MANAGING PARTNER’S INSIGHT
Author: Hana Tran – Founder & Managing Partner – Tran & Co. Attorneys
I. Introduction – Observations from the Franchising & Licensing Asia 2025
At the Franchising & Licensing Asia 2025 (FLAsia) conference held in Singapore, I had the opportunity to join multiple in-depth roundtable discussions with international franchisors, legal experts, and franchise advisors from Australia, China, Vietnam, Thailand, Malaysia, and Indonesia.
A recurring theme across sessions: Vietnam is being seen as the “next frontier” for international franchising, but there remain many strategic and legal challenges that brands must navigate when entering the market. While many global brands have entered Vietnam since the early 2000s, franchising remains an evolving and maturing sector.
The legal framework is still fragmented, investor awareness is inconsistent, and operational capabilities for a true franchise model remain underdeveloped – especially for first-time investors or newly entering brands.
II. What Franchisors Seek – and What Franchisees
From a practical perspective, international franchisors entering Vietnam typically seek three key pillars:
• The right franchisee partners – with capacity, alignment, and long-term commitment
• Operational consistency – to maintain brand identity and quality across markets
• IP protection and legal safeguards – to ensure control over brand assets On the other side, many Vietnamese investors today have strong financial readiness and growth aspirations.
However, many still lack a comprehensive understanding of franchise obligations, legal exposure, and brand operational discipline.
→ The real issue lies in the “intermediate gap” between both sides’ expectations – and this is where deep legal and strategic advisors can serve as critical connectors.
To ensure a successful and sustainable market entry, selecting the right partner requires more than capital – it demands strategic alignment, legal understanding, operational capacity, and shared brand vision.
III. IP Mediation – A Soft Layer of Brand Protection
One of the standout themes of this year’s FLAsia was the role of IP Mediation (Intellectual Property Mediation), highlighted by WIPO (World Intellectual Property Organization) and various international experts.
As global franchising expands, brands are recognizing the need for not only “hard law” enforcement but also “soft-layer” tools like IP mediation – especially in developing markets like Vietnam.
In the context of Vietnam:
• The law supports and encourages commercial mediation, including for IP-related disputes.
IP mediation can be a powerful mechanism to:
• Prevent disputes early in the franchise relationship;
• The law supports and encourages commercial mediation, including for IP-related disputes.
• The law supports and encourages commercial mediation, including for IP-related disputes.
• Resolve IP breaches discreetly and efficiently, protecting brand reputation.
• Save time and cost, compared to lengthy court or arbitration proceedings.
Practical suggestion: Brands should integrate IP Mediation clauses directly into their franchise agreements, especially for areas such as trademark use, quality control, termination, and enforcement protocols.
IV. Legal Partners in Vietnam – The Strategic Bridge Between Brand & Market
We believe that a sustainable franchise ecosystem requires the presence of qualified legal partners with both strategic vision and long-term commitment.
From our experience supporting international franchisors, Tran & Co. Attorneys provides full-scope legal and strategic support across three stages: before – during – and after market entry:
Franchisee Evaluation: Not only financial capacity, but also legal understanding, brand mindset, operational readiness, and long-term vision.
Legal Documentation Standardization:
• Franchise Disclosure Documents (FDD)
• Franchise Agreements with enforceable IP and quality control clauses
• Dispute resolution and termination provisions aligned with Vietnamese law
Localization Strategy for Legal & Operational Compatibility:
• Regulatory compliance and franchise registration
• Market-specific adaptation strategies without compromising brand standards
• Risk mapping and risk-mitigation planning
IP Risk Management & Mediation:
• Trademark registration, enforcement, and violation handling
• IP Mediation mechanisms to complement legal enforcement strategies
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