As remote work becomes increasingly standard in the business world, providing legal consultation via online meetings is no longer just a temporary fix—it has evolved into a highly efficient workflow. For many founders, particularly those with hectic schedules, remote investors, or foreign elements, meeting a lawyer in person multiple times can be time-consuming and delay business deployment. This raises a critical question: Can company formation consultation be conducted 100% via online meetings?
In practice, in many cases, company formation consultation can be fully executed through online meetings, emails, information forms, electronic documents, and secure communication channels. However, for this process to be effective, clients must prepare comprehensive information, lawyers need a clear consulting framework, and all parties must properly understand which steps can be done online and which still require physical signatures or hard-copy submissions as mandated by law.
This article presents a case study on 100% online consultation for company formation, helping clients gain a clear understanding of the process, benefits, and key considerations when utilizing online legal services.
Legal Basis
- Law on Enterprises 2020;
- Law on Investment 2020;
- Civil Code 2015;
- Law on Electronic Transactions 2023;
- Law on Lawyers 2006 (amended and supplemented in 2012);
- Decree No. 01/2021/ND-CP on enterprise registration.
I. BACKGROUND OF THE ONLINE COMPANY FORMATION CONSULTATION CASE STUDY
1.1. Client Needs
In this case study, the client is a group of founders preparing to establish a company to deploy tech-based business services. The group consists of three members: one is currently in Vietnam, one is abroad, and one travels frequently for work. Due to geographical differences and conflicting schedules, the group requested that the entire consultation process be conducted via online meetings.
The client required advice on the appropriate type of business entity, capital contribution ratios among members, the legal representative, business lines, charter capital, rights and obligations of each member, as well as the necessary documentation to establish the company.
This is a very common scenario today. Many founders are comfortable communicating online but worry that critical legal matters, such as incorporating a company, allocating equity, or establishing management rights might not be suitable for remote consultation.
1.2. Objectives of the Consultation
The goal of the consultation session is not only to guide the client through company formation procedures but also to help them thoroughly understand key legal decisions before registering the business. In many instances, incorporating a company is straightforward, but choosing the wrong business entity, poorly defining equity allocation, or lacking a founders’ agreement can create major risks down the road.
Therefore, the online company formation consultation was designed to address three core issues: identifying the right legal model, aligning on ownership and governance structures, and preparing the required dossier for business registration.
II. PROCESS OF 100% ONLINE CONSULTATION FOR COMPANY FORMATION
2.1. Step 1: Pre-meeting Information Gathering
Prior to the consultation, the client was requested to provide basic information through an electronic form. The required details included the proposed company name, business sectors, number of members or shareholders, expected capital contribution ratios, the legal representative, headquarters address, fundraising plans, and future development orientation.
For this specific case study, the founders were also asked to describe each person’s role in the company. For example: who handles products, who manages sales, who contributes cash, who contributes sweat equity, who works full-time, and who only provides phase-based support.
Gathering information in advance ensures that the online meeting is not wasted on basic questions. This allows the lawyer to study the background beforehand and prepare appropriate options to discuss with the client.
2.2. Step 2: Advising on the Appropriate Type of Business Entity
During the first online meeting, the lawyer analyzed common business entities, including single-member limited liability companies, multi-member limited liability companies (with two or more members), and joint-stock companies.
Given a group of three founders with plans for future fundraising, a joint-stock company might be a highly viable option as it offers greater flexibility in issuing shares, onboarding investors, and transferring shares. However, if the group prefers a simpler structure with fewer governance procedures and has no immediate plans to raise capital, a multi-member limited liability company could also be a suitable fit.
At this stage, online consultation remains highly effective because the content primarily involves analyzing pros and cons, explaining regulations, and helping the client select a model aligned with their business goals.
2.3. Step 3: Advising on capital contribution ratios and members’ agreements
A critical component of this 100% online consultation case study was the allocation of equity. Initially, the founders planned to split ownership equally to maintain fairness. However, after further discussion, it became clear that each individual’s level of contribution varied.
The lawyer advised that capital contribution ratios should reflect actual capital injected, roles, time commitment, operational involvement, and the overall value each member brings to the table. If a member only participates part-time or has not made a long-term commitment, allocating a high ownership stake from the outset could pose risks to the company.
In addition to the standard incorporation documents, the group was highly recommended to draft a members’ agreement (or shareholders’ agreement). This document clearly defines roles, voting rights, equity transfer mechanisms, confidentiality, procedures for when a member leaves the company, and principles for dispute resolution.
This entire discussion can be seamlessly conducted via online meetings, provided that all members participate fully and discuss their rights and obligations transparently.
2.4. Step 4: Reviewing Business Lines and Charter Capital
Once the company model was agreed upon, the lawyer proceeded to advise on business lines and charter capital—two aspects often overlooked by clients during company formation.
- For business lines: The enterprise must accurately select categories that match its actual operations. If the business falls under conditional sectors, it will need to verify additional requirements regarding sub-licenses, certificates, personnel, capital, or physical infrastructure.
- For charter capital: Clients need to understand that charter capital is not just a number on paper; it involves capital contribution liabilities, financial capacity, and the members’ commitment levels. Registering an excessively high capital amount without fully contributing it can lead to legal and governance risks.
The online consultation session helps clients better understand these choices before finalizing their business registration dossier.
III. RESULTS OF THE ONLINE COMPANY FORMATION CASE STUDY
3.1. The Client Aligned on a Unified Company Model
Following the online meetings, the founders successfully agreed on a company model tailored to their growth strategy. The online exchange enabled all three members—despite being in different locations to participate in decision-making and clearly comprehend the reasoning behind their choices.
Importantly, the client did not just receive guidance on formation procedures; they also grasped the legal implications of each decision regarding the corporate structure, equity split, management rights, and equity transfer mechanisms.
3.2. Faster and Clearer Dossier Preparation
Because information was collected beforehand and vital matters were resolved during the online meetings, the dossier preparation process was significantly accelerated. The clients knew exactly what paperwork to provide, which documents to sign, and what to keep in mind regarding capital contributions.
Communicating via email and online meetings also minimized misunderstandings, as all primary advisory insights were recorded in writing or summary documents post-meeting.
3.3. Pre-incorporation Risk Identification
A major outcome of this case study was that the client identified numerous risks before the company was even established. Had they simply registered the business themselves using generic templates, the group might have overlooked critical issues such as capital contribution commitments, individual member roles, intellectual property rights, confidentiality, and mechanisms for exiting members.
Thanks to the online consultation, the client gained additional time for internal alignment and formalized their partnership principles before officially launching operations.
IV. KEY CONSIDERATIONS FOR 100% ONLINE COMPANY FORMATION CONSULTATION
4.1. Comprehensive Pre-meeting Preparation is Essential
Online consultation is only effective when the client provides sufficient information. If the client has not clearly defined their business sector, contributing members, headquarters address, or future growth direction, the lawyer can only provide generalized advice.
Therefore, before booking an online consultation, clients should prepare a list of questions, details about their business model, member profiles, and relevant personal or corporate documents.
4.2. Differentiating Between Online Consultation and Procedural Execution
While the consultation can be done 100% via online meetings, certain steps in the filing process may still require wet-ink signatures, original documents, or specific actions on official registration systems. Clients must clearly distinguish between the advisory phase, the dossier submission phase, and the physical document finalization phase.
This prevents the misconception that every single legal step can be finalized solely through an online meeting.
4.3. Ensuring Information Security During Communication
Company formation data often includes proprietary business ideas, ownership ratios, fundraising roadmaps, investor data, and growth strategies. Clients should use secure communication channels, transmit documents via official emails, and avoid sharing sensitive files over insecure platforms.
V. FREQUENTLY ASKED QUESTIONS
5.1. Can company formation consultation be handled entirely online?
Yes. Advisory services regarding entity types, charter capital, business lines, equity splits, and required documentation can be handled entirely online, provided the client supplies adequate information.
5.2. Is it mandatory to meet a lawyer in person when setting up a company?
Not always. For standard incorporation dossiers, online meetings are entirely sufficient for a lawyer to advise and guide the preparation process. However, if the corporate structure is highly complex, involves disputes among members, or contains foreign elements, additional in-depth discussions are recommended.
5.3. Is online consultation suitable for companies with foreign elements?
Yes. Online consultation is particularly ideal when investors or key decision-makers are based abroad. However, please note that foreign documents may require consular legalization, translation, notarization, or specific procedural compliance based on regulatory requirements.
CONCLUSION
This case study demonstrates that a 100% online company formation consultation can be highly effective when supported by a structured process, complete information, and seamless collaboration between the client and the lawyer. Through online meetings, clients receive comprehensive guidance on business entities, equity allocation, business lines, charter capital, legal representation, and potential risks to mitigate before incorporation.
Nevertheless, clients must understand that online consultation does not mean every legal procedure is completed virtually in all circumstances. Certain steps may still demand physical signatures, original documents, notarization, authentication, or physical submissions as prescribed by law. To ensure a smooth incorporation process, clients should thoroughly prepare their information, participate fully in scheduled online sessions, and finalize key decisions before submitting their business registration dossier.
