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Lawyer in Hue
DUE DILIGENCE LAWYER IN HUE
Hue city is a destination not only for tourists around the world but also an ideal investment place for foreign investors. If starting a business by opening a new enterprise in Hue may take a lot of time and effort, then M&A - Mergers and Acquisitions is still one of the optimal choise for investors. Although this is a very smart way to invest, there are also many issues that investors must pay attention to when conducting M&A transactions, especially legal issues of the target companys. The article below will help you better understand Due Diliganece Lawyer in Hue.

1. What is Due Diligence?

Due Diligence is the process of collecting and reviewing all legal documents and information related to the target company before performing an M&A transaction - Mergers and Acquisitions. This gives both the investor and target company the opportunity to carefully consider all legal risks, such as lawsuits or intellectual property details. By understanding the target company and any potential liabilities, both parties can make informed decisions in an M&A transaction. In addition, legal appraisal also helps complete a business's legal portfolio and creates advantages for business owners in the process of calling for investment and negotiating M&A transactions.
In short, Due Diligence is an act of reviewing of all legal issues of the target company, from which the parties in an M&A transaction can evaluate the safety and value of that enterprise before to invest or buy/sell enterprise.
 

2. What issues will be assessed in Due Diligence?

The basic issues that necessitate specific Due Diligence are as follows:
  • Contracts has been and is being implemented (contracts with customers/clients, contracts with employees, contracts with suppliers…);
  • Target company lawsuits (ongoing or likely to be faced in the future);
  • Assets include constructions, land, intellectual property rights, business secrets...;
  • Finance and tax liabilities;
  • Labor;
  • Internal documents (enterprise charter, liability agreement, shareholder agreement, etc.).
  • And other documents necessary.
 

3. Why Due Diligence are important for your business?

Currently, many target companies lack clear financial and legal activities or frequently fail to make their financial and legal status public and transparent. This exposes the investor to several dangers since they cannot determine the actual situation of the target company to be acquired. It might be outstanding debts, assets in dispute or labor management issues, etc. of the target company. On the contrary, before performing an M&A transaction, target companys need to conduct Due Diligence to eliminate concerns influencing the value of the enterprise, thereby enhancing the value of the enterprise during M&A.
Due Diligence benefits both the Investor and the target company. For the target company, a Due Diligence allows it to establish its value and prepare for sale. This is especially important because nearly half of deals fail due to predictable problems that arise during the Due Diligence process. If the target company can perform due diligence on their enterprise first, errors and omissions during operations may be remedied and adjusted accordingly. From the Investor's perspective, a legal due diligence report assits in identifying any potential risks and concerns that may influence or occur in the target company, thereby evaluating the Investor's position in this deal and allowing them to negotiate the best price.
Therefore, Due diligence plays a crucial role in protecting investors and target companys from unfavourable risks.
 

4. Who is the Due Diligence Lawyer in Hue?

Due Diligence Lawyer in Hue are understood to be Lawyer with considerable skills and experience in business, especially issues that require due diligence in enterprises such as contracts, labor, finance - tax, internal enterprise.... Due Diligence Lawyer in Hue understands what criteria a business conducting business in accordance with the law needs to ensure, from there, while completing Due Diligence work, Due Diligence Lawyer in Hue can execute Due Diligence work quickly, completely and comprehensively. 
Not only pointing out the internal problems in the enterprise after the due diligence process, Due Diligence Lawyer in Hue also propose and recommend many solutions to optimally solve existing problems, bringing benefits both parties in the transaction to help the Investor or target company in an M&A transaction achieve their goals and achieve high efficiency.

5. When to retain a Due Diligence Lawyer in Hue?

Enterprises or investors may need a Due Diligence Lawyer in Hue when the following issues arise:
  • There is a plan to go public and offer shares on the stock exchange.
  • There is a need to restructure the business after a certain lenght of operation.
  • Have a plan to raise investment capital.
  • There are high legal risks operating in the fields of manufacturing, import-export, construction, and real estate.
  • Sell/buy shares/capital to foreign investors in M&A deals.
Due Diligence is now regularly undertaken when parties participate in M&A deals.
 

6. Why should you retain a Due Diligence Lawyer in Hue?

Each M&A deal is a tactic, a step in determining the business's development direction as well as the future worth. Furthermore, the workload of a Due Diligence is extensive, requiring a thorough understanding of the law, a deep understanding of the business, and most importantly, considerable experience of a Due Diligence Lawyer. For that reason, choosing a Due Diligence Lawyer who offers renowned and high-quality Due Diligence services in Hue is critical. Because of the following reasons:
  • Quick consultation: All client questions will be quickly received and promptly answered by Due Diligence Lawyer in Hue.
  • Save time: Due Diligence Lawyer in Hue has competence and experience in legal appraisals, resulting in speedy work and timely outcome for clients.
  • Optimal solution: Due Diligence Lawyer in Hue can provide optimal solutions to solve the problems of the target companys or propose proper negotiation options based on their stance.
  • Information security: All Client information and documents will be absolutely confidential.
  • The strict and scientific legal appraisal process ensures providing Clients with a professional, objective, and accurate service.
 

7. What does a Due Diligence Lawyer in Hue do?

Due Diligence Lawyer in Hue will review and evaluate all legal aspects of the target company, including researching and verifying:
7.1. Quickly access all documents of the target company, including but not limited to:
  • Documents related to employees: Labor contracts, social insurance for employees, policies for employees,...;
  • Records related to customers/clients: Customer or customer-related information, goods/service sales contracts with customers,...;
  • Financial documents: tax returns, financial reports and tax-related documents, etc.;
  • Records related to internal corporate relations: Company organizational documents, board minutes, shareholder agreements and other management documents;
  • Documents related to compliance issues of businesses with the state: Certificates required (IRC, ERC...) for businesses to operate in accordance with the law, types of licenses for specific industries conditional business profession,...;
  • Records related to business assets: Real estate (buildings, constructions, factories, etc.); land use rights (rent or lease), industrial property rights, business secrets;...;
  • Check the litigation history and press history of the target company;
  • Other necessary documents for the due diligence process.
7.2. Carefully research 
  • Research and connect to each business documents/matters;
  • Identify significant aspects, ambiguous concerns, and legal gaps...
7.3. Prepare legal reports
  • Create concise legal reports that accurately depict all remaining concerns in the business.
  • Provide consultation and solutions tailored to the needs of enterprises.
Depending on the Client's requirements, the characteristics of the M&A transaction, the transaction between the Investor and the target company, an appropriate legal report will be written and provided to clients.
 

8. What necessary skills will a professional Due Diligence Lawyer in Hue required?

A professional Due Diligence Lawyer in Hue will give Clients peace of mind in M&A transactions. Due Diligence Lawyer in Hue serves as a bridge between investors and target company, considerably contributing to the success of both parties.
The portrait of a Due Diligence Lawyer in Hue must converge the following important elements:
  • Must be ethical and dedicated to work, for the legitimate purposes of Clients;
  • Must have extensive knowledge not only of Vietnamese law but also of other countries' laws;
  • Have extensive knowledge of the business and its activities, understand the issues and aspects of due diligence;
  • Must have the ability to think, perceive and comprehensively solve complex legal issues;
  • Must have profound and accumulated experience in due diligence activities;
  • Comes with a qualified team to be able to coordinate and support each other in the best way, thereby providing optimal solutions for clients.
 

9. How can you find a qualified Due Diligence Lawyer in Hue?

Due Diligence Lawyer in Hue belong to the Phong & Partners Law Firm system and are proud to be a legal service provider highly appreciated and trusted by many foreign individuals and organizations. Phong & Partners Law Firm works with the philosophy "Honor justice - Respect goodwill", with high professional experience, a sense of responsibility and always putting the word "Heart" with the profession first, Phong & Partners is committed to always providing client satisfaction when experiencing our legal services. If you want to learn more about Due Diligence Lawyer in Hue, please contact us via the information below:

PHONG & PARTNERS LAW FIRM

Phong & Partners Lawyer in Da Nang City

1. Phong & Partners Law Firm in Hai Chau - Thanh Khe

Address: 6th floor, Thanh Loi Building, 249 Nguyen Van Linh, Thanh Khe district, Da Nang.

Phone: 02363 822 678 - 0905 102 425

2. Phong & Partners Law Firm in Son Tra

Address: 01 Dong Giang, Son Tra district, Da Nang.

Phone: 0905 205 624

3. Phong & Partners Law Firm in Lien Chieu

Address: 21 Truong Van Da, Lien Chieu District, Da Nang.

Phone: 0961 283 093

4. Phong & Partners Law Firm in Ngu Hanh Son

Address: 03 Chu Cam Phong, Ngu Hanh Son District, Da Nang.

Phone: 0905 579 269

5. Phong & Partners Law Firm in Cam Le - Hoa Vang

Address: 346 Cach Mang Thang Tam, Cam Le District, Da Nang.

Phone: 0901 955 099

Phong & Partners Lawyer in Ho Chi Minh City

Add: Floor 9, K&M Building, 33 Ung Van Khiem, 25 Ward, Binh Thanh district, Ho Chi Minh City. 

Tel: 0905.503.678

Email: phongpartnerslaw@gmail.com

Website: https://phong-partners.com

Fanpage: https://www.facebook.com/phongpartnerslaw

https://www.facebook.com/luatsugioinguhanhson

https://www.facebook.com/luatsusontra

https://www.facebook.com/luatsuquanlienchieu

https://www.facebook.com/LuatsuCamLe

 

10. FQA

(1) What does a Due Diligence report include?
The Due Diligence report usually includes the following information:
  • Enterprise structure and governance: The enterprise's organizational documents, board minutes, shareholder agreements, and other governing documents.
  • Contracts and agreements. All key contracts, including customer agreements, supplier contracts, employment contracts and partnership agreements.
  • Litigation history: Details of ongoing or past litigation, disputes or legal matters.
  • Intellectual Property: Patents, trademarks, copyrights, trade secrets and licenses.
  • Compliance documents. Certifications, licenses, permits and regulatory compliance records.
  • Real estate and land use: Real estate ownership, leasing, zoning restrictions and other land use agreements.
  • Privacy and data security: Handle sensitive information, data breach protocols, and comply with applicable data protection laws.
  • Tax: Examine a enterprise's tax returns, financial statements, and other tax-related documents to identify potential tax liabilities, deductions, and credits.
  • Environmental and safety regulations: Review enterprise environmental and safety policies and procedures.
Depending on the Client's requirements, the characteristics of the M&A transaction, the transaction between the Investor and the target company, an appropriate legal report will be prepared and sent to the customer.
Refer to the M&A Due Diligence checklist model issued by Pioneer Business Ventures: Master Acquisition Due Diligence Checklist.
 
(2) The benefits of M&A go hand in hand with Due Diligence
Determine the value of the target company:
The due diligence report can provide some clear information about the entity's assets and current financial situation. From there, it contributes to determining the value of the business and opportunities to enhance value for the business.
Detect potential debts and risks:
If there are any serious legal or regulatory issues, such as persistent non-compliance with legal regulations or media scandals, due diligence can help identify them. From there, business owners have a way to handle problems and investors also have a basis to consider investing in the business.
Understand your target company better:
Conducting due diligence will help interested parties better understand the internal operations of the business, thereby helping them make informed decisions about investors' investments.
 
(3) What does Due Diligence Document include?
The enterprise's Due Diligence dossier includes many documents, basically, it may include the following documents:
  • Enterprise registration certificate;
  • Enterprise rules;
  • Investment certificate (for businesses, an investment certificate is required according to the provisions of law);
  • Certificate of registration of tax code and customs code;
  • List of capital contributing members for limited liability companies, partnerships, member registration book for joint stock companies;
  • Power of attorney from the legal representative of the enterprise and authorization from the shareholders and owners of the enterprise (if any);
  • Labor contract, collective labor agreement;
  • Accounting books, financial reports, activity reports;
  • Enterprise meeting minutes;
  • Property purchase and loan contracts; 
  • Contracts and transactions related to the enterprise's activities.
  • Depending on the purpose of Due Diligence, Due Diligence agencies and organizations may require businesses to provide certain documents. The organization of Due Diligence is usually carried out by a law practice organization specializing in Due Diligence.
 
(4) What is the difference between M&A lawyer and a Due Diligence lawyer?
Due Diligence is part of the M&A process. Due Diligence aims to determine the value and status of the enterprise's legal issues, as a premise for the parties to consider and carry out M&A transactions. Because of such different nature, M&A lawyers and legal appraisal lawyers also have the following differences:

 

 

M&A lawyer

Due Diligence lawyer

Time to perform work

Lawyers can participate with clients from the research, survey, and evaluation stages of the target company to consulting and drafting documents for the parties to carry out M&A transactions. However, M&A lawyers can not too deeply involved in Due Diligence, but only focuses on promoting transactions.

Lawyers perform in-depth Due Diligence before the parties carry out M&A transactions, and Lawyers do not participate in M&A transactions with clients.

Implementation cases

  • Buying private businesses,
  • Direct merger,
  • Buy back most or all of the contributed capital, shares,
  • Capital contribution.
  • Converting the type of public company,
  • Corporate restructuring,
  • Mobilize investment capital,
  • Sell/buy shares/capital.

Tasks that need to be done

  • Research and evaluate documents related to target businesses;
  • Consulting on the M&A process
  • Carry out promotion
  • Consulting and implementing M&A procedures

Carry out due diligence of the target company on the following issues:

  • Contract
  • Lawsuits
  • Intellectual Property
  • Assets and tax liabilities
  • Labor use plan
  • Organizational documents
------------------------------

PHONG & PARTNERS LAW FIRM

Phong & Partners Lawyer in Da Nang City

1. Phong & Partners Law Firm in Hai Chau - Thanh Khe

Address: 6th floor, Thanh Loi Building, 249 Nguyen Van Linh, Thanh Khe district, Da Nang.

Phone: 02363 822 678 - 0905 102 425

2. Phong & Partners Law Firm in Son Tra

Address: 01 Dong Giang, Son Tra district, Da Nang.

Phone: 0905 205 624

3. Phong & Partners Law Firm in Lien Chieu

Address: 21 Truong Van Da, Lien Chieu District, Da Nang.

Phone: 0961 283 093

4. Phong & Partners Law Firm in Ngu Hanh Son

Address: 03 Chu Cam Phong, Ngu Hanh Son District, Da Nang.

Phone: 0905 579 269

5. Phong & Partners Law Firm in Cam Le - Hoa Vang

Address: 346 Cach Mang Thang Tam, Cam Le District, Da Nang.

Phone: 0901 955 099

Phong & Partners Lawyer in Ho Chi Minh City

Add: Floor 9, K&M Building, 33 Ung Van Khiem, 25 Ward, Binh Thanh district, Ho Chi Minh City. 

Tel: 0905.503.678

Email: phongpartnerslaw@gmail.com

Website: https://phong-partners.com

Fanpage: https://www.facebook.com/phongpartnerslaw

https://www.facebook.com/luatsugioinguhanhson

https://www.facebook.com/luatsusontra

https://www.facebook.com/luatsuquanlienchieu

https://www.facebook.com/LuatsuCamLe

Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:            Phong & Partners lawyers have experiences in providing legal services, legal training, and collaborating with:           

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EVN
SUNRISE BAY
FAFIM
Pizza Hut
Makitech
Skyline
Đăng Hải
Khả Tâm
Defarm
28
27
26
25
23
22
17
18
19
20
EVN
SUNRISE BAY
FAFIM
Pizza Hut
Makitech
Skyline
Đăng Hải
Khả Tâm
Defarm
28
27
26
25
23
22
17
18
19
20
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