Vietnam > Corporate and M&A
Allen & Overy LLP has a well-established track record in M&A and a ‘strong senior team’, which is able to lead cross-border deals from Vietnam. The team has been kept active handling transactions in the food and beverage sector including assisting Standard Chartered Private Equity with its acquisition of a minority stake in Golden Gate Trade & Services, which operates 60 restaurants under 11 different brands in Vietnam. The group advised Kinh Do on restructuring its snack business and subsequently served as dual Vietnamese and international counsel in assisting the client with the sale of an 80% stake in the same to Mondelēz International. Duc Tran’s team wins plaudits for its ‘strong business acumen’ and ‘ability to coordinate very well with its network’. Senior associate Tina LeDinh is ‘highly intelligent with an uncanny ability to simplify complex issues’.
Baker & McKenzie combines strong domestic law capability with the firm’s impressive global reach. The team worked together with colleagues in Tokyo to advise Meiwa Pax on its acquisition of a 93% shareholding in Saigon Trading and Packaging JSC. The team has experienced an increase in instructions to handle acquisitions in the recruitment sector, such as assisting en-Japan with its acquisition of Navigos Group, the operator of a job search website and recruitment service. Yee Chung Seck and Lan Phuong Nguyen jointly head the team and managing partner Fred Burke is highly regarded across the market. Chi Lieu Dang and Rahul Parrab were promoted to partner and special counsel, respectively, in July 2015.
The ‘highly professional’ team at Frasers Law Company has a longstanding presence in Vietnam and is valued for its ability to ‘bring a depth of knowledge and history to transactions that newer firms and lawyers do not have’. The firm’s core business is M&A and a rise in activity led to instructions on 45 transactions in the 12 months to the end of May 2015. Among these, the group assisted Japanese retailer Aeon with its investments in two supermarket and convenience store chains in Vietnam. Name partner Mark Fraser’s legal and commercial knowledge allows him to give clients ‘advice that takes into account multiple perspectives and not just a strict interpretation of the law’. Nguyen Thi Lang and Justin Gisz are also recommended. The practice, which has ‘a good balance of senior foreign and local lawyers’, was reinforced by the arrivals of senior associate Pham Thanh Mai and associate Stefano Pellegrino, who joined from Allen & Overy LLP and the Milan office of DLA Piper respectively in 2014.
Freshfields Bruckhaus Deringer, led by Tony Foster, continues to receive key instructions on major deals. For example, in conjunction with colleagues in Germany, the practice continues to advise Metro Group on the divestment of Metro Cash & Carry Vietnam to Berli Jucker. The group has notable experience advising on the equitisation of state-owned enterprises and is currently advising on the proposed acquisition of a port operator. Other clients include Warburg Pincus Asia, Mekong Capital and Petronas. Counsel Bui Thanh Tien is a key figure for corporate restructuring and reorganisation and Milton Lawson is also recommended.
Nasir PKM Abdul now heads the ‘very good’ team at Gide Loyrette Nouel A.A.R.P.I., following Samantha Campbell’s move to Hogan Lovells International LLP in early 2015. The practice has diversified its client base over the past couple of years to act for a wider range of multinational companies alongside its traditional client base of French blue-chip corporations. The group is advising Pilmico Foods Corporation, a subsidiary of Aboitiz Group, on its acquisition of a Vietnamese company in the animal feed and aquafeed sector. Senior associates Phuong Nguyen and the ‘responsible’ Antoine Toussaint are also recommended.
Vilaf continues to receive instructions on big-ticket deals and frequently handles cross-border matters in conjunction with Clifford Chance, with which it has enjoyed a longstanding relationship that dates back over 20 years. Pham Si Hai Quynh and Ho Chi Minh City managing partner Vo Ha Duyen led the team’s advice as local counsel to Mondelēz International during its deal to buy a controlling stake in Kinh Do’s food business. Kevin Hawkins is part of a team assisting General Electric with the acquisition of Alstom’s power and grid business, which is part of a global transaction. Hanoi managing partner Dang Duong Anh, Tran Tuan Phong and Nguyen Truc Hien are also recommended.
YKVN is ‘very well grounded in Vietnam’s laws and practices’. Recent transactional work includes assisting Power Buy with the purchase of a 49% stake in NTK New Solution and Technology Development Investment. On the corporate side, the team provides regulatory and compliance advice to pharmaceuticals clients. Truong Nhat Quang is ‘excellent’ and ‘particularly expert in transactions in the financial institutions industry’ and practice co-head Diep Hoai Nam is well versed in representing state-owned enterprises during equitisation processes. Singapore-based co-head K Minh Dang is ‘a very experienced deal lawyer’, who ‘combines excellent market knowledge in Vietnam and Southeast Asia with a top tier US law firm approach to quality and client service’.
Allens’ long experience in the market has seen the firm becoming active in everything from joint ventures developing villas to providing Vietnamese telecoms and aviation regulatory advice to companies in Vietnam’s burgeoning telecoms industry. Bill Magennis and Linh Bui are highly regarded.
Audier & Partners Vietnam L.L.C. attracts plaudits for its ‘knowledge of the retail and real estate industries’, with Nicolas Picard being singled out for his ‘in-depth knowledge’ of these sectors. Picard has been actively involved as part of the team advising Groupe Casino on the expansion of its hypermarket network throughout Vietnam and assisted with the opening of convenience stores in Hanoi and Ho Chi Minh City. The group continues to be prominent in the hotel sector and is advising Accor on expanding its presence in Vietnam. Name partner Nicolas Audier, Etienne Laumonier, Hadrien Wolff and senior associate Tran Long are also recommended.
DFDL focuses its practice on acting for foreign investors and is adept at handling due diligence on M&A. Managing partner Jérôme Buzenet led advice to Henley Holding Company on the $116m acquisition of a US-incorporated property holding company. The firm’s on-the-ground presence was reinforced when Tran Thi Vu Hanh relocated from Cambodia to Ho Chi Minh City in September 2014.
Duane Morris Vietnam LLC has notable experience in setting up companies in Vietnam for its multinational client base. Other recent instructions include advising on a restructuring and the team also provides ongoing legal support to clients. Oliver Massmann, who continues to serve as a member of the supervisory board of PetroVietnam Insurance Corporation, and Giles Cooper jointly head the team from Hanoi and Ho Chi Minh City respectively. US-qualified special counsel Ji Ung Choi joined in 2014 from JP Law Group.
Hogan Lovells International LLP has rebuilt its practice in Vietnam with the recruitment of former Allen & Overy LLP lawyer Jeff Olson, who is ‘professional, smart and a good negotiator’, as well as former Gide Loyrette Nouel A.A.R.P.I. attorneys Samantha Campbell and senior associate Long Huynh. Counsel Quynh-Anh Lam joined from Mayer Brown JSM in September 2015. The team recently worked with colleagues in Hong Kong to advise GEM Capital on its $14m investment into Duc Long Gia Lai Group.
LNT & Partners has an innovative approach and entered into a short-term alliance in May 2015 with RECOF, a Japanese M&A advisory company that proposes cross-border M&A transactions for clients, to further develop its M&A practice. The team regularly assists Vietnamese companies moving into foreign markets and is, for example, advising VietJet Air on establishing five overseas joint venture companies. Nguyen Ha Quyen Hoang heads the team, which includes Anh Tuan Nguyen, Thai Binh Tran, Le Net and the ‘excellent’ Ngoc Hong Bui. Thi Bich Huong Dao joined as head of the Hanoi office in June 2015.
Mayer Brown JSM’s ‘commercially oriented’ team handles a significant number of offshore transactions, operating as both international counsel and supporting its Hong Kong and Singapore offices in local Vietnamese deals. Recently promoted partner David Harrison was part of a global team that advised FMO on a 15% equity investment in Hamkorbank of Uzbekistan.
Russin & Vecchi, LLC’s impressive client list includes Amway Vietnam, Intel and VinaCapital. The group handled Hoan My Medical Corporation’s acquisition of a 70% stake in a private hospital and is advising Berli Jucker on its acquisition of Metro Cash & Carry Vietnam. Nguyen Huu Minh Nhut leads the four-partner team, which is rounded out by Mai Thi Minh Hang, Sesto Vecchi and Nguyen Huu Hoai.
Tilleke & Gibbins excels in the life sciences sector and provides full-service support to Merck Sharp & Dohme (Asia), including advising on the client’s contracts with Vietnamese vendors and service providers. On the transactional side, the firm is handling an energy client’s acquisition of a company operating in the oil and gas sector. Vinh Quoc Nguyen leads the M&A team and Jim Dao heads the franchising group. Michael Lee is highly regarded. Associates Anh Thi Phuong Pham and Chuyen Hong Huu Le joined the firm in 2015 from Russin & Vecchi, LLC and YKVN respectively.
Bizlink Lawyers is advising the Hanoi Club joint venture company on a share transaction to transfer full ownership to the Singaporean joint venture partner. The team provides corporate support to Honda Vietnam, which it advises on compliance, employment and investment issues, among others. Managing partner Do Trong Hai and Vu Cat Tuong are key figures.
Phuoc & Partners has a dedicated team handling inbound investment into Vietnam and is adept at handling investment registration and investment expansion for clients including Nike and Puma. The firm also won roles on several notable transactions on the sell side and advised three domestic shareholders, as participants in a joint venture with a Malaysian real estate partner, on the divestment of a 40% stake to the Malaysian entity for $68m. Managing partner Nguyen Gia Huy Chuong is the key contact.
Rajah & Tann LCT Lawyers reinforced its practice through its absorption of VN Counsel, which resulted in Nguyen Thi Hong Thang’s arrival, and the strategic recruitment of Thuy Hoang Thi Thanh from Schulz, Noack, Bärwinkel, who focuses her practice on German clients. The group is advising Fairfax Asia on its acquisition of a 35% stake in the post-issue share capital of a Vietnamese state-owned insurer. Vu Thi Que heads the team. Brian Ng relocated to the firm’s Singapore office.
ZICOlaw (Vietnam) Ltd has ‘a very conservative and risk-averse approach, yet can advise on the practicalities of doing business in Vietnam and help support transactions which would otherwise be difficult to get done’. It has an ‘excellent’ reputation for real estate M&A and can leverage its strong regional presence mainly to handle buy-side instructions on cross-border acquisitions. Managing partner David Lim, who is ‘extremely diligent and commercially oriented’, leads the team, which includes Tam Nghiem in Ho Chi Minh City and Phong Nguyen in Hanoi. Senior associates Ha Nguyen and Hoan Bui, who has in-house experience, joined the firm in 2014 from Mayer Brown JSM and EY Vietnam, respectively. The practice also recruited at a more junior level to bolster its ability to provide corporate governance support.
Bross & Partners is ‘very responsive, professional and effective’; the team provides ‘concise, knowledgeable and very practical’ advice. Recent work includes handling Vinaconex Viettel Financial JSC’s merger with SHB. Luong Van Trung and Tran Anh Hung jointly head the practice.
Leadco Legal Counsel’s ‘excellent’ team has substantial experience in working for Vietnamese and Japanese clients. Tran Si Vy, who provides ‘viable’ solutions, led advice to Toyota Lang Ha on dissolving its business in Vietnam and transferring the liquidated assets to the investor’s home country.
LuatViet Advocates & Solicitors notably receives a flow of instructions to handle energy sector M&A, share acquisitions and restructuring. Managing partner Tran Duy Canh and Ha Dang Quang are the key names in the team.
PricewaterhouseCoopers Legal Vietnam Company Limited handles an impressive volume of M&A and is adept at conducting due diligence on proposed joint ventures. Richard Irwin is the key contact.
Rödl & Partner Ltd has a clearly defined target client base of mid-sized German companies and, as a joint law and tax advisory firm, provides a one-stop service to clients. The group’s focus is on inbound investment and recent highlights include advising a European wind farm developer on acquiring a project. Office head Stefan Ewers is the key contact.
VB Law advised Jet Airways on establishing its operations in Vietnam. Duy Minh Ngo is the key contact.
Vision & Associates has a strong track record advising on the acquisition of state-owned enterprises and provides corporate governance and secretariat services on a retainer basis. The team co-heads are Luu Tien Ngoc and Dang Trong Hieu.
BDLawyers and Associates Co., Ltd (BDLAW) has a strong track record in real estate M&A, such as handling Fujiken’s acquisition of a villa project in Hanoi, and also has recent experience in retail sector matters. Nguyen Thanh Ha and Nguyen Trung Kien lead the team.
VCI Legal advised Vietinbank on the sale of a building in Hanoi to a Japanese buyer. Tuan Anh Phung heads the practice.