FUJILAW Business is Our Signature GENERAL INTRODUCTION FUJILAW is a full service Vietnamese law firm with a diversified national and international practice. FUJILAW brings together a professional team of lawyers who are involved in sophisticated corporate and financial transactions as well as complex dispute resolution proceedings and collect substantial experience in both consultation and litigation work. The intimate understanding of FUJILAW about Vietnam’s rapidly changing regulatory framework coupled with extensive knowledge of the local business environment enables us to act as strategic partners to our clients. By leveraging this expertise, we are able to provide clients with proper, innovative and responsive legal solutions. Moreover, one of the most important matters to a client is to engage and work with a law firm that value the integrity and accountability above all else. Clients of FUJILAW have placed their trust and confidence in our services over the years because of our diligence and discipline in maintaining high integrity of our advice to clients. This has always been and continues to be our commitment. In the future, to ensure a consistently high level of service and the full benefit of our resources, FUJILAW relies upon an integrated team approach to leverage our expertise and experience for the benefit of our clients. FUJILAW prides on combining the highest international standards with leading local expertise. FUJILAW also ensures that our clients benefit from the broad legal knowledge of our lawyers. Up to now, FUJILAW has distinguished itself as one of Vietnam’s most committed and client-responsive firms and always develops strategic partnerships with Vietnamese authorities as well as leading legal experts in Asia. For these targets, FUJILAW lawyers always strive to provide clients with effective solutions to their problems based on a clear understanding of their needs and to do so in an efficient manner so as to provide fees at reasonable levels. The operational objective of FUJILAW is to become the true partner of clients in order to develop together. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 1 FUJILAW Business is Our Signature WHO WE ARE TRAN VAN TRI Managing Partner PROFILE: Tran Van Tri, Managing Partner of FUJILAW, has more than 12 years of practice experiences in both consultancy and litigation. Lawyer Tran Van Tri has extensive knowledge in a wide range of legal practice areas including but not limited to Commercial Business, Finance and Banking, Intellectual Property, Labor, Securities, Corporate and he is also experienced in the fields of Project Investment, Capital Market, Merger and Acquisition. Before founding FUJILAW, Tran Van Tri held the following positions: • Head of Legal and Administration Department of Asia Foods Corporation (ASIAFOOD) • Head of Legal and Administration Department of Saigon – Hanoi Commercial Joint Stock Bank (SHB) • Head of Legal Department of PetroVietnam Securities Incorporated – HCMC branch (PSI) • Legal Counsel of Saigon Securities Inc. (SSI) • Partner of Hung and Partners Advocate and Solicitor (Hung & Partners Advocate & Solicitor). Each position brings Lawyer Tran Van Tri the opportunities to experience and accumulate knowledge in various fields. In particular, in the area of Securities, Lawyer Tran Van Tri has participated in constructing the Processes as required by the State Securities Commission; establishing and dissolving of branches, transaction offices; consulting on issuing individual stocks and releasing to the FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 2 FUJILAW Business is Our Signature public for Joint Stock Company; consulting on listing for Public Companies; protecting the interests of the Securities Companies and the Investors in case of disputes relating to securities investment activities. In addition, during the time holding the position of Legal and Administration Department in the Bank, Lawyer Tran Van Tri has directly counseled to the Bank's activities to comply with the provisions of the Credit Institutions Act and other relevant laws; establishing and dissolving the branches, transaction offices of the Bank; providing the legal advices related to credit granting activities; representing the Bank in lawsuits to recover overdue debts of the Customers, organizing the legal training programs for credit officers. In the field of foreign investment, Lawyer Tran Van Tri has not only given legal consultancy relating to investment activities to the Investors but also focused on the postlicensing issues of the new companies in Vietnam by consulting of regulations on foreign exchange management for fiscal regimes of the Investors as well as the work permits, personal income tax and residence for foreign individuals. In practice, Lawyer Tran Van Tri has supported for many multinational companies and foreign invested companies in conducting Investment Projects in Vietnam such as SHARP CORPORATION, ALMEX PE INC, KR CRUISES LLC, BSI PACIFIC LIMITED, GALAXY CORP, PAN TRADING, CATERERS CORP, TC MACHINERY VIETNAM, CM ENGINEERING CO., LTD, MOLTEN CORPORATION, TOWA DENKI, BETHEL CO., LTD, TODA CORPORATION. Another strong point of Lawyer Tran Van Tri is litigation and disputes settlement. He has represented to defend the interests of both domestic and foreign enterprises in disputes relating to Labor, Civil, Real Estate and Commercial Business. During the practice time, Lawyer Tran Van Tri has successfully protected the right and interest of many clients including but not limited to • EAST WEST INDUSTRIES VIETNAM LLC; - Address: Vietnam – Singapore II Industrial Park, Ben Cat District, Binh Duong Province. - Dispute with: Mr. NGUYEN HOAI NAM; Address: Tan Binh District, HCMC - Time: 2010 - Content: dispute on Labor Contract, which valued VND2.100.000.000. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 3 FUJILAW Business is Our Signature • SAIGON SECURITIES INC. (“SSI”); • • - Address: 72 Nguyen Hue, District 1, HCMC - Dispute with: GOLD FLOWER TRADE SERVICE CO., LTD; address: 53/7 Nguyen Hong Dao, Ward 14, Tan Binh District, HCMC - Time: 2010 - Content of dispute: Contract on Printing Service valued VND696.901.642. KEPPEL LAND WATCO I CO. LTD - Address: 76 Le Loi, District 1, HCMC - Dispute with: HA LONG INVESTMENT AND DEVELOPMENT CO., LTD (Mekong Airline); address: Bai Chay Ward, Ha Long City, Quang Ninh Province - Time: 2011. - Content of dispute: Office Leasing Contract valued USD62,860.38. PETROVIETNAM MACHINERY - TECHNOLOGY SAIGON COMPANY LIMITED (PV MACHINO SG) • • - Address: 351/31 No Trang Long, Ward 13, Binh Thanh District, HCMC - Dispute with: PETRO VIETNAM POWER LAND CONSTRUCTION JOINT STOCK COMPANY; address: 63, Dong Da Alley, Dien Bien Phu Street, Ward 25, Binh Thanh District, HCMC - Time: 2011. - Content of dispute: Steel Sale Contract valued VND3.053.876.525. HIEP QUANG TRADE AND SERVICE CO., LTD - Address: 364 (Unit 6.7C, Etown 2 Building) Cong Hoa Street, Ward 13, Tan Binh District, HCMC - Dispute with: NTACO COPORATION; address: 99 Hung Vuong, My Quy Ward Industrial Park, Long Xuyen City, An Giang Province. - Time: 2011. - Content of dispute: Sale Contract on animal food valued VND3.846.948.523. PETROVIETNAM MACHINERY - TECHNOLOGY SAIGON COMPANY LIMITED (PV MACHINO SG) - Address: 351/31 No Trang Long, Ward 13, Binh Thanh District, HCMC - Dispute with: CAVICO BRIDGE & TUNNEL JSC; address: Floor 5, TechnoSoft FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 4 FUJILAW Business is Our Signature Building – Duy Tan Street, Dich Vong Hau Ward, Cau Giay Ward, Ha Noi City • - Time: 2011. - Content of dispute: Steel Sale Contract valued VND15.816.589.301. BINH THANH IMP – EXP PRODUCTION AND TRADE JOINT STOCK CO., (“Gilimex”) • • • - Address: Floor 4 Gilimex Building, 24C Phan Dang Luu, Ward 6, Binh Thanh District, HCMC - Dispute with: PHU MY JOINT STOCK CO.,; address: Trang Cat Hamlet, Hac Dich Commune,Tan Thanh District, Ba Ria – Vung Tau Province - Time: 2012. - Content of dispute: Construction Contract valued VND5.408.000.000. HONG THINH JSC - Address: Lot B2-52 Tan Dong Hiep B Industrial Park, Di An District, Binh Duong Province - Dispute with: PETRO VIETNAM GAS JOINT STOCK CORPORATION (PV GAS); address: Gas Tower Building, 673 Nguyen Huu Tho, Phuoc Kien Commune, Nha Be District, HCMC - Time: 2013. - Content of dispute: VND2.616.589.300. Supply Contract of Electrical Equipment IBM VIETNAM - Address: Floor 2, Pacific Building, 83B Ly Thuong Kiet, Tran Hung Dao Ward, Hoan Kiem District, Ha Noi City - Dispute with: the Employees of Company; - Time: 2013. - Content of dispute: on the Decision to dismiss employees, which valued VND4.978.210.000. THIEN PHUOC INVESTMENT CO., LTD - Address: Floor 9, Jabes 2 building, 110 Cach Mang Thang Tam, Ward 7, District 3, HCMC - Dispute with: JMID VINA CO., LTD; address: 400 Nguyen Thi Thap, Tan Quy Ward, FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com valued 5 FUJILAW Business is Our Signature District 7, HCMC • • - Time: 2014. - Content of dispute: Construction Contract valued VND872.103.375. Mrs. LE THI BAY - Address: 406/19 Group 19, Quarter 2, An Loi Dong Ward, District 2, HCMC - Dispute with: the People’s Committee in District 2, HCMC; address: Administrative Region District 2, HCMC - Time: 2011. - Content of dispute: compensation and resettlement assistance. Mr. IAN ALEXANDER JENKINS; - Nationality: Australian; address: 61 Jalan Desa Perdana 2, Danau Villa, Taman Desa, 58100, Kuala Lumpur, Malaysia - Dispute with: PETROVIETNAM ENGINEERING CONSULTANCY JOINT STOCK COMPANY (PVE); address: Floor 10, PV Gas Tower Building, 673 Nguyen Huu Tho, Phuoc Kien Ward, Nha Be District, HCMC - Time: 2014. - Content of dispute: Salary of Foreign Expert valued VND873.000.000. In Asian area, Lawyer Tran Van Tri used to represent Vietnamese citizens to participate in the litigation relating to inheritance in the Marriage and Family Court in Kaohsiung City, Taiwan and successfully defended for client. Hence, he is known as an excellent negotiator and a prominent litigation lawyer, who has deep professional knowledge about the Arbitration and Court Procedures. EDUCATION: • Graduated from Ho Chi Minh City University of Law, Major in Commercial Law. • Graduated from Ho Chi Minh City University of Banking, Major in Banking and Finance • Graduated from the Course of Intellectual Property Practice Skills by JETRO, Japan. • Graduated from the Course of Intellectual Property Professional Practice by the National Office of Intellectual Property. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 6 FUJILAW Business is Our Signature • Graduated from the Course of Real Estate Brokerage Practice and received the Real Estate Brokerage Certificate. • Graduated from the Course of Import - Export and Customs Professional of Ho Chi Minh City University of Economics. • Received the Securities Brokerage and Proprietary Trading Practice Certificate issued by the Ministry of Finance. MEMBER: • Bar Association of Ho Chi Minh City; • Vietnam Bar Federation; • Vietnam Lawyers Association. CONTACT: • Email: tri.tran@fujilaw.com • Phone: +84 983 789 059 • Language: Vietnamese, English. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 7 FUJILAW Business is Our Signature NGUYEN NGOC SON Senior Counsel PROFILE: Dr. Nguyen Ngoc Son, senior counsel of FUJILAW, a leading expert on Competition Law in Vietnam has nearly 15 years of experiences in both fields of consultancy and legal research. Dr. Nguyen Ngoc Son graduated from the HCMC University of Law in 1999. In the age of 30, he became a Master of Law and successfully defended the Doctor Thesis in 2011. He is currently the Deputy Head of Economic Law Department in University of Economics and Law (under the National University in Ho Chi Minh City). Over many years of accumulating practical experiences together with lecturing in university, Dr. Nguyen Ngoc Son has an extremely extensive knowledge in the field of Competition Law in particular and business consultancy in general. Dr. Nguyen Ngoc Son has introduced many intensive researches on Competition Law as well as the regulations and mechanisms of Competition Law in the current context of Vietnam. In addition, he also provides numerous analysis of topical issues such as antidumping, abuses of dominant market position, relevant market, multi-level marketing and other issues relating to the contracts or the rights and obligations of enterprises, mainly published in Legislature Journal and Legal Science Journal. In the international area, Dr. Nguyen Ngoc Son participated in the seminar on Enterprise Law 2005 at the International Conference, held by KAS Institute (the Federal Republic of Germany) in Nha Trang City in 2005. In collaboration with Commerce Research Institute (under Ministry of Commerce of Vietnam) and Competition Administration Department, Dr. Nguyen Ngoc Son has participated in the project “Research on Regulations on Competition in Vietnam” and the many other researches on legal issues in National Report on Control of Economic Concentration. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 8 FUJILAW Business is Our Signature EDUCATION • Bachelor of Law in 1991; • Master of Law in 2004; • Doctor of Law in 2011; • Lecturer of the HCMC University of Law in 2000; • Lecturer of the HCMC University of Economics and Law, under the National University in Ho Chi Minh City in 2008; • The Deputy Head of Economic Law Department, the HCMC University of Economics and Law in 2013. PUBLICATION & SPEECHES • Law on Anti-dumping in Vietnam – Theoretical and Practical Issues, Justice Publishing House, 2005. • Analysing and Critically Discussing Provisions of Completion Law on Abuses of Dominant Market Position or Monopoly Position to Restrict Competition, Justice Publishing House, 2006 (co-author). • Competition Law in Vietnam, Justice Publishing House, 2006 (co-author). • Discussing the Notion of Dumping in International Commerce, Legal Science Journal, Issue No. 05/2004, Pages 33-39. • Competition Law and Abuses of Dominant Market Position to Restrict Competition, Legislature Journal, Issue No. 02/2006, Pages 13-18. • Nature of the Fixing of Unreasonable Purchase or Selling Prices of Goods or Services, Legal Science Journal, Issue No. 06/2006, Pages 29- 36. • Determining Relevant Markets under Competition Law 2004, Legislature Journal, Issue No. 11/2005. • Unhealthy Nature of Illicit Multi-level Marketing under Competition Law 2004, Legal Science Journal, Issue No. 03/2006. • Intentional Fault and Unintentional Fault in Law on Contracts, Legal Science FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 9 FUJILAW Business is Our Signature Journal, Issue No. 02/2007. • Rights and Obligations of Enterprises under Enterprise Law 2005, Legislature Journal, Issue No. 07/2007. • Suggestions on Law on Consumer Protection, Legislature Journal, Issue No. 01/2009. • Critical Discussion on Provisions on Merchants in Law on Commerce 2005, Conference on Basic Contents of Law on Commerce 2005, Economics Department of National University at Ho Chi Minh City, 2006. • Participating in The research on legal issues in National Report on Control of Economic Concentration, collaborate with Competition Administration Department of Ministry of Industry-Commerce of Vietnam, 2008. CONTACT: • Email: son.nguyen@fujilaw.com • Phone: +84 907 061 900 • Language: Vietnamese, English. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 10 FUJILAW Business is Our Signature WHAT WE DO The strong points in activities of FUJILAW focus on consulting all legal matters of an enterprise in both pre- and post-licensing stages. We also maintain close cooperation with many large international law firms and consultant companies so as to exchange experience as well as update information in the period of integration of Vietnam these days. FUJILAW’s main range of practice and services covers these following sectors: • Investment • Labor • Contracts • Real Estate • Competition • Intellectual Property • Merger & Acquisition • E-commerce • Finance & Banking • Family & Matrimonial Services • Securities & Capital Markets • Litigation & Arbitration • Corporate Regulatory Compliance • Retainer Legal Consultancy Moreover, FUJILAW is always available to respond effectively and timely to the needs of our clients. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 11 FUJILAW Business is Our Signature INVESTMENT Vietnam market with abundant natural resource, low labor costs and strong economic growth after WTO participation have made itself an ideal place for prospective investors to launch their commercial operations. However, investment in a frontier market like Vietnam remains a challenge to foreign as well as domestic investors. Our services are not just about assisting clients in setting up new enterprises but also providing them with our insights into other aspects of the investment environment from a legal perspective. In details, in respect of investment projects of both foreign and local investors in Vietnam, FUJILAW provides legal and consultancy services for all aspects of the investment process which may include the following works: • Introducing potential locations for projects to be implemented; • Introducing business partners for clients to consider their cooperation; • Proposing appropriate forms and means for investment; • Assisting clients in negotiation with business partner on business cooperation and with relevant competent authorities on investment conditions (if any); • Representing client to complete all relevant administrative procedures for deploying the investment project • Representing client to implement all the post-licensing procedures. • Advising on legal compliance during the project implementation. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 12 FUJILAW Business is Our Signature CONTRACT The highly-qualified professional, skillful lawyers and consultants in FUJILAW have years of experience in drafting, reviewing and negotiating the contracts. We commit to consult and support clients on all legal aspects relating to the negotiation and conclusion of civil, commercial, investment, finance, banking and real estate, etc. agreements quickly and effectively. As a result, all legal rights and interests of clients in the transaction can be protected in the best way. Our contract consulting services shall include: • Advising on the selection of contract forms which are appropriate to parties’ proposed transactions; • Drafting and finalizing contracts; • Reviewing (drafted) contracts/agreements for clients; • Advising and reviewing the sample contracts for clients; • Representing and/or joining clients in the contract negotiation and conclusion. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 13 FUJILAW Business is Our Signature COMPETITION FUJILAW is proud of having the leading expert on competition law in Vietnam, Dr. Nguyen Ngoc Son as a key member of our team. With in-depth knowledge and years of experience in the field of competition as well as antitrust law, we have successfully advised on various issues occurring to the clients during the implementation of their investment and running enterprises in Vietnam. Indeed, we act beyond the provision of the law and its guiding documents to accompany clients during the protection of their legal interests and benefits and achievement of their business goals. FUJILAW provides legal services on competition sector as follows: • Advising on all legal aspects of competition law and policy in Vietnam as well as international market; • Advising on, drafting and reviewing transaction documents to ensure clients to be able to implement their business ideas in full compliance with the provisions of competition law; • Advising on and conducting assessment of the possibility of violating competition law of the current transactions and cooperation plans of clients; • Advising on and drafting the application dossiers for exemption for proposed anticompetitive agreements, economic concentration transactions (merger, acquisition, amalgamation, joint venture); • Advising on procedures and representing clients in claims/lawsuits for violations of competition law (anti-competitive practices and unfair competition); • Advising on procedures and representing clients in complaining/suing the authorities’ decisions of handling competition cases or decisions of not granting exemption; • Advising on the development of compliance programs in with the field of competition law. FUJILAW commits to provide clients with the most comprehensive and practical consulting solutions to deal with any complicated issues arising in the above areas. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 14 FUJILAW Business is Our Signature MERGER & ACQUISITION With the exponential growing of Vietnam’s economy, mergers and acquisitions (M&A) activities shall keep developing eventfully in the market. M&A is an ideal mechanism for foreigner investors to establish a business presence in Vietnam, while avoiding some of the potential risk associated with start-up enterprises. Our dedicated team of legal experts is able to design tailored service packages to maximize the economic value for our clients as well as mitigate the potential legal risks in M&A transactions. Basically, FUJILAW shall provide legal advices for Clients in these following Main Practice Groups: • Acquisitions of Equity • Acquisition of Asset or Business • Mergers and Consolidations To each Main Practice Group, FUJILAW offers a full range of services to corporate clients, from information gathering on target companies to the registration of a consolidation, merger, or share purchasing agreement. In details: • Advising on the procedures for M&A transactions and legal issues related to such M&A procedures; • Conducting legal due diligence reports of targeted enterprise(s) and assessment of legal risks of the proposed M&A transactions; • Advising on the assessment of the value of targeted enterprise(s); • Drafting legal documents, contracts, agreements for M&A transactions; • Representing clients to participate in M&A negotiation process; • Advising on the restructuring and re-organization of related enterprise(s) during and after M&A transactions; • Advising and representing clients in the implementation of legal procedures for registering the M&A transactions, including notification to and application for necessary approvals from Competition Authorities and/or specialized state management authorities. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 15 FUJILAW Business is Our Signature BANKING & FINANCE Lawyers at FUJILAW have many years of experience working as legal counsel to a number of famous domestic and international banks. Therefore, at FUJILAW, clients will meet all consulting needs of finance and banking law as well as many other issues related to managing, operating, and controlling banking institutions. Specific areas of our services in this practice area include: • Advising on banking and credit products • Advising on legal solutions for commercial banks to finance investment projects • Advising on secured lending transactions, procedures for registration of secured transactions and collateral processing; • Advising on commercial paper and electronic transactions; • Advising on the development and application of internal policies, processes of internal management, operational procedures for banks, customer matters and regulatory compliance issues • Advising on, drafting, reviewing and representing clients in the negotiation of loan and mortgage contracts, financial lease, etc.; • Advising on loan insurance, risk prevention in the field of finance and banking • Advising and representing clients in the dispute settlement in the field of finance and banking. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 16 FUJILAW Business is Our Signature SECURITIES & CAPITAL MARKETS The nascent securities market in Vietnam has increasingly become active with the participation of foreign investors. The legal team at FUJILAW is a pioneer in securities and capital market transactions with in-depth experience in securities law due to their deep involvement in advising securities houses and investors in the Vietnam securities market. Clients can benefit from our extensive experience and capabilities in equity offerings, debt offerings, investment funds and regulatory issues. Our consulting services include: • General legal counsel on securities, stock and capital market in Vietnam; • Advising on the establishment, organization and operation of securities companies; • Advising on securities law compliance and information disclosure of listed organizations; • Advising on laws applicable to brokerage, guarantee and investment activities in the field of securities; • Advising and representing clients to implement legal procedures relating to securities sale offer, listing, registration of securities mortgage transactions; • Advising on the legal issues of capital increase, offering shares to public and private placement; • Advising on and representing clients in the negotiation and settlement of disputes arising in securities investment activities. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 17 FUJILAW Business is Our Signature CORPORATE REGULATORY COMPLIANCE Legal staff of FUJILAW has become renowned for being highly experienced and efficient in establishing new business entities as well as restructuring existing entities, including joint ventures companies, joint stock companies (corporations), limited liability companies, businesses involving foreign investment, franchises, and representative offices/branch. Moreover, having understood clients’ increasing appreciation of the need for legal compliance in their corporate governance activities, FUJILAW pays a lot of attention to provide the most comprehensive and effective consulting solutions on corporate governance as well as business operation which warrants compliance of internal procedures and laws, thus reduce the risks related to civil, administrative and penal liabilities and/or other risks which may cause disadvantageous impacts on their enterprises. Specific areas of our services in this practice area include: • Advising on the establishment of enterprises, branches, representative offices; • Advising on the Post-Licensing Procedures related to Real Estate, Labor, and Taxation; • Advising on the change of business registration; • Advising and drafting enterprises’ internal administration regulations and charters; • Advising, drafting and reviewing internal decisions, resolutions, minutes in compliance with enterprises’ charter, rules and laws; • Advising on holding shareholders’ meetings, members councils’ meetings, management board’s meetings and other decision-making processes of enterprises; FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 18 FUJILAW Business is Our Signature LABOUR With the issuance of Vietnam Labor Code coming into effect from May 2013, most of clients are totally confused with the new legislation. Therefore, FUJILAW always focus on providing regular advice and updates on changes that affect the day-to-day operations of clients. Particularly, enterprise clients highly appreciate our legal advices due to not only the insightful, thorough advice but also the effective and practical solutions in dealing and negotiating with employees in labor disputes. Our clients have benefited from our broad range of services in labor practice, including: Regulatory issues: Advising generally on the interpretation and application of Vietnam’s labor laws. Employment documents: drafting, negotiating and amending labor contracts, collective labor agreements, labor rules and completing enterprises’ internal procedures and regulations related to management of employees. Licensing requirements: advising on conditions, orders and procedures of recruiting and managing foreign workers; drafting application dossiers for work permits required for foreign workers in Vietnam; advising on procedures of immigration, temporary residence, salary, income tax and money transfer to overseas of foreign workers; advising on registration of internal rules and collective labor agreements. Labor dispute: mediating and reconciling labor disputes, representing clients before Vietnamese courts for settlement of personal and collective labor disputes. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 19 FUJILAW Business is Our Signature REAL ESTATES By updating and catching up with changes and development of real estates business in Vietnam, FUJILAW determines that consultancy on this sector is one of the in-focus services of the firm. We commit to handle all types of real property transactions, both commercial and residential, and provide professional advice on all aspects of Vietnamese law on property including business, housing and land. In details, the services of the firm would be inclusive of the following: • Advising on investment policies, plans and statutory conditions of Vietnam Government in the real estate business sector; • Drafting documents related to transfer of land and houses; land rental and land acquisition; rehabilitation and compensation for land acquisition and clearance; • Representing investors in contract negotiations with property owners, occupiers, third parties and Vietnamese Authorities in all matters relating to the acquisition of real estate; • Representing investors in making all necessary arrangements with property owners for land acquisition; • Representing investors in submitting project applications and in completing procedures for obtaining necessary approvals for investment in real estate projects; • Providing hands-on support to investors concerning development and operation of real estate projects. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 20 FUJILAW Business is Our Signature INTELLECTUAL PROPERTY Our well-educated and qualified intellectual property (IP) attorneys at FUJILAW have been trained at many IP Profession Courses of Vietnam National Office of Intellectual Property and JETRO, Japan. At FUJILAW, clients can benefit not only from the attorneys’ diverse and intensive expertise in the IP field but also in the law and business consulting areas rendered by our lawyers and business consultants. Furthermore, we also represent clients directly before the local intellectual property offices and the courts, as well as in the negotiations with their business partners or third parties concerning all aspects of the intellectual property. Our IP consultancy services includes: • Advising on the best protection method and strategy for a trademark, an invention, an industrial design and then supporting clients to get the maximum return on the IP rights for a long term. • Looking up, verifying and assessing the possibility of protecting a trademark, an invention, an industrial design before registering (Considering possible alternatives of protection). • Representing clients to protect IP objects including: trademark, industrial design, invention, geographical indication, copyright, and domain names; • Advising on procedures, conditions and documents required for assignment of ownership rights or grant of licenses of the right to use patents, trademarks, industrial designs or other IP rights; • Representing clients to work with competent state agencies, including courts, to handle activities violating IP rights to protect the real owners; • Advising and representing clients on handling cases of business secret infringement and IP-related unfair competition practices. Kindly be noted that our consultancy is not confined to just Vietnam, but expanded to other countries in the world. FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 21 FUJILAW Business is Our Signature OUR CLIENTS FUJILAW has a long-term relationship with many Japanese consultancy companies including but not limited to G.A. Consultants, Es Networks Vietnam and Mai International Associates in providing the legal advices for Clients. FUJILAW has provided legal advices on investment, business, contract, labor, commerce, real estates, tax as well as many other sectors for these following Clients: FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 22 FUJILAW Business is Our Signature FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 23 FUJILAW Business is Our Signature FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 24 FUJILAW Business is Our Signature FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 25 FUJILAW Business is Our Signature Regarding to the area of litigation, the lawyers team at FUJILAW represented following corporate clients to protect their legal rights and interests at Court: FUJILAW Floor 7, Star Building, 33 Mac Dinh Chi, Dakao ward, District 1, HCMC, Vietnam Phone: 0983 789 059 | E-Mail: tri.tran@fujilaw.com | Web: www.fujilaw.com 26
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