• CÔNG TY CỔ PHẦN TƯ VẤN QUẢN TRỊ CGS VIỆT NAM
  • CGS VIETNAM JOINT STOCK COMPANY

Practical Guide for Independent Directors

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In an environment where corporate governance requirements are increasingly stringent – particularly concerning transparency, accountability, and the operational efficiency of the Board of Directors (BOD) – the role of Independent Directors (IDs) continues to be a vital factor in ensuring objectivity and balancing interests within the corporate governance structure.

To promote a substantive and professional role for IDs in Vietnam, CGS Vietnam Governance Consulting Joint Stock Company participated in drafting the “Practical Guide for Independent Directors”. This initiative was carried out in collaboration with the Vietnam Independent Directors Association (VNIDA), the VNIDA Institute of Corporate Governance (VNICG), and Indochine Counsel Law Firm. The document was officially released by VNIDA on December 31, 2025, to assist the local business community in accessing and effectively applying ID mechanisms according to advanced standards.

The guide was developed by harmonizing Vietnam’s current legal framework with domestic and international best corporate governance practices, alongside the extensive practical experience of experts and practitioners in the field. Using a systematic and highly applicable approach, the document covers the entire lifecycle of an ID’s role—from candidacy and appointment to the execution of duties and handling situations that arise during board participation.

Through practical instructions, tools, and recommendations, the guide helps IDs clearly understand their position, powers, obligations, and responsibilities within the corporate governance structure. Simultaneously, it assists enterprises in designing and operating effective ID mechanisms tailored to the specific characteristics and development context of each organization.

Participating in the drafting of this document reaffirms CGS Vietnam’s role and commitment to accompanying Vietnamese enterprises in improving the quality of corporate governance, approaching international standards, aiming for sustainable development, and building trust for investors and stakeholders.

 

You can download the full publication here:

Vietnamese version: VNIDA_Practical Guide for IDs_VN

English version: VNIDA_Practical Guide for IDs_EN

 

About CGS Vietnam

CGS Vietnam is a consulting firm specializing in corporate governance, risk management, internal audit, and sustainable development. Established by leading industry experts, CGS Vietnam aims to bring value to businesses in Vietnam through specialized services, striving for a strong governance foundation and sustainable growth. For more information, please visit: https://cgsvietnam.com/

About VNIDA

The Vietnam Independent Directors Association (VNIDA) is a nationwide professional association, officially licensed by the Ministry of Home Affairs under Decision No. 04/QD-BNV dated January 5, 2022. With a mission to promote best corporate governance practices, VNIDA contributes to enhancing the professionalism, independence, and transparency of boards and independent directors in Vietnam. For more information, please visit: https://www.vnida.vn/

About VNICG

The VNIDA Institute of Corporate Governance (VNICG) is a scientific organization under VNIDA, certified by the Ministry of Science and Technology under Registration Certificate No. A-2762 dated February 27, 2025. VNICG focuses on research, training, and providing corporate governance solutions to enhance the governance capacity and sustainable development of Vietnamese enterprises. For more information, please visit: https://www.vnicg.vn/