Business Restructuring (Merger, Split, Dissolution)

Business restructuring - Strategic step for sustainable development

In the context of fierce market competition, businesses often have to restructure to optimize their apparatus, reallocate resources and improve business efficiency. Common forms of restructuring include merger, split, consolidation, business type conversion or dissolution when it is necessary to terminate operations.

Proper restructuring helps businesses:

• Streamline the management model, reduce operating costs.
• Increase the ability to mobilize capital and expand business scale.
• Handle outstanding legal and financial issues for healthy development.

On the contrary, if the regulations are not followed properly, the business may be fined, procedures prolonged or disputes arise between members/shareholders.

Business restructuring services at DEDICA

DEDICA provides comprehensive solutions for businesses during the restructuring process, including:

Merger and consolidation of businesses

• Consulting on merger and consolidation plans in accordance with the 2020 Enterprise Law.
• Drafting merger contracts, new charters, and approval documents.
• Business representatives work with state agencies to register changes.

Split, split the company

• Develop a clear plan for dividing assets, capital contributions, and personnel.
• Drafting decision on separation and new company charter.
• Ensure quick and accurate business registration procedures.

Convert business type

• Convert from limited liability company to joint stock company (or vice versa).
• Consulting on adjusting the governance structure, rights and obligations of shareholders/members.

Dissolution of the enterprise

• Consulting on dissolution procedures according to legal regulations.
• Review tax obligations, insurance, debt payments and financial obligations.
• Draft dissolution documents, submit representatives and monitor the process of confirming termination of operations.

Business Restructuring Process (Merger, Split, Dissolution)

Step 1. Receive information & request restructuring

In the first step, DEDICA receives information and determines customers' needs in detail, including:

• Form of restructuring: merger, split, consolidation, conversion or dissolution;
• Objectives and reasons for restructuring (expanding scale, changing ownership structure, divestment, project termination...);
• Current legal information of the business;
• Specific factors such as: enterprises with foreign investment capital, investment projects, financial obligations, or internal disputes.

The information is absolutely confidential and is the basis for DEDICA to determine the most suitable consulting direction for each type of restructuring.

Step 2. Preliminary consultation & Legal service quote

After understanding the requirements, DEDICA's team of corporate lawyers proceeds:

• Analyze the current legal and financial situation of the business;
• Assess potential risks;
• Proposing optimal treatment plans;
• Planning and expected time to implement each phase;
• Send a transparent legal service quote, with detailed scope of work (consulting, drafting documents, submitting and tracking, handing over results).

Customers only need to confirm their agreement for DEDICA to carry out the work.

Step 3. Prepare & Submit documents to the competent authority

(a) Prepare documents

Based on the type of restructuring, DEDICA conducts drafting of complete and valid documents according to state regulations;

DEDICA also guides customers to prepare internal documents, sign and confirm documents in accordance with the law (including notarization, authentication, or consular legalization - if there are foreign elements).

(b) Submit application & monitor process

DEDICA represents customers to carry out:

• Submit documents to the competent state agency;
• Monitor, supplement, and explain when requested by state agencies;
• Regularly update progress to customers via email or phone;
• Receive official approval results.

Step 4. Hand over results

After completing the procedure, DEDICA will hand over all original documents and soft copies to the customer.

Benefits of choosing DEDICA

• Comprehensive strategic consulting: combining legal, financial and management perspectives.
• Quick and accurate processing: minimize the risk of documents being returned and prolonging time.
• Protecting the interests of shareholders/members: ensuring transparent division of capital and assets.
• Accompanying after restructuring: consulting on contracts, labor, and taxes for businesses to operate stably.