1. What is a lawyer who advises and drafts a Joint Venture Contract? 

The lawyer who advises and drafts Joint Venture Contracts is understood to be a professional with extensive knowledge of the law, and practical experience in advising and drafting joint venture contract. As a result, the joint venture contract is drafted accurately, rigorously, and clearly, aligning with the actual circumstances of the parties, complying with current legal regulations, helping to minimize legal risks, and protecting the interests of the parties in the cooperative relationship.

The lawyer who advises and drafts Joint Venture Contracts can accompany and support investors and businesses throughout the cooperation process, from providing legal advice to the parties, to drafting the joint venture contract, negotiating with the parties to achieve consensus on the content of the joint venture contract, signing the joint venture contract, and resolving disputes when they arise.

2. What does a lawyer do when consulting and drafting a Joint Venture Contract? 

The lawyer performs various tasks tailored to the needs of the investors and businesses, as follow:

• Legal consultation for joint venture parties: The lawyer explains the relevant legal regulations related to the joint venture contract, provides advice, and clarifies specific terms as well as the rights and obligations of the parties in the Joint Venture Contract; 
• Drafting the joint venture contract: Drafting the joint venture contract with accurate terms, in accordance with the agreements between the parties, while ensuring legal validity and protecting the interests of all parties; 
• Reviewing the joint venture contract: Before signing, the lawyer conducts a thorough review of the joint venture contract to ensure that it does not contain unfavorable terms or legal risks, thus avoiding potential disputes later on;
• Negotiating and amending the joint venture contract: Assisting investors and businesses in negotiating and adjusting terms in the joint venture contract to reach a fair agreement between the parties; 
• Dispute resolution consultation: In the event of a dispute, the lawyer will provide support in consulting and resolving any arising legal issues. 

3. Why is it necessary to hire a lawyer for consulting and drafting a Joint Venture Contract? 

In addition to cooperation in investment, the main purpose of signing a joint venture contract is to establish a legal entity to carry out investment and business activities. The joint venture contract serves as the basis for the parties to acknowledge the joint venture objectives. Therefore, hiring a lawyer for consulting and drafting the joint venture contract is an important decision for investors and businesses for the following reasons:

• Ensuring legal validity: The lawyer will ensure that the joint venture contract is drafted in accordance with legal regulations, helping investors and businesses avoid legal violations and unwanted legal risks;
• Protecting the interests of the joint venture parties: The lawyer will provide detailed and clear terms to protect the interests of the joint venture parties against their partners, minimizing the possibility of being deceived or suffering losses during the cooperation process;
• Limiting disputes: A well-drafted, comprehensive contract will help minimize disputes arising between the parties during the cooperation process, facilitating smoother business operations.

4. Why is it necessary to find a highly specialized lawyer to consult on and draft a Joint Venture Contract?

High specialization is an important factor that joint venture parties consider when seeking a lawyer for consultation and drafting a joint venture contract, as a highly specialized lawyer will possess the following qualities:

• Understanding the law: A highly skilled lawyer will have a thorough understanding of all legal regulations related to joint venture contract, helping investors and businesses avoid mistakes due to a lack of understanding of legal provisions;
• Identifying and managing risks: With solid legal knowledge, a highly skilled lawyer will easily identify and manage potential risks in joint venture contract, thereby providing solutions to protect investors and businesses;
• Advising on optimal solutions: A highly skilled lawyer will offer strategic advice and the best solutions to maximize benefits for investors and businesses during the collaboration process.

5. Why is it necessary to find an experienced lawyer to consult on and draft a Joint Venture Contract? 

An experienced lawyer will make the process of consulting and drafting the joint venture contract more effective due to:

• Practical experience: The lawyer has experience working with numerous clients and partners on previous joint venture projects, providing them with in-depth and comprehensive insights into potential issues that may arise during the execution of contracts; 
• Situational handling skills: With practical experience, the lawyer possesses the ability to quickly and effectively manage complex situations, helping investors and businesses avoid unnecessary risks;
• Making sound decisions: The experienced lawyer understands how to make strategic decisions to achieve maximum benefits for both the investor and the business, even in challenging negotiation situations. 

6. Why is it necessary to find a reputable lawyer to consult on and draft a Joint Venture Contract? 

A reputable lawyer is an individual who has been highly regarded by many clients for their expertise and professional ethics. Therefore, investors and businesses will receive the following benefits:

• Good service quality: Reputable lawyers often commit to providing professional services, ensuring quality in joint venture contracts and offering peace of mind to clients; 
• Enhance trust for partners: When partners see joint venture parties collaborating with reputable lawyers, they will have greater confidence in the transparency and fairness of the cooperative agreements; 
• Minimize risks: Reputable lawyers have experience in effectively resolving disputes and legal risks, helping to protect the rights of investors and businesses against emerging issues. 

7. Joint Venture Contract form in Vietnamese, English, and Bilingual Vietnamese-English 

The joint venture contract can be drafted in Vietnamese, English, or in a bilingual Vietnamese-English format, depending on the requirements of the participating parties. A bilingual contract is often used in international joint venture transactions or when collaborating with foreign partners, ensuring a consistent understanding between the parties. 

Phong & Partners Law Firm provides samples of joint venture contracts in Vietnamese, English, and bilingual Vietnamese-English for your reference:​

• Vietnamese joint venture contract template for reference: Download here; 
• English joint venture contract template for reference: Download here; 
• Bilingual Vietnamese-English joint venture contract template for reference: Download here. 

8. What is the cost of hiring a lawyer for consulting and drafting a Joint Venture Contract? 

Each law firm will have a different fee schedule tailored to its clients. At Phong & Partner, we provide lawyer consulting services and draft joint venture contracts with fees depending on the scale of the business, scope of work, and client needs. The cost of hiring a lawyer for consulting and drafting a joint venture contract depends on many factors such as:

• The complexity of the joint venture contract: The more complex the agreement is, including many special provisions or requiring multiple adjustments, the higher the costs compared to normal;
• The experience and reputation of the lawyer: Lawyers with extensive experience and reputation will ensure high-quality service and minimize risks for business investors, so costs will also be higher than usual;
• Scope of work: Depending on the needs, whether just consulting or just drafting the agreement, the costs may be lower compared to requesting a full package of services from consulting, drafting to participating in negotiations and contract appraisal.

9. Other Q&A about consulting and drafting a Joint Venture Contract

(1) Are Joint Venture Contract and Business Cooperation Contract similar or different?

• Similarities

Joint Venture Contracts and Business Cooperation Contracts share a legal basis formed from an initial contract relationship. The parties to the contract can be two or more, including entities classified as “investors” according to legal regulations. The contents of the contracts contain agreements regarding rights and obligations in investment activities.

• Differences

(2) When should it be necessary to sign a joint venture contract? 

A joint venture contract is a type of agreement signed between two or more partners to invest in and jointly manage a new business or project with the aim of sharing profits, risks, and overall management control. 

Joint venture contracts are typically signed in the following cases: 

• Partners want to expand their business operations but lack sufficient financial resources or experience;
• The new project requires significant investment, and the parties involved need to share risks and costs. Among them, those responsible for legal, financial, operational management, and marketing are identified;
• There is a need to share knowledge and experience to expand and manage the new business;
• Cooperation between different countries is necessary to broaden business operations;
• Partners wish to enter new industries to capitalize on new opportunities in the market. 

(3) What are the main contents of a Joint Venture Agreement?

A joint venture contract must include the following basic contents:

• National emblem, slogan;
• Name/Type of the agreement;
• Location and time (day/month/year) of signing the agreement;
• Basic information of the participating parties;
• Name of the established joint venture company;
• Type of enterprise;
• Address of the head office, branch, or representative offices (if any);
• Industry/Business field;
• Total legal capital, total investment capital;
• Information of the legal representative;
• Management mechanism and organizational structure of the joint venture company;
• Profit and loss sharing ratio, rights and obligations of the participating parties;
• Duration of the agreement;
• Some other agreements if any;
• Signatures and seals of the parties for confirmation.