Many foreign-invested enterprises (FDI companies) in Vietnam only start paying close attention to legal compliance when facing inspections, penalties, or disputes. In reality, however, legal risks do not arise overnight. They often accumulate month by month through small compliance gaps in corporate governance, labor management, contracts, tax matters, and regulatory reporting.
For this reason, a monthly legal compliance checklist is an essential management tool for FDI companies operating in Vietnam. It allows businesses to proactively identify risks, ensure ongoing compliance, and maintain stable operations—without waiting for problems to surface.
This article outlines a practical monthly legal checklist for FDI companies in Vietnam and explains why ongoing legal consultancy services are increasingly adopted by foreign investors as a cost-effective and reliable compliance solution.
Compared to local enterprises, FDI companies are subject to additional layers of legal obligations, including:
investment and foreign ownership regulations,
enterprise and corporate governance rules,
labor and social insurance compliance,
tax and foreign exchange controls,
investment reporting requirements,
and sector-specific licensing conditions.
At the same time, Vietnamese regulations change frequently, and enforcement practices may vary across provinces. Many compliance issues are not immediately visible and are often overlooked by accounting or HR teams until authorities conduct inspections.
A monthly legal checklist helps FDI companies:
detect compliance gaps early,
standardize internal legal processes,
reduce reliance on “fire-fighting” legal solutions,
minimize long-term legal and financial exposure.
Each month, FDI companies should review whether their operations remain aligned with their Investment Registration Certificate (IRC) and Enterprise Registration Certificate (ERC).
Key questions include:
Are actual business activities consistent with licensed business lines?
Has the company expanded services or products without amending licenses?
Is capital contribution on schedule as committed?
Have there been changes in address, legal representative, or shareholders that require registration?
Operating outside the licensed scope is one of the most common compliance violations among FDI companies in Vietnam.
Contracts are a primary source of legal risk if not reviewed regularly.
A monthly legal checklist should cover:
Newly signed contracts and whether they were legally reviewed;
Bilingual contracts and consistency between language versions;
Payment terms, penalties, and liability clauses;
Contracts nearing expiration that require renewal or proper termination.
Without periodic legal review, companies often rely on outdated templates or accept unfavorable terms that only become problematic during disputes.
Labor compliance is a high-risk area for both local and foreign-invested companies.
On a monthly basis, FDI companies should review:
Employment contracts for new hires or renewals;
Changes in salary, position, or job scope and related contract amendments;
Compliance with social insurance, health insurance, and unemployment insurance;
Validity of work permits, visas, and residence cards for expatriate employees.
Many labor violations are discovered only during inspections or employee complaints, leading to retroactive payments and penalties.
While accounting teams handle tax filings, legal review plays a crucial complementary role.
Monthly legal checks should include:
Review of transaction structures that may trigger tax risks;
Compliance with payment methods and documentation requirements;
Related-party transactions and transfer pricing exposure;
Legal conditions for tax incentives or refunds.
Many FDI companies face penalties despite having accountants, due to overlooked legal issues related to tax compliance.
FDI companies in Vietnam are subject to regular investment reporting obligations, which are often forgotten or submitted incorrectly.
Monthly review should confirm:
Submission of periodic investment activity reports;
Accuracy of reported project information;
Industry-specific reports (if applicable);
Notifications to authorities following operational or structural changes.
Failure to comply with reporting obligations may result in administrative penalties and complications in future investment procedures.
Data protection has become an increasingly sensitive compliance area in Vietnam.
A monthly legal checklist should address:
Collection and storage of employee and customer personal data;
Internal data protection and privacy policies;
Data processing clauses in contracts;
Cross-border data transfer activities, if any.
Non-compliance in this area can lead to regulatory scrutiny, fines, and reputational damage—especially for companies handling large volumes of personal data.
Vietnamese laws and regulations evolve continuously. Each month, FDI companies should:
Monitor new laws, decrees, and circulars;
Assess their impact on business operations;
Update internal procedures and contracts accordingly.
Relying on outdated regulations is a common reason why otherwise compliant businesses are penalized.
In practice, many FDI companies:
do not have an in-house legal department;
rely heavily on accounting or HR teams for compliance;
consult lawyers only when issues arise.
As a result, legal checklists are often:
incomplete,
inconsistently applied,
disconnected from regulatory changes.
This reactive approach significantly increases compliance risk.
DEDICA provides ongoing legal consultancy services, acting as an outsourced legal department for FDI companies in Vietnam. A structured monthly legal compliance checklist is a core component of this service.
With DEDICA, FDI companies benefit from:
Regular legal reviews based on monthly checklists;
Timely advice on emerging legal issues;
Updates on relevant regulatory changes;
Reduced risk of inspections, disputes, and penalties;
Predictable legal costs compared to hiring in-house counsel.
Our service is designed to be practical, proactive, and business-oriented, focusing on prevention rather than crisis management.
A monthly legal compliance checklist is an essential tool for FDI companies seeking to operate safely and sustainably in Vietnam. It enables businesses to identify risks early, ensure regulatory compliance, and support long-term growth.
However, to be truly effective, such a checklist requires continuous legal expertise and up-to-date regulatory knowledge. For many FDI companies, ongoing legal consultancy is the most efficient way to achieve this.
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