M&A specialists at Tilleke & Gibbins have contributed the Vietnam chapter to Private M&A 2027, a guide published by Lexology Panoramic. The publication provides practical insights into private mergers and acquisitions frameworks in jurisdictions worldwide. The Vietnam chapter addresses key aspects of private M&A transactions, including: Structure and process, legal regulation, and required consents Advisers, negotiation, and documentation Due diligence and disclosure obligations Pricing, consideration, and financing Conditions, preclosing covenants, and termination rights Representations, warranties, indemnities, and postclosing covenants Taxation of transfers Employees, pensions, and benefits Recent legal, regulatory, and market practice developments The chapter highlights how Vietnam’s legal framework governs private acquisitions and disposals, outlines typical transaction processes and structures, and provides guidance on common regulatory and practical considerations. It also notes recent trends, including increased scrutiny of merger control filings by the Vietnam Competition Commission and regulatory changes affecting M&A approvals. The full Vietnam chapter is available as a PDF through the button below. Readers can also gain 30 days of complimentary access to Private M&A 2027 and Lexology Panoramic’s full library of resources through this link.

On July 24, 2026, a new 12.5% Section 301 tariff took effect on most imports from Thailand into the United States. The tariff was imposed by the Office of the US Trade Representative (USTR) under Section 301 of the Trade Act of 1974, following a finding that Thailand had failed to impose and effectively enforce a prohibition on imports of goods produced with forced labor. The new tariff replaced the temporary 10% Section 122 surcharge that had applied since February 24, 2026, following the US Supreme Court’s invalidation of the prior tariffs imposed under the International Emergency Economic Powers Act (IEEPA). The 12.5% tariff is not the only potential source of additional US duties on Thai-origin goods. Thailand is also subject to a separate Section 301 investigation concerning structural excess manufacturing capacity, which could result in additional duties. Unlike the Section 122 surcharge, which was capped at 15% and limited to 150 days, Section 301 provides a more flexible framework for imposing and maintaining trade measures. Section 301 actions are generally subject to a four-year termination rule but may continue following a review if continuation is requested. The new tariff therefore represents a potentially longer-term change in the tariff treatment of Thai-origin goods entering the US market. This article explains the legal and policy developments that led to the new tariff, how the Section 301 tariff differs from the tariff regimes that preceded it, Thailand’s response and ongoing negotiations with the United States, and the practical implications for businesses that manufacture, export, import, or distribute goods between Thailand and the United States. From IEEPA to Section 122 to Section 301 IEEPA Era (April 2025–February 2026) Beginning in April 2025, the US administration imposed sweeping tariffs under the International Emergency Economic Powers Act (IEEPA), invoking national emergencies relating to trade

Packaging is a valuable commercial asset that helps consumers identify and distinguish products through their shape, colors, graphics, labels, and overall presentation. Obtaining legal protections for these assets is thus an important step. Businesses entering into or operating in the Myanmar market should assess whether trademark protection, industrial design protection, or both provide the strongest IP strategy for these features. The country’s Intellectual Property Department (IPD) under the Ministry of Commerce now administers trademark and industrial design registrations since Myanmar’s modernization of its intellectual property framework through the enactment of four key IP laws in 2019. Trademark Protection for Packaging Under the Trademark Law 2019, a “mark” is any visually perceptible sign, including words, names, letters, numerals, figurative elements, color combinations, or combinations of these signs, capable of distinguishing one undertaking’s goods or services from another’s. Trademark protection may therefore extend to certain elements of product packaging that function as source identifiers. Depending on their presentation and distinctiveness, packaging elements such as brand names, logos, labels, configurations, color combinations, and three-dimensional (3D) shapes may qualify for trademark protection. However, under the current practice of the IPD and its available examination guidelines, the packaging and  trade dress (including product get-up) are not expressly recognized as separate registrable subject matter in Myanmar. Under the Trademark Law 2019, trademark infringement—including unauthorized use of a registered mark on packaging—may give rise to civil remedies, including injunctions and damages, as well as criminal penalties. A 3D mark may protect packaging shape or configuration if it has acquired distinctiveness through use and consumers associate it with the relevant products. However, a shape dictated by a functional or technical purpose is ineligible for registration. Registration of a 3D mark may be renewed indefinitely for successive ten-year periods, subject to compliance with renewal requirements. Industrial Design Protection

Under Thailand’s Patent Act B.E. 2522 (1979), any person may raise the invalidity of a patent as a matter of defense. However, the right to initiate court proceedings to cancel a patent is reserved exclusively for an “interested person” or the public prosecutor. This distinction between merely challenging validity and initiating judicial revocation proceedings has given rise to a significant body of Supreme Court (Dika) jurisprudence interpreting who qualifies as an “interested person” under the Patent Act. Statutory Framework Section 54 of the Patent Act provides that any invention patent granted not in compliance with the patentability requirements will be invalid, and that a petition to cancel such a patent may be submitted to the court by any “interested person” or the public prosecutor. Section 64 mirrors this provision for design patents, and section 65 novies extends the same framework to petty patents. However, none of these provisions defines the term “interested person,” leaving its interpretation to the courts. Supreme Court Interpretation The Thai Supreme Court has developed a consistent body of case law establishing that an “interested person” must be someone directly affected by the existence of the patent—not simply any member of the public. In 1989, the court found (Dika No. 2670/2532) that a party whose intended use of the patented technology was still in a preparatory stage—before actual manufacturing had commenced—did not qualify as an interested person. However, in 2009 the Supreme Court further elaborated  (Dika No. 2906/2552) that an interested party is one whose rights to utilize the invention are restricted by virtue of the patent, such as a manufacturer or producer whose operations are directly impacted by the patentee’s exclusive rights. In the 2008 case of T.M. Grating Steel Co., Ltd. v. Billion Mass Industry Co., Ltd. (Dika No. 974/2551), where the plaintiff had