical legal issues to consider in this deal can be named as: Selling Shareholders both authorize to one individual to receive purchase amount from the Investor. On the other hand, the Investor must have approval from the Financial Services Commission of Korea before entering this acquisition.

As the legal advisor for Selling Shareholders, APOLAT LEGAL has advised necessary conditions for Selling Shareholders before entering the transaction; accompanying with the Investor and Selling Shareholders in the negotiation meetings as well as drafting and preparing internal dossiers acquired by the fund management company to make sure the transaction is fully approved before implementing the acquisition. Moreover, APOLAT LEGAL has reviewed and amended the context of share transfer agreement to ensure all legal rights and benefits of Selling Shareholders in the deals.

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