Corporate Legal Services
Corporate legal work is the infrastructure layer that helps a company operate consistently as it grows fast. An enterprise with good revenue but weak internal files can still struggle when raising capital, borrowing from banks, changing leadership or facing shareholder disputes. So corporate legal review should be seen as a periodic governance activity, not just a procedure when incidents occur.
Quick summary: corporate legal services
| For | Fast-growing enterprises, those preparing to raise capital, or with multiple owners needing a consistent governance file system. |
|---|---|
| Key documents | Charter, internal regulations, member/shareholder registers, resolutions, meeting minutes and current authorisations. |
| What to check | Consistency between the charter, actual approvals and archived files; signing authority; and completeness of enterprise change registration files. |
Scope of corporate legal work
- Charters, internal regulations, signing authority and approval matrices.
- Commercial contracts, templates and file archiving procedures.
- Meeting minutes, resolutions, authorisations and enterprise change registrations.
- Risk review of legal representatives, directors and contributing shareholders/members.
What does FLAT LAW FIRM do?
- Check foundation legal files and design compliance checklists.
- Draft charters, regulations, resolutions, authorisations and contract templates.
- Review enterprise changes, capital transfers and governance files.
- Retainer advice for management and in-house legal.
Common risks
- Missing meeting files, wrong-authority signatures or inconsistency with the charter.
- Internal procedures not keeping pace with enterprise growth.
- Representatives signing transactions beyond authority or without valid authorisation.
- Scattered contracts and company files slowing major transactions.
Files to prepare
- Charter, ERC, ownership diagram, resolutions, meeting minutes and current authorisations.
- Contract templates, internal regulations, signatory lists and recent enterprise changes.
- Major transactions, fundraising plans, governance changes or compliance issues to handle.
The three file layers we cross-check
The first layer is the charter and internal documents: what they say about decision authority, voting ratios, meeting convening and resolution adoption. Many enterprises use the template charter from establishment day and have never cross-checked it against how the company actually makes decisions.
The second layer is files of issued decisions: meeting minutes, resolutions, appointment decisions, authorisation documents and material contracts. Here we check whether each decision was at the right authority level and has sufficient proof files, because this is the file set examined first in shareholder disputes or investor due diligence.
The third layer is enterprise registration files: whether capital changes, capital-contribution/share transfers, representative changes and business-line changes were updated on time, and whether information on the registration system matches the company’s internal books.
Why review early, not when issues arise
Corporate legal files are usually scrutinised closely at only three moments: fundraising, bank borrowing and internal disputes. All three are when the enterprise has little time left, and a meeting minute missing a signature from years ago may no longer be remediable simply.
A periodic review usually takes far less time than rebuilding files under deadline pressure. The review result should be a prioritised to-do list with responsible persons, not just a risk-listing report. Conversely, when the enterprise decides to cease operations, enterprise dissolution & investment project termination must follow the right sequence to avoid hanging liabilities.
Reference legal framework
Corporate governance and legal files are governed mainly by the Enterprise Law 2020 and Law No. 76/2025/QH15 amending and supplementing certain articles of the Enterprise Law, effective from 1 July 2025. The amended law adds obligations to collect, keep and update information on enterprises’ beneficial owners, so this should be reviewed together with the charter and member/shareholder registers.
Laws and regulations, state authorities’ competence and administrative procedures may change over time. The full texts of the above documents can be found at the Government’s legal normative document system. The content on this page is directional and should be checked against the documents in effect at the time of application to each specific file.
FAQ
How does corporate legal differ from corporate accounting?
The two areas relate but differ; legal focuses on rights, obligations, files and transaction risks.
Do small enterprises need internal regulations?
Yes, at an appropriate level to avoid over-reliance on verbal agreements.
When should a company legal review be done?
Before fundraising, M&A, restructuring, leadership changes or annually.
Can online contract templates be used?
They can be referenced, but should not be used as-is for material transactions.
Does the charter matter in shareholder disputes?
Very much. The charter is among the first documents examined when disputes arise.
Useful links
Talk to FLAT LAW FIRM
You can send the existing documents, objectives and expected timeline for our team to assess the next steps, or call the hotline (+84) 988 424 851.