Executive/Manager, Legal Advisory

JOB DESCRIPTION

The Executive/Manager, Legal Advisory acts as the Vietnam corporate secretary and legal advisor for Keppel Vietnam entities, comprising wholly-owned subsidiaries, FDI joint venture companies. The role keeps corporate records, licences and governance compliant with Vietnamese law and each company's charter, supports transactions, financing and disputes, and manages external counsel and the legal budget.

The work is fully bilingual (Vietnamese and English) and outward-facing: roughly a third of the role's correspondence is with external parties such as law firms, joint venture partners and government authorities. At a minimum, the successful candidate will be expected to take over the full scope of responsibilities set out below progressively, with on-the-job training, within 2 months.

The responsibilities below define the minimum scope of the role. Percentages indicate the approximate share of working time and will vary with the transaction and filing calendar.

Corporate Secretarial and Entity Governance (approx. 35%)

• Prepare board, members' council and general meeting of shareholders resolutions, minutes, nominations and appointment letters, including the appointment or replacement of Chairman, General Director/legal representative, Deputy General Director, Chief Accountant, and board and supervisory board members.
• Manage changes of Keppel's authorised representatives in joint venture companies across the portfolio.
• Draft and amend company charters, shareholder agreements and charter appendices, arrange their execution, and handle charter capital increases.
• Prepare and manage Powers of Attorney (leave cover, General Director/legal representative delegations and transaction-specific authority), and coordinate signing, sealing, notarisation and legalisation, including ACRA documents and certificates of incumbency obtained through Group Corporate Secretariat in Singapore.
• Maintain and update bank signing matrices with Finance; prepare related-party transaction approvals under the Law on Enterprises and dividend or profit distribution approvals.
• Liaise with joint venture partners on corporate filings and governance documents.
• Maintain complete, well-organised entity records and document folders for every company in the portfolio.

Licensing, Registrations and Regulatory Filings (approx. 20%)

• Prepare and file Enterprise Registration Certificate (ERC) and Investment Registration Certificate (IRC) amendments with the Department of Finance (DOF) and other authorities; register or terminate business locations and branches, add business lines, and establish new entities.
• Identify ultimate beneficial owners and file UBO declarations under prevailing law; complete enterprise electronic identification (level 2) registrations and statutory reporting for FDI companies.
• Provide company documents for expatriate work permit and temporary residence card renewals.
• Handle real estate services licensing and notifications (brokerage, management and consultancy) with the Department of Construction (DOC), security and order eligibility certificates, supporting documents for environmental permits, and trademark assignments.

Legal Advisory and Contract Review (approx. 20%)

• Review and advise on loan and financing documents (intercompany loans, shareholder loan frameworks, project loans, mortgage and valuation documents), lease agreements and appendices, master leases, service and procurement contracts, POA scope and incident reports.
• Advise business units on approval authority under company charters (board versus general meeting thresholds, such as the 35% total-asset test), related-party rules, project document retention, cybersecurity and personal data protection.
• Monitor new legal developments and circulate concise legal updates to management and business units.
• Support M&A and project transactions, including transaction documents, closing and post-closing filings, and foreign shareholder notifications.

Disputes and External Counsel Management (approx. 10%)

• Coordinate litigation and judgment enforcement matters with external counsel, including appellate and cassation stages: prepare case storyboards and management updates, obtain approvals, arrange court fees and issue POAs.
• Obtain and compare fee proposals, manage retainers with external law firms, and handle engagement letters, invoices, reimbursements and payment approvals.
• Conduct Third-Party Associate (TPA) due diligence and conflict-of-interest declarations through the Group's compliance tools (for example Dow Jones).

Legal Budget and Administration (approx. 10%)

• Prepare Legal and Corporate Secretarial forecasts and annual budgets for the department and the companies, reconcile them with Finance, and track legal expenses and approvals.
• Manage legal research subscriptions and related vendor renewals.
• Prepare and route approval requests to senior management and General Directors; coordinate SharePoint document management and training sessions.

Stakeholder and Team Support (approx. 5%)

• Act as the primary corporate secretarial contact for Finance, Treasury, HR and the business units, and coordinate with Group Corporate Secretariat and Group Legal in Singapore.
• Support the Senior Vice President, Legal Advisory on ad hoc matters and contribute to legal process training for internal teams.

JOB REQUIREMENTS

Qualifications and Experience

• Bachelor of Laws from a Vietnamese university; admission to the Vietnam Bar is an advantage but not a must.
• Experience in corporate secretarial work and corporate/commercial law, ideally in-house at a real estate developer or FDI group, or with a reputable law firm. Outstanding fresh law graduates from reputable law schools are also welcome to apply.

Knowledge and Languages

• Solid foundation in the Law on Enterprises; familiarity with the Law on Investment, Law on Real Estate Business, Land Law, the decrees on enterprise registration and beneficial ownership, and the basics of civil procedure and judgment enforcement is an advantage.
• Fluent Vietnamese and professional English, with the ability to draft and review legal documents in both languages.

Competencies

• Precision and disciplined document control, with the ability to manage many entities and deadlines in parallel.
• Confident stakeholder management with joint venture partners, government authorities, external counsel and senior management.
• Sound budget tracking and commercial judgement in managing legal spend.
• High integrity and strict confidentiality in handling sensitive corporate and personal information.
• Proficiency in Microsoft Office and comfort with digital filing portals and document management tools.
• Tech-savvy and open to new tools; able to use AI tools (e.g. Microsoft Copilot) effectively for legal research, drafting, translation and document management, and willing to learn and adopt new workflows.

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