Investment & Project Establishment
Clarifying legal requirements and next steps for investment structures, market entry, entity formation and operational arrangements.
DA YAODA YAOLAW FIRM · VIET NAMDA YAO · VIET NAM
From investment and transaction closing to daily operations and dispute resolution. Turning legal analysis into practical steps for your business.
HANOI Investment · Transactions · Compliance · Disputes
YOUR BUSINESS. OUR FOCUS.
DA YAO (VIET NAM) supports businesses investing and operating in Vietnam at key stages of their projects, with a focus on consistent documentation, risk identification and practical implementation.
01 / OUR PRACTICE
Each legal assignment addresses a specific business concern.
Clarifying legal requirements and next steps for investment structures, market entry, entity formation and operational arrangements.
From reviewing the target to drafting transaction documents, addressing material risks through closing conditions, liability allocation and contractual protections.
Support with corporate governance, commercial contracts and employment matters to establish a clear legal basis for daily operations.
Assessing dispute strategies against the contracts, facts and evidence, with legal support for negotiation, settlement and arbitration matters.
02 / ABOUT DA YAO
DA YAO (VIET NAM) LIMITED LIABILITY LAW FIRM focuses on the legal needs of Chinese businesses investing and operating in Vietnam. We value accurate legal terminology across jurisdictions and consistency in Chinese–Vietnamese documents.
Starting with the facts and documents, we identify key issues, explain risks and assumptions, and develop specific recommendations.
03 / OUR LEGAL TEAM
Combining cross-border legal experience and Vietnamese local practice to support investment, operations and disputes.

Head of Firm · Director
ZHANG BIN
East China University of Political Science and Law · Bachelor of Laws
A Chinese lawyer and licensed foreign lawyer in Vietnam, long based in Vietnam. His practice covers cross-border acquisitions, investment, corporate compliance, tax planning and dispute resolution, focusing on Chinese businesses investing and operating in Vietnam.
Foreign Lawyer Practice Licence in Vietnam
26/BTTP/GP-LSNN

Civil, Commercial & Criminal–Civil Matters
LI ZHONGJUN
Southwest University of Political Science and Law · Master’s Degree
Formerly employed in a procuratorial authority, he has practised full-time as a lawyer since 2011, handling criminal, civil and commercial matters. His practice covers civil and commercial disputes, matters involving both criminal and civil issues, business compliance, contract disputes and tort matters.
Foreign Lawyer Practice Licence in Vietnam
24/BTTP/GP-LSNN

Senior Partner
XU YINKAI
East China University of Political Science and Law · Master of Laws
A licensed foreign lawyer in Vietnam focused on foreign law and international law advice. He supports Chinese businesses investing in Vietnam with entity formation, compliance reviews, contract reviews and coordination of cross-border disputes.
Foreign Lawyer Practice Licence in Vietnam
25/BTTP/GP-LSNN

Vietnamese Licensed Lawyer
Nguyễn Thị Nhậm
Thai Nguyen University · Chinese Studies
Hanoi Law University · Economic Law
Her practice focuses on investment projects in Vietnam, including mergers, company divisions, corporate governance and acquisitions, and coordination of tax, business registration and customs matters. She also has experience in Vietnamese litigation and arbitration.
Working Languages
Vietnamese · Chinese · English
04 / SELECTED MATTERS
Legal work at different stages of a business’s investment and operations abroad.
From investment structures to ongoing operations
Background
A manufacturing business holding overseas operating assets through a nominee arrangement faced disposal risks following a dispute between the registered holder and the actual investor.
Review funding records and contractual relationships, assess claims and asset-protection options, and support the regularisation of the investment structure.
Background
An overseas investor acquiring a Vietnamese company with land-use rights encountered coordination issues between the equity transaction, investment adjustments and tax procedures.
Review transaction documents and existing approvals, analyse prerequisites at each stage, and assist with legal correspondence and procedural coordination.
Background
A manufacturer in Vietnam exporting to an overseas market needed to organise production, procurement and employment records for a trade investigation to document its local operations.
Structure Vietnamese operational records with multilingual comparisons, map production processes to supporting records, and prepare materials for investigation responses and verification.
Background
During a tax review, a manufacturer disputed related-party pricing, cost allocation and accounting treatment with the authorities, with associated business-management risks.
Review financial records and cost documentation, help prepare explanations and submissions, participate in discussions and follow up on relevant administrative measures.
Background
A manufacturer faced labour tensions and a work stoppage following disciplinary action, requiring coordinated handling of the individual dispute, employee communication and internal policies.
Assist with discussions among the parties, structure dispute-resolution and settlement arrangements, and support the preparation and improvement of Chinese–Vietnamese labour rules.
Explore our experience by practice area, from transactions to day-to-day operations.
Advised the buyer on the memorandum of understanding, legal due diligence, acquisition agreement drafting and negotiation, approvals, closing and post-closing compliance.
Provided local legal support for the acquisition of a Vietnamese manufacturer, covering foreign investor exit arrangements, equity closing, authorisation documents and approvals.
Provided legal due diligence, acquisition agreement drafting and revision, interim-period risk analysis, deposit and security arrangements, and negotiation support.
Supported an overseas investor’s Vietnamese project with investment structuring, investment registration, equity acquisition and project establishment.
Provided legal services and project coordination support across the planning, construction and operational stages of an industrial project.
Supported an investment consortium with project structuring, bilingual investment and cooperation agreements, legal input to the feasibility study and dispute-resolution clauses.
Provided legal services throughout the acquisition of a wind power project in Vietnam.
Supported the permit application for a power EPC project, including eligibility analysis, document preparation, consular legalisation guidance, subcontracting compliance and submission follow-up.
Advised an engineering enterprise on bidding for a Vietnamese railway project, covering bidder eligibility, procurement procedures and local compliance requirements.
Compared merger, business transfer and dissolution or liquidation routes; reviewed registration and asset records; assessed solvency, employment, equipment and liability arrangements; and prepared an implementation roadmap.
Supported the closure of a corporate representative office, including tax finalisation, bank account closure, seal cancellation and licence termination matters.
Assisted with customs administrative penalties, re-export of goods and related risk assessment, and supported an internal origin-compliance review process.
Provided compliance analysis on cross-border trading structures, transfer pricing and customs declaration arrangements.
Reviewed contractor invoices and invoicing arrangements, analysed irregularities and supported payment claims and defences.
Reviewed transaction contracts for VAT refund compliance and proposed amendments.
Provided legal opinions on the issuer’s Vietnamese operations, supported sponsor due diligence and updated legal documentation throughout the listing process.
Analysed issuer eligibility, security arrangements and overseas borrowing restrictions for an overseas bond issuance, and provided Vietnamese legal advice.
Provided ongoing Vietnamese law advice to an energy company.
Analysed factory construction contracts and evidence, and supported claims, defences and dispute-resolution strategy.
Helped a manufacturer respond to concerns raised by an international buyer and audit-related risks, preparing explanations and a defence strategy.
Provided manufacturers in Vietnam with ongoing support on employment, foreign worker permits, corporate compliance and regulatory matters.
VIAC Arbitration Matters
A VIAC arbitration dispute concerning a mandate agreement involving a Vietnamese securities company.
A VIAC arbitration dispute concerning a factory lease involving a Vietnamese industrial park developer.
These anonymised summaries are based on materials supplied by the firm. Client identities and specific transaction details are omitted. Past matters do not guarantee outcomes in similar cases.
CLIENT RELATIONSHIPS
Selected clients
CHEC
CSCEC
China Railway Group
POWERCHINA
Sinopharm
Haier Vietnam (AQUA)
Zhejiang Wangneng05 / HOW WE WORK
Clarifying tasks, deliverables and next steps from the first conversation.
Understand your business goals, the parties involved, project stage and timing, and assess conflicts of interest and service suitability.
Agree deliverables, fees, timing and service boundaries before work begins.
Combine document review and legal research, communicate key findings, and deliver documents and actionable follow-up recommendations.
BEFORE WE SPEAK
Briefly describe the matter, relevant countries or regions, company name and expected timetable. You do not need to send identity documents, banking information or complete case files initially; we can agree how to share documents after speaking.
Fees are assessed based on the scope, deliverables, workload and timing. Fees and payment terms are agreed before engagement; additional scope is discussed separately.
We can discuss drafting, review and language-consistency work for Chinese–Vietnamese contracts and legal documents. The specific scope is confirmed at engagement.
LET’S TALK
Tell us about your matter and timetable.
The email link opens your email application. Services are subject to the engagement arrangements agreed by both parties.
54 Lieu Giai Street, Giang Vo Ward, Hanoi, Vietnam
Room 2901, East Tower, Lotte Center
Phòng 2901, Tòa Đông, Trung tâm Lotte, Số 54 đường Liễu Giai, phường Giảng Võ, thành phố Hà Nội, Việt Nam