Duane Morris Vietnam Brochure

VIETNAM DUANE MORRIS VIETNAM LLC HO CHI MINH CITY DuaneMorrisLLPhasofficesinHanoiandHoChiMinh Working in concert with the firm’s offices in Hanoi and City, as well as other key markets in Asia, to support Singapore, Duane Morris’ Ho Chi Minh City location gives clients who have operations or investments in Vietnam, clientsaccesstolegalservicesinmarketsthroughouttheAsia oneofthefastest-growingeconomiesintheworld. Pacificregionandtherestoftheworld.Thefirm’sattorneys have strong relationships with the business community in The firm’s attorneys in Vietnam represent a range of Vietnam and are positioned to represent clients on a wide clients,includingmultinationalcorporationsandfinancial rangeofcorporateanddisputematters. institutions, as well as businesses seeking to establish new investments in Vietnam and throughout Southeast HANOI Asia. Duane Morris also leverages its global platform to DuaneMorris’establishmentofitsofficeinVietnam’scapital, facilitateAsia-basedcompanies’entryintomarketsinthe Hanoi,reﬂectsthefirm’sdedicationtoitsclients’needsin UnitedStates,Europe,LatinAmericaandbeyond. SoutheastAsia.Thefirm’sattorneysinHanoirepresentarange of clients in a variety of matters, including those involving corporate, securities, mergers and acquisitions; complex financial transactions; energy, projects and infrastructure; andtechnology,mediaandtelecommunications.

CORPORATE LEGAL SERVICES • CorporateandCommercial • Mergers&Acquisitions • RealEstateandConstruction Leading Firm Leading Individual • ProjectsandInfrastructure • Energy,EnvironmentandResources • InformationTechnologyandTelecommunications

Leading Firm Leading Individual • RetailandDistribution OUR ACCOLADES • BankingandFinance • Ranked as a Recommended Firm for Corporate and • ProjectFinance M&A and Projects & Energy in Vietnam by The Legal • PrivateEquity&VentureCapital 500 Asia Paciﬁ c 2021. • DisputeResolution • Ranked as a Recommended Firm for Banking and Finance, M&A, and Project Development in Vietnam PROFESSIONAL AFFILIATIONS andasaNotableFirmforCapitalmarkets:Equityand Capitalmarkets:DebtinVietnambyIFLR1000 2021. • AmericanChamberofCommerceinVietnam • RankedasaLeadingFirmforCorporate/M&A,Projects, • BankingLawyersCluboftheVietnamBankersAssociation Infrastructure and Energy by Chambers Asia-Pacific • CommissiononGlobalizationWorldForum 2021 and as a Leading Firm for Corporate/M&A by • EuropeanChamberofCommerceinVietnam Chambers Global 2021. • GermanBusinessAssociationinVietnam • Dr. Oliver Massmann is recognized as a Notable • HanoiBarAssociation Practitioner for Corporate/M&A and Projects, JapaneseBusinessAssociationofHoChiMinhCity InfrastructureandEnergy(Vietnam)andCorporate/ • M&A,Projects,InfrastructureandEnergy(Vietnam). • ChambredeCommerceetdel’IndustrieFrançaise auVietnam(CCIFV) • Dr. Lang Thi Nguyen is recognized as a Notable Practitioner for Corporate/M&A and Projects, • PetroVietnamInsuranceCorporation Infrastructure and Energy (Vietnam) and Ranked in • TokyoChamberofCommerceandIndustry Corporate/M&A,RealEstate(Vietnam). • VietnamBarFederation • VietnamBusinessForum LANGUAGES OurattorneysinVietnamareﬂuentinanumberof DUANE MORRIS VIETNAM BLOG languages,including: Duane Morris lawyers in Vietnam explore the issues impacting businesses with operations and investments in • English • Russian one of the world’s fastest-growing economies. Please visit • French • Vietnamese blogs.duanemorris.com/vietnam/forupdatesonthelatest • German developments.

2 EXAMPLES OF OUR WORK • Advised Sembcorp Industries, through its wholly owned restructuring of the largest joint venture in Vietnam’s subsidiary, Sembcorp Utilities, in a historic Power Purchase insurance industry. Agreement (PPA) and in signing a memorandum of agreement • Advised the world’s leading travel and tourism company with Myanmar’s Department of Electric Power Planning (DEPP), on the establishment of a joint venture company in under the Ministry of Electric Power of Myanmar (MOEP), to Vietnam. invest in and develop a 225 MW gas-fired power plant in central Advised an international shipyard group on its purchase Myanmar. The $300 million power plant, financed under a • of shares of Song Cam Ben Kien and worked on the Build-Operate-Own-Transfer (BOOT) structure, is set to be the establishment of two 100% foreign invested companies. largest gas-fired independent power plant in Myanmar. The team also advised the group on its Asia-wide • Represented EAB New Energy GmbH, one of the largest wind investment project related to mergers and acquisitions, energy developing companies in Germany, concerning a Power offshore loans, financing and restructuring, labour issues, Purchase Agreement for a wind power project in Vietnam, the purchase of a shipyard, the opening of a central the “Mui Dinh Wind Project,” with a total investment value of warehouse and establishing multiple joint ventures. This $100 million. The agreement signed with Vietnam Electricity is the first-ever privately financed manufacturing plant Corporation (EVN) is the first of its kind for a privately financed that manufactures special ships with the approval of the wind power project in Vietnam. Government of Vietnam for a foreign majority controlled • Advised GE Energy on the initial structuring of power purchase stake in the partly state-owned shipbuilding entity. projects and proposed renewable policy framework for wind • Advised a leading Japanese restaurant operator with energy investments in Vietnam. almost 5,000 outlets, on the structure and establishment • Advised on an acquisition of a Vietnamese business on behalf of a first-of-its-kind 100% foreign-owned restaurant chain of a German power supplies manufacturer. in Vietnam. • Advised a Dutch investor on two landfill methane-gas recapture • Advised TKIS AG, the German parent company of TKIS projects for fuelling nearby power plants in Hanoi and HCMC, Vietnam, in connection with Vietnamese law aspects Vietnam, respectively (CDM carbon credits projects). of its global group restructuring plan including the elaboration of the restructuring and capitalisation plans, • Acted for Canada-based Pan-Asia Bio-Fuels in connection with from both practical and legal perspectives. a development of bio-gas production and distribution project in central Vietnam, involving complex land and environmental • Advised and assisted a Swiss medical market expansion issues, careful investment incentives research, and local and services provider in the expanse of its business in international financing. Vietnam in the sector of wholesale medical equipment and materials via the acquisition of a local company. • Supported and advised a German government agency in connection with a project to work with the Ministry of Industry • Advised one of the leading multi-channel operators and and Trade (MOIT) of Vietnam to introduce a legal framework for movie companies in the United States with its investment renewable energy projects in Vietnam. in Vietnam and purchase of shares in a Vietnamese • Concluded negotiations for the construction contract for media company to form the first-ever joint venture in Vietnam’s first build-operate-transfer (BOT) power plant in Vietnam’s movie/TV sectors. Vietnam with investment volume of about $400 million. • Represented an international serviced apartment and • Advised and assisted a cement plant project in Vietnam with office complex in a trademark infringement dispute with the total value of $90 million. the largest Vietnamese real estate conglomerate. • Represented Greencells Group, an EPC provider for turn key • Developed a set of standard PPAs and dispute resolution solar PV power plants based in Germany, in establishing a and enforcement regulations for the Vietnamese commercial presence in Vietnam and implementing Solar Electricity Regulatory Authority in anticipation of the Power Plant projects. start-up of Vietnam’s competitive generation market. • Advised PROLiGNIS Energie Consulting GmbH on the • Advised a European private equity fund on the establishment of a project company to oversee its new biomass multimillion-dollar acquisition of a significant stake in a power plant project and to sell the plant’s products to a large Vietnamese restaurants and coffee shop chain business. medical manufacturing facility in Vietnam. The project will be • Advised a U.S. investment firm with over US$750 billion the first large-scale biomass power plant project in Vietnam. in assets under management on the mechanism and • Advised an industrial insurance business in connection with regulations pertaining to off-exchange transactions of the shareholding ratio of PVN in PVI. The team advised on the listed companies in Vietnam.

3 OFFICE LOCATIONS AND REACH FOR MORE INFORMATION To learn more, please contact:

DR. NGUYEN THI LANG Partner and Chair Duane Morris Vietnam LLC +84 28 3824 0236 ltnguyen@ duanemorris.com

OLIVER MASSMANN Partner and Director Duane Morris’ Asian offices in Hanoi, Ho Chi Minh City, Shanghai, Duane Morris Vietnam LLC Singapore and Yangon are backed by a global infrastructure of P: 84.24.3946.2205 offices across the United States and in London. [email protected]

MINH DUC HOANG Special Counsel Duane Morris Vietnam LLC P: 84.24.3946.0212 [email protected]

BACH DUONG PHAM Special Counsel Duane Morris Vietnam LLC P: 84.28.3824.0235 [email protected]

HO CHI MINH CITY HANOI Suite 1503/04, Saigon Tower Pacific Place, Unit 29 Le Duan Street V1307/1308, 13th Floor District 1, Ho Chi Minh City 83B Ly Thuong Kiet Street Vietnam Hoan Kiem District, Hanoi Vietnam

This publication is for general information and does not include full legal analysis of the matters presented. It should not be construed or relied upon as legal advice or legal opinion on any specific facts or circumstances. The invitation to contact the attorneys in our firm is not a solicitation to provide professional services and should not be construed as a statement as to any availability to perform legal services in any jurisdiction in which such attorney is not permitted to practice.