Navigating the Importance of a Legal Representative of Enterprise in Vietnam

In Vietnam, establishing and operating a business requires compliance with various legal obligations. One of the key requirements is the appointment of a legal representative. The legal representative serves as the face of the company and plays a crucial role in ensuring legal compliance and representing the business in official matters. In this article, Apolo Lawyers (Tel: (+84) 903. 419. 479) will delve into the significance of having a legal representative for enterprises in Vietnam, outlining their responsibilities, qualifications, and the benefits they bring to the table.

1. Role of a Legal Representative.

The legal representative of an enterprise in Vietnam is an individual appointed to act on behalf of the company in legal matters, representing the company interests and ensuring adherence to relevant laws and regulations. This representative is entrusted with decision-making authority and is responsible for the overall management of the enterprise activities.

A Single Member limited liability company, Multi-Member Limited Liability Company or joint-stock company may have one or multiple legal representatives. The quantity, titles, rights and obligations of legal representative of the enterprise shall be specified in the company charter.

Role of a Legal Representative

2. Qualifications and Requirements.

To be eligible as a legal representative, the individual must meet certain qualifications and fulfill specific requirements. According to Vietnamese law, a legal representative must:

• Be at least 18 years old and possess full legal capacity.

• Not have a criminal record or be subject to any criminal investigation.

• Not be declared bankrupt or subject to a court order that restricts their business activities.

• Not be a civil servant or an employee of any government agency or organization.

Additionally, there must always be at least one legal representative that resides in Vietnam. If the enterprise has only one legal representative, such person must reside in Vietnam and authorizes another person in writing to perform the legal representative rights and obligations when leaving Vietnam. In this case, the legal representative is still responsible for the performance of delegated rights and obligations.

3. Duties and Responsibilities.

The legal representative assumes various responsibilities to ensure the smooth operation of the enterprise. Some of their key duties include:

a) Representing the enterprise:

The legal representative acts as the authorized spokesperson for the company, representing it in all official and legal matters, including negotiations, contracts, and court proceedings.

b) Compliance and legal obligations:

It is the legal representative duty to ensure that the enterprise operates in compliance with Vietnamese laws, regulations, and licensing requirements. They must oversee the company financial obligations, tax filings, and annual reporting, among other legal obligations.

c) Decision-making and management:

The legal representative is responsible for making strategic decisions and managing the enterprise day to day operations. This includes hiring employees, signing contracts, and formulating business policies.

Navigating the Importance of a Legal Representative of Enterprise in Vietnam

4. Benefits of Having a Legal Representative.

Having a legal representative for your enterprise in Vietnam offers several advantages, including:

a) Legal compliance:

With a competent legal representative, your enterprise can navigate the complex legal landscape of Vietnam more effectively, reducing the risk of penalties, fines, or legal disputes due to non-compliance.

b) Representation and credibility:

A legal representative enhances your enterprise credibility in dealings with government authorities, clients, and partners. They provide a trustworthy point of contact, enabling smoother business transactions.

c) Efficient decision-making:

By delegating decision-making authority to a legal representative, you streamline the decision-making process, enabling faster responses to market opportunities and challenges.

d) Mitigating risks:

A legal representative who understands the legal intricacies can identify potential risks and implement proactive measures to mitigate them, protecting your enterprise interests.

Navigating the Importance of a Legal Representative of Enterprise in Vietnam

5. In case the legal representative does not return to Vietnam at the end of the authorization period and does not give another authorization.

The authorized person of the sole proprietorship shall keep performing the legal rights and obligations within the scope of authorization until the legal representative goes back to work at the enterprise;

The authorized person of the limited liability company, joint-stock company, or partnership shall keep performing the legal representative rights and obligations within the scope of authorization until the legal representative goes back to work at the enterprise, or until the company owner, the Board of members, or the Board of Directors decides to designate another person as the legal representative of the enterprise.

If the enterprise has only one legal representative and such person is not present in Vietnam for more than 30 days without authorizing another person to act as the legal representative, or such person is dead, missing, detained, sentenced to imprisonment, or legally incompetent, then the company owner, the Board of members, or the Board of Directors shall designate another person as the legal representative.

With regard to a limited liability company with two members, if the member who is the legal representative of the company is detained or sentenced to imprisonment, decampment, is missing or legally incompetent, or is banned from practicing by the court for smuggling, producing counterfeits, running illegal businesses, tax evasion, fraud, or another crime defined by the Criminal Code, the other member is naturally the company legal until the Board of members makes a decision on company legal representatives.

In some special cases, the Court is entitled to appoint the legal during the proceedings.

The legal representative of an enterprise in Vietnam holds a pivotal position, ensuring legal compliance, representing the company, and driving its success. By appointing a qualified individual who meets the legal requirements, your enterprise can navigate the Vietnamese business landscape with confidence, gain credibility, and enjoy the benefits of efficient decision-making and reduced legal risks. Make sure to consult legal professionals or agencies with expertise in Vietnamese corporate law to ensure a smooth and compliant operation of your enterprise.

Service for business

6. Service for business by Apolo Lawyers.

The legal issues related to a a Legal Representative of Enterprise in Vietnam  are legal fields that our company has many experiences with. We have experienced lawyers in giving advice and consulting on this legal issues. Apolo Lawyers - Solicitors & Litigators often provide legal services for Enterprise in Vietnam  include the following: 

• Consulting the clients on how to prepare documents for establishing business.

• Draft petition or request of the clients. 

• Support the clients to complete the proceedings if it has dispute

• Be the representative of the client to carry out the submission of documents or contact the authorized Court promptly. 

• Defense of lawful rights and interests. 

Apolo Lawyers has many forms of consulting that the clients can choose: consulting face-to-face at our office, consulting via Email, telephone and other forms. The clients can contact us via email at contact@apolo.com.vn or Hotline – (+84) 903 419 479 for the best advice and support.

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