2.736 Assignment 2 - GBD1101 - Bui Thi Anh Tuyet - 29622.

ASSIGNMENT 2 FRONT SHEET
Qualification BTEC Level 4 HND Diploma in Business
Unit number and title Unit 7: Business Law
Submission date Date Received 1st submission
Re-submission Date Date Received 2nd submission
Student names & codes Final scores Signatures
1. Bùi Thị Ánh Tuyết - GBD210324 Tuyết
2. Nguyễn Thị Bích Mai -GBD220003 Mai
Group number: 3. Nguyễn Phan Thảo My- GBD220121 My
4. Nguyễn Phan Hoài Bảo – GBD220208 Bảo
5. Lương Thị Nhi – GBD210150 Nhi
Class GBD1101 Assessor name Mai Van Anh
Student declaration
I certify that the assignment submission is entirely my own work and I fully understand the consequences of plagiarism. I understand that making a false declaration is a form of
malpractice.
P3 P4 P5 P6 M2 M3 M4 D1 D2 D3
OBSERVATION RECORD
Student 1 Bùi Thị Ánh Tuyết
Description of activity undertaken
Introduction
P3
P3.1. Contract Law
P3.2. Employment Law
P3.3. Company Law
M2, D1
Compare the charter of Ocean Bank with the provisions of the Enterprise Law 2020
Assessment & grading criteria
How the activity meets the requirements of the criteria
Student
Tuyết Date:
signature:
Assessor
Date:
signature:
Assessor name:
Nguyễn Thị Bích Mai
Student 2
P4: Types of business organizations

4.1 Procedures for business registration of all types of enterprises
4.2 Company rules
4.3 Business form
P6: Comparison of court and arbitration
Student
Mai Date:
signature:
Assessor
Date:
signature:
Assessor name:
Student 3 Nguyễn Phan Thảo My
M3 Advantages and disadvantages of limited liability companies with 2 or more members

5.1 Definition of 2 members limited company
5.2 Advantages and disadvantages of a 2-member limited liability company
M4 Legal solution for the contract law
9.1 A legal solution
9.2 Two Ways for Resolving the Dispute
Student
My Date:
signature:
Assessor
Date:
signature:
Assessor name:
Student 4 Nguyễn Phan Hoài Bảo
D2 The most popular type of business in Vietnam today

D3 The most common form of dispute resolution in Vietnam
Conclusion
Student
Bảo Date:
signature:
Assessor
Date:
signature:
Assessor name:
OBSERVATION RECORD
Student 5 Lương Thị Nhi
P5 How business organizations are funded and managed

7.1 Share capital
7.2 Manage
7.3
Student
Nhi Date:
signature:
Assessor
Date:
signature:
Assessor name:
 Summative Feedback:  Resubmission Feedback:
Grade: Assessor Signature: Date:
Internal Verifier’s Comments:
Signature & Date:

Table of Contents
I. Introduction ................................................................................................................................................................................ 9
II. Analysis (P3) ............................................................................................................................................................................. 9
2. Contract Law, Employment Law, Company law................................................................................................................. 9
2.1. Contract Law................................................................................................................................................................... 9
2.2. Employment Law.......................................................................................................................................................... 16
2.3. Company Law ............................................................................................................................................................... 17
III. Compare the charter of Ocean Bank with the provisions of the Enterprise Law 2020(M2&D1).......................................... 19
IV. Types of business organizations(P4) .................................................................................................................................... 20
4.1 Procedures for business registration of all types of enterprises ........................................................................................ 20
4.2 Company rules .................................................................................................................................................................. 21
4.2.1 Role of the Charter ...................................................................................................................................................... 21
4.2.2 Contents of the Charter .............................................................................................................................................. 21
4.3 Business forms .................................................................................................................................................................. 22
V. Advantages and disadvantages of limited liability companies with 2 or more members (M3) ............................................ 22
5.1 Definition of 2 member limited company.......................................................................................................................... 22
5.2 Advantages and disadvantages of 2-member limited liability company ..................................................................... 22
VI . The most popular type of business in Vietnam today (D2) .................................................................................................. 23
VII. How business organizations are funded and managed (P5) ................................................................................................ 24
7.1 Share capital....................................................................................................................................................................... 24
7.1.1 Types of Shares ......................................................................................................................................................... 24
7.1.2 Ways to offer new share .......................................................................................................................................... 26
7.2 Manage ............................................................................................................................................................................. 28
7.2.1 Rights and Obligations of Shareholders .................................................................................................................... 28
7.2.2 Rights and obligations of accountants ..................................................................................................................... 30
7.2.3 Rights and obligations of directors (general meeting of shareholders, members of the board of directors, director,
general director, supervisory board) .................................................................................................................................... 30
VIII. Comparison of court and arbitration (P6) ......................................................................................................................... 32
IX Legal solution for the contract law(M4) ............................................................................................................................... 33
9.1 A legal solution ................................................................................................................................................................ 33
9.2 Two Ways for Resolving the Dispute ............................................................................................................................ 34
X The most common form of dispute resolution in Vietnam (D3) .............................................................................................. 34
XI. Conclusion ............................................................................................................................................................................ 35
XII. Reference............................................................................................................................................................................. 35
I. Introduction
As a legal specialist at the international investment fund Dragon Capital Fund. This year, my
company's business plan is to invest in the new market of Vietnam. and this time, I was assigned to
conduct a study on how companies in Vietnam are legally formed, managed and funded. Furthermore,
the impact of contract law, labor law and corporate law on companies is specifically analyzed by
finding out some scandals, legal troubles, disputes related to contract law, employment law and
company law and how to deal with them.
II. Analysis (P3)

2. Contract Law, Employment Law, Company law
2.1. Contract Law
2.1.1. Real Contract
2.1.2. Validity of the contract
• Form: a written contract
• Legal: jointly exploiting and operating booths in the project of preliminary processing and preserving
agricultural products stalls and general service business.
• The agreement of the parties in the contract comes from the voluntariness of the two parties.
• The subject of the contractual relationship is Hoang Linh Bonsai Co., Ltd and SMARTGAP Vietnam Co.,
Ltd., both signed by the legal representative. Therefore, the contract is legally enforceable .
2.1.3. Choose a term in the contract

ARTICLE 9: GENERAL PROVISIONS AND CONTRACT EFFICIENCY
➢ Choose terms from 9.1 to 9.3.
• 9.1. In case the commercial floor area is converted into residential land, Party B must bear the
entire tax and cost of converting the use purpose from commercial to residential land. Within 30
days from the date Party A notifies Party B, if Party B fails to do the above, Party A has the right
to recover the entire commercial property area leased to Party B, return to Party B the amount
previously submitted and the contract is valid.
• 9.2. The two parties commit to fully implement the agreements stated in this contract, whoever
wrongs the wrong party will be responsible and compensate the other party according to the law.
• 9.3. All notices and communications between the parties related to the performance of this
contract must be made in writing and be hand-delivered by the parties to each other or sent by
registered mail at the address notified by the parties. notify each other in advance.
2.1.4. Legal Trouble
▪ In Clause 9.1, the Problem: “conversion” of commercial floor space to residential land can be clarified
in this Article to define “conversion” as any change to real estate that causes it to be converted into
residential land. fit for residential use. This may include but is not limited to, changing partitions,
adding walls or other structures, or making other changes to the property. For the issue of specific
taxes and costs when converting commercial floor space into residential land, the provision may be
clarified to specify the specific taxes and costs that Party B will be responsible for. This may include
but is not limited to, property taxes, license fees, and contractor costs. For the fact that if Party B
does not complete the conversion within 30 days from the date of notice by Party A and with the
amount of money that Party B has paid before, it can also be clarified that if Party B does not complete
the conversion within 30 days, Party A has the right to terminate the contract. Party A also has the
right to recover any rent paid by Party B until the date of contract termination. Besides, it should also
be made clear that if Party B does not complete the conversion within 30 days, Party A will return the
amount previously deposited by Party B, minus any rent paid by Party B. up to the date of termination,
and by making these points clear, both parties can help ensure that they have a clear understanding
of their obligations and responsibilities under the contract. This can help both sides avoid disputes
during the cooperation process.
Second, in case the land zoning changes are different from the current land use purpose, the two
parties can come up with a solution to solve the above problem by the parties can renegotiate the
contract to include provisions specifying who will be responsible for the cost of converting the land
from commercial to residential use. This clause should also define the deadline for completing the
conversion. If the parties cannot reach an agreement through negotiation, they can resort to
mediation. Mediation is a process in which a neutral third party helps the parties reach a mutually
agreeable solution. If in the event that both parties are unsuccessful in conciliation, the parties may
refer the dispute to arbitration. Arbitration is a process in which a neutral third party hears evidence
from both parties and makes a decision that is binding on both parties.
▪ The content of Article 9.2 needs to clarify the factors determining the liability to compensate for
damage arising when satisfying the conditions prescribed by law, in which it is necessary to determine
whether the actual damage incurred, the fault, the violation act and the relationship cause-and-effect
relationship between the breach and the damage.
➢ In case Party A and Party B sign a contract of sale and purchase of goods and the goods delivered
to Party B are not of the right quality as agreed in the contract, Party B has informed Party A of
this matter but Party A refuses to take any action. In this case, Party B can completely sue Party A
for a breach of contract and Party B can also try to solve the problem informally by contacting
Party A and trying to negotiate. quality and propose solutions to solve the above problem. If the
parties cannot resolve the matter, they may need to go to court. And to avoid future conflicts
between the parties, it is important to have a clear and concise contract outlining the agreement’s
terms. The contract should also include a dispute resolution clause that specifies how any disputes
will be resolved.
▪ In clause 9.3 it is necessary to determine the time to receive the notice in case the notice is sent by
post to avoid arising disputes about the time of receiving the notice.
➢ In this clause, the parties must specify the time to receive the notice, that is, from the time the
postal staff receives the notice letter from the sender or it is the time when the notice is sent to
the head office of the recipient. In this case, it is necessary to specify clearly that the time to
receive the notice is when the letter is delivered to the post office where the receiving company's
headquarters is located or the letter is sent to the office of the company receiving the notice. Only
in this way can disputes arise.
2.1.5. Business impact

• Economic aspect:
The influence of business activities on a company can greatly influence its interests. Positive effects
such as increased demand may require investment and expansion, while negative effects such as
reduced sales may require cutting costs and tapping new revenue streams. External factors also play
a role in shaping company interests and decisions. It is important for the company to be alert and
adaptable to deal with these impacts to ensure long-term success.
• Relationship between two parties:
Due to the impact of business activities, the company's relationship with partners can be positive or
negative. If a company engages in unethical practices or practices that damage the environment, it
can damage its reputation and damage its relationship with its stakeholders. work. Conversely, if a
company prioritizes sustainability and responsible business practices, it can build trust and credibility
with its partners, leading to enhanced partnerships. and synergistic cooperation. As a result, a
company's activities and practices play an important role in determining the quality of a company's
relationships with its partners.
• Reputation:
A company's reputation is its image in the public eye. It is based on a number of factors, such as the
company's products or services, its financial performance, and its corporate social responsibility
initiatives. The impact of business practices can damage a company's reputation if they are seen as
unethical or harmful. This can lead to reduced revenue, investment, and employee morale.
2.2. Employment Law
2.2.1. Scandal
The lawsuit filed by Ms. Pham Thi Bich Hong (living at 01 Lot 2, H Street, Ward L, City N, Khanh Hoa Province)
sued Company B for unilaterally terminating the labor contract with Ms. H as follows:
- On March 18, 2002, Company B signed a labor contract with a term of 1 year (From March 18, 2002 to
March 17, 2003). After 01 year, the labor contract will be converted into an indefinite term contract. Ms.
Hong worked at the representative office of city N until the day the labor contract was terminated by
Company B. On May 5, 2018, Company B issued 02 Decisions to terminate the labor contract with Ms. Hong:
One was signed by Ms. Tran Le Q - Senior Human Resources Director and the other was signed by Ms. Bui Thi
T. - Signed by Deputy General Director of Human Resources. Both of the above decisions are the same
number 269706/2018GXN/Pru dated 5/5/2018. Ms. H believes that it is illegal for Company B to issue
decisions to terminate her employment contract because in fact, she did not make any resignation letter.
During 16 years working at the Company, she always successfully completed the assigned and assigned tasks,
did not violate or was disciplined. at the same time, she also received a certificate of merit from the Insurance
Association. In addition, she is also a Senior Supervisor of Franchise Department of Company B in Khanh Hoa;
As a union member of the trade union group, office B, city N. On May 6, 2018, Company B let someone invite
her to work, force and guide her to sign the Minutes of resignation agreement to legalize the employment.
decision to unilaterally terminate the above mentioned employment. The above behavior of Company B has
seriously affected her mentally and physically. Therefore, she petitioned the Court to:
- In court, the representative of the Limited Company said that Ms. Hong was a former employee of Company
B under an indefinite term labor contract. On May 6, 2018, Ms. Hong and Company B signed an Agreement
to terminate the labor contract, whereby Ms. Hong and Company B agreed to terminate the labor contract
from May 5, 2018. under the contract, Company B has paid Ms. Hong an amount of VND 200,347,827 (Two
hundred million three hundred and forty seven thousand dong). After temporarily withholding personal
income tax, Ms. Hong actually received an amount of 183,318,340 VND (One hundred and eighty three
million three hundred and eighteen million three hundred and forty thousand dong). Company B does not
unilaterally terminate the labor contract as stated by Ms. Hong, but is terminated based on the agreement
of the parties in the Minutes of agreement on termination of the labor contract. Therefore, Company B does
not accept Ms. Hong's request. The trial panel ruled that the defendant's decision was illegitimate because
it violated the order and procedures. Based on the records and the trial process, the People's Court of Khanh
Hoa province ordered Company B to pay Ms. Hong a total of 364,297,108 VND, including 2 months' salary
under the labor contract, salary calculated from May/May/month. 2018 to November 2019. 13th salary of
2018, 2018 business bonus. Compensation to compensate for mental loss. At the same time, the court
ordered the defendant to pay social insurance for her employee, Ms. Hong, until the day the case was
brought to trial (thuvienphapluat).
2.2.2. Legal trouble
• Company B unilaterally terminates Ms. Hong's labor contract without a valid reason. According to
Vietnamese labor law, the employer has the right to unilaterally terminate the labor contract if the
employee seriously violates the contract such as absenteeism, theft, or violence. Ms. Hong did not
commit this crime, so it is illegal for Company B to terminate the contract with her.
• Company B forced Ms. Hong to sign a resignation letter. This is also a violation of Vietnamese labor
law. An employee cannot be forced to resign and any severance agreement entered into under
duress is invalid.
• Company B does not pay all benefits to Ms. Hong when her labor contract is terminated. Ms. Hong
received 2 months of severance allowance, salary from May to November 2018, 13th month salary
and business bonus. Company B only paid her 200,347,827 VND, less than the amount she owed.
➢ As a result of these legal troubles, the People's Court of Khanh Hoa province ordered Company B to
pay Ms. Hong an amount of VND 364,297,108. This amount includes 2 months of severance pay,
salary from May to November 2018, 13th month salary, business bonus and compensation for mental
loss. The court also ordered Company B to pay social insurance for Ms. Hong until the day the case
was brought to trial. This case is a reminder that employers in Vietnam must comply with the
country's labor laws. . If the employer unilaterally terminates the employee's contract without good
cause or if the employer forces the employee to quit, the employee can sue and claim damages..
2.2.3. Impact of Legal Trouble

The company must pay Ms. Pham Thi Bich Hong 2 months' salary according to the labor contract,
salary from May 2018 to November 2019..., totaling more than 364 million VND. In addition, the Court
ordered Company B to pay social insurance for Ms. Hong until the day the case was brought to trial.
In addition, Company B must pay all court fees and charges. Since this incident, the company's stock
price has also been affected.
• Relationship between two parties:
This dispute has affected the relationship between Company B and Ms. Hong in particular and the
employees in general. This incident will affect the relationship between Company B and its
employees. Employees will no longer have the mentality to devote and work hard with the
company. In addition, it also causes anxiety for the collective of employees.
• Reputation:
After the incident of Company B, the company lost credibility with employees and trust with
customers and partners. for the company's talent recruitment is also very difficult, but the people
with high education experience, they will not choose to work in company B in this ongoing case.
2.3. Company Law
2.3.1. Scandal
The breach relates to the Vietnamese government's failure to adequately regulate the banking sector.
Specifically, Mr. Ha Van Tham, former Chairman of Ocean Bank's Board of Directors; Mr. Nguyen Minh Thu
and Mr. Nguyen Minh Son both hold the position of general director of Ocean bank; Mr. Nguyen Van Hoan -
Deputy General Director of Ocean bank; Ms. Nguyen Thi Minh Thu - director of Ocean Bank, Hanoi branch,
along with 43 accomplices and leaders of branches, were all brought to trial for the crime of "deliberately
violating state regulations on business management". economy causing serious consequences” according to
the provisions of article 165 – penal code 2015; “violation of regulations on lending in the operation of credit
institutions” according to the provisions of article 179 – Penal Code 2015; “abuse of position and power to
appropriate property” according to the provisions of article 353 of the penal code 2015; and finally, the crime
of "embezzlement of property" as prescribed in article 354 - the 2015 penal code.
• The investigation of the case began in 2014, when the authorities received reports of suspicious
lending activities at Ocean Bank. The investigation is chaired by the Supreme People's Procuracy of
Vietnam, with the support of the Ministry of Public Security. The results of the investigation
determined that Ha Van Tham and his accomplices took advantage of their positions and powers at
Ocean Bank to illegally lend money to themselves and their accomplices. They also used the bank's
money to invest in businesses unrelated to the bank's core business. As a result of these activities,
Ocean Bank suffered significant damage. In October 2014, Ha Van Tham was arrested and
prosecuted for a number of crimes, including intentionally violating the State's regulations on
economic management, causing serious consequences; violating regulations on lending in the
operation of credit institutions; abuse of position and power to appropriate property; and
embezzlement of property. In 2015, the Supreme People's Procuracy of Vietnam indicted Tham and
47 other former employees of Ocean Bank with the same charges.
•
• Based on the investigation results of this agency and the Procuracy, it has been concluded that Ha
Van Tham and his accomplices have engaged in many illegal activities, including intentionally violating
the state's regulations on management. economic management, violation of regulations on lending
of credit institutions, abuse of power to appropriate property, embezzlement of assets at Ocean Bank.
In addition to criminal liability, the accused must also remedy the consequences they have caused.
Accordingly, in the sentencing judgment, defendant Ha Van Tham and his accomplices were forced
to pay a total of 1.8 trillion dong ($77.9 million) in compensation for damage to Ocean Bank and the
state budget. water. Tham was sentenced to life in prison in 2017 for embezzlement, abuse of power
and economic mismanagement. He was also forced to pay 1 trillion dong in compensation. Nguyen
Xuan Son, former General Director of Ocean Bank, was sentenced to death for the same crime. He
was also forced to pay 800 billion VND in compensation. The other defendants were sentenced to
between 15 and 20 years in prison. They were also forced to pay compensation, totaling 800 billion
VND. The court found that Mr. Tham and his accomplices had caused Ocean Bank to lose billions of
dollars through fraudulent lending tricks. They also take advantage of their positions to embezzle
money from banks and the state budget. The amount of compensation will be used by Ocean Bank
to repay creditors and compensate for losses to the state budget.
➢ These actions have had a significant impact on Ocean Bank because it has lost trillions of dong of the
bank and then it was forced to be recovered by the State Bank at zero price and with the bank being
acquired at a zero price has made it difficult for the bank to develop and catch up with other banks.
In addition to financial losses, Tham and his accomplices also caused damage to the state's
reputation. Their actions have led to a loss of confidence in the government and a decline in foreign
investment (tapchidientuphaply).
2.3.2. Legal trouble
Ha Van Tham is the former Chairman of OceanBank, a private bank in Vietnam. He was arrested in 2017 on
charges of embezzlement, abuse of power and economic mismanagement. Tham and his accomplices are
accused of embezzling more than 1 billion USD from OceanBank, using this money to buy luxury cars, houses
and many other properties. They were also accused of using their positions to grant loans to businesses
owned by their friends and family without proper collateral. The trial of Ha Van Tham and his accomplices
began in December 2017. The prosecution has summoned more than 100 witnesses and presented more
than 1,000 evidence. The defense argued that Tham was innocent and that the charges against him were
politically motivated. After 3 months of trial, the court sentenced Ha Van Tham and his accomplices to the
crimes. Tham was sentenced to life in prison, Nguyen Xuan Son, former CEO of OceanBank, was sentenced
to death. The remaining defendants were found guilty and sentenced to long prison terms. The trial of Ha
Van Tham and his accomplices is a major event in Vietnam. This is the first time a former chairman of a major
bank has been tried for corruption. The trial sent a strong message to other corrupt officials that they will be
held accountable for their actions. The trial also highlighted the need for reform in Vietnam's banking sector.
2.3.3. Impact of Legal Trouble
The corruption case also resulted in financial loss for Ocean Bank. The bank was fined by the State
Bank of Vietnam for its role in the case, and had to compensate customers who lost money due to
the bank's illegal activities. In addition, the incident led to a decline in the bank's lending activity,
which further reduced the bank's income.
• Relationship between the parties:
The scandal at Ocean Bank involving Ha Van Tham and his accomplices had a negative impact on the
bank's relationship with its partners. The scandal has damaged the bank's reputation, many partners
have terminated cooperation with the bank, resulting in revenue loss and reduced customer
confidence. The bank has also faced legal action and compensation for victims of the scam. Therefore,
Ocean Bank has been making efforts to regain the trust of its partners and improve its image, but
restoring its reputation will take time and effort. Overall, the scandal has had a significant impact on
the bank's operations and the relationships it has built with its partners over the years.
• Reputation:
The corruption case damaged Ocean Bank's reputation. The bank has been accused of engaging in
illegal and unethical activities, such as lending money to priority customers without suitable collateral
and using customer deposits to collect money. personal benefit. This has led to a loss of trust among
customers and investors, and made it more difficult for the bank to attract new business.
III. Compare the charter of Ocean Bank with the provisions of the Enterprise
Law 2020(M2&D1)
Ocean bank stands for Ocean Commercial Joint Stock Bank, is a joint stock commercial bank in Vietnam
established on December 30, 1993. According to Section 12-The Board of Supervisors in this bank's charter
there are Article 56 refers to the duties and powers of the Supervisory Board and accordingly, Article 170 of
the Enterprise Law 2020 also mentions the rights and obligations of the Supervisory Board.
CHARTER OF OCEAN BANK THE ENTERPRISE LAW 2020
Article 56 Powers and duties of the Supervisory Article 170 Rights and obligations of the Supervisory
Board are as follows: Board are as follows:
1. Supervising the compliance with the provisions 1. The Supervisory Board supervises the Board of
of the law and this charter in the management and Directors, Director or General Director in the
administration of the bank; take responsibility management and administration of the company.
before the law before the general meeting of
shareholders for the performance of assigned 2. Examining the rationality, lawfulness, honesty and
tasks and powers. prudence in the management and administration of
business activities; systematicity, consistency and
2. Promulgating internal regulations of the Control appropriateness of accounting, statistical and financial
Board. Annually, review the Internal Regulations reporting.
of the Supervisory Board, important policies on
accounting and reporting. 3. Review, examine and evaluate the effectiveness and
efficiency of the company's internal control, internal
3. To perform the internal audit function, to have audit, risk management and early warning systems.
the right to use independent consultants and the
right to access, provide sufficient, accurate and 4. Appraise the completeness, legality and truthfulness
timely information and documents related to of the company's business report, annual and six-
management and administration activities. Ocean monthly financial statements, report on management
Commercial Joint Stock Bank to perform assigned evaluation of the Board of Directors and report
tasks and powers. appraisal report at the Annual General Meeting of
Shareholders. Review contracts and transactions with
4. Appraise the financial statements of the first 6 related people under the approval authority of the
months and annually of Ocean Commercial Joint Board of Directors or the General Meeting of
Stock Bank; report to the general meeting of Shareholders and make recommendations on
shareholders and the results of the appraisal of contracts and transactions that require approval of the
financial statements, assess the reasonableness, Board of Directors or the General Meeting of
legality, truthfulness and level of care in Shareholders. shareholders.
accounting, statistics and financial statement
preparation. The Supervisory Board may consult 5. Upon request of a shareholder or a group of
the Board of Directors before submitting reports shareholders specified in Clause 2, Article 115 of this
and recommendations to the General Meeting of Law, the Control Board shall conduct an inspection
Shareholders. within 07 working days from the date of receipt of the
request. Within 15 days from the date of completion of
5. Check accounting books, other documents and the inspection, the Supervisory Board must report on
management and operation of Ocean Commercial the issues requested to be inspected to the Board of
Joint Stock Bank when it is deemed necessary or Directors and the requesting shareholder or group of
according to resolutions and decisions of the shareholders. The inspection by the Supervisory Board
general meeting of shareholders or as required. specified in this Clause must not interfere with the
demand of major shareholders or groups of major normal operation of the Board of Directors, nor disrupt
shareholders in accordance with the provisions of the business operations of the company.
law. The Control Board shall carry out the
inspection within 7 working days from the date of 6. When detecting a member of the Board of Directors,
receipt of the request. Within 15 days from the the Director or General Director violating the
date of completion of the inspection, the provisions of Article 165 of this Law must immediately
Supervisory Board shall report and explain the notify in writing to the Board of Directors, requesting
issues requested to be examined to the Board of the person committing violations stop the violation
Directors and the requesting shareholder or group and have solutions to remedy the consequences.
of shareholders. The inspection by the Supervisory
Board specified in this Clause must not obstruct or7. The Supervisory Board may consult the Board of
disrupt the normal operation in the management Directors before submitting reports, conclusions and
and administration of business activities of Ocean recommendations to the General Meeting of
Bank. Shareholders.
8. Other rights and obligations as prescribed by this
6. Promptly notify the Board of Directors when Law, the company's charter and resolutions of the
detecting violations of Ocean Bank's managers, General Meeting of Shareholders.
and at the same time request the violators to stop
the violations and take measures to remedy the
consequences (if any). Have).
7. Full-time internal audit under the Supervisory

Board, performing internal audit of Ocean Bank.
8. Other duties and powers as prescribed in this

charter.
Table 1: Compare the charter of Ocean Bank with the provisions of the Enterprise Law 2020
➢ Based on the analysis of relevant provisions in the Charter of Ocean Commercial Joint Stock Bank and
the Enterprise Law 2020, it can be concluded that Article 56 of the Bank's Charter is compatible with
Article 170 of the law. Article 56 of the Charter stipulates the duties and powers of the Supervisory
Board, while Article 170 of the Enterprise Law 2020 stipulates the rights and obligations of the
Supervisory Board. The same applies to the Supervisory Board. Both Article 56 and Article 170
emphasize the importance of the Supervisory Board in overseeing the bank's activities and ensuring
that the bank complies with legal requirements and best practices. In addition, both clauses highlight
the requirement that the Supervisory Board be independent and objective in the decision-making
process. This is important in maintaining the integrity of the bank and ensuring that the bank operates
in the best interest of all its stakeholders.
IV. Types of business organizations(P4)

4.1 Procedures for business registration of all types of enterprises
For the establishment of a private enterprise under the Enterprise Law 2020, the registration of a private
enterprise must include an application for business registration and a copy of the individual's legal
documents for the owner of a private business.
Just like the establishment of a private enterprise, the establishment of a partnership requires 5 basic things
including: Application for business registration, Company's Charter, List of members, Copy of legal
documents personal management for members and the last thing is a copy of investment registration
certificate for foreign investors in accordance with the Law on Investment.
Regarding the registration file of a limited liability company, there are many similarities with the
establishment of a partnership such as a business registration application, the company's charter, and a list
of members. However, in the registration of a limited liability company, copies of different documents must
also be added, such as legal documents of individuals for individual members, representatives. legal
representation, legal documents of the organization for members being an organization and the document
appointing an authorized representative; legal papers of individuals for authorized representatives of
members being organizations; For members being foreign organizations, copies of legal papers of the
organization must be consular legalized, and investment registration certificates for foreign investors in
accordance with the Law on Investment.
The application file for registration of a joint stock company also includes the same requirements as the
above types of businesses, including an application for business registration and the company's charter. In
addition, the registration of a joint stock company must also add a list of founding shareholders; list of
shareholders being foreign investors, in addition, copies of documents such as copies of legal papers of
individuals for founding shareholders and foreign investors are also required. is an individual, the legal
representative, legal papers of the organization for shareholders being an organization and the document
appointing an authorized representative; legal papers of individuals for authorized representatives of
founding shareholders and shareholders being foreign investors being organizations; For shareholders being
foreign organizations, the copy of legal papers of the organization must be consularly legalized, the
Investment Registration Certificate, for foreign investors in accordance with the Law on Investment.
4.2 Company rules
4.2.1 Role of the Charter
A company charter is a document that prescribes the rules and procedures for a company's operations, and
provides the legal framework for the establishment, organization and operation of the company. It shapes
the organizational structure, members' rights and responsibilities, protects the interests of stakeholders, and
defines the decision-making process. The charter ensures compliance with laws and regulations, protects
investors' interests, and promotes corporate transparency and accountability. It also outlines the rights and
responsibilities of the stakeholders, ensuring the overall success of the company.
4.2.2 Contents of the Charter
According to Article 24 of the Enterprise Law 2020, the charter of a company is required to have
requirements including the company's charter, including the charter when registering the business and the
amended and supplemented charter in the process. operation process, the company's charter including the
main contents such as name, address of the company's head office; name, address of branch and
representative office (if any), line of business, charter capital, total number of shares, types of shares and
par value of each type of share, for joint-stock companies, full name, name, contact address, nationality of
the general partner in the case of a partnership; of the company owner, members, for limited liability
companies; of founding shareholders for joint-stock companies. Share of capital and value of contributed
capital of each member for limited liability companies and partnerships. Number of shares, types of shares,
par value of each type of shares of founding shareholders, for joint-stock companies, rights and obligations
of members for limited liability companies and partnerships; of shareholders for joint-stock companies,
Organizational management structure, number and management titles and rights and obligations of the
legal representative of the enterprise; division of rights and obligations of the legal representative in case
the company has more than one legal representative, Procedures for passing decisions of the company;
principles of internal dispute settlement, Bases and methods for determining salary, remuneration and
bonus of managers and controllers. for limited liability companies or shares for joint stock companies,
Principles of profit sharing after tax and handling of business losses, Dissolution cases, dissolution orders
and procedures for asset liquidation companies, and Procedures for amending and supplementing the
company's charter. Next, it must also have a company's charter when registering a business, which must
include the full names, names, and signatures of the following people: General partners in the case of a
partnership, The owner of the company is an individual. The individual or legal representative of the owner
of the company being an organization, in the case of a single-member limited liability company, the
member being an individual and the legal representative or authorized representative of the member.
member being an organization, for a limited liability company with two or more members, the founding
shareholder being an individual and the legal representative or authorized representative of the founding
shareholder being an organization, for the company. joint stock company. Finally, the company's charter to
be amended and supplemented must include the full names and signatures of the following people:
Chairman of the Members' Council, in the case of a partnership, the owner, the legal representative. the
law of the owner or the legal representative for single-member limited liability companies, the legal
representative for limited liability companies with two or more members, and joint-stock companies.
4.3 Business forms
Types Limited Liability Company Partnership Sole Trader Joint Stock
Company
1 member 2 members
Legal It has legal It has legal It has legal status It has no legal It has legal
Status status because status because because it is status because status because
it is financially it is financially financially it is not it is financially
independent independent of independent of independent independent
of the owner capital- capital- of personal of
contributing contributing finances from shareholders
members members and other assets
partnership
members
Number An Individual 2-50 capital- At least 2 Only an 3- unlimited
Of or an contributing partnership individual shareholders
Owners organization members member
Liability The owner will Capital Capital- A sole Shareholders:
Of have limited contributors will Contributing proprietorship Limited
Owners liability for the have limited Members: will have Liability
debts, only to liability to the Limited Liability unlimited
the extent of extent of their Partnership liability for
the contributed Members: debts
contributed capital Unlimited Liability
capital.
Others A single- A limited Partnerships may Private A joint-stock
member liability not issue enterprises are company has
limited liability company with securities of any not allowed to the right to
company is two or more kind issue securities issue shares,
not allowed to members may of any kind bonds, and
issue shares not issue shares other
securities of
the company.
Legal Articles 74 Law Article 46 Law Article 177 Law Article 188 Law Article 111
Bases on Enterprise on Enterprise on Enterprise on Enterprise Law on
2020 2020 2020 2020 Enterprise
2020
Table 2: Một số loại hình doanh nghiệp
V. Advantages and disadvantages of limited liability companies with 2 or

more members (M3)
5.1 Definition of 2 member limited company
A limited liability company with 2 or more members is a type of enterprise whose members can be
organizations or individuals, and the number of members cannot exceed 50 people. Members are liable for
the debts and other financial obligations of the company only to the extent of the capital they have
contributed. From the date of receiving the business registration certificate, the company will be recognized
as a legal entity (according to article 46 of the Enterprise Law 2020).
5.2 Advantages and disadvantages of 2-member limited liability company
Similar to other forms of business, a limited liability company with 2 members also has its own advantages
and disadvantages that the members contributing capital to the business need to understand and consider
carefully before deciding to use it. Use this model for your company:
• Advantage:
First, a 2-member limited liability company has a legal status (Clause 2, Article 46 of the Enterprise Law 2020), an
enterprise is considered an independent legal entity and can enter into independent relationships. In addition, it brings
legal stability to the business, because the legal entity is not subject to unexpected changes like an individual, and the
legal activity can be prolonged and unaffected by events. The legal status of the enterprise determines the separation of
the assets of the capital contributors from the assets of the enterprise itself, which creates transparency in the financial
management of the company. . Next, there is a liability regime (Clause 1, Article 46 of the Law on Enterprises 2020)
among company members: capital contributors have limited liability to the extent of their contributed capital for debts
incurred. born in business. Thereby minimizing the risks that individual members face when participating in business
activities. For example, suppose company X has a debt of 1 billion VND and its current assets are only 500 million
VND. In this case, the capital contributors will only be responsible for paying the debt of VND 1 billion within the
remaining assets of the company, ie VND 500 million. If the debt exceeds the residual value of the assets, the partners
do not have to use their personal assets to pay off the excess. Moreover, 2-member limited liability company has stable
financial status: With capital contribution from more members than private enterprise and one-member limited liability
company, limited liability company can collect a larger amount of capital. Therefore, creating a financial position
creates growth potential for the business. For example, members can contribute more capital or the company can
attract outside investors to scale up its operations. In addition, the company's equity can be increased by raising more
capital contributed by existing members, receiving additional capital contributed by new members (according to
Article 68 of the Law on Enterprises 2020), or issuing additional capital contributions. bonds (according to Article 46
of the Enterprise Law 2020). For example, ABC Co., Ltd. is a company with 3 capital contributors, A, B and C.
Initially, the company has a charter capital of 1 billion VND, with each member contributing 333 million VND.
However, the company wants to expand its business and needs to raise capital to meet its financial needs. The
company decided to raise capital by raising capital from existing members and receiving capital contributions from
new members, as well as issuing bonds. Finally, there is a tightly controlled transfer regime (Article 52 of the
Enterprise Law 2020) and the redemption of contributed capital (Article 51 of the Enterprise Law 2020) so that
investors can easily control the changes of members. For example, if a member wants to leave the company or wants
to transfer the contributed capital to someone other than the capital contributing member, the consent of the remaining
members is required, this helps the company control and understand new capital contributors to facilitate coordination
in the management process (thuvienphapluat, 2022).
• Disadvantage:
In addition to the outstanding advantages of 2-member LLC, there are also some disadvantages as follows: The
number of members is limited from 2 to 50 members (according to Article 46 of the Enterprise Law 2020). Therefore,
the rights and responsibilities of each member are limited to the amount of their capital contribution, which may
somewhat reduce the reputation in the eyes of customers or business partners. For example, ABC Technology Co., Ltd
has only 2 members who have difficulty in managing and operating a business. If either member has difficulty or is
unable to operate, the company may have difficulty maintaining and growing its business. Moreover, not being
allowed to issue shares (according to Article 46, Clause 3 of the Enterprise Law 2020) for companies with two or more
members is also a limitation to the enterprise's ability to raise capital for business. . Because the charter capital of a
limited liability company with 2 or more members is not divided into small parts called shares, so this type of
enterprise can only issue bonds or fund certificates. While the process and procedures for issuing bonds are quite strict,
raising capital by this method also encounters many difficulties. Finally, about the complexity of management: As the
number of members increases, the management of the company may become more complicated. This requires
effective interaction, coordination and management among members to ensure smooth operation and achievement of
business goals. In addition, the issue of restricting the transfer of contributed capital is also one of the limited working
places to raise capital from outside investors. Or in case the remaining capital contributors in the company deliberately
want to delay the transfer of capital of 1 or some other members, they will find a way to not accept new members. This
makes it difficult to manage and operate this type of business (thuvienphapluat, 2022).
VI . The most popular type of business in Vietnam today (D2)

According to Vietnamese law, there are 4 types of enterprises: joint stock companies, limited liability companies and
partnerships. Each type of business has its own distinct legal characteristics, of which the single-member limited liability
company is the most registered type of business in Vietnam in recent years. Single-member limited liability company is
a type of enterprise with the following main characteristics: a company owned by a controlling entity or an individual;
The company owner bears the consequences for the debts and other property obligations of the organization to the extent
of the charter capital of the enterprise. Characteristics of a single-member limited liability enterprise: About the owner
of an enterprise owned by a single unit or individual. Shares are not issued.
With the above legal characteristics, this type of business is dominant in Vietnam for the following reasons:
Firstly, a single-member limited liability company has low risk for capital contributors and company owners. In
particular, the owner of a limited liability company will only need to be liable for the property obligations and debts of
the business in accordance with the amount of capital that the owner has contributed to the company. This separation of
capital and assets helps businesses limit many risks. Easily control contributed capital and transfer capital, not allowing
strangers to invest in the company. Contributing capital to a limited liability company is quite simple and does not require
a high percentage of capital contribution. If a member wishes to transfer his/her contributed capital, he/she may only
transfer his/her contributed capital and must obtain the consent of other members.
This helps businesses to control the members owning the capital contribution of their company and avoid strangers or
unwanted objects owning the company. The number of company members is small, easy to manage. A limited liability
company may have 1 member or 2 or more members. Moreover, the maximum number of members who can own the
company capital is 50 members. Therefore, it is very easy to control the members as well as the internal activities of the
company. Easy to control company activities. The operation of a one-member limited liability company is quite simple,
business activities are not subject to too many legal obstacles. Since the business is a one-member limited liability
company, everything will be decided by the founder. In addition, members and departments can easily coordinate to
complete the work better. Not through the opinions of too many people. A limited liability company is not limited in
terms of business lines. Single-member limited liability companies are free to choose business lines in accordance with
the company's business purposes without limitation. As long as it's not a restricted or prohibited industry. Therefore,
enterprises can register for business lines depending on the nature of their business lines and fields.
Figure 1: Enterprise establishment status by type. (the 14th week of 2023)
Figure 2: Business establishment by type (18th week of 2023)
Looking at the data table on the situation of enterprises, it can be seen that the type of one-member limited liability
company always holds the highest position in the 13th and 14th week of 2023 with a relatively equal number of 2249.
and 2278. Continuing to hold the top position at weeks 17 and 18 with the number of 1316. These are not small numbers
and because of the benefits that this type of business brings to the owner so much so it always chosen by everyone.
This is the type of business that is loved and most interested by everyone because it is a private enterprise with a relatively
simple organizational structure, which makes the management flexible and easy to control. control. In addition, because
it is a relatively simple and small company, it is suitable for the vast majority of people who want to reach it. In particular,
business owners have the flexibility to sell or lease their business to others, thereby giving the business owner a feeling
of comfort as well as no pressure on the business. In addition, the type of limited liability company should have unlimited
liability, private enterprises easily create trust from partners as well as easily mobilize business capital and cooperation.
In addition to the above advantages, the type of limited liability company has a problem of high risk when the owner of
a private business has unlimited liability and at the same time this is also a type of business that has no legal status. legal.
VII. How business organizations are funded and managed (P5)

7.1 Share capital
7.1.1 Types of Shares
According to Clauses 1 and 2, Article 114 of the Enterprise Law 2020, shares are divided into two main types:
ordinary shares and preferred shares. The charter capital of a joint stock company is divided into equal parts
called shares (Luatvietnam.vn).
In which, preference shares include the following types: Dividend preference shares; Redeemable preferred
shares; Voting preference shares; Other preferred shares in accordance with the company's charter and the
law on securities. (Luatvietnam.vn)
Distinguish types of shares (Luatvietnam.vn).
Based on the provisions of the Enterprise Law 2020, it is possible to preliminarily distinguish the types of
shares according to the following criteria:
Criteria Common shares Dividend Refundable Voting preference
preference shares preferred shares shares
Concept Ordinary shares are Dividend preference Redeemable Voting preference
compulsory shares shares are shares preference shares shares are ordinary
of a joint-stock that pay dividends are shares that the shares that have
company, at a higher rate company will refund more votes than
distributed based on than the dividend the contributed other ordinary
the company's rate of ordinary capital at the shares; the number
charter capital shares/annual request of the of votes of a voting
(Clause 1, Article stable rate (Clause owner/according to preference share is
114). 1, Article 117) the conditions stipulated in the
stated in the shares company's charter
of redeemable (Clause 1, Article
preference shares 116).
and the company's
charter (Clause 1,
Article 118).
Characteristic - Common shares - Preference shares Preference shares Preference shares
cannot be converted can be converted can be converted can be converted into
into preferred into common shares into common shares common shares
shares. according to the according to the according to the
resolution of the resolution of the resolution of the
-Each common share General Meeting of General Meeting of General Meeting of
has 1 vote. Shareholders. Shareholders. Shareholders.
- Annual dividends
include:
+ Fixed dividends.
+ Bonus dividends.
Fixed dividends do
not depend on the
business results of
the company.
The specific fixed

dividend level and
the method of
determining bonus
dividends are
specified in the
shares of the
dividend preferred
shares.
Legal Article 114, 115 Article 117 Article 118 Article 116 Enterprise
grounds Enterprise Law 2020 Enterprise Law 2020 Enterprise Law 2020 Law 2020
Voting right Exercising the right There is no voting No voting rights, Voting on issues
to vote right, except for the except for the cases under the authority
directly/through an case specified in specified in Clause of the General
authorized Clause 6, Article 148 5, Article 114 and Meeting of
representative/other of the Enterprise Clause 6, Article 148 Shareholders. The
form prescribed by Law 2020. of the Law on number of votes of
the company's Enterprises 2020. shareholders holding
charter and laws. this share is higher
than that of
Each common share shareholders holding
has one vote.. common shares.
Transfer Freely transfer Transfer is allowed. Transfer is allowed. The transfer of this
except for the cases class of shares is
specified in Clause 3, more limited than
Article 120, Clause 1, that of ordinary
Article 127 of the shares because the
Enterprise Law 2020 annual shareholder
and other relevant holding this type of
laws. share can only be
transferred to the
remaining founding
shareholders. And
can only be
transferred outside
with the consent of
the founding
shareholders. This
restriction will cease
after 3 years from the
date the company is
granted the
Certificate of
Business
Registration.
Table 3: Một số các loại cổ phần
7.1.2 Ways to offer new share

• Pursuant to Article 123 of the Enterprise Law 2020 on the offering of shares as follows:
Share offering is the company's increase in the number of shares, the type of shares it is entitled to offer
to increase its charter capital (thuvienphapluat.vn).
If a joint-stock company has not been allowed to raise capital through the stock market, that is, it is not
subject to the provisions of the securities law. current industry. Share offering is the company's increase
in the number of shares, the type of shares it is entitled to offer to increase its charter capital. A joint-
stock company may offer shares in the following ways:
• Offering shares to existing shareholders.
• Private offering of shares.
• Offering shares to the public.
• However, the form of offering shares to the public, offering shares of public companies and other
organizations must comply with the provisions of the law on securities, so your case is a joint stock
company that has not been authorized. If the company is allowed to raise capital through the stock
market, the company only implements the remaining two forms.
❖ According to Article 124 of the Enterprise Law 2020 stipulating: “Offering shares to existing
shareholders”
Offering shares to existing shareholders is the case where the company increases the number of shares, the
type of shares it is entitled to offer and sells all of those shares to all shareholders according to the percentage
of existing share ownership. theirs at the company. (thuvienphapluat.vn)
An offer of shares to existing shareholders of a joint-stock company that is not a public company shall be
carried out as follows:
First, the company must notify shareholders in writing in a manner that ensures they reach their contact
addresses in the register of shareholders no later than 15 days before the end of the subscription period for
shares. . Second, the notice must include full name, contact address, nationality, number of legal papers of
the individual for shareholders being individuals; name, enterprise code or legal document number of the
organization, head office address, for shareholders being organizations; number of shares and current share
ownership ratio of shareholders in the company; the total number of shares expected to be offered for sale
and the number of shares shareholders are entitled to buy; share offering price; purchase registration period;
full name and signature of the legal representative of the company. The notice must be accompanied by a
form of registration form to buy shares issued by the company. In case the share purchase registration form
is not sent to the company on time according to the notice, that shareholder is considered to have not
received the right to buy priority. Finally, the shareholder has the right to transfer his priority right to buy
shares to the company. others.
In case the number of shares expected to be offered for sale is not fully registered by shareholders and the
transferee of the right to purchase, the Board of Directors has the right to sell the remaining shares to be
offered for sale to the shareholders of the company and other persons with conditions not more favorable
than those offered for sale to shareholders, unless otherwise approved by the General Meeting of
Shareholders or otherwise provided by the securities law.
Shares are considered to have been sold when fully paid and the information about the purchaser specified
in Clause 2, Article 122 of this Law is fully recorded in the register of shareholders; from that point on, the
person who buys the shares becomes the shareholder of the company.
After the shares are paid in full, the company issues and delivers the shares to the buyer; In case of not
handing over shares, the information about the shareholder specified in Clause 2, Article 122 of this Law shall
be recorded in the register of shareholders to certify that shareholder's ownership of shares in the company.
• Private placement of shares is regulated in Article 125 of the Enterprise Law 2020 as follows:
A private placement of shares by a joint-stock company that is not a public company must satisfy the
following conditions: not to be offered for sale through the mass media. In addition, offering to less than
100 investors, excluding professional securities investors, or only offering to professional securities
investors.
A joint-stock company that is not a public company shall conduct a private placement of shares in
accordance with the following provisions: the company shall decide on the plan for the private placement
of shares in accordance with this Law, the shareholders of the company Exercising the priority right to
purchase shares as prescribed in Clause 2, Article 124 of this Law, except in the case of merger or
consolidation of the company, where the shareholders and the transferee of the priority right to purchase
do not buy all of them, the remaining shares may be sold to others under the plan of private placement of
shares with conditions not more favorable than those offered to shareholders, unless otherwise approved
by the General Meeting of Shareholders. Foreign investors purchasing shares offered for sale under the
provisions of this Article must carry out procedures for share purchase in accordance with the Law on
Investment.
• Pursuant to Article 15 of the Securities Law 2019 stipulates the conditions for a public offering of
shares as follows:
Conditions for the initial public offering of shares of a joint-stock company include: the amount of charter
capital contributed at the time of registration of the offering from VND 30 billion or more calculated
according to the value recorded in the accounting books, and operations. The business activities of 02
consecutive years before the year of registration of the offering must be profitable, and at the same time,
have no accumulated losses by the year of registration of the offering, have an issuance plan and a plan to
use capital obtained from the offering. sell shares approved by the General Meeting of Shareholders, at least
15% of the voting shares of the issuer must be sold to at least 100 investors who are not major shareholders;
In case the charter capital of the issuer is VND 1,000 billion or more, the minimum ratio is 10% of the voting
shares of the issuer or major shareholder before the time of initial offering of shares. The public of the issuer
must commit to jointly hold at least 20% of the charter capital of the issuer for at least 1 year from the end
of the offering. prosecuted for penal liability or has been convicted of one of the crimes of infringing upon
the economic management order but has not yet been expunged, has a securities company consulting the
application for registration of a public offering of shares, unless the issuer is a securities company, has a
commitment and must list or register for trading of shares on the securities trading system after the end of
the offering, the issuer must open blockade accounts receive money to buy shares of the offering.
7.2 Manage
7.2.1 Rights and Obligations of Shareholders
The shareholder is an individual or organization that holds legal ownership of part or all of the contributed
capital (shares) of a joint-stock company. This certificate of ownership is called a stock. In essence,
shareholders are co-owners of a joint-stock company, not creditors of that company, so their rights and
obligations are tied to the business results (luatvietnam.vn).
Pursuant to Clause 1, Article 113 of the Enterprise Law 2014, a joint-stock company must have ordinary
shares and the owner of ordinary shares is a common shareholder (Thuvienphapluat.vn).
Pursuant to Article 114, Article 115 of the Law on Enterprises 2014, ordinary shareholders have the
following rights and obligations:
Object Rights of common shareholders Nghĩa vụ của cổ đông phổ thông
Common - Attend and speak at the General - Pay in full and on time the number of
shareholders Meeting of Shareholders and exercise shares committed to buy.
the right to vote directly or through an
authorized representative or in other - Not to withdraw capital contributed by
forms as prescribed by law and the ordinary shares from the company in any
company's charter. Each common form, except in the case of shares being
share has one vote. bought back by the company or another
person. In case a shareholder withdraws
- Receive dividends at the rate decided part or all of the contributed share capital
by the General Meeting of contrary to the provisions of this Clause,
Shareholders; such shareholder and persons with related
interests in the company must be jointly
- Priority is given to buying new shares responsible for all debts and obligations.
offered for sale in proportion to the other property of the company to the
percentage of common shares of each extent the value of the shares was
shareholder in the company. withdrawn and damages occurred.
- To freely transfer their shares to

others, except for the cases specified
in Clause 3, Article 119 and Clause 1, - Comply with the company's charter and
Article 126 of this Law. internal management regulations.
- Review, look up and extract - To comply with the resolutions of the

information in the List of Shareholders General Meeting of Shareholders and the
with voting rights and request Board of Directors.
correction of incorrect information.
- To perform other obligations in
- Review, look up, extract or copy the accordance with this Law and the
company's charter, minutes of the company's charter.
General Meeting of Shareholders and
resolutions of the General Meeting of
Shareholders.
- When the company dissolves or goes

bankrupt, to receive a part of the
remaining assets in proportion to the
percentage of share ownership in the
company.
- Other rights as prescribed by this Law

and the company's charter.
Shareholders or - Nominate people to the Board of
groups of Directors and Supervisory Board.
shareholders
owning 10% or - Reviewing and extracting minutes
more of the total and resolutions of the Board of
number of Directors, mid-year and annual
ordinary shares financial statements according to the
for at least 6 form of the Vietnamese accounting
consecutive system and reports of the Supervisory
months or a Board.
smaller
percentage as - Request to convene the General
stipulated in the Meeting of Shareholders in the case
company's specified in Clause 3 of this Article.
charter.
- Request the Supervisory Board to
examine each specific issue related to
the management and operation of the
company when deeming it necessary.
The request must be in writing; must
have full name, permanent address,
nationality, number of citizen
identification card, people's identity
card, passport or other lawful personal
identification for individual
shareholders; name, permanent
address, nationality, number of
establishment decision or enterprise
registration number, for shareholders
being organizations; the number of
shares and the time of registration of
shares of each shareholder, the total
number of shares of the whole group
of shareholders and the percentage of
ownership in the total number of
shares of the company; The problem
to be examined, the purpose of the
test.
- To request the convening of the

General Meeting of Shareholders in
the following cases: The Board of
Directors seriously violates the rights
of shareholders, the obligations of
managers or makes decisions beyond
its assigned authority; The term of the
Board of Directors has exceeded 06
months and the new Board of
Directors has not been elected to
replace it; Other cases as provided for
in the company's charter.
- Other rights as prescribed by this Law

and the company's charter.
Table 4 Quyền và nghĩa vụ của cổ đông phổ thông
7.2.2 Rights and obligations of accountants

Pursuant to Article 283 of Decree 155/2020/ND-CP stipulating the rights and obligations of the Audit
Committee in public companies. The Audit Committee has the rights and obligations specified in Article 161
of the Enterprise Law, the company's charter and the following rights and obligations: first, to have access
to documents related to the operation of the company. The Company, in exchange with other members of
the Board of Directors, the General Director (Director), Chief Accountant and other managers to collect
information to serve the activities of the Audit Committee, has the right to request Request representatives
of an approved audit organization to attend and answer issues related to audited financial statements at
meetings of the Audit Committee and use legal, accounting or other consulting services. consult other
external parties when necessary, develop and submit to the Board of Directors policies on risk detection and
management; propose to the Board of Directors solutions to handle risks arising in the operation of the
company, make a written report and send it to the Board of Directors when detecting members of the Board
of Directors, the General Director (Director) director) and other managers who fail to fulfill their
responsibilities as prescribed in the Law on Enterprises and the company's charter, develop the Operational
Regulations of the Audit Committee and submit it to the Board of Directors for approval. The Minister of
Finance shall guide the sample of the Operational Regulation of the Audit Committee for public companies
to refer to in formulating the Regulation on the operation of the Audit Committee. Finally, the audit
committee must meet at least twice a year. Minutes of the audit committee meeting are detailed and clear.
The person taking the minutes and members of the Audit Committee attending the meeting must sign the
minutes of the meeting. The minutes of meetings of the Audit Committee must be kept fully
(thuvienphapluat).
7.2.3 Rights and obligations of directors (general meeting of shareholders, members of the board
of directors, director, general director, supervisory board)
• Rights and obligations of the Board of Directors
According to Clause 2, Article 153 of the Enterprise Law 2020, the rights and obligations of the Board of
Directors are as follows: to decide on the company's strategy, medium-term development plan and annual
business plan, and to recommend the type of shares. shares and total number of shares eligible to be
offered for sale of each class, decide to sell unsold shares within the number of shares authorized to be
offered for sale of each class; decide to raise additional capital in other forms and decide on the selling
price of the company's shares and bonds (thuvienphapluat).
• Rights and obligations of directors
Pursuant to the provisions of Clause 3, Article 162 of the Enterprise Law 2020, the Director has the
following rights and obligations: to decide on matters related to the daily business of the company that are
not within the competence of the Board of Directors. Board of Directors, organize the implementation of
resolutions and decisions of the Board of Directors, organize the implementation of business plans and
investment plans of the company, propose organizational structure plans, management regulations within
the company, appointing, dismissing and removing managerial positions in the company, except for those
under the authority of the Board of Directors, deciding salary and other benefits for employees in the
company. the company, including managers under the appointment authority of the Director or General
Director, recruit employees, propose a plan to pay dividends or deal with business losses. Finally, there are
other rights and obligations as prescribed by law, the company's charter and resolutions and decisions of
the Board of Directors (thuvienphapluat).
• Rights and obligations of the general meeting of shareholders
According to Clause 2, Article 138 of the Enterprise Law 2020, the rights and obligations of the General
Meeting of Shareholders are prescribed as follows: to approve the development orientation of the
company; decide on the class of shares and the total number of shares of each class which are entitled to
offer for sale; decide on the annual dividend rate of each class of shares; elect, relieve from duty or dismiss
members of the Board of Directors and Supervisors; decide to invest in or sell assets valued at 35% or more
of the total value of assets recorded in the company's most recent financial statement, unless the
company's charter stipulates a percentage or a price. other value; decide to amend and supplement the
company's charter; approve annual financial statements; decide to buy back more than 10% of the total
number of shares sold of each class; consider and handle violations by members of the Board of Directors
and Controllers, causing damage to the company and its shareholders; decide to reorganize or dissolve the
company; decide the budget or the total remuneration, bonus and other benefits for the Board of
Directors, the Supervisory Board; approve internal governance regulations; operating regulations of the
Board of Directors and Control Board; approve the list of independent audit firms; decide on an
independent audit firm to inspect the company's operations, dismiss the independent auditor when
deeming it necessary. Finally, other rights and obligations according to the provisions of the Enterprise Law
2020 and the company's charter (thuvienphapluat).
• Rights and obligations of the Supervisory Board
Pursuant to Article 105 of the Enterprise Law 2020 stipulates the rights of the Supervisory Board in State-
owned enterprises, specifically: participating in meetings of the Members' Council, formal and informal
consultations and exchanges of the owner's representative agency with the Members' Council; question
the Members' Council, members of the Members' Council, the company's president and the director or
general director about plans, projects, development investment programs and other decisions in
management and administration of the company. company, review the company's books, reports,
contracts, transactions and other documents; inspect the management and administration of the
Members' Council, members of the Members' Council, company president, director or general director
when deeming it necessary or at the request of the agency representing the owner. , to request the
Members' Council, members of the Members' Council, company president, director, deputy director or
general director, deputy general director, chief accountant and other managers to report and provide
information information within the scope of management and investment and business activities of the
company, request the company's manager to report on the financial status and business results of the
subsidiary when deeming it necessary to carry out the duties in accordance with the law and the company's
charter, request the owner's representative agency to set up an audit unit to advise and directly support
the Supervisory Board in exercising its rights and obligations. assigned, other rights specified in the
company's charter (thuvienphapluat).
Pursuant to Article 104 of the Enterprise Law 2020 stipulates the obligations of the Supervisory Board in
State-owned enterprises, specifically:
The Control Board has the following obligations: to supervise the organization and implementation of
development strategies and business plans; monitor and evaluate the current status of business activities
and financial status of the company; supervise and evaluate the exercise of rights and obligations of
members of the Members' Council and the Members' Council, the company's president, the director or
general director of the company; monitor and evaluate the effectiveness and compliance with internal
audit regulations, risk management and prevention regulations, reporting regulations and other internal
governance regulations of the company; supervise the legitimacy, systematicity and honesty in accounting
work, accounting books, in the content of financial statements, appendices and related documents;
supervise contracts and transactions of the company with related parties; supervising the implementation
of large investment projects; contracts, purchase and sale transactions; contracts and other large-scale
business transactions; contracts, unusual business transactions of the company; make and send evaluation
reports and recommendations on the contents specified at Points a, b, c, d, dd, e and g of this Clause to the
owner's representative agency and the Members' Council; perform other obligations at the request of the
agency representing the owner, as stipulated in the company's charter; salary, remuneration, bonus and
other benefits of the Controllers shall be decided and paid by the agency representing the owner; the
government shall detail this Article (thuvienphapluat).
VIII. Comparison of court and arbitration (P6)

Types Court Arbitration
Relationships The Court is the representative of the The arbitration method will maintain the
Judiciary, a competent State agency, relationship between the parties because the
they have no duty to find a way to arbitration process will be similar to a dialogue to
reconcile and maintain the find out the wrongdoings of the parties. They
relationship between the two parties. stand as a mediator to resolve disputes between
The main task of the Court is to find the parties. Therefore, their tendency is to find the
wrongdoings to protect the law and hidden points, ensure the harmony for the
protect the legitimate rights and interests of both parties and help the parties
interests of the parties. Therefore, maintain the partnership relationship later.
when resolving disputes by Court, the
relationship of the parties will be less
likely to be maintained.
Effective The effectiveness of dispute The efficiency of dispute resolution by arbitration
Solutions resolution by Court's judgment is is lower than that of the Court. The Arbitrator's
more sustainable than that of award has legal validity, but the Arbitrator's Award
Arbitration. The Judgment of the may still be annulled by the Court in case the
Court has higher legal validity than the Arbitrator's award is not in accordance with the
judgment of the Arbitrator, so the law.
judgment of the Court can never be
overturned by the Arbitrator.
Reputation When settling at the Court, the court The settlement of a dispute with the Arbitrator is
will publish the judgment of the only known to the arbitrator and the disputing
resolved cases on the Court of Laws parties and is not widely announced, and subjects
page if the disputing parties do not not involved in the dispute will not be able to
request that all information be kept participate in the resolution meeting. arbitrator's
confidential. In addition, the decision. The content of the dispute in Arbitration
settlement at the Court has a very will not be published in the mass media, so it will
high possibility of information leakage completely ensure the reputation of the disputing
because outsiders can completely party.
enter and attend that court session,
except in the case of a closed trial.
Money As for the Court's legal fees, compared The cost of dispute settlement also depends on
Saving with the fees of the Arbitration which arbitration center the disputing party
Centers, the Court fees are much chooses. In addition, the fee depends on the
lower. Court fee and fee schedule complexity of the dispute and the value of the
according to Resolution disputed property. If you choose a Vietnamese
326/2016/UBTVQH14. For example, if Arbitration center, the settlement fee of each case
the value of the disputed property is may be lower than the court fee. But if you choose
VND 100 million, the Court's court fee an International Arbitration center, the fees will
will be equivalent to about VND 5 definitely be higher than the court fees. If the same
million. dispute is 100 million VND, VAIC has a fee
equivalent to about 16.5 million VND (Vietnam
international arbitration center), while MCAC has
a fee of about 15 million VND (Vietnam
international arbitration center Central Trade
Finance).
→ With the same dispute value of 100 million dong, Trong Tai's fee is 3 times higher than
the court's fee.
Procedure The Court has a complicated Arbitration has a much simpler procedure than the
procedure, including 5 steps such as Court. The parties only need to file a lawsuit, then
filing a lawsuit at the Court, then the the parties work together, choose the Arbitrator,
Court will consider it, the Chief Justice choose the lawsuit date, and make their own
will decide and notify the involved procedures. After the date arrives, the two parties
parties, and then prepare for the trial. will go to the Arbitration center and work together
first instance, then there must be an with the arbitrators, the arbitrator's award will be
appeal, and finally, the Court will issued immediately and take effect immediately
execute the judgment (Civil Procedure (Commercial Arbitration Law, 2010).
Code, 2015).
Time-Saving Because the Court has too The arbitration process is much faster than that of
complicated procedures, the time will the Court, so it will save a lot of time.
take much longer than the Arbitration
party. For the court process,
depending on the case, it can take
from 2-6 months.
Table 5 So sánh giữa court và arbitration
IX Legal solution for the contract law(M4)

9.1 A legal solution
• Cancellation of contract
+ Firstly, in Article 9.1, the problem: "converting" the commercial floor area into residential land to another
use purpose not according to the regulations of the state because the lessor voluntarily changes the land use
function. and get back the land, the fault of the lessor of the factory. In this case, this breach is considered a
fundamental breach, so the aggrieved party is entitled to request cancellation of the contract and
compensation for actual damage incurred.
+ Second, in clause 9.1, the problem is: "convert" the commercial floor area into residential land, if the
planning changes for land from the competent state agency because the planning is not in accordance with
the purpose of the plan. The enemy signed a contract of both parties, forcing the state to recover the land.
In case there is damage arising but not the responsibility of the parties. Therefore, both parties terminate
the contract with each other because the subject of the contract is no longer to continue the project.
• damages
+ Firstly, in clause 9.2, the matter that Party A and Party B sign a contract to purchase and sell goods and
the goods have been delivered to Party B but are not of the right quality as agreed in the contract, then
Party A can party B's liability for damages. The contract should clearly and succinctly outline the terms of
the agreement and detail the issues of determining specific liability between the parties for actual damages
arising between the breach and the damage.
+ Second, in Article 9.3, the matter of receiving notices sent by post, in case all notices and
communications between the parties are made in writing or sent in writing by post. If either party sends a
document by post, it is necessary to determine the time to receive the notice to avoid arising disputes
about the time of receiving the notice. In the event of a breach, it must pay compensation to the aggrieved
party.
9.2 Two Ways for Resolving the Dispute
When a dispute occurs and cancellation is necessary, there are two main ways to resolve the dispute and to
compensate for damages.
+ Negotiate
The parties often appoint representatives or lawyers to participate in the negotiation process and reach an
agreement through the exchange of information, arguments, and proposed solutions to resolve the
dispute. Negotiation can take place through face-to-face meetings or through various media.
+ Referee
Arbitration is an alternative method to resolve land disputes. The parties may agree to have a group of
independent experts review the evidence and make a final decision. The arbitration process is usually
regulated by legal rules and regulations, and the arbitrator's decision is usually legally binding.
X The most common form of dispute resolution in Vietnam (D3)

In Vietnam today, the most popular forms of commercial dispute resolution include arbitration,
negotiation, Mediation, Conciliation, and court. However, the most common method of dispute resolution
is Commercial mediation.
In Vietnam, the mediation of business disputes has been valued for a long time. When there is a business
dispute, the parties need to negotiate and reconcile with each other. In case of unsuccessful negotiation
and conciliation, the case shall be brought to the Court or Arbitration for settlement. And at the Court, the
Arbitrator can still continue to reconcile with each other. According to statistics in our country, the annual
number of economic disputes resolved by mediation accounts for more than half of the total number of
cases that courts and arbitrations have settled.
In essence, commercial mediation (Conciliation, Reconciliation, Mediation) is the process by which the
parties negotiate with each other to resolve a dispute with the help of a third party (also known as a
Mediator). Mediation has many similarities with the negotiation method, the difference is that in
negotiation, there is no third party to regulate the negotiation process. In addition, unlike arbitration, the
mediator participating in the mediation process does not have the right to adjudicate and make a final
judgment, but only has the obligation to help the parties conduct the mediation in a certain order, helping
to ensure ensure that the mediation process is moving in the right direction.
As of 2022, 5 Commercial Mediation Centers have been established in Ho Chi Minh City; Along with that, a
number of arbitration centers have also registered to supplement commercial mediation activities and set
up branches in Ho Chi Minh City. Along with that, according to a report of the Ministry of Justice, by 2022,
the whole country has 343 commercial mediators (including 139 mediators of the Commercial Mediation
Center; 204 mediators of the Arbitration Center with the registration of commercial mediation activities),
of which, 226 are commercial mediators registered to operate in Ho Chi Minh City (accounting for more
than 65% of the number of commercial mediators in the country). Since the effective date of Decree No.
22/2017/ND-CP, over the past 5 years, commercial mediation has been chosen by many businesses, many
disputes of great value have been resolved through reconcile. Particularly, the Vietnam Mediation Center
(VMC), part of the Vietnam International Arbitration Center (VIAC), has received 24 applications for dispute
resolution by commercial mediation. All of the above shows that in Vietnam, the use of conciliation is
gradually being popularized.
A fundamental principle of mediation is respect for the parties' right to self-determination. The mediator is
selected directly or through a service provider according to the mutual agreement of the parties (Article 12
of Decree 22/2017/ND-CP). The mediator encourages the parties to participate directly in the mediation
process and exercise their discretion on the mediation process and its outcome (Articles 14, 15 of Decree
No. 22/2017/NĐ-CP) -CP). Unlike an arbitrator, a mediator cannot resolve a dispute. Instead, the mediator
facilitates the negotiation process between the parties so that they can find a solution on their own. The
mediator can make proposals with the parties to resolve the dispute (Clause 3, Article 14 of Decree
22/2017/ND-CP). A party may stop, withdraw from or terminate the mediation process at any time (Point
b, Clause 1, Article 13 and Clause 3, Article 17 of Decree 22/2017/ND-CP).
Advantages of business dispute resolution by mediation:
According to the opinion of organizations that provide commercial mediation as well as experts in this field,
the most important thing that makes mediation effective is the mediator. Reality proves that the success or
failure of the mediation depends a lot on the arbitrator's expertise, experience, and mediation skills as well
as the mediator's ability to mobilize and persuade the parties. Therefore, right from the first steps when
participating in mediation, the parties should pay attention to choosing the right mediator, including
expertise related to the dispute and the necessary skills of a conciliator. solver. In addition, the use of
mediation will help both parties take the initiative in time and speed, be flexible and prioritize the
agreement of the two parties because they do not have to wait for procedural steps. In Vietnam, this is
completely consistent with the provisions of the law (specifically in Clause 4, Article 14 of Decree 22/2017).
Above all, the business dispute by mediation will not cause friction between the two parties after the
incident. In addition, the mediation method of dispute resolution can also preserve each other's business
secrets and reputation. At the same time, due to voluntariness, the parties are often serious in
implementation. In addition to the benefits, besides the mediation method, there are also some
disadvantages in that the party whose interests are infringed may lose the right to sue because the statute
of limitations for initiating a lawsuit is no longer because the other party can take advantage of mediation
to delay the performance of their obligations.
XI. Conclusion
Through this report, we can draw information about the issues surrounding companies in Vietnam. At the same time, it
also provides a complete understanding of economic law, which can help us better understand the operating
mechanism of the Company as well as the economy in general in Vietnam at present.
XII. Reference
• Bản án về tranh chấp đơn phương chấm dứt hợp đồng lao động và bồi thường thiệt hại, trợ cấp khi
chấm dứt hợp đồng lao động số 01/2020/LĐ-PT (2023). Available at:
https://thuvienphapluat.vn/banan/ban-an/ban-an-ve-tranh-chap-don-phuong-cham-dut-hop-dong-
lao-dong-va-boi-thuong-thiet-hai-tro-cap-khi-cham-128326 (Accessed 4 June 2023).
• Tạp chí điện tử pháp lý (2017) Đại án xảy ra ở OceanBank: Bàn luận về tội danh đối với hành vi Hà
Văn Thắm chiếm đoạt 138 tỉ ?, Tạp chí Pháp Lý. Available at: https://phaply.net.vn/dai-an-xay-ra-o-
oceanbank-ban-luan-ve-toi-danh-doi-voi-hanh-vi-ha-van-tham-chiem-doat-138-ti-cua-ocean-bank-
a161464.html (Accessed 6 June 2023).
• VTVnews, 2021. Xet xu 36 bi cao trong vu sai pham tai du an đuong cao toc Đa Nang - Quang Ngai.
[Online] Available at: https://vtv.vn/phap-luat/xet-xu-36-bi-cao-trong-vu-sai-pham-tai-du-an-
duong-cao-toc-da-nang-quang-ngai-20211123092605222.htm (Accessed 4 June 2023).
• Luật Doanh nghiệp 2020 số 59/2020/QH14 mới nhất (2023). Available at:
https://thuvienphapluat.vn/van-ban/Doanh-nghiep/Luat-Doanh-nghiep-so-59-2020-QH14-
427301.aspx (Accessed 15 June 2023).
• Oceanbank (n.d.) Oceanbank, [online] Available at: https://oceanbank.vn/data/upload/DieuLe.pdf
(Accessed 15 June 2023).
• Thuvienphapluat.vn (no date) Luật Doanh Nghiệp 2020 SỐ 59/2020/QH14, THƯ VIỆN PHÁP LUẬT.
Available at: https://thuvienphapluat.vn/van-ban/Doanh-nghiep/Luat-Doanh-nghiep-so-59-2020-
QH14-427301.aspx (Accessed 16 June 2023).
• Thuvienphapluat.vn (no date a) BỘ luật TỐ Tụng Dân SỰ 2015 SỐ 92/2015/QH13, THƯ VIỆN PHÁP
LUẬT. Available at: https://thuvienphapluat.vn/van-ban/Thu-tuc-To-tung/Bo-luat-to-tung-dan-su-
2015-296861.aspx (Accessed 16 June 2023).
• Thuvienphapluat.vn (no date c) Luật Trọng Tài Thương Mại 2010 SỐ 54/2010/QH12, THƯ VIỆN
PHÁP LUẬT. Available at: https://thuvienphapluat.vn/van-ban/Thu-tuc-To-tung/Luat-Trong-tai-
thuong-mai-2010-108083.aspx (Accessed 16 June 2023).
• Center, V.I.A. (no date) Cost: Vietnam international arbitration center, https://www.viac.vn.
Available at: https://www.viac.vn/bieu-phi (Accessed 16 June 2023).
• Trung Tâm Trọng Tài Thương Mại Miền Trung (no date) Biểu Phí Trọng Tài, TRUNG TÂM TRỌNG TÀI
THƯƠNG MẠI MIỀN TRUNG. Available at: https://mcac.vn/bieu-phi-trong-tai (Accessed 16 June
2023).
• Luatvietnam, 2023. Co phan la gi, cac loai co phan trong cong ty co phan, [Online] Available at:
https://luatvietnam.vn/doanh-nghiep/co-phan-la-gi-561-93455 article.
html#:~:text=Theo%20kho%E1%BA%A3n%201%2C%20kho%E1%BA%A3n%202,%C4%91%C6%B0%E
1%BB%A3c%20g%E1%BB%8Di%20l%C3%A0%20c%E1%BB%95%20ph%E1%BA%A7n (Accessed 17
June 2023).
• Thanh (2021) Các Hình Thức Huy động Vốn Của Doanh Nghiệp Hiện Nay, Luật và Kế toán LawKey,
[online] Available at: https://lawkey.vn/cac-hinh-thuc-huy-dong-von-cua-doanh-nghiep-hien-nay/
• Linh, M. H. T. (2022) Công Ty cổ Phần Chưa được Cho phép huy động vốn Qua Thị Trường Chứng
Khoán Thì có thể dùng cách nào để tiếp nhận vốn của nhà đầu tư?, [online] Available at:
https://thuvienphapluat.vn/phap-luat/cong-ty-co-phan-chua-duoc-cho-phep-huy-dong-von-qua-thi-
truong-chung-khoan-thi-co-the-dung-cach-nao-19279.html (Accessed 17 June 2023).
• Thuvienphapluat, (2022) Công Ty cổ phần để chào Bán cổ Phiếu Ra công Chúng Phải Cam Kết Bán
được cổ Phiếu Cho Bao nhiêu nhà đầu tư?, [online] Available at: https://thuvienphapluat.vn/phap-
luat/cong-ty-co-phan-de-chao-ban-co-phieu-ra-cong-chung-phai-cam-ket-ban-duoc-co-phieu-cho-
bao-nhieu-nha-525233-45383.html (Accessed 17 June 2023).
• LuatVietnam (2023) Cổ đông là gì? Có Bao nhiêu loại cổ đông? Phân Biệt Các Loại, [online] Available
at: https://luatvietnam.vn/doanh-nghiep/co-dong-la-gi-561-19308-article.html (Accessed 17 June
2023).
• thuvienphapluat (2023) Quyền, nghĩa vụ của ủy ban kiểm toán trong công ty đại chúng?, [online]
Available at: https://thuvienphapluat.vn/hoi-dap-phap-luat/iframe/5287D-hd-quyen-va-nghia-vu-
cua-uy-ban-kiem-toan-trong-cong-ty-dai-chung.html (Accessed 17 June 2023).
• thuvienphapluat (2022) Hội đồng quản trị là gì? Thẩm quyền của Hội đồng quản trị, [online]
Available at: https://thuvienphapluat.vn/chinh-sach-phap-luat-moi/vn/thoi-su-phap-luat/tu-van-
phap-luat/42010/hoi-dong-quan-tri-la-gi-tham-quyen-cua-hoi-dong-quan-tri (Accessed 17 June
2023).
• Luattoanquoc, (2023) Quyền và nghĩa vụ của giám đốc công ty, [online] Available at:
https://luattoanquoc.vn/quyen-va-nghia-vu-cua-giam-doc-cong-ty (Accessed 17 June 2023).
• thuvienphapluat (2023) Đại Hội cổ đông là gì? Quyền và Nghĩa vụ Của đại Hội đồng cổ đông, [online]
Available at: https://thuvienphapluat.vn/chinh-sach-phap-luat-moi/vn/thoi-su-phap-luat/tu-van-
phap-luat/42124/dai-hoi-dong-co-dong-la-gi-quyen-va-nghia-vu-cua-dai-hoi-dong-co-dong
• thuvienphapluat (2022) Quy định về Quyền và Nghĩa vụ Của Ban Kiểm Soát Trong Doanh nghiệp Nhà
Nước? Để trở Thành Thành Viên Của Ban Kiểm Soát Trong Doanh nghiệp Nhà Nước Cần đáp ứng
Tiêu Chuẩn và điều Kiện Gì?, [online] Available at: https://thuvienphapluat.vn/phap-luat/quy-dinh-
ve-quyen-va-nghia-vu-cua-ban-kiem-soat-trong-doanh-nghiep-nha-nuoc-de-tro-thanh-thanh-vien-
155857-3185.html#quyen-cua-ban-kiem-soat-trong-doanh-nghiep-nha-nuoc-la-gi-2 (Accessed 17
June 2023).
• Thuvienphapluat, 2022. Công Ty THNN Hai thành Viên Trở Lên có Những ưu và nhược điểm gì?, ,
[online] Available at: https://thuvienphapluat.vn/phap-luat-doanh-nghiep/cau-hoi-thuong-
gap/cong-ty-tnhh-hai-thanh-vien-tro-len-co-nhung-uu-va-nhuoc-diem-gi-2333.html (Accessed 17
June 2023).
• Finhay, 2022. Công Ty THNN 2 thành Viên là gì ? Đặc điểm và Thủ Tục Thành lập [Online]. Available
at: https://www.finhay.com.vn/cong-ty-tnhh-2-thanh-vien#cong-ty-tnhh-2-thanh-vien-tro-len-la-gi
• VMC,2020. Khái quát về hòa giải Thương mại [Online]. Available at: Khái quát về Hòa giải thương mại | Hòa
giải thương mại | VIETNAM MEDIATION CENTER (vmc.org.vn) (Accessed 13 Febuary 2020)
• VMC, 2023. Thực tiễn hòa giải thương mại tại Thành phố Hồ Chí Minh – Một số vấn đề và giải pháp khắc
phục [Online]. Available at: Thực tiễn hòa giải thương mại tại Thành phố Hồ Chí Minh – Một số vấn đề và
giải pháp khắc phục | VIETNAM MEDIATION CENTER (vmc.org.vn) (Accessed 26 April 2023)
• Cổng thông tin đăng ký doanh nghiệp, 2023. Thông tin tình hình doanh nghiệp đăng ký [Online]. Available at:
THÔNG TIN TÌNH HÌNH DOANH NGHIỆP ĐĂNG KÝ TUẦN 18 (Từ ngày 01/5 – 06/5/2023)
(dangkykinhdoanh.gov.vn) (Accessed 17 May 2023)

2.736 Assignment 2 - GBD1101 - Bui Thi Anh Tuyet - 29622.

Uploaded by

Document Information

Original Description:

Original Title

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

2.736 Assignment 2 - GBD1101 - Bui Thi Anh Tuyet - 29622.

Uploaded by

Copyright:

Available Formats

ASSIGNMENT 2 FRONT SHEET

Qualification BTEC Level 4 HND Diploma in Business

Unit number and title Unit 7: Business Law

Submission date Date Received 1st submission

Re-submission Date Date Received 2nd submission

Student names & codes Final scores Signatures

1. Bùi Thị Ánh Tuyết - GBD210324 Tuyết

2. Nguyễn Thị Bích Mai -GBD220003 Mai

Group number: 3. Nguyễn Phan Thảo My- GBD220121 My

4. Nguyễn Phan Hoài Bảo – GBD220208 Bảo

5. Lương Thị Nhi – GBD210150 Nhi

Class GBD1101 Assessor name Mai Van Anh

Description of activity undertaken

Assessment & grading criteria

How the activity meets the requirements of the criteria

Description of activity undertaken

P4: Types of business organizations

Assessment & grading criteria

How the activity meets the requirements of the criteria

Description of activity undertaken

M3 Advantages and disadvantages of limited liability companies with 2 or more members

Assessment & grading criteria

How the activity meets the requirements of the criteria

Description of activity undertaken

D2 The most popular type of business in Vietnam today

Assessment & grading criteria

How the activity meets the requirements of the criteria

Description of activity undertaken

P5 How business organizations are funded and managed

Assessment & grading criteria

How the activity meets the requirements of the criteria

Grade: Assessor Signature: Date:

Internal Verifier’s Comments:

Signature & Date:

II. Analysis (P3)

2.1.3. Choose a term in the contract

2.1.5. Business impact

2.2.3. Impact of Legal Trouble

7. Full-time internal audit under the Supervisory

8. Other duties and powers as prescribed in this

IV. Types of business organizations(P4)

V. Advantages and disadvantages of limited liability companies with 2 or

VI . The most popular type of business in Vietnam today (D2)

Figure 1: Enterprise establishment status by type. (the 14th week of 2023)

Figure 2: Business establishment by type (18th week of 2023)

VII. How business organizations are funded and managed (P5)

The specific fixed

7.1.2 Ways to offer new share

- To freely transfer their shares to

- Review, look up and extract - To comply with the resolutions of the

- When the company dissolves or goes

- Other rights as prescribed by this Law

- To request the convening of the

- Other rights as prescribed by this Law

7.2.2 Rights and obligations of accountants

VIII. Comparison of court and arbitration (P6)

IX Legal solution for the contract law(M4)

X The most common form of dispute resolution in Vietnam (D3)

You might also like