We give you a snapshot below of the significant transactions that INDOCHINA LEGAL and its partners have successfully implemented and been involved with.
FDI | GREENFIELD AND BLUE WATER PROJECTS | M&A TRANSACTIONS
- Representing a consortium of European and Vietnamese investors in the shipping and logistics industries in the establishment of a joint venture company to establish, operate and manage a major deep water port/ container terminal in South Vietnam, including assistance in the negotiation and setting up of the joint venture and securing all required licenses for the operation and subsequent restructuring of the joint venture, advising on a range of legal matters arising during the construction and developmental stages of the project, and general assistance in all business, administrative and operational matters undertaken by the joint venture such as contract drafting and review and advising on regulatory and compliance issues, land law issues as well as other legal issues affecting the construction stage of the project.
- Representing several multinationals in the light industry sector (furniture and textile business), business-to-business service sectors (software development and outsourcing) and business-to-consumer sectors (distribution either for export or targeting local market), among others, in the setting up of their commercial presence in Vietnam, obtaining all required licenses and executing all post-licensing corporate formalities, providing a full range of legal services in the preparation and review of relevant documentation and contracts for their day-to-day operations in Vietnam, and advising on regulatory and compliance issues.
- Representing one of the world’s leading suppliers of injection molding equipment and services to the global plastics industry in the setting up of their wholly foreign-owned subsidiary in Vietnam to carry out distribution services on a commission agency basis, only the second investment license of such kind to be issued in Ho Chi Minh City, following the progressive opening of the distribution sector to foreign investors.
- Representing a leading international investment fund in the acquisition of a majority interest in the holding company that owns a renowned landmark hotel in Hanoi.
- Representing a leading international investment fund in the acquisition of a prime piece of land in Hanoi for the construction and development thereon of a hotel.
- Representing a leading Vietnamese dairy products company in the sale and transfer of its entire 100% share capital to a Malaysian group of companies (with a Singapore-listed affiliate), at the estimated transaction value of US$ 12 million.
- Assisting a leading Vietnamese tourism and travel company in acquiring the entire 100% share capital of the HK-holding company that owns a chain of hotels in Vietnam in our conduct of a due diligence exercise on the 5 hotels in Vietnam and preliminary assistance in the closing of the share purchase transaction.
- Representing a Thai listed company in its acquisition of an interest in the capital of a major Vietnamese company in the polymer industry.
- Assisting in the negotiations between an investment fund and a technology company in respect to a mobile payment technology project, ultimately leading to the opening of such share capital to the investment fund.
- Acting for a major European insurance company in the preparation of its offer to acquire an interest in the capital of the second largest non-life insurance company in Vietnam, within the framework of a private placement.
- Assisting in the sale of capital assets of a food processing manufacturer to a Filipino conglomerate.
- Performing a due diligence exercise on an existing Vietnamese travel business company, with a view for a Singaporean company to acquire a majority stake into the Vietnamese structure.
- Representing an offshore structure in its gradual acquisition of a controlling interest in a 100% Vietnamese-owned company engaged in providing online and video gaming services.
INFRASTRUCTURE | ENGINEERING | REAL ESTATE
- Performance of a legal review on the tender documents for the construction of a bridge in Ho Chi Minh City, including the review and re-drafting of the EPC/Turnkey Contract for the project.
- Rendered a detailed legal opinion on the various types of FIDIC Turnkey contracts (various editions) in order to assist the client’s project management team in the selection of the most appropriate contract for inclusion in the tender documents for the construction of a container terminal and port facilities project, and subsequently attended to the opening of the international tender packages for the selection of the EPC/Turnkey contractor for the project to ensure procedural compliance and transparency during the selection process.
- Acted as counsel for an international Japanese contractor in rendering an independent legal opinion dealing with contract claims against project owners in Vietnam and Thailand,including the FIDIC turnkey construction contracts used in the project.
- Conducted and prepared an independent assessment report on behalf of a UAE-based investment fund for an acquisition project relating to a large real estate development project in Ho Chi Minh City.
- Representing a Luxembourg-holding company in the establishment of a joint venture with a State-owned organization for the development, operation and management of one of the landmark buildings in Hanoi.
- Full legal assistance in a number of property development projects, either for residential or office use.
DISPUTE RESOLUTION
- Advisory services in the arbitral proceedings of a French/Japanese construction consortium’s claim against a Vietnamese State-owned enterprise (VIAC and JCCA).
- Acted as counsel for an animal feed manufacturing company in a dispute against another animal feed manufacturing company involving the terms of the parties’ cooperation contract (VIAC).
- Representation in an ongoing arbitral proceedings involving an M&A dispute for the sale of a shipyard in Vietnam (SIAC).
- Representing a multinational architectural and engineering firm in several construction-related disputes against an investment fund/ real estate developer relating to property development projects in Siam Reap and Phnom Penh, Cambodia (SIAC and ICC).
- Representation in all stages of the arbitral proceedings involving a shareholders dispute (KLRCA).
- Representing an international group of subsea contractors in the initial stages of the arbitral proceedings and the negotiation of an amicable settlement in a dispute relating to subsea pipeline installation services against a State-owned organisation in the oil industry (VIAC).
- Representing a joint venture insurance company registered in Vietnam in an arbitral dispute involving the shareholding therein of a European insurance group under CEFAREA arbitration rules, which are specialized rules recognized in the insurance industry (CEFAREA, France).