Foreign Investment

Foreign Shareholders’ Rights to Access Company Books and Records

Shareholders meeting around a table in an FDI company

May foreign shareholders inspect company books? Yes — Article 115, Enterprise Law 2020 gives ordinary shareholders rights to review the charter, meeting minutes and financial reports; shareholders holding 5%+ (or a lower charter ratio) continuously for 6 months may also inspect accounting books and records. LLC members hold parallel rights under Article 52. These are statutory rights — no charter can strip them.

In-depth analysis

Company refusing inspection? Send a formal written demand (citing Article 115/52, document scope, timing); persistent refusal warrants a court action to compel access — courts routinely grant these as clear statutory rights. Which documents? The charter, shareholder/member registers, meeting minutes, resolutions, financial reports, and (for qualifying shareholders) accounting books, vouchers and major contracts. Can you sue for access? Yes — and sue early, because information access is the “radar” catching every anomaly early (tunnelling, abusive related-party deals). Practical tip: exercise this right periodically (quarterly) rather than only when suspicious — building transparency habits while avoiding “troublemaker” labels when disputes erupt.

Direct legal basis: Article 115 of the Law on Enterprises 2020 (59/2020/QH14)

Vietnamese law governs foreign Shareholders’ Rights to Access Company Books and Records first and foremost through Article 115 of the Law on Enterprises 2020 (59/2020/QH14). When it comes to foreign Shareholders’ Rights to Access Company Books and Records, mastering these provisions is the first step for investors to proactively protect their interests instead of reacting passively once the dispute has escalated.

The provisions of Article 115 of the Law on Enterprises 2020 (59/2020/QH14) only take effect when the parties satisfy all statutory conditions. Before taking any step related to foreign Shareholders’ Rights to Access Company Books and Records, investors should therefore verify the conditions of application carefully and prepare complete supporting dossiers.

Other relevant legal instruments — foreign Shareholders’ Rights to Access Company Books and Records

Article 52 under complements Article 115 of the Law on Enterprises 2020 (59/2020/QH14) in governing foreign Shareholders’ Rights to Access Company Books and Records. When it comes to foreign Shareholders’ Rights to Access Company Books and Records, in practice, lawyers routinely invoke both groups of provisions together to strengthen their client’s arguments.

As of October 2026, the legal bases for foreign Shareholders’ Rights to Access Company Books and Records are all in force. Investors should note the milestone of 1 March 2026: the Law on Investment 143/2025/QH15 formally replaced the Law on Investment 61/2020/QH14.

Putting it into practice: foreign Shareholders’ Rights to Access Company Books and Records

First, investors should systematise the entire dossier relating to foreign Shareholders’ Rights to Access Company Books and Records: contracts, appendices, meeting minutes, correspondence and evidence of damage (if any). In handling foreign Shareholders’ Rights to Access Company Books and Records, a complete file, organised chronologically, is the foundation for counsel to correctly assess the nature of the case from the very first consultation.

When dealing with counterparties on foreign Shareholders’ Rights to Access Company Books and Records, investors should show goodwill while holding a firm legal position: every proposal and response should be in writing and anchored in Article 115 of the Law on Enterprises 2020 (59/2020/QH14). A cooperative attitude does not mean conceding rights the law has recognised — in the context of foreign Shareholders’ Rights to Access Company Books and Records.

The strategy for foreign Shareholders’ Rights to Access Company Books and Records should proceed in stages: negotiation first, then mediation or arbitration, and litigation only when other methods prove ineffective. Each stage should be prepared as a standalone plan, with its own dossier and arguments consistent with Article 115 of the Law on Enterprises 2020 (59/2020/QH14).

For foreign Shareholders’ Rights to Access Company Books and Records, a simple issue log works wonders: list each disputed point, the investor’s position, the counterparty’s position, the supporting evidence, and the next action. In handling foreign Shareholders’ Rights to Access Company Books and Records, updated weekly, this log keeps the whole team — and counsel — focused on what actually moves the case forward.

Common risks — foreign Shareholders’ Rights to Access Company Books and Records

Evidence risk is an inherent weakness in cases involving foreign Shareholders’ Rights to Access Company Books and Records: scattered documents, lost originals, or improperly collected evidence that is ruled inadmissible. For foreign Shareholders’ Rights to Access Company Books and Records, thorough evidence preparation from the start is the only way to eliminate this risk.

A golden rule in handling foreign Shareholders’ Rights to Access Company Books and Records: never sign any document without fully understanding its legal consequences. Every agreement, minute or undertaking should be reviewed by counsel before signature — in the context of foreign Shareholders’ Rights to Access Company Books and Records.

Building a strategy around foreign Shareholders’ Rights to Access Company Books and Records

In handling foreign Shareholders’ Rights to Access Company Books and Records, a common error is defaulting to litigation out of habit. In handling foreign Shareholders’ Rights to Access Company Books and Records, for many FDI disputes, a staged approach works better: open with negotiation, escalate to mediation or arbitration if needed, and reserve court action for cases where the other side refuses to participate. Each stage should be prepared thoroughly, because concessions made early can shape later proceedings — in the context of foreign Shareholders’ Rights to Access Company Books and Records.

For foreign Shareholders’ Rights to Access Company Books and Records, the precedent effect matters too. For foreign Shareholders’ Rights to Access Company Books and Records, how an investor handles one dispute signals to all counterparties how future disputes will be handled. When it comes to foreign Shareholders’ Rights to Access Company Books and Records, a reputation for fair but firm dealing deters opportunistic breaches; a reputation for endless litigation invites them. When it comes to foreign Shareholders’ Rights to Access Company Books and Records, strategy should account for this signalling beyond the single case.

In handling foreign Shareholders’ Rights to Access Company Books and Records, communication discipline within the investor’s own organisation matters. For foreign Shareholders’ Rights to Access Company Books and Records, designate a single decision-maker, limit who can create discoverable records, and brief relevant staff on what not to put in writing. When it comes to foreign Shareholders’ Rights to Access Company Books and Records, internal leaks and careless emails have sunk more cases than weak legal arguments.

Essential takeaways — foreign Shareholders’ Rights to Access Company Books and Records

  • Put every agreement on foreign Shareholders’ Rights to Access Company Books and Records in signed writing — enforceability depends on clear, documented terms.
  • Review the validity of all cited instruments as of October 2026, noting that the Law on Investment 143/2025/QH15 replaced Law 61/2020/QH14 on 1 March 2026.
  • Involve experienced FDI dispute counsel early for foreign Shareholders’ Rights to Access Company Books and Records; preventive advice costs far less than corrective action.
  • The direct legal basis for foreign Shareholders’ Rights to Access Company Books and Records is Article 115 of the Law on Enterprises 2020 (59/2020/QH14) — start every analysis there.

Checklist for handling foreign Shareholders’ Rights to Access Company Books and Records

  • Record every agreement and undertaking with counterparties on foreign Shareholders’ Rights to Access Company Books and Records in signed written form.
  • Build a fallback plan in case the current approach to foreign Shareholders’ Rights to Access Company Books and Records does not deliver results.
  • Cross-check the validity of cited legal instruments for foreign Shareholders’ Rights to Access Company Books and Records at the time of application (as of October 2026).
  • Ensure confidentiality of internal information throughout the handling of foreign Shareholders’ Rights to Access Company Books and Records.
  • Review Article 115 of the Law on Enterprises 2020 (59/2020/QH14) and determine the conditions for applying it to foreign Shareholders’ Rights to Access Company Books and Records in your specific case.

Questions investors often ask

  • What should a shareholders’ agreement cover to prevent disputes?
  • How do I break a 50-50 shareholder deadlock?
  • Can a minority shareholder sue the controlling shareholder?
  • How is a withdrawing shareholder’s stake valued?

Contact us

FLAT Law Firm advises foreign investors in Vietnam on dispute resolution: negotiation, mediation, domestic and international arbitration, court litigation, award enforcement and disputes with state authorities. Contact us for advice tailored to your case.

This article has been quality-reviewed by the FLAW AI Legal Council