Legal Manager/ Senior Legal
12 August 2022
  • HCMC
  • Open

A. Project Development:

  1. Review and provide comments on project’s legal documentation to the management/departments/teams;
  2. Support project team in forming up a legal process for each project;
  3. Negotiate, prepare and finalize NDA, MOU, term-sheet, agreements/contracts with land owners/partners/suppliers;
  4. Set up project companies to executive the project;
  5. Provide legal advice to resolve arising problems

B. Mergers and Acquisitions:

  1. Legal Analysis:
  • Develop legal models that support the assessment and underlying valuation of acquisition opportunities.
  • Collaborate directly with both Finance & Accounting and the internal due diligence team leader to develop metric-driven models that accurately reflect the deal team’s view of a target’s financial prospects. These models will also be incorporated into operating plans.
  1. Legal & Business Case Creation and Communication:

Collaborate directly with outside legal or assist with the creation of all phases of a business case (market analysis, strategic fit, economic models, and integration plans) and the communication of the business case to all internal stakeholders, including executives.

  1. Due Diligence:
  • Prepare and provide the legal databases to investors for due diligence process;
  • Prepare and provide legal due diligence process for specific acquisitions teams for specific acquisitions. This will require both intense focus and effective communications with the management of acquisition targets, investment bankers, outside legal and financial advisors, and internal due diligence team leader.
  1. SPA:
  • Negotiate, review and draft SPA and/or documentation for the transaction with the buyers/sellers;
  • Collaborate and manage external lawyers, consultants, secretary companies to revise the SPA and/or tax matters or law governed;
  • Follow up the execution process and post completion obligations;
  • Provide the legal advice to resolve issues regarding the project/property has acquired for post-closing period
  1. Integration:

Assist the internal due diligence team leader with the development of corporate strategy presentations and other special projects includes: communicates with a) internal shareholders, including in strategy, operations, finance & accounting, legal executives and support staff; b) management of acquisition targets; c) outside legal, regulatory and financial advisors; and d) investment bankers and other sources of deals.

C. Contract Negotiation:

  1. Review all contracts/agreements and other documentation where the Company has committed itself and assess legal implications that need to be brought to the executive management’s attention;
  2. Prepare, review and modify contractual instruments to assist and support various business activities;
  3. Negotiate, review and draft documentation for business transactions and prepare and advise on the necessary checklist to be adopted to ensure information is submitted on time.

D. Litigation Management:

  1. Provide legal advice for project companies to resolve a partner/client disputes;
  2. Review progress of outstanding litigation and liaise with and manage external lawyers.

E. Legal Risk:

  1. Review and provide legal advice on tender documents.
  2. Review ongoing cases and advice management accordingly.
  3. Liaise with relevant departments/teams/project companies to ensure that where legal risks have been identified, appropriate courses of action have been taken.
  4. Provide legal protection and risk management advice to management especially on contract management.
  5. Provide and interpret legal information, conduct training and disseminate appropriate legal requirements to staffs.

F. Policy Development:

  1. Review and advise management on legal implications of internal policies and procedures.
  2. Review internal policies and ensure that they are in compliance with all statutory or legal requirements.

G. Leadership Role:

Provide leadership and ensure efficient and effective management of staff and resources in the legal team.

H. Adhocs:

Provide services to other departments and projects from time to time as agreed time in a professional manner.

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    Tel: (84-28) 3822 9290
    Fax: (84-28) 3822 9288
    Email: info@refico.com.vn

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    R.C. REAL ESTATE DEVELOPMENT AND FINANCE CORPORATION

    5th Floor, The Landmark Building
    5B Ton Duc Thang Str., Ben Nghe Ward, District 1, HCMC, Vietnam

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