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New Decree on Logistics services

From February 20th, 2018, Decree 163/2017/ND-CP issued on 30 December 2017 (“Decree 163/2017”) will take effect, which will replace Decree 140/2007/ND-CP of the Government on logistics services, and Decree 163/2017 only consists of eight articles only.

Under Decree 163/2017, logistic services are classified into 17 categories, including Container handling (loading and discharging) services, Container warehousing services, Warehousing services, Delivery (forwarding) services, Freight transport agency services, Multimodal transport services, Technical analysis and testing services, etc.

The traders providing the specific services of logistics services above must meet the conditions for investments and business in accordance with the Law for that services. In case traders conduct a part or all logistic services by electronic as Internet network connection, mobile telecom networks or other open networks, they shall comply with the regulations on e-commerce.

Besides the conditions above, foreign investors engaged in logistics services business shall abide by the capital ratio of foreign investors in an enterprise for each specific case.

For example, pursuant to Article 4 of Decree 163/2017, in the case of container handling business  as  part  of  support  services ...

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M&A Arbitration: should we employ tactics to avoid potential disputes

Drafting arbitration agreement clause in specific kinds of transactions requires tactics and skill sets to avoid potential disputes. M&A transaction is no exception, which involves the parties' conduct prior to the transaction (sales synopsis, bidding process, etc.), their conduct during the contractual negotiations, during the due diligence process (e.g. data room index or examination of said index) or during the satisfaction of the closing conditions.

Reasons for a dispute

Like other business transactions, reasons for M&A potential disputes vary with specific deal structure. First, during an M&A transaction, if a party considers the equivalence of performance and counter-performance defective. The grounds for this result from erroneous assumptions or expectations in relation to the subject of the transaction caused by either the buyer's own incorrect assumptions or inappropriate information (knowingly or unknowingly) provided by the seller. Second, one party is simply disappointed by the negotiation result achieved or its business priorities may have changed during M&A transactions.

Major types of disputes during an M&A transaction

Adjustment of the equivalence of performance and counter-performance

These...

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