Ongoing Legal Advisory for Companies in Vietnam
Companies are rarely short of one major legal issue; what they lack is a mechanism to keep many small risks under control before they accumulate into disputes, delays, or costly remediation. Our ongoing legal advisory service gives management a dedicated legal point of contact that stays with the business across contracts, employment, licences, internal governance, and the decisions that arise month by month.
Quick summary: ongoing legal advisory
| Who it fits | Companies with monthly contract, personnel and licensing needs that do not yet need a full-time in-house legal department. |
|---|---|
| Key documents | The contract templates in use, internal labour regulations, the licence inventory, internal governance rules, and any outstanding matters. |
| What to check | Scope of service, committed response times, the responsible lawyer, the fee structure, and how out-of-scope work is handled. |
When to use a legal retainer
- When the company has contracts, personnel matters, licences or transactions recurring every month.
- When it does not need a full-time in-house counsel yet but needs fast responses.
- When a foreign parent company needs a legal point of contact in Vietnam in multiple languages.
- When the company wants a compliance checklist instead of handling incidents one by one.
Typical scope of support
- Review of commercial contracts, NDAs, appendices, correspondence, and templates.
- Employment advice: internal regulations, termination, discipline, and personnel management.
- Licence tracking, changes to enterprise registration, and reporting obligations.
- Support for meeting minutes, resolutions, powers of attorney, and governance decisions — including confirming the signing authority of the legal representative.
- Risk warnings before transactions and coordination with tax and finance specialists when needed.
How we work
- Set the service scope, communication channels and responsible contact — see FLAT LAW FIRM’s workflow with lawyers.
- Review the foundational legal file set and identify priority gaps.
- Handle ad-hoc requests under an agreed SLA.
- Update the legal checklist and periodic alerts for management.
Common risks without an ongoing mechanism
- Contracts using outdated templates, missing key clauses, or misaligned with actual operations.
- Licences expiring or enterprise changes not tracked in time.
- Internal decisions lacking supporting records when proof is needed.
- The company only calls a lawyer once a dispute has already arisen.
Documents to prepare
- Charter, ERC, ownership chart, existing resolutions, meeting minutes, and powers of attorney.
- Contract templates, internal rules, the list of signatories, and recent enterprise changes.
- Major transactions, fundraising plans, governance changes, or compliance issues to address.
How a retainer differs from hiring a lawyer by matter
The difference is not price but timing. Matter-based hire means the lawyer appears when the issue has taken shape; a retainer means the lawyer is present while the company is still weighing its options — when a short answer can still change the outcome.
This only works if the scope is clearly defined. We typically divide work into three groups: routine work inside the package, major work billed separately by project, and urgent work with a priority-handling mechanism. A retainer that does not draw these lines usually leads to scope debates exactly when the company needs support most.
The early stage of a retainer should be a baseline review: contract templates, employment files, the licence inventory, and internal rules. This creates a risk map so subsequent months do not start from scratch every time a question arises.
How it works in practice
In the first month, we agree on two-way contact points, communication channels and response times for each request type, then complete the baseline review. From the second month, work settles into a regular rhythm: reviewing contracts before signing, advising on personnel matters, tracking licence deadlines, and updating on legal changes with direct impact.
Periodically, we send back a list of matters handled, matters still pending, and newly arising risks. For companies with overseas parents, working documents can be prepared in Vietnamese, English or Chinese so both sides share the same understanding of the same content.
How we assess a file before starting
Lawyers start from operational reality, not just document names. At the outset, the key is to separate three layers of questions: what the company is allowed to do, which records prove it, and which risks remain even after procedures are complete.
For files with a foreign element, we additionally check the language of documents, their form of use in Vietnam, who has signing authority, and the alignment of understanding between the parent company and the Vietnam team.
Reference legal framework
The work scope under an ongoing legal services contract spans multiple areas: the Civil Code 2015 and the Commercial Law 2005 for contracts, the Labor Code 2019 for personnel, the Enterprise Law 2020 together with Law No. 76/2025/QH15 (effective from 1 July 2025) for corporate governance, and sector-specific legislation for licences. Part of the service’s value is tracking changes to these instruments on the company’s behalf.
Laws, the competence of state authorities and administrative procedures may change over time. The full texts of the instruments above can be looked up on the Government’s normative legal documents portal. The content on this page is for general guidance and should be cross-checked against the instruments in force at the time they are applied to each specific file.
Frequently asked questions
Does a retainer fully replace an in-house legal team?
Not necessarily. A retainer can serve as external support or work alongside in-house counsel depending on the company’s scale.
Can it be capped by hours or by work packages?
Yes. The scope can be designed around actual needs and the frequency of requests.
Do FDI companies need this service after establishment?
Usually yes, because post-establishment work on contracts, employment, licences and compliance is extensive.
Is Chinese-language support available?
Yes. FLAT LAW FIRM can work in Vietnamese, Chinese and English.
What typically falls outside a retainer package?
Major litigation, M&A, or specialised procedures may need separate quotes and scope.
When to talk to a lawyer
- When monthly volumes of contracts, personnel matters and licences have outgrown management’s capacity to handle them alone.
- Before signing a services contract: clarify in-scope work, separately billed work, and the urgent-work mechanism.
- When the company is preparing to expand, raise capital, or restructure: review the baseline legal position first to avoid bottlenecks.
- When a foreign parent needs periodic multi-language compliance reporting.
Useful links
Talk to FLAT LAW FIRM
You can send us your existing documents, your goals, and expected timelines so our team can assess the next steps.