Banking & Finance

HM&P advises commercial banks, foreign bank branches, finance companies and other financial institutions, while also representing corporates and investors on the borrower side, across transactions ranging from bilateral credit facilities, project finance and acquisition finance to syndicated loans and foreign borrowings. Our regular involvement on both sides of the negotiating table gives us a clear understanding of which provisions lenders genuinely need to preserve, where borrowers have room to negotiate, and how to bring transactions to closing more efficiently for both parties.

Our Approach

In financing transactions, we focus on three layers of work that determine the quality of the transaction: a structure that complies with applicable regulations, particularly credit extension limits, foreign borrowing conditions and foreign exchange rules governing inbound and outbound capital flows; a security package that is properly created and registered for each type of asset, ranging from real estate and future assets to shares, property rights and receivables; and finance documents that strike an appropriate balance between international standards and enforceability under Vietnamese law. For cross-border loans, we advise on the entire Vietnam-side process, from borrowing conditions and foreign loan registration to the issuance of legal opinions for international lenders.

When a loan becomes distressed, we support clients across the full spectrum of available options, from loan restructuring, extensions and amendments to contractual terms to the enforcement and realisation of security and debt recovery proceedings, working directly with our dispute resolution and restructuring lawyers.

For financial institutions, we advise on both operations and business development, including compliance with banking and foreign exchange laws, development of new products and standard-form agreements, internal control systems, and legal issues arising from digital transformation, from digital banking and electronic payments to collaborations between banks and fintech companies, where the regulatory boundaries of individual business models are still evolving and require careful structuring from the outset.

Scope of Services

• Loan transactions, bilateral and syndicated credit facilities; project finance, acquisition finance and trade finance;
• Foreign borrowings, including borrowing conditions, foreign loan registration and foreign exchange compliance for inbound and outbound capital flows;
• Drafting, reviewing and negotiating credit agreements, finance documents based on international standards, and legal opinions for lenders;
• Security over various classes of assets, including creation, registration, priority and security structuring for multi-party transactions;
• Enforcement of security, loan restructuring, debt restructuring and debt recovery;
• Debt trading and transactions involving debts and credit portfolios;
• Ongoing legal advice to credit institutions, foreign bank branches and financial institutions;
• Development of financial products, standard-form agreements, internal procedures and compliance control systems;
• Fintech, digital banking, payment intermediaries and bank–technology collaboration models;
• Representation before the State Bank of Vietnam and sector-specific regulatory authorities, and resolution of disputes arising from finance and banking transactions.