Corporate Operations & Internal Governance
A business aiming for sustainable growth cannot rely solely on breakthrough business strategies or massive marketing campaigns. The true foundation that determines the survival and scalability of an organization is a robust internal governance system and operational activities that strictly comply with legal regulations.
Why are internal governance and operational legality vital?
Internal governance is the art of organizing power, establishing control mechanisms, and coordinating all resources within the enterprise to achieve common goals. When a business grows beyond a small establishment – for example, operating under a Group of Joint Stock Companies model – the challenge is managing the complex interconnections between the parent company, subsidiaries, and a diverse network of shareholders.
An operational process lacking legal grounding results in a series of consequences:
- Power disputes: overlapping authority among the General Meeting of Shareholders, the Board of Directors, and the Board of Management
- Financial risks: cash flow leakage due to loose approval processes, or commercial contracts containing unfavorable terms
- Compliance crises: penalties for violating tax, accounting, labor safety, or environmental protection regulations
Comprehensive corporate operations advisory solutions
Building and optimizing the internal governance system
- Drafting and standardizing foundational documents: the latest Company Charter in accordance with the Enterprise Law, balancing shareholder group interests
- Developing operating regulations: Board of Directors Operating Regulations, Financial Regulations, and Internal Spending Regulations
- Decentralization and delegation of authority (SOPs): a clear delegation matrix codified in internal documents – who can sign contracts under a given value, who approves recruitment
- Internal dispute resolution: acting as an independent intermediary to mediate conflicts between shareholders, preventing corporate collapse
Controlling legal risks in commercial activities
- Reviewing and standardizing the contract system: standard templates for sale and purchase, service provision, agency, and franchise agreements; negotiating complex mega-contracts with foreign partners
- Intellectual property protection: registering trademarks, industrial designs, and copyrights, and establishing strict NDAs for partners and staff
- Operating license compliance: periodic review of sub-licenses and certificates of business eligibility
Labor law compliance and HR management
- Drafting and registering Internal Labor Regulations and Collective Labor Agreements with state management agencies
- Standardizing Labor Contracts, NDAs, and Non-Compete Agreements for senior personnel
- Advising on lawful disciplinary procedures, terminations, and workforce restructuring to avoid unreasonable compensation lawsuits
“Good governance is not about creating a bulky apparatus with dozens of binding regulations, but about setting a solid track so the corporate train can run at maximum speed without derailing.”
Regular corporate legal advisory (in-house counsel)
Instead of maintaining an expensive internal legal department that may lack experience in complex areas of law, IVLF’s retainer legal services bring outstanding benefits:
- Prevention is better than cure: promptly identifying and neutralizing legal risks before they turn into crises
- Continuous legal updates: newsletters warning of the latest regulatory changes affecting your business sector
- Swift decision-making: timely, sharp Legal Opinions so the Board of Management can confidently seize business opportunities
Why IVLF is the trusted partner of leaders
IVLF’s differentiator lies in a commercial-sense mindset: the solutions we provide are never just “you are not allowed to do that”, but always “how to do that in the most legal and safe way”. This combination of profound legal foundation and flexible problem-solving has made IVLF the long-term strategic partner of hundreds of businesses, large and small.
Corporate governance updates every company must implement (2025–2026)
- Beneficial owner compliance – Law No. 76/2025/QH15: since 1 July 2025 every enterprise must identify, record and disclose individuals holding 25% or more of charter capital or voting rights (directly or indirectly) or exercising control, and notify changes within 10 days
- Enterprise registration – Decree No. 168/2025/ND-CP: streamlined dossiers and digital-first procedures before the Business Registration Office under the provincial Department of Finance
- Business licence fee abolished from 2026 (Resolution 198/2025/QH15) – compliance calendars should be updated
- Address and licence updates: the 34-province consolidation requires many companies to update registered addresses and internal documents to the new administrative units
Frequently asked questions
Do SMEs need to build internal governance regulations?
Absolutely. Regardless of scale, clarity in decentralization, financial regulations, and labor management helps businesses avoid chaos when hot growth begins. IVLF designs streamlined regulation sets for SMEs.
How are IVLF’s regular legal services billed?
Flexible retainer packages based on actual working hours per month or an all-inclusive workload, fitting each business’s operating budget.
Does IVLF support resolution of internal shareholder disputes?
Yes. We prioritize negotiation and mediation based on an analysis of legal rights and weaknesses in the Company Charter; where mediation fails, our litigation lawyers represent your rights at Court or Commercial Arbitration.
What is beneficial-owner (UBO) compliance?
Since 1 July 2025, companies must identify and disclose individuals holding 25%+ of capital/votes or exercising control, and update filings within 10 days of changes.
We inherited messy corporate records – can you fix them?
Yes. We audit registers, licences and filings, remediate gaps and build a compliance calendar so issues never accumulate again.
Do you provide ongoing compliance retainers?
Yes – monthly or quarterly retainers covering filings, corporate secretarial work and legal Q&A at a fixed fee.