Vietnam

Reviews

Practice area

IFLR1000 Reviews

Overview

Solicitors governing body: Ministry of Justice

Competition authority: Vietnam Competition Authority

Financial regulator: State Securities Commission (SSC)

IFLR1000 ranking categories: 

Financial and corporate (published October) – Banking and finance, Capital markets, M&A, Project development

Jurisdiction overview

Vietnam is an ex-colony of the French empire and the two countries have strong ties, with the legal market no exception. The legal system is based on socialist legal theory and is influenced by the French civil law system, as a result French law firms have a clear presence in the market.

The market is a mix of local practices, Mekong regional outfits and international firms. Cooperation among local law firms reached another level when five local legal practices in Vietnam combined to create the LawTeam Alliance in August 2015 to facilitate further development of the legal market through training and sharing of resources. 

Some other local firms formed alliances with global names, such as Frasers Law Company with Herbert Smith Freehills and LVN & Associates with Watson Farley & Williams, replacing its alliance with Orrick Herrington & Sutcliffe. 

International firms present in the market include the likes of Freshfields Bruckhaus Deringer, Baker & McKenzie, Allen & Overy and Allens, while others such as Clifford Chance, DLA Piper and Shearman & Sterling adopt a fly-in-fly-out approach rather than committing to an office on the ground. 

The country is becoming friendlier towards foreign investment following amendments to Vietnam’s enterprise and investment laws, and talks to sign the Trans Pacific Partnership (TPP) and free trade agreement with the European Union. If successful, international companies will be able to invest in the country through simplified procedures.

Candy Chan - Journalist - Asia-Pacific

Financial and corporate
Audier & Partners

Audier & Partners is strongest in capital markets and M&A.

In the period the firm assisted foreign investors on investments in the IPOs of Vietnamese firms and advised international banks on regulatory compliance.

A notable M&A mandate saw the firm acting for the seller in one of the largest deals in the ride-hailing space.

In the projects area the firm has advised on developments in the hospitality, food and beverage, logistics, transport, retail and healthcare sectors. 

In addition to advising on acquisitions and joint ventures, the firm was also kept busy with corporate work involving restructuring and refinancing.

Recent Deal Data highlights

·         CMA CGM port

·         VietCapital Securities Company Ho Chi Minh Stock Exchange IPO

·         VietJet Ho Chi Minh Stock Exchange IPO

·         VP Bank Ho Chi Minh Stock Exchange IPO

Baker McKenzie

Baker McKenzie in Vietnam has strong practices in all ranking categories and is among the market leaders in M&A.

In recent banking work the firm often acted on the lenders' side in an array of matters related to aircraft financing and leasing, financial restructuring, debt refinancing, syndicated loans, and project financing.

In capital markets work the firm had a busy period and acted on a high profile IPO in the banking sector – the largest IPO in the Vietnamese banking sector since Vietcombank's IPO in 2007.

A notable M&A mandate saw the firm acting on a high-value public acquisition in the food and beverages and natural resources space.

In the projects space the firm has been heavily involved in advising on the development of wind and solar projects. The firm notably assisted with the development of the largest solar farm in Vietnam – this is also the first solar project in Vietnam led by a Singaporean company.

Recent Deal Data highlights

·         HDBank Ho Chi Minh Stock Exchange IPO

·         Lottee Coralis Vietnam $328.7 million refinancing

·         Ninh Thuan 168MW solar power plant

·         SK Holdings $470 million acquisition of 9.5% in Masan Group

·         Vietjet Aviation  $52 million Novus Aviation aircraft leasing

EPLegal

EPLegal in Vietnam is known for its focus on projects work.

In banking work during the research period the firm was primarily engaged in cross border aircraft leasing mandates, acting mainly for the lessees.

On the corporate and M&A front the firm most recently acted for acquirers, sellers and joint venture partners across a variety of sectors. The firm also notably advised foreign investors in setting up limited liability companies with 100% foreign ownership in Vietnam and also advised on regulatory compliance. A highlight deal saw the firm advising the Vietnam Oil And Gas Group on a high-value share transfer in the oil and gas sector.

In the projects space the firm has a special focus on the oil and gas sector and has experience in acting for clients such as operators and contractors.

Recent Deal Data highlights

•                      Vietnam Oil And Gas Group $5 billion divestment of shares in Long Son Petrochemicals Company

Frasers Law Company

Frasers Law Company is a consistent performer across the financial and corporate space and has a special focus on M&A – hosting one of the largest corporate and M&A departments of any law firm in Vietnam. 

In banking work the firm’s recent highlights include debt restructuring and refinancing, acquisition financing, and project financing deals, as well as general bank lending. During the research period the firm notably acted on a large project financing mandate in the energy sector.

The large M&A team is well placed to capture the work from increasing interest in Vietnam from foreign investors thanks to the introduction of new legislation. The M&A team has had a busy period and advised both acquirers and sellers in acquisitions and divestments in a variety of sectors including hospitality, renewable energy, technology, banking, and infrastructure.

In projects work the firm advised on the establishment of one of the largest titanium mining projects in Vietnam.

Recent Deal Data highlights

·         Binh Thuan titanium processing plant

·         Kimball Electronics $50 million acquisition of GES Vietnam

·         Origin Energy $24 million divestment of equity interest in Origin LPG

 

Client feedback

“Very professional and clear in articulating the legal position.” – Banking

“Frasers is great at providing a thorough analysis of local legal issues without overstepping the scope of what the client needs.” - Banking

“Consistently top quality, and able to deliver on tight schedules and deadlines.” - Financial services regulatory  

“Responsive and helpful. Mark Fraser and the wider Fraser's team provide a great service. They are one of our top choices as local counsel in Vietnam.” – M&A

“Their advice is concise, and they understand the commercial issues as well.” – M&A

“We have always been pleased with the work Frasers have done for us. They have acted for us in numerous M&A deals as well as providing ad hoc support on a day to day basis. They are incredibly responsive and we have full trust in the work they do for us. We do not have in-house legal representation in Vietnam and rely heavily on Frasers to support our interests in Vietnam. Of particular importance to us is the commercial nature of their advice and their ability to provide strategic insights into our business.” – M&A

“Frasers Law provided end to end advice on the entire divestment. They deeply understood the process. In addition to the very comprehensive knowledge of local law, they also provided insight into the potential legal issues that could arise. Their staff understood the law and the languages which greatly assisted in this transaction. They were also very open to challenges and could easily support their views and opinions. The principal was also available almost 24 hours per day which dealt with time zone issues.” - M&A  

“The lawyer was a highly skilled attorney who participated in both contract structure and negotiations with a potential partner - top-level professional.” - Project development

“A high-quality law firm with a reasonable depth of resources.” - Project development

 

 

Mark Fraser

“Very familiar with the expectations of international law firms and provides legal analysis/advice on such a standard.”

“High quality, responsive and analytical, while also being commercial.”              

“He provides not only advice on Vietnam laws but also on reasonable solutions for both parties.”

“Sensible and practicable.”

“Working with Mark is incredibly easy. He is responsive, knowledgeable and has a very good team which he deploys effectively.”

“Excellent. Knowledgeable and diligent in his approach, and commercial in his thinking.”

“Mark runs a great team and is very responsive.”

“Excellent lawyer with a strong practical sense.”

“Mark understands Vietnam and also the needs of International companies. His work is very sound and through the practise provides innovative solutions to complex issues. The practice offers lawyers who have excellent communication and language skills who are prepared to really get to the bottom of issues and resolve them quickly and cost-effectively. Our transaction was well resourced, and given the quality of the work provided, they should consider expanding the practice.”

Justin Gisz

“Top-notch quality, very knowledgeable, detailed legal analysis and solution-oriented.”  

Pham Thanh Mai

“Very pleasant, responsive, and has good knowledge of Vietnamese law.”        

Thi Lang Nguyen

“Top lawyer; very creative, commercial mindset and dedicated.” 

Stefano Pellegrino

“Excellent; well trained and commercially savvy. An asset to the firm.”

Ho Thuy Ngoc Tram

“Very professional and hard-working lawyer.”  

Vo Ngoc Minh Truc

“Deep knowledge for our business and the legal systems of the country; kindly supports to solve all difficult legal issues within the shortest timeline.”

 

Freshfields Bruckhaus Deringer

Freshfields Bruckhaus Deringer is recognised as a market leader in Vietnam and top tier across all financial and corporate practice areas. The firm is one of the few firms in Vietnam that can boast a restructuring practice.

A recent capital markets highlight saw the firm advise on the first bond in the healthcare sector in Vietnam.

In M&A the firm has a particular focus on financial institution acquisitions and has extensive experience in acting for foreign credit institutions and foreign banks on acquisitions of shares and assets of local financial institutions. Additionally, the firm often acts for strategic investors in high-value deals. A recent highlight saw the firm acting on one of the largest private equity investments in Vietnam.

Led by managing partner Tony Foster, the firm’s infrastructure team has historically advised on market first mandates since 1994 – including the first BOT power project in the jurisdiction. Key sectors of focus are conventional and renewable energy, transport, oil and gas, mining, utilities and social infrastructure. A recent mandate saw the firm advising on the development and financing of the largest private sector power project in Vietnam and the country's only new BOT power plant commissioned in the last ten years.

Recent Deal Data highlights

·         Aéroports de Paris $1 billion acquisition of stake in Airports Corporation of Vietnam

·         Hoan My Medical Corporation $100 million dual tranche (6.64% and 6.74%) dual bond issue

·         Mizuho Bank $270 million acquisition of Vietcombank shares

·         Mong Duong 2 - 1240MW power power plant

·         Warburg Pincus $370 million investment in Techcombank

Lexcomm

Although Lexcomm is active across the financial and corporate space in Vietnam, the firm shines in terms of its project development work.     

During the research period the banking acted for international lenders, commercial banks, borrowers, on matters involving loan facilities, debt restructuring, and syndicated lending.

In capital markets work the firm advised on bond work and notably acted for a corporate issuer in private placement offerings of senior secured notes.

A noteworthy M&A mandate saw the firm acting for the seller in the largest M&A transaction in fintech in Vietnam to date.

On the projects side the firm has a focus on the energy, oil and gas, utilities, transport, mining, and infrastructure sectors. The firm has a wealth of experience in advising an array of clients across a broad spectrum of upstream, midstream, power, petrochemicals, and mining exploration projects. An eye-catching mandate saw the firm acting as lead Vietnamese counsel to a group of international energy companies for the development and financing of Vietnam’s largest foreign investment project to date. The firm also advised the sponsors on the development of a “first of its kind” LNG-to-power project in Vietnam.

Recent Deal Data highlights

•                      Duyen Hai 2 coal-fired BOT power plant

•                      Ho Chi Minh City MRT Line 1

•                      Nam Dinh 1 coal-fired BOT power plant

•                      Nghi Son 1 coal-fired power plant

•                      Thai Binh 600MW coal fired thermal power plant

Client feedback

“Highly professional and knowledgeable.” – Banking and finance

“I have worked with the 2 principle partners (Pham Ba Linh and Nguyen Viet Ha) for over 20 years. They are strong lawyers, particularly in energy and infrastructure.” – Project development

“I've known Lexcomm for 3-4 years and this law firm is a top choice for strategic oil and gas, LNG and power projects in Vietnam.” - Project development

“Experienced staff. Good insight on government policies and industry trends” - Project development

“The Lexcomm team are excellent. While they have a solid grasp of the local law, they are able to apply this in a very commercial manner suitable for international clients. They are extremely responsive too, which helps on fast moving issues.” – Project development

Pham Ba Linh

“Strong in energy advisory.”

“Pham Ba Linh is widely regarded in Vietnam as a market-leading energy and project finance lawyer with an in-depth understanding of best market practices in this area. Ba Linh has a high reputation for complex upstream oil and gas with his great industry knowledge and his legal advice is valuable, practical and has commercial implication/solution as well.”

“Knowledgeable, professional, communicative, risk aware and a problem solver.”

Mayer Brown

Ranked among the top tier firms in Vietnam, Mayer Brown has been on the ground in the jurisdiction since 1994 and has offices in Ho Chi Minh City and Hanoi. The firm’s strong banking practice has led to its appointment on both Standard Chartered Bank and DBS’ local legal panels.

Recently the firm advised on bond issues and notably acted on the novel issue of credit guaranteed local currency bonds.

In M&A the firm advises on both buy and sell side matters for local and foreign businesses, covering sectors such as financial services, real estate, food & beverages, education, and natural resources. In the research period the firm has acted for investors in a number of venture capital investments in the fintech space.

The firm strengthened its corporate and M&A offering with the hire of partners Steven Tran from Hogan Lovells and Sheng Wu from DLA Piper.

Recent Deal Data highlights

·         Nam A Bank $10 million loan facility

·         Nam Long Corporation $30 million 6.5% bond issue

·         Refrigeration Electrical Engineering Corporation $100 million 7% bond issue

·         Sen Do Technology $51 million Series B funding

·         Validus Capital $15.2 million Series B funding

Nishimura & Asahi

The first Japanese law firm to establish operations in Vietnam, Nishimura & Asahi specialises in corporate and M&A work, particularly in the real estate sector.

During the research period the firm mainly acted for Japanese companies in joint ventures and acquisitions across a range of sectors including food and beverages, manufacturing, engineering, entertainment, logistics, retail, consumer products, real estate and technology.

Client feedback

“Good understanding of Japanese business and Vietnamese customs.” – M&A

“The N&A team understood our strategy in Vietnam well. We can communicate with the N&A team in Japanese.” – M&A

“Their strength is they have lots of experience on real estate in Vietnam, compared with other firms which have Japanese lawyers.” – M&A

Akira Hiramatsu

“I am very satisfied with his prompt performance. He worked on drafting contracts, supporting the negotiation of terms and conditions and verifying documents of evidence.”

Ohya Kazuhide

“Good understanding of our business and concerns.”

“His strengths are he is reliable, works hard and has easy accessibility any time.”

VILAF

Ranked in the top tier across the board for financial and corporate work, VILAF is one of the strongest firms in Vietnam. The firm notably boasts the largest teams of English-speaking project development and M&A lawyers in Vietnam.

In banking and finance work the firm has acted on the financing of most of the BOT power projects that reached financial close in Vietnam. Recently, the firm was involved in the first and only international tender project in Vietnam; the largest solar power project in Vietnam; and the first-ever establishment of a representative office in the United States by a Vietnamese bank.

In recent capital markets work the firm advised on the first-ever capital raise by a Vietnamese company in a concurrent equity placement and convertible bond offering; the first international equity-linked bond issuance out of Vietnam since 2012; and the largest listing to date on the Ho Chi Minh Stock Exchange.

Other notable cross border mandate include advising Warburg Pincus on a joint venture with Becamex IDC to develop the largest industrial and logistics platform in Vietnam and acting on the largest private strategic investment by a foreign investor in a Vietnamese property developer.

Recent Deal Data highlights

·         Nghi Son 2 coal-fired power plant

·         No Va Land Investment Group $310 million concurrent equity placement and convertible bond offering

·         Shinhan Card $151 million acquisition of Prudential Vietnam

·         Van Phong 1 coal-fired thermal power plant

·         Vinhomes Ho Chi Minh Stock Exchange IPO

 

Client feedback

“They have very good knowledge of the market and the legal system. They are a problem-solving law firm.” – Banking

“Deep knowledge, effective and equitable lawyers.” - Banking

“The VILAF team demonstrated that they focus on providing quality and relevant legal advice since the proposal stage. They spent time talking to us to understand the circumstances before putting up the proposals. They also tailored their proposed services to meet the client's needs. During the engagement, the VILAF team did provide very practical advice. They looked at matters not only from legal perspectives but also considered commercial and business aspects. VILAF definitely stood out compared to other law firms. They will always be on the top of the list when we recommend to our clients.” – M&A

“They are very innovative in the development processes and problem-solving.” - Project development  

Vo Ha Duyen

“She was the engagement leader. She always tried to understand the client's objectives and concerns before quoting the relevant laws. Therefore, her advice was very practical and relevant to help the client achieve their objectives.”  

Lam Nguyen

“Deep knowledge and steadfast.”  

Tuan Phong Tran

“Excellent. He is a problem-solver; he can help to find a legal base to support the solutions and make them acceptable to everyone.”

“Deep knowledge and steadfast.”

Watson Farley & Williams in association with LVN & Associates

Watson Farley & Williams’ strength in Vietnam lies in its banking and projects practices. The firm is focused on the energy and infrastructure sectors and is capable of advising clients throughout the energy project life cycle. The firm has been involved in almost all BOT coal-fired power projects in Vietnam and is also active in the renewable energy space.

In the projects space the firm advises government agencies, international lenders and investors on both inbound and outbound work including regulatory issues, and project finance and foreign investment deals.

In the research period the firm acted – often for government bodies – on matters including the first and only international tender project in Vietnam over the past 15 years; the first ultra-supercritical coal-fired power plant; and the only gas-fired project to be procured in the jurisdiction in recent years.

Recent Deal Data highlights

·         Dung Quat II gas-fired combined cycle power plant

·         Nghi Son 2 coal-fired power plant

·         Quang Tri BOT thermal power plant

·         Song Hau 2 coal-fired thermal power plant BOT

·         Van Phong 1 coal-fired thermal power plant

YKVN

YKVN is one of Vietnam’s foremost law firms and a leader in the financial and corporate space. In project development, the firm is known for advising Chinese clients in the energy sector.

In recent banking work the firm advised international lenders on the financings of Nam Dinh 1 BOT and Vinh Tan 3 BOT. The firm also acted on a landmark project financing deal in the solar power space with the financing of BIM Renewable Energy by Rizal Bank.

The capital markets team also had a busy period and was involved in a number of market first mandates. These include the first-ever exchangeable bonds issued by a Vietnamese issuer to the international market; the first-ever capital raise for a Vietnamese company in a concurrent equity placement and convertible bond offering; one of the biggest IPOs in Vietnam in 2018; and the first bond issuance by healthcare company in Vietnam.

The firm has extensive experience in public M&A and has worked on most of the deals involving state-owned companies since 2007. A recent highlight saw the firm act on the first-ever 100% acquisition of a Vietnamese finance company by a foreign purchaser.

Recent Deal Data highlights

·         CHEC Duyen Hai 2

·         Nam Dinh 1 power plant BOT

·         No Va Land Investment Group $310 million concurrent equity placement and convertible bond offering

·         Techcombank Ho Chi Minh Stock Exchange IPO

·         Vih Tan 3 power plant BOT

 

Client feedback

“YKVN provided us with a comprehensive analysis and advised on issuer risks during the deal. They proposed a plan of going forward, which was in line with applicable local laws and regulations. YKVN has a strong and experienced team, and issuers can rely on their advice.” - Capital markets