Transfer of capital contribution in private universities that have not been restructured

1. The Law on amending the Law on Higher Education dated 19 November 2018 (Amendment Law 2018) provides for various new points compared to the Law on Higher Education dated 18 June 2012 (Higher Education Law 2012). One of important new points is the change in the organizational structure of private universities. Accordingly, the Amendment Law 2018 requires private universities to have an university council (hội đồng trường) (similar to public universities) instead of a board of directors (hội đồng quản trị) as previously provided in the Higher Education Law 2012.

2. Thus, whether investors in a private university that has not been restructured under the Amendment Law 2018 (Non-restructured University) can transfer their capital contribution in that university and if so, what procedures must be followed?

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Written by Lawyers VNLaw On In

No clear exemption from obtaining Investment Registration Certificate in case of acquisition of a Vietnamese company under Decree 31/2021

A change in Decree 31/2021 implementing the Investment Law 2020 has raised confusion as to the need to obtain an Investment Registration Certificate (IRC) or investment policy approval (IPA) for the existing investment project(s) after a foreign investor acquires control of an existing Vietnamese company (the Target Company).

Previously, Article 46.4 of Decree 118/2015 implements the Investment Law 2014 specifically exempts the Target Company from obtaining a new IRC or IPA or amending existing IRC or IPA for the investment project(s) of said Target Company which has already been under implementation before being acquired by a foreign investor.

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Written by Nguyen Quang Vu On In ,

Sample charter of a private joint stock company (Enterprise Law 2020 version)

The team at Venture North Law has prepared a sample draft charter of a private joint stock company in Vietnam under the new Enterprise Law 2020. There are a few points to note:

  • The draft is prepared with the interest of the controlling shareholder and company’s managers in mind;

  • The draft is prepared for a private joint stock company which has been set up and which has paid up its initial charter capital;

  • The draft needs to be read in parallel with the Enterprise Law 2020 since we do not simply cut and paste various articles of the Enterprise Law 2020 in the sample charter;

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Written by Nguyen Quang Vu On In ,