

Mr. James Phan
Title
Partner
jamesphan@hthpartners.com.vn
Education
- Bachelor of Laws (HCMC University of Law).
- Bachelor of Foreign Economy, Foreign Economy of Foreign Trade UniversityForeign Trade University.
- CPA Australia Program.
- Member of the Bar Association of Ho Chi Minh City and Vietnam Bar Federation.
Practices
- Tax;
- Finance;
- Corporate;
- Mergers & Acquisitions consultancy;
- Commercial Service;
- Investment;
- Dispute Resolution.
Introdution
James Phan is the Partner of HTH & PARTNERS LAW FIRM, a boutique law firm in Vietnam known for delivering high-quality, responsive, and commercially focused legal and tax solutions to both international and domestic clients. With nearly two decades of experience across Big Four firms, international law firms, and leading Vietnamese corporations, James brings a uniquely broad and strategic perspective to client matters, combining technical excellence with deep commercial insight.
Prior to founding HTH & PARTNERS LAW FIRM, James held senior legal and tax advisory roles at major international firms KPMG, and Frasers Law Company, and most recently served as Head of Legal at Novaland Group — one of Vietnam’s largest real estate developers. These roles have allowed James to advise some of the most complex transactions and regulatory matters in the Vietnamese market, particularly for multinational corporations, foreign investors, and large domestic enterprises.
James is widely recognized as a full-service commercial lawyer with a strong multidisciplinary practice. His areas of expertise span across:
- Corporate and Commercial Law – Advising on business establishment, corporate governance, joint ventures, commercial contracts, and restructuring.
- Regulatory Compliance – Guiding clients through Vietnam’s evolving legal and regulatory landscape, including licensing, market access, data protection, anti-corruption, and sector-specific compliance.
- Dispute Resolution and Arbitration – Representing clients in commercial disputes before Vietnamese courts and arbitration centres.
- Mergers and Acquisitions (M&A) – Advising on structuring, due diligence, transactional documents, regulatory approvals, and post-closing integration.
- Banking and Finance – Supporting both borrowers and lenders in loan transactions, security arrangements, cross-border financing, and financial regulatory matters.
- Employment and Labour – Advising on employment contracts, terminations, internal regulations, collective labour agreements, and employment dispute resolution.
- Taxation – Providing strategic tax advice, structuring, and compliance support on direct and indirect taxes, transfer pricing, and double tax treaty matters.
- Intellectual Property – Advising on brand protection, IP registration, licensing, and enforcement.
- Real Estate and Construction – Supporting residential, commercial, and mixed-use real estate developments, including land clearance, licensing, investment structuring, and project transfers.
- Infrastructure and Major Projects – Advising on BOT, BT, PPP projects and related financing and regulatory approvals.
- Energy and Natural Resources – Providing legal and tax advice on energy projects, including solar, wind, LNG, oil and gas, and mining ventures.
James is consistently recognized for his leadership and technical depth. In 2025, he was ranked as a First-Tier Lawyer in both Tax and Employment by Chambers Asia-Pacific, reflecting his reputation for delivering practical, commercially sound, and solutions-oriented advice in high-stakes matters.
He has led legal and tax structuring engagements for hundreds of international investors, including private equity firms, infrastructure funds, and fast-growing tech enterprises, helping them successfully enter, operate, and expand in Vietnam while managing legal and regulatory risks.
In addition to his professional work, James is an active contributor to the legal and business community in Vietnam:
- He is a Qualified Vietnam Tax Agent, licensed by the General Department of Taxation.
- He is a Member of CPA Australia, bringing a strong accounting and financial lens to his legal work.
- He is a Core Member of the Tax Committee of the American Chamber of Commerce in Vietnam (AmCham), contributing to policy dialogue and regulatory reform in tax and investment law.
James is fluent in both English and Vietnamese and frequently speaks at industry seminars and contributes thought leadership pieces on tax policy, employment law, and corporate compliance in Vietnam.
Major deals
James has led the provision of legal and tax structuring advice and compliance support for hundreds of international investors with business operations and investments in Vietnam. James has managed and provided legal and tax due diligence services for hundreds of M&A projects across various industries, supporting international investors in their acquisitions of companies and businesses in Vietnam. Notable projects handled by James include:
- Project Vista: Advising a major Korean corporation on the acquisition of a majority stake in a state-owned wastewater treatment company in Vietnam, addressing legal, tax, and financial considerations.
- Project TPC: Advising a Japanese corporation on the acquisition of a majority stake in Saigon Plastic Packaging Joint Stock Company, covering legal, tax, and financial aspects.
- Project Aqua: Assisting a Thailand-based corporation in acquiring a majority shareholding in a major shrimp breeding group with operations in Binh Thuan and Ca Mau provinces.
- Advising a Netherlands-based corporation on the disposal of its investment/shareholding in a power plant located in Ba Ria – Vung Tau, Vietnam, from legal and tax perspectives.
- Advising a major Russian state-owned oil and gas corporation on the acquisition of assets in an oil block located in Vietnam.
While serving as Partner – Head of M&A and Real Estate at HTH & Partners Law Firm, James has advised on a range of real estate-related matters, including but not limited to:
- Advising a client engaged in office and housing rental, construction, and installation activities regarding the development of 150 to 200 key suites, potentially managed by a British multinational hospitality company.
- Acting for the real estate arm of a leading fund manager’s private equity operation in relation to its co-investment with its Korean partner in a US$60 million residential project development in Dong Nai province.
- Acting for a leading Vietnamese real estate developer in renewing a design service agreement for a 36-hole golf course in northern Vietnam.
- Acting for a real estate company in connection with a potential investment and development of a ‘mega-villa’ boutique resort on 6.5 hectares of land on Con Dao Island, adjacent to a five-star resort.
- Acting as lead and Vietnam counsel to a leading toy manufacturer regarding land acquisition and establishment of a construction material manufacturing factory. We conducted legal research on high-tech status and land outside industrial zones, advised on VAT and land status issues, and on setting up a representative office.
- Advising a multinational consumer goods company on a potential land dispute over a significant parcel in an industrial zone, with an estimated minimum value of US$4 million.
- Acting for an industrial park developer and manager in relation to the proposed divestment of its interests in a major industrial park development in northern Vietnam.
- Advising a large international trading company on a proposed project involving land due diligence on four separate property development assets, including current land use and land available for new developments.
- Advising on a project involving road construction in exchange for land use rights for real estate development.