Under Vietnamese law, the General Meeting of Shareholders (GMS) is a crucial component of a joint stock company (JSC), as it serves as the highest decision-making body. The GMS consists of all shareholders who hold shares with voting rights, including ordinary shares and shares with preferential votes.

However, it has come to our attention that the significance of the GMS is often overlooked by both shareholders and the company itself, resulting in potential legal risks. Such risks include the possibility of a claim being filed to cancel a resolution passed during the GMS, as well as the emergence of disputes between shareholders and the company, including conflicts between minority and majority shareholders.

In order to address these concerns and provide clarity, we have drawn up some key points and guidelines relating to the GMS under Vietnamese law, particularly focusing on the powers and procedures involved in holding a GMS. ​