As one of seven exclusive recognised lawyers in Vietnam in IFLR Asia Best Lawyers 2020, what do you consider to be the greatest achievements of your career?
Building a large and solid team of sophisticated and experienced lawyers advising the most demanding international clients in complex cross-border transactions in Vietnam, has probably been my greatest achievement. Seeing our lawyers growing in their careers in the firm over the years and becoming senior associates, counsels and partners has been a greatly rewarding experience to me.
What advice would you give to lawyers in junior positions to encourage them to work towards success?
Find practice areas they are passionate about and invest time in those practices. Surround themselves with people who are better than them in these practice areas. Success will come naturally when we do what we are passionate about and learn from the people who can inspire such passion.
Seeing our lawyers growing in their careers in the firm over the years and becoming senior associates, counsels and partners has been a greatly rewarding experience to me
What does your firm do to nurture and promote talent? Do you think it compares well to others in your market in this area?
We create an environment where younger lawyers receive on-the-job training support, mentoring and coaching, and where there is flexibility in choosing types of projects and practice areas, and flexibility in the options for work-life integration. Our environment is friendly, nurturing, and creativity-encouraging.
Given the current conditions in Vietnam what would you consider to be the market outlook over the coming year?
As one of the most dynamic emerging markets in South East Asia, Vietnam should continue to attract foreign investment in general and infrastructure investment in particular, in the years to come. The country has historically been known to be friendly to foreign investors and open in negotiating and participating in international trade and investment treaties. These are still shown to be the country leaders’ priorities.
What kind of work do you expect will keep you busy over the next 12 months?
For the upcoming 12 months, we expect a significant part of our workload to be in M&A, investment and financing transactions in fintech, e-commerce, logistics, energy, infrastructure and industrial manufacturing. With the ongoing Covid-19 epidemic, we also anticipate an increasing portion of work relating to restructuring, litigation and arbitration.
Are there any upcoming regulatory changes or initiatives that investors should be aware of?
Vietnam has just passed a number of important laws which will take effect in January 2021. These include the new Investment Law, the new Enterprises Law, and the new Public Private Partnership (PPP) Law.
The new Investment Law introduces additional investment incentives to encourage large projects, high-tech projects and environment-friendly projects and further streamline investment procedures. Just by way of example, it reduces the circumstances under which a proposed new project or project amendment is subject to the in-principle approval of the Prime Minister. It also reduces the instances where an M&A transaction by a foreign investor may be subject to the requirement to obtain an M&A approval from the investment authority. In particular, if a foreign investor purchases shares from another foreign investor, M&A approval would no longer be required under the new laws on the basis that the foreign ownership in the target company is not increased.
The new Investment Law introduces additional investment incentives to encourage large projects, high-tech projects and environment-friendly projects
The new PPP Law introduces a new risk sharing regime between investor and state and removes the government guarantee for state enterprises’ obligations from the available investment protection regime for PPP projects.
Earlier this year, the government also issued Decree 35/2020/ND-CP on anti-trust, which sets forth specific thresholds that may trigger an anti-trust filing requirement in an economic concentration. In general, this Decree subjects significantly more M&A transactions to the anti-trust filing requirement than the old laws. However, the new law shortens the potential anti-trust review period by introducing a two-phase approach: the preliminary review phase and the official review phase. If an M&A transaction passes the preliminary review, which takes 30 days, the transaction may be able to proceed without being subject to the official review.
Anti-trust laws are still evolving because the new Competition Law requires the formation of a National Competition Commission tasked to oversee competition law matters, including anti-trust filing administration. Nonetheless, to date, the government has not finalised or issued the decree governing the composition, function, and authority of the National Competition Commission and the National Competition Commission has accordingly not been formed.
What do you feel is the biggest misconception others have about your market?
Most newly arriving foreign investors have the presumption that laws and policies in Vietnam are as well established as in some other countries. The truth is that the laws and policies in Vietnam have continued to be dynamic and evolving. Often, decisions must be made not only based on existing laws but also on a prediction of legal development trends. Additionally, it is important to not only understand how the laws are literally written, but to also understand the history of the development of such laws, and in some cases the political considerations behind them and how interpretation have evolved. It is however helpful to note that usually, regulatory changes are made with the good intent of simplifying procedures and processes, making things easier for investors, or providing more clarity to requirements and procedures.