Giles Cooper is branch director for Duane Morris' Ho Chi Minh City office. Mr. Cooper practices in the area of corporate and commercial law with a focus on international law in Southeast Asia. Mr. Cooper has over a decade's experience helping foreign investors in Vietnam, particularly with major projects and construction, mergers and acquisitions, securities, contract negotiation, banking and finance, and employment law matters.

Mr. Cooper is a graduate of Victoria University in Wellington, New Zealand, and the University of Canterbury in Christchurch, New Zealand. He is a barrister and solicitor of the High Court of New Zealand and a registered foreign lawyer in Vietnam.

Areas of Practice

• International Commercial and Corporate Law
• Major Projects and Construction Law
• Tax
• Labor Law

Representative Matters

• Represented large state-owned company on approximately US$100 million pre-emptive right acquisition of 70% equity in a 5-star hotel and office complex in Hanoi and on conversion from foreign-invested entity to wholly domestic company.
• Acting for U.S.-based multi-level and retail distribution company in connection with its business operations in Vietnam.
• Advised foreign listed company on one of first 100% acquisitions of a Vietnamese domestic company by foreign investors.
• Acted for property developer developing multiple projects in Vietnam including hotel and resort and villas for sale and lease.
• Represented Indonesian oil and gas company on a complex "farm-in" deal.
• Supported and advised German government agency in connection with a project to work with the Ministry of Industry and Trade in Vietnam (MOIT) to introduce a legal framework for renewable energy projects in Vietnam.
• Advised GE Energy on initial structuring of power purchase projects and proposed renewable policy framework for wind energy investment in Vietnam.
• Advised a German-based company in connection with the establishment of a company in Vietnam to develop and operate a wind energy project in Vietnam.
• Advised a Hong Kong investor with regards its joint-venture agreement and related documentation to develop and implement a wind-farm project in Ninh Thuan province, Vietnam.
• Advised on a large-scale gas exploration and processing project in Vietnam.
• Advised on the establishment of a joint venture company between a German company and a local company to engage in a biodiesel jatropha project.
• Reviewed a long-term investment and purchase agreement for sustainable jatropha curcas plantation to be entered between a specialized energy company and small-medium enterprises.
• Advised a Swiss-based energy firm in a wind energy project on the island of Con Dao.
• Acted for Pan-Asia Bio-Fuels in connection with development of bio-gas production and distribution project in central Vietnam, involving complex land and environment issues, careful investment incentives research, and local and international financing.
• Advised Wind Capital Group on its plans to partner with EVN Renewables JSC to develop a US$50 million pilot wind energy BOT project.
• Acted for Japanese investors in relation to a proposed PPP (private public partnership) water treatment project.
• Acted for a Canada-listed mining company on the establishment of a three-party joint venture and related investment and mining licenses for a US$100 million non-ferrous metals project, including preparing necessary documents, assisting client in negotiations and preparing for IPO.
• Acted for a lead contractor in Vietnam's first foreign-invested BOT power plant project.
• Advised on the sale and purchase of stakes in large fibre optic cable joint venture.
• Advised foreign manufacturing investor on liquidation/bankruptcy of a joint venture company in Vietnam.
• Lead attorney for NYSE-listed company acquiring and expanding production facilities in Vietnam; included substantial M&A, labour and general commercial advice.
• Acted for foreign contractors on numerous infrastructure development projects and addressed issues including tax planning, technology transfer, contract negotiations and government authorizations.
• Advised on political risk analysis for power plant insurer, including reviewing of BOT Agreement, Power Purchase Agreement, Gas Supply Agreement, Water Supply Agreement, Government Guarantee, etc.
• Advised foreign contractor with all aspect of planning and implementing large cement plant projects in Vietnam.
• Acted for U.S. investor in relation to US$450 million waste treatment plant in Ho Chi Minh City.
• Ongoing advice to potential foreign investors in US$3billion BOT airport project.
• Acted for technical services supplier to US$400 million power plant construction project.
• Acted for U.S. investor on development and implementation of wind energy projects in Vietnam with Vietnamese partners.
• Advised leading European telecommunications company on acquisition of interests in state-owned mobile phone companies.
• Lead commercial attorney for number of large multinationals operating in Vietnam.
• Advised Korean investor on establishment of joint venture electrical equipment manufacturing operation.
• Acted for large Japanese logistics company on establishment of four-party joint venture company to undertake inland container depot project.
• Acted for French pay TV company on establishment of enhancement and expansion of satellite television programming in form of Business Co-operation Contract.
• Assisted number of major international franchisors to franchise their operations in Vietnam.
• Acted for a foreign mining company in relation to a dispute with provincial authorities over land access entitlements.

Admissions

• New Zealand
• Vietnam (Registered Foreign Attorney)

Education

• University of Victoria, Institute of Professional Legal Studies, Certificate of Professional Practice, 1998
• University of Canterbury (Christchurch, New Zealand), LL.B. (Hons), 1996

Other Experience

• Duane Morris LLP
  - Partner, 2009-present
  - Special Counsel, 2007-2008
• Baker & McKenzie
  - Associate, 2000-2007
• Rudd Watts and Stone (now Minters Ellison)
  - 1998-1999

Professional Activities

• Member of New York Bar Association
• Member of New Zealand Law Society
• Executive Board member of Australian Chamber of Commerce, Hanoi, Vietnam
• Member of American Chamber of Commerce, Hanoi, Vietnam
• Member of European Chamber of Commerce, Hanoi, Vietnam

Publications

• Author of Practical Law's "Doing Business in Vietnam 2012"
• Vietnam chapter of International Comparative Legal Guide to Gas Regulation 2011
• "Right to Retail," Vietnam Economic Times, December 2010
• "Land Use Fees a Fair Deal?", Vietnam Investment Review, July 2010
• Vietnam securities and banking overview, Complinet country guides, June 2010
• Co-author, "Opening the Doors to Investment in Vietnam," Asian Counsel journal, March 2010
• International M&A and Joint Ventures Committee, Summer 2010 edition of the ABA’s International Lawyer
• Co-author, "Opening the Doors to Investment in Vietnam," Asian Counsel, February 2010
• "Private Equity and M&A in Vietnam," Business Money, February 2010
• "Financing Renewable Energy in Vietnam," February 2010
• Vietnam section of Year in Review published by ABA’s International Lawyer, January 2010
• Co-author, "The Winds of Change," Vietnam Investment Review, July 2009
• Singapore and Vietnam sections of "International Legal Developments in Review: 2009"
• "Vietnam Outlook 2009," Business Money, March 2009
• Co-author, "Vietnam Opens Wider For Business," Forbes.com, December 2008
• Enterprise Law: a Rough Transition for Foreign Invested Enterprises? Vietnam Investment Review, April 2006
• Enterprise Law set to Make Waves, Vietnam Investment Review, February 2006
• Reforms Take Aim at Contract Pitfalls, Vietnam Investment Review, September 2005
• Limitations of Liability under the Amended Commercial Law, Asia Pacific Legal Developments Bulletin, October 2005
• Contributing author to Vietnam section of "Doing Business" series co-published by the World Bank and International Finance Corporation (2003-2010)
• EPC Case Study for Phu My 3 BOT Power Plant, Corporate Counsel, September 2001
• Vietnam Employment Law Case Study, CCH Global Employer, September 2001

Speaking Engagements

• Investment Opportunities, Doing Business and M&A in Vietnam, In-house Legal Summit, Hong Kong, September 2012
• Mid-Term Law Review 2012, Auscham Vietnam, Hanoi and Ho Chi Minh City, July and August 2012
• Practical Labor Law Issues and Problem Solving for Enterprises in Vietnam, Practical issues in conclude and drafting employment contracts, June 2012
• Vietnam's renewable energy legal environment - getting projects done today and tomorrow, ENEREXPO Vietnam 2012 Conference, March 2012
• Vietrade Seminars on trade between Vietnam and USA, Hanoi and Ho Chi Minh City, November 2010
• "The Right Time to Invest? The Vietnamese Capital and M&A Markets in 2010-2011," European Chamber of Commerce Business Briefing, Hanoi and Ho Chi Minh City, August 2010
• Australian Chamber Hanoi Business Briefing Luncheon: "M&A: Getting Deals Done!", Hanoi and Ho Chi Minh City, July 2010
• Asia Law In-house Counsel Conference, Singapore, July 2010
• Asian Counsel In-house Summit, Hong Kong, May 2010
• Asialaw Asia-Pacific In-house Counsel Summit 2010: "Vietnam: It’s there for the taking!", Hong Kong, 16-18 March 2010
• Australian and Europe Chamber HCMC Business Briefing Luncheon: "Visa and Work Permits," Park Hyatt HCMC, 9 December 2009
• Delivered mining law presentation for Australian Chamber of Commerce, April 2009
• Interviewed for podcast for Asiabizblog about retail opportunities in Vietnam, November 3, 2008
• "Franchising in Vietnam," Australian Chamber of Commerce Business Essentials seminar series, December 2006
• Series of training sessions around Vietnam to Vietnamese Government officials on the U.S.-Vietnam Bilateral Trade Agreement, 2001, 2002
• Employment Restructuring, Asia Pacific Regional Employment Seminar, Sydney, September 2001