Welcome to this in-depth guide on the process of preparing for business restructuring. In the context of a volatile economy in 2026 and changes in the government apparatus, mastering these preparatory steps will not only help businesses survive but also create momentum for sustainable breakthroughs.
Understanding business restructuring correctly in the new era.
Business restructuring is the process of reorganizing and restructuring the organizational structure, personnel, finances, and business strategy to optimize operations. According to sources from the PACE Management Academy, this process helps businesses reinvent themselves to adapt to market changes. In fact, this is not a temporary event but a long-term strategy to improve the internal health of the organization.
Restructuring the organizational and management system.
Reorganizing the organizational structure, changing operational processes, and improving leadership effectiveness are top priorities. When the old structure becomes rigid, businesses need a more flexible framework to respond quickly to signals from customers and competitors.
Financial and asset restructuring
Restructuring debt, managing cash flow, and divesting from underperforming assets help ensure financial health. Businesses need to realistically assess their solvency and capital efficiency to cut unnecessary burdens.
Restructuring of personnel and business strategy
Adjusting training scale, changing human resource policies, and repositioning the brand help focus on core business areas. A sound business strategy, but lacking the right people to execute it, will struggle to deliver the expected results.
The golden time for businesses to carry out restructuring.
According to Global Vietnam Lawyers, businesses need to consider restructuring when there are signs of weakening sales, profitability, or overlapping operational structures. In particular, when there is a change in long-term vision or the implementation of mergers and acquisitions (M&A), business restructuring is mandatory to standardize processes.
Below is a summary of red flag warning signs that management should be aware of before deciding to implement change.
| group of signs | Specific manifestations |
|---|---|
| Business performance | Sales are declining continuously, and market share is shrinking due to new competitors. |
| Internal Management | Functional conflicts, cumbersome bureaucracy, slow information transmission. |
| Financial health | Cash flow problems, high short-term debt, insolvency. |
| Development strategy | The old model is no longer suitable for the technology trends of 2026. |
Note that these signs don't usually appear in isolation; when two or more groups of signs are present, it's time for the business to start preparing a restructuring plan immediately.
Develop a business restructuring plan in accordance with legal regulations.
Businesses need to develop a plan based on the principle of consensus among the owner's representative body, creditors, and the board of directors. This plan should not just be a plan on paper, but a highly feasible implementation roadmap that complies with the regulations in Circular 05/2022/TT-BTC.
The core content of the proposal must ensure the following elements:
- Conduct an honest assessment of the current weaknesses and the causes of capital losses.
- Define short-term (cost reduction) and long-term (sustainable development) goals.
- A detailed roadmap outlining the timeline and necessary financial resources.
Prepare legal documents and business valuation materials.
For the process to run smoothly, the legal documentation system must be complete and accurate. This is a crucial step for consulting firms and regulatory agencies to assess the true value of the business before the conversion.
Key document categories include:
- Legal documents regarding company formation, business licenses, and property ownership certificates.
- Financial statements and tax settlement reports up to the time of determining the enterprise value.
- Records of current land use, assets on the land, and a list of excluded assets.
- Current employment contracts and plans for handling surplus labor.
The actual process of organizing inventory and handling financial matters.
Businesses must conduct an inventory, classify assets, and settle taxes up to the point of determining the business value. Financial handling must strictly comply with relevant legal documents such as... Decree 126/2017/ND-CP and Decree 140/2020/ND-CP To ensure transparency and prevent the loss of state or shareholder assets.
All accounts receivable and accounts payable must be verified and confirmed in writing. Provisions for inventory devaluation or bad debts must also be fully established before determining the final value.
Agreement on debt obligations with relevant parties.
One of the most challenging steps is negotiating with creditors. Businesses need to agree on a debt sale, debt reduction, or debt-to-equity conversion plan. Creditors are generally more cooperative when they see a restructuring plan with clear recovery potential.
Collaborating with the Vietnam Debt Trading Corporation (DATC) or specialized financial institutions could be an effective solution for restructuring capital, helping businesses escape short-term interest expense pressure.
Publicly disclose the labor utilization plan and solicit feedback from personnel.
People are always the most sensitive factor. Businesses need to coordinate with employee representative organizations at the workplace to gather feedback on the new personnel plan. This not only helps minimize legal risks but also provides peace of mind for the core workforce.
The specific procedure is as follows:
- Draft a detailed labor utilization plan based on job positions.
- Organize face-to-face dialogues to listen to employees' concerns.
- The plan must be made public to employees within 15 days of the approval date.
- Provide full severance pay to personnel subject to downsizing.
Steps to complete the conversion and registration of a new business.
After completing the preparatory steps and internal processing, the business proceeds with legal procedures to establish the new model. If converting to a joint-stock company, holding the first General Shareholders' Meeting is a crucial turning point to approve the charter and elect a new board of directors.
Next, the business registers under the new name (if any) and organizes the settlement and transfer of assets between the old and new legal entities. The entire transfer process must be documented in a written record signed by all relevant parties to serve as legal evidence later.
Liability for compensation and obligations to the state budget.
Restructuring does not mean the removal of previous responsibilities. Businesses and individuals involved are liable for compensation if they cause losses of capital, assets, or violate regulations during the transition. Businesses must fulfill all tax obligations to the state budget before completing the new registration.
Important note for 2026: Due to significant changes in the government structure as the Ministry of Finance merges with the Ministry of Planning and Investment from March 2025, new guidelines may be issued. Businesses need to regularly update information from the new Ministry of Finance portal to ensure the highest level of compliance.
Answering common questions about business restructuring.
During the consulting and implementation process, we noticed several frequently asked questions from businesses regarding this topic.
What is the English term for business restructuring?
Where can I find examples of successful restructuring projects?
How can I find a reputable consulting firm?
Conclusion and advice for business success
Corporate restructuring is a challenging journey requiring thorough preparation in both legal and internal resources. Strict adherence to financial and labor regulations not only protects management from legal risks but also builds strong trust among investors and employees during this challenging transition period.
If your business is showing signs of needing change, don't hesitate to seek the help of experts. You can learn more about optimal solutions and specific roadmaps in the section below. business restructuring For the most detailed view.
To receive direct support and advice on solutions tailored to your specific needs, please visit the page. contact. We are always ready to support businesses in overcoming challenges and seizing new opportunities in the future.
This article provides an in-depth analysis based on legal grounds from Circular 05/2022/TT-BTC, Decree 129/2020/ND-CP, and the latest updates as of February 2026.
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Content is moderated by: Mr. Le Hoang Tuyen – Founder & CEO of Man, CPA Vietnam Auditors With over 30 years of experience in accounting, auditing, and financial consulting...
