Duong Thu HaPartner

    Duong Thu Ha

    Expertise

    Banking and Finance

    Capital Markets

    Corporate and M&A

    Energy & Infrastructure

    Duong Thu Ha is an expert in banking and project finance matters. She works extensively with major state-owned banks and Vietnamese corporates as well as major international banks and multinational corporates operating in Vietnam on significant financing transactions. She also assists in foreign exchanges transactions, swaps and derivatives and factoring transactions. In addition, Ha has advised in many landmark capital markets and M&A transactions in Vietnam.

    Recognised as a “capable name in banking and project finance” (Asia Law, 2010), Ha has been praised for being a “professionally capable, meticulous and ethical” and “switched-on” lawyer (Legal 500, 2009-2011). In particular, she is “best known for her consultant role on behalf of local commercial banks” (Chambers Asia, 2009).

    Education

    University of Melbourne, School of Law, LL.M. (2002)

    Hanoi University of Law, LL.B. (1996)

    Bar Membership

    Hanoi Bar Association

    Banking and Project Finance

    • Advised Rizal Commercial Banking Corporation (RCBC) in the senior term loan facility to a Vietnamese-based power company who develops and operates a 30MWp solar power project located in Ninh Thuan Province, Vietnam. The deal is on-going;
    • Advised Rizal Commercial Banking Corporation (RCBC) in the senior term loan facility to a Vietnamese-based power company who develops and operates a 300MWp solar power project located in Ninh Thuan Province, Vietnam. The deal is on-going;
    • Advising a foreign bank in the senior term loan facility to a Vietnamese-based power company who develops and operates a 50MWp solar power projects located in Khanh Hoa Province, Vietnam. The deal is on-going;
    • Advising a foreign bank in the senior term loan facility to a Vietnamese-based power company who develops and operates a 50MWp solar power projects located in Binh Thuan Province, Vietnam. The deal is on-going;
    • Advised China Development Bank (CDB) in connection with the international financing for the Hai Duong BOT Power Plant, a 1,200MW coal-fired power plant that is located in Hai Duong Province and developed by JASK Pacific Power Limited;
    • Advised China Development Bank (CDB) in connection with the due diligence for the financing of the Lower Sesan 2 Hydropower Project that is located in Cambodia and developed as a joint venture between EVN International (Vietnam) and Royal Group (Cambodia);
    • Advised PT Semen Indonesia (Persero) Tbk as Sponsor in the financing of USD 100 million for Cement Thang Long Cement Joint Stock Company as Borrower;
    • Represented Vietnam Shipbuilding Group (Vinashin) as borrower counsel on a US$650 million syndicated financing arranged by Credit Suisse;
    • Represented Vietnam Shipbuilding Group (Vinashin) as borrower counsel on a US$300 million syndicated financing arranged by Deutsche Bank;
    • Represented Viet – Lao Power Joint Stock Company as borrower counsel on US$49 million and US$82 million financings arranged by Natixis;
    • Represented a syndicate of foreign banks led by Credit Suisse as lender counsel on a US$300 million financing of Vietnam Coal and Mineral Resources Group (Vinacomin);
    • Represented Czech Export Bank as lender counsel on a US$18.5 million and CZK279 million financing of Kaolin Washing Plant of Quang Binh Kaolin Bohemia Company;
    • Represented PPF banka a.s. as lender counsel on a EUR100 million financing of Phu Son Cement Plant;
    • Represented Joint Stock Commercial Bank for Foreign Trade of Vietnam, Joint Stock Commercial Bank for Investment and Development of Vietnam, Vietnam Joint Stock Commercial Bank For Industry And Trade (VietinBank) and Vietnam Bank for Agriculture and Rural Development as lender counsel on the financings of a number of power, cement, real estates and other infrastructure projects in Vietnam, including among others:

    – the US$ 435 million financing of the construction of the Hoa Phat Dung Quat iron and steel production complex in Quang Ngai Province;
    – the US$ 130 million financing of the international terminal of Cam Ranh International Airport in Nha Trang Province;
    – the US$ 74 million financing of the project of residential area in Gia Lam, Hanoi of Comaland Investment And Development Real Estate Joint Stock Company;
    – the US$ 255 million financing of the Dong Nai 3 and Dong Nai 4 Hydropower Plants;
    – the US $90 million financing of the Pleikrong Hydropower Plant;
    – the US$110 million financing of the Srepok Hydropower Plant;
    – the US$134 million financing of the Nam Chien Hydropower Plant;
    – the US$62 million financing of the Ta Thang Hydropower Plant;
    – the US$100 million construction financing of the A Vuong Hydropower Plant;
    – the US$ 89 million construction financing of the An Khe-Kanak Hydropower Plant;
    – the US$110 million financing of the Se San 3A Hydropower Plant;
    – the US$ 90 million financing of the Song Tranh 2 Hydropower Plant;
    – the US$ 220 million financing of the Huoi Quang Hydropower Plant;
    – the US$ 145 million financing of the Ban Chat Hydropower Plant;
    – the US$142 million financing of the Hanoi – Moscow Trade Center in Russia;
    – the US$75 million financing of the Ecopark Urban Area Project;
    – the US$90 million financing of the Thai Binh BT39 Road;
    – the US$90 million financing of the Cong Thanh Cement Plant;
    – the US$120 million financing of the Cam Pha 2 Thermo-electric Plant;
    – the US$224 million financing of the Dinh Vu Polyester Fiber Plant;
    – the US$68 million financing of the Viet Hoa – Kenmark Industrial Zone;
    – the US$111 million financing of the Vincom Trade Center in Ho Chi Minh City; and
    – the US$89 million financing of the Trade Center, Office Building and Apartments in 302 Cau Giay Street, Hanoi.

    • Represented An Binh Joint Stock Commercial Bank, Military Joint Stock Commercial Bank, Petrolimex Group Commercial Joint Stock Bank, Tien Phong Joint Stock Commercial Bank and Petro Vietnam Joint Stock Finance Corporation as lender counsel on the financings of a number of industrial and real estate projects in Vietnam, including among others:

    – the US$ 235 million financing of the Vinh Tan 4 Extension Thermal Power Plant;
    – the US$80 million financing of the TAD Drilling;
    – the US$77.5 million financing of the Van Phong Bonded Petroleum Terminal;
    – the US$15 million financing of the Vincom Tower in Hanoi;
    – the US$3 million financing of the Dong A Food Plant; and
    – the US$2.3 million financing of a real estate of Licogi 19 Joint Stock Company.

    • Represented Joint Stock Commercial Bank for Investment and Development of Vietnam, Bank for Foreign Trade of Vietnam and other banks and corporates on a number of derivatives, including other others:

    – Advised the Bank of Investment and Development of Vietnam (BIDV) in relation to the ISDA derivative transactions between BIDV and Bank of Tokyo-Mitsubishi UFJ (BTMU);
    – Advised the Bank of Investment and Development of Vietnam (BIDV) in relation to the ISDA derivative transactions between BIDV and each of JP Morgan, Citibank, Nomura, HSBC, Credit Suisse, Societé Generale, Standard Chartered Bank and Standard Chartered Bank Vietnam Limited;
    – Advised the Foreign Trade Bank of Vietnam (Vietcombank) in relation to the ISDA derivative transactions between Vietcombank and each of HSBC, Credit Suisse and Barclays;
    – Advised the Vietnam Shipbuilding Industry Group (Vinashin) in relation to the interest rate swap transaction between Vinashin and Credit Suisse related to syndicated loan of US$650 million arranged by Credit Suisse for Vinashin;
    – Advised the Military Commercial Joint Stock Bank (MB) in the ISDA derivative transactions between MB and each of ANZ and HSBC and domestic enterprises;
    – Advised the Maritime Commercial Joint Stock Bank of Vietnam in ISDA derivative transactions with Standard Chartered Bank, ANZ and HSBC; and
    – Advised the Foreign Trade Bank of Vietnam (Vietcombank) in relation to the ISDA derivative transactions between Vietcombank and a number of foreign banks.

    • In addition, Ha also advises Vietnamese banks on a number of pioneering derivatives transactions in the Vietnamese market, including:

    – Advised Vietnam Technological and Commercial Joint- stock Bank (Techcombank) on purchase of credit linked notes issued by Standard Chartered Bank;
    – Advised Vietnam Technological and Commercial Joint- stock Bank (Techcombank) on purchase of credit linked notes issued by Nomura;
    – Advised Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) on purchase of credit linked notes issued by Standard Chartered Bank;
    – Advised Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) on credit default swaps on Government bonds with Barclays Bank;
    – Advised Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) on the sale/repurchase of bonds with Standard Chartered Bank;
    – Advised Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) on currency swaps and sale/repurchase bonds with a foreign bank; and
    – Advised Credit Suisse on the issue and sale of credit linked notes to Lien Viet Joint Stock Commercial Bank.

    Mergers & Acquisitions

    • Advised a Thai public company in the acquisition of the majority of the equity capital of two the Vietnamese investors in their solar power project companies to gain the development rights of two 50MWp solar power projects located in Tay Ninh Province currently developed and operated by these project companies. The deal is on-going;
    • Advised a domestic solar power company in the sale of 70% of its stake in its wholly-owned project company who develop and operate a 49.41MWp solar power project located in Binh Dinh Province to a French incorporated independent renewable energy developer. The deal is on-going;
    • Advised a domestic solar power company in the sale of its stake in its wholly-owned project company who develop and operate a 214.16MWp solar power project located in Phu Yen Province to a Singapore-based renewable energy solution provider. The deal is on-going;
    • Advised a domestic solar power company in the sale of its stake in its wholly-owned project company who develop and operate a 49.608MWp solar power project located in Quang Ngai Province to a Germany-headquartered PV distributor and systems integrator. The deal is on-going;
    • Advised a Singapore-based power company in the acquisition of 100% of the charter capital of a Vietnamese project company who develops and operates a 29.99MWp solar power project located in Binh Thuan Province. The deal is currently suspended;
    • Advised a Thailand-based power company in the purchase of 100% stake of a Vietnamese-based power company who develops and operates two 49.608MWp solar power projects both located in Phu Yen Province, Vietnam. The deal is on-going;
    • Advised the Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) in Vietcombank’s private placement for increase of its charter capital (2016);
    • Advised Vietnam Airlines (VNA) in its sale of a strategic stake to foreign investors. This is an auction sale process and YKVN is advising on all aspects of the sale process;
    • Advised Petrolimex (PLX) on its sale of a strategic stake in Petrolimex. Petrolimex is the largest petroleum wholesale and retail distributor in Vietnam. The deal was closed in May 2016;
    • Advised Amigo Joint Stock Company in its private placement of shares to a strategic investor, Champion Crest Enterprises Limited. Amigo Joint Stock Company was founded in January 2005 with the vision of providing IT services and financial services technology in Vietnam;
    • Advised Texhong Textile Group Limited in its acquisition of the whole equity interest of Nien Hsing Garment (Vietnam) Company Limited, a denim garment maker owned by the ultimate holding company listed in Taiwan;
    • Advised Hung Hai Construction in its restructuring and private placement of shares to funds managed by an independent private equity firm with headquarter located in Hong Kong;
    • Advised Great Eastern Life Assurance Company Limited (Great Eastern) on its full divestment of Great Eastern Life (Vietnam) Co., Ltd. (Great Eastern Vietnam) to FWD Group Financial Services Pte. Ltd. (FWD);
    • Advised Vietnam Bank for Agriculture and Rural Development on its sale of 34% stake in VinaSiam Bank, a joint venture bank amongst Vietnam Bank for Agriculture and Rural Development, the Siam Commercial Bank Public Company Limited and Charoen Pokphand Group Company Limited;
    • Advised a leading Vietnamese non-life insurance company in the sale of strategic stake to a Seoul-based insurance company which is specialized in providing, among others automobile insurance, long-term insurance, commercial insurance and enterprise risk management products;
    • Advised PVI Holdings in the sale of 26% of its stake in PVI Sun Life Insurance Company Limited (PVI Sun Life) to Sun Life. PVI Holdings is a captive insurance company for PetroVietnam. Subsequently also advised PVI Holdings in the sale of 25% of its stake in PVI Sun Life to Sun Life.;
    • Advised Bitexco Power Corporation in the purchase of shares in the companies operating 98MW hydropower plant in Quang Nam Province, 41MW hydropower plant in Nghe An Province and 200MW hydropower plant in Son La Province;
    • Advised Leader Energy (Vietnam) Pte. Ltd. in the purchase of 70% shares in 5 mini hydro power plants totaling to 50MW of installed capacity in Lao Cai province;
    • Advised an investment fund managed by a leading investment management group in Vietnam in the acquisition of shares from minority shareholders in a Vietnamese commercial joint stock bank;
    • Advised PT Semen Gresik (Persero) Tbk, a leading Indonesian cement company, in the purchase of 70% shares in Thang Long Cement Joint Stock Company from Hanoi General Export Import Joint Stock Company (Geleximco);
    • Advised Military Joint Stock Commercial Bank (MB) in the sale of 49% stake in its wholly owned consumer finance company MCredit to Shinsei Bank – a leading diversified Japanese financial institution;
    • Represented Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) in the strategic sale of its shares to Mizuho;
    • Represented Vietnam Joint Stock Commercial Bank For Industry And Trade (VietinBank) in the strategic sale of its shares to Bank of Tokyo-Mitsubishi UFJ (BTMU);
    • Represented the Bank Investment and Development of Vietnam (BIDV) in strategic sale of its shares to foreign investor. BIDV is one of the four leading State-owned banks in Vietnam;
    • Represented PetroVietnam Insurance Corporation (PVI) in its strategic stake sale to Oman Investment Fund. PVI is one of the biggest insurance companies in Vietnam and is the last State-owned insurance company available for sale to foreign investors in Vietnam (after Bao Viet and VinaRe). Oman Investment Fund was selected after a competitive auction process;
    • Represented PetroVietnam Insurance Corporation (PVI) in its strategic stake sale to Talanx Group. Talanx Group was selected after a competitive auction process. This is the biggest insurance M&A deal in Vietnam in 2011. Representing PVI in its sale of additional strategic stake to Talanx Group in 2012;
    • Represented Vietnam Construction and Import – Export Joint Stock Corporation as seller on the proposed sale of a stake in Cam Pha Cement Plant to foreign investors; and
    • Represented Woori Investment and Securities Co., Ltd. as buyer on the purchase of a stake in Bien Viet Securities Joint Stock Company.

    Capital Markets

    • Advised Deutsche Bank AG, The Hongkong and Shanghai Banking Corporation Limited and Standard Chartered Bank as Vietnamese legal counsel to the joint lead managers in Government’s issue of US$1 billion bonds on the international markets under Rule 144A (U.S. Securities Act) in 2015. The deal is currently on hold;
    • Advised Vietnam Airlines (VNA) as issuer counsel in the IPO of Vietnam Airlines, subsequent listing on the Ho Chi Minh City Stock Exchange;
    • Advised Deutsche Bank, The Hongkong and Shanghai Banking Corporation Limited and Standard Chartered Bank as Vietnamese legal counsel to the joint lead managers in Government’s issue of US$1 billion bonds on the international markets under Rule 144A (U.S. Securities Act) in 2014;
    • Advised Barclays, Citigroup and Deutsche Bank as Vietnamese legal counsel to the joint lead managers in Government’s issue of US$1 billion bonds on the international markets under Rule 144A (U.S. Securities Act) in 2010;
    • Advised Texhong Textile Group Limited, a Cayman Islands company, in its high yield bond issuance to be guaranteed by its subsidiaries;
    • Represented Joint Stock Commercial Bank for Foreign Trade of Vietnam as issuer counsel in the VND8,000 billion bond issuance;
    • Represented Joint Stock Commercial Bank for Foreign Trade of Vietnam as issuer counsel in the VND2,000 billion bond issuance;
    • Represented the Bank for Foreign Trade of Vietnam (Vietcombank) as issuer counsel in the IPO of the Bank for Foreign Trade of Vietnam, subsequent listing on the Ho Chi Minh City Stock Exchange and strategic sale of its shares to Mizuho;
    • Represented the Industrial and Commercial Bank of Vietnam as issuer counsel in the IPO of the Industrial and Commercial Bank of Vietnam and the subsequent listing on the Ho Chi Minh City Stock Exchange;
    • Represented the Bank Investment and Development of Vietnam (BIDV) as issuer counsel in the IPO of the Bank Investment and Development of Vietnam. BIDV is one of the four leading State-owned banks in Vietnam;
    • Represented BNP Paribas, Deutsche Bank and Morgan Stanley as underwriter counsel in the proposed US$ bond issuance of PetroVietnam;
    • Represented Texhong Textile Group Limited as issuer counsel in the US$200 million bond issuance and listing on Singapore Exchange Securities Trading Limited (with concentration on due diligence of its Vietnamese subsidiary and relevant upstream guarantee); and
    • Represented Bitexco Power Corporation as issuer counsel in the bond issuance and listing on Singapore Exchange Securities Trading Limited under Regulation S.

    Foreign Investment in Banking and Finance

    • Advised Joint Stock Commercial Bank for Foreign Trade of Vietnam (Vietcombank) in its banca insurance joint venture negotiation with Cardiff in Vietnam;
    • Advised Malakut in its attempt to set up its representative office and brokerage insurance joint venture in Vietnam;
    • Advised PVI in the process of negotiating with Sun Life (Canada) to establish PVI Sun Life Insurance Company Ltd.; and
    • Advised the Joint Stock Commercial Bank for Investment and Development of Vietnam (BIDV) in the establishment of BIDV MetLife Life Insurance Limited Liability Company (BIDV MetLife) – a life insurance joint venture between MetLife Corporation (NYSE: MET) and the Joint Stock Commercial Bank for Investment and Development of Vietnam (BIDV) and Bank for Investment and Development of Vietnam Insurance Joint Stock Corporation (BIC).

    Rankings

                

    2021
    Distinguished practitioner | Banking & Finance |Asialaw
    Distinguished practitioner | Corporate and M&A | Asialaw

    2020
    Distinguished practitioner | Banking & Finance |Asialaw
    Distinguished practitioner | Corporate and M&A | Asialaw

    Band 2 | Banking & Finance | Chambers

    Highly regarded | Banking | IFLR

    2019
    Market-leading lawyer | Banking and Finance | Asialaw
    Market-leading lawyer | Capital Markets | Asialaw
    Market-leading lawyer | Corporate and M&A | Asialaw

    Band 2 | Banking and Finance | Chambers

    Highly regarded | Banking | IFLR

    2018
    Band 2 | Banking & Finance | Chambers
    Band 2 | Project, Infrastructure & Energy | Chambers

    Comments
    “Understanding of her clients’ businesses”
    “A popular choice for commercial and development banks requiring advice on renewable and conventional energy projects… well versed in capital markets transactions”
    “Commercially minded and extremely responsive”
    “Very strong lawyer”
    (Chambers)

    • Co-authored the Vietnamese chapter of the Asian Restructuring and Insolvency Guide, White and Case, 2016;
    • Spoke on Legal Framework of Repo and Global Master Repurchase Agreement at the State Bank of Vietnam Seminar held by J.P. Morgan, Hanoi, June 2016;
    • Co-authored “Strategic Sales in Equitisations” (with John R. Davis) International Financial Law Review, Special Supplement, 2009 Guide to Mergers & Acquisitions, June 2009;
    • Co-authored a number of articles on banking and financial law published in Vietnam Investment Review and Vietnam Economic Times; and
    • Co-authored the Vietnamese chapter of Banking Yearbook 2004, International Financial Law Review, 2004.
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