Introduction
Corporate governance is a core factor determining the stability, transparency, and sustainable development of every organization – from newly established businesses and listed companies to multinational corporations.
An effective governance system not only enables smooth business operations but also minimizes legal risks and strengthens the confidence of investors and partners. However, as Vietnamese laws continue to evolve, many businesses – particularly those with foreign elements – face challenges in establishing proper governance structures, maintaining compliance, and systematically managing legal risks.
At DAI & PARTNERS, we provide outsourced legal services with a focus on long-term partnership, serving as the company’s in-house Legal Department and providing comprehensive support ranging from corporate governance, operations, and investment to risk management and dispute resolution.
OUTSOURCED LEGAL SERVICES – A SOLID LEGAL FOUNDATION FOR YOUR BUSINESS
In practice, many legal risks do not arise from disputes themselves, but rather from inadequate internal governance, insufficient contract controls, or business decisions made without timely legal consultation.
Outsourced legal services provide businesses with a solution to:
- Proactively identify, control, and prevent legal risks
- Ensure legal compliance across all governance and operational activities
- Optimize costs compared to establishing a permanent in-house legal department
WHAT DOES A BUSINESS GAIN FROM USING OUTSOURCED LEGAL SERVICES?
- Early identification of legal risks in governance, investment, and operations
- Strict control over contracts, documents, procedures, and internal policies
- Protection of the company’s lawful rights and interests in transactions and dealings with partners and government authorities
- Access to a dedicated lawyer on an ongoing basis to provide advice before important decisions
- Flexible costs tailored to each stage of the company’s development
OUTSOURCED LEGAL SERVICES AT DAI & PARTNERS
Outsourced legal services at DAI & PARTNERS are designed to be comprehensive, practical, and long-term, covering all aspects of corporate governance, internal operations, and legal risk management, with the role of an in-house Legal Department for the company.
1. Establishment, Adjustment, and Legal Structuring of Enterprises
- Handle procedures for issuance, adjustment, and amendment of the Enterprise Registration Certificate (ERC), Investment Registration Certificate (IRC), distribution and retail licenses, and other sub-licenses
- Prepare documents and handle procedures relating to labor, salary scales and payroll, and insurance
- Establishment, changes, suspension, dissolution, and handling of dependent units of enterprises
2. Internal Governance – Organization – Business Operations
- Draft and review charters, internal governance regulations, operating procedures, and delegation and authorization regulations
- Prepare documents and support the organization of meetings of the Members’ Council, Board of Directors, and General Meeting of Shareholders
- Advise on and handle conflicts among shareholders and members, voting rights, and veto rights
- Support corporate restructuring, changes to governance models, and completion of internal systems
3. Commercial Contracts & Transactions
- Draft, review, and negotiate commercial contracts, goods sale and purchase contracts, and service supply contracts
- Support, advise on, and participate in mergers and acquisitions (M&A), capital transfers, and share transfers, ensuring legal compliance and controlling legal risks throughout the transactions
- Conduct legal review of all other types of contracts arising from the company’s business activities
- Assess risks and advise on legal solutions before entering into, amending, or terminating contracts
- Handle contractual disputes at the pre-litigation and litigation stages, when they arise
4. Ongoing Legal Counsel & Compliance
- Provide ongoing legal advice to the management and all departments within the company
- Address legal issues arising in business, finance, human resources, investment, procurement, and operations
- Provide legal consultation before decisions involving high risks or significant impacts on the company
- Update, alert, and provide guidance on compliance with new legal regulations
5. Labor & Employment Legal Services
- Advise and support the human resources department/team in handling employment relations
- Advise on and participate in resolving conflicts and disputes between employees and the company
- Draft, review, and standardize procedures for handling labor disciplinary matters
- Draft and complete the entire system of labor-related forms and templates:
employment contracts, internal labor regulations, regulations, decisions, notices, and minutes - Advise on labor law compliance and update clients on new regulations
6. Project Legal Management
- Provide comprehensive advice on investment, land, construction, planning, banking, and project-specific sub-licenses
- Represent the company in working with ministries and government authorities, People’s Committees at all levels, specialized departments, and banks
- Draft and review contracts: goods and services purchase and sale, construction, planning, M&E, supervision consulting, bidding, equipment, professional consulting, business cooperation, and all legal documentation for the project
- Control legal risks in transactions, contracts, and the entire project operation process
KEY HIGHLIGHTS FROM OUR PRACTICAL EXPERIENCE
1. Legal Affairs & Corporate Governance – Healthcare Projects – Major Corporations
Saigon Eye Hospital System & Nghe An Friendship General Hospital – Phase 2
- Served as the in-house Legal Department, providing continuous support from investment through operations
- Led all procedures relating to investment, land, construction, banking, and sub-licenses
- Represented the company in working with the Ministry of Health, provincial People’s Committees, relevant departments, and banks from the investment stage through operations
- Drafted and reviewed the entire system of commercial, construction, M&E, bidding, supervision, medical equipment contracts, and all project legal documents
- Provided legal control over all transactions, contracts, and hospital operating procedures
- Drafted and reviewed the charter, internal governance regulations, and hospital operating procedures; prepared documents and organized Board of Directors and General Meeting of Shareholders meetings
- Advised on and handled internal conflicts among shareholders, voting rights, veto rights, risk management, and restructuring
- Supported the human resources department in labor management and legal compliance
- Supported the company with restructuring procedures, changes to the governance model, and completion of internal systems
2. FDI Enterprises – Legal Affairs & Chain Operations
Led legal matters for CJ Vietnam, Logitem Vietnam, and Ultimate Cars, serving as ongoing legal counsel:
- Obtaining, changing, and adjusting IRCs, ERCs, distribution and retail licenses, and sub-licenses
- Drafting, reviewing, and negotiating logistics contracts (domestic and international transportation, warehousing, and cold storage)
- Drafting and negotiating investment, construction, warehouse operation, business cooperation, sale and distribution, and service supply contracts
- Advising on, drafting, and standardizing Compliance, labor, and commercial policies
- Resolving internal and commercial disputes before courts and arbitration tribunals
- Reviewing the legal compliance of all business activities, contracts, and operations of the enterprise
- Standardizing the internal legal system and corporate governance regulations
- Drafting and reviewing the charter, internal governance regulations, and operating procedures; preparing documents and organizing Members’ Council meetings
- Advising on conflicts among members, voting rights, veto rights, and risk management
- Supporting the company with restructuring procedures, changes to the governance model, and completion of internal systems
- Providing legal advice to departments during chain operations
- Advising and supporting the human resources department in handling disputes and labor disciplinary matters
WHY DO CLIENTS CHOOSE DAI & PARTNERS?
- In-depth understanding of corporate legal matters combined with practical corporate governance in Vietnam
- Strong experience advising domestic enterprises, FDI enterprises, and major corporations
- In-depth understanding of the working procedures of government authorities and relevant stakeholders
- Solutions that are clear, practical, and designed for long-term partnership
- Commitment to maximizing the protection of clients’ interests and legal standing
📞 Contact DAI & PARTNERS to develop an OUTSOURCED LEGAL SERVICES solution tailored to your business.
View details of our completed Legal Affairs & Corporate Governance projects
