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IOS Invest · Specialist advisory

Dental Due Diligence

Dental Legal Due Diligence

Legal due diligence for investment funds and investors acquiring dental clinics in Vietnam.

Explore service tiersSpeak with our team

01 / Overview

Start with the investment question

Acquiring a dental clinic in Vietnam is not a straightforward asset purchase. Operating licenses, approved technical scopes, practitioner registrations, infection-control compliance, and facility permits are all issued to a specific legal entity and location — and many of them are not automatically transferable upon a change of ownership or legal representative. A deal that looks clean on the financial statements can still carry material regulatory risk that only surfaces after closing.

IOS Invest provides Dental Legal Due Diligence to investment funds and investors evaluating dental clinic acquisitions in Vietnam — identifying license, compliance, and continuity risks before they are priced into the deal, and before they become the buyer's problem after signing.

Objective for the buyer

A risk-rated, evidence-based view

Understand regulatory exposure and license continuity — before capital is committed.

02 / Scope

12 review areas

  1. 01

    Corporate & ownership structure

    business registration, branch/location registration, shareholding chain, related-party structure

  2. 02

    Healthcare operating license

    validity, scope of authorized services, history of amendments or suspensions

  3. 03

    Approved technical scope (Danh mục kỹ thuật)

    cross-check the approved procedure list against services actually delivered and billed

  4. 04

    Practitioner licensing & scope of practice

    practice certificates, Dept. of Health registration, moonlighting/overlap violations, key-doctor dependency

  5. 05

    Medical records & patient data compliance

    medical record standards, EMR readiness, patient consent, retention obligations

  6. 06

    Infection control & clinical quality

    compliance against Ho Chi Minh City DOH minimum infection-control criteria and the RHM Quality Criteria (v2.2, 15 criteria)

  7. 07

    Environmental compliance

    medical/hazardous waste contracts, wastewater treatment system, environmental permit or registration

  8. 08

    Fire safety & rescue (PCCC)

    compliance under Decree 105/2025/NĐ-CP: permits, self-inspection records, insurance

  9. 09

    Radiation safety (X-ray)

    radiation license, equipment inspection status, dosimetry records, certified radiation staff

  10. 10

    Real estate & lease

    lease term, assignability on change of control, zoning/use-right conflicts

  11. 11

    Litigation, sanctions & complaints history

    pending fines, administrative sanctions, malpractice claims, patient complaints

  12. 12

    Labor & key-person risk

    labor contracts, social insurance compliance, non-compete/non-solicit exposure for key clinicians

Engagement pathway

A connected process

Stages are delivered according to the agreed service tier.

  1. 01Scoping
  2. 02Document Review
  3. 03Site Visit
  4. 04Risk Rating
  5. 05Reporting
  6. 06Negotiation Support
  7. 07Post-Closing Remediation

03 / Service tiers

Choose your level of support

Compare the scope, deliverables and responsibilities of each engagement.

Option 01

Legal DD Report

3–5 weeks

Target buyer
Funds / investors who run their own negotiation and legal execution
Scope
Desk review + on-site inspection across all 12 review areas; risk-rated findings
Deliverables
Legal Due Diligence (Red Flag) Report, Compliance Risk Matrix (Critical/High/Medium/Low, cited to specific legal provisions)
IOS Invest's role
Advisor — delivers findings, does not participate in the deal
Timeline
3–5 weeks (single-site); scales with number of clinics/branches
Fee model
Fixed fee per engagement

Option 02

Legal DD + Transaction Support

2–4 months

Target buyer
Funds / investors who want IOS Invest involved through signing and post-closing stabilization
Scope
Everything in the DD Report tier + support drafting reps & warranties, negotiation support on red-flag items, post-closing remediation guidance (license transfer, technical-scope re-approval, personnel re-registration)
Deliverables
Above + SPA Legal Schedule input, Remediation Roadmap, Post-Closing Compliance Checklist
IOS Invest's role
Transaction partner — engaged through signing and stabilization
Timeline
2–4 months, tied to deal timeline and remediation complexity
Fee model
Fixed fee + milestone-based (signing / closing / stabilization)

04 / Deliverables

Dental Legal Due Diligence Report Package

Deliverables are provided according to the selected service tier above.

  • Legal Due Diligence (Red Flag) Report
  • Compliance Risk Matrix (Critical / High / Medium / Low, cited to legal provisions)
  • License Continuity Assessment (transferability upon change of ownership/legal representative)
  • Technical Scope & Practitioner Registration Review
  • Environmental, Fire Safety & Radiation Safety Compliance Summary
  • Litigation, Sanctions & Complaints Findings
  • Lease & Vendor Contract Change-of-Control Review
  • SPA Legal Schedule Input (Reps & Warranties recommendations)
  • Remediation Roadmap
  • Post-Closing Compliance Checklist

IOS Invest

Do the licenses, technical scope, and practitioner registrations actually survive this transaction — and what will it cost to fix what doesn’t?

Talk to the IOS team about your objectives and engagement scope.

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