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Banking and Finance

Banking and Finance

Key Contacts

Cambodia

Laos

Myanmar

Thailand

Vietnam

Jay Cohen

     +855 23 964 210

     [email protected]

Prisna Sungwanna

     +66 2056 5656

     [email protected]

Niti Muangkote

     +66 2056 5542

     [email protected]

Derrick Khoo

     +66 2056 5618 (TH) , +95 9 782 655 556 (MM)

     [email protected]

Yuwadee Thean-ngarm

     +95 9 772 440 002

     [email protected]

Santhapat Periera

     +66 2056 5995

     [email protected]

Niti Muangkote

     +66 2056 5542

     [email protected]

Tram Ngoc Bich Nguyen

     +84 28 6284 5668

     [email protected]

OVERVIEW

We know that finance is about more than just numbers.

Capital empowers investors, entrepreneurs, and corporations to effect change, and Tilleke & Gibbins is dedicated to helping clients access capital in Southeast Asia. Through long-term relationships with domestic and international businesses, financial institutions, investors, and regulators, we consistently deliver insight and results to both borrowers and lenders to facilitate the region’s largest projects, groundbreaking real estate transactions, and most ambitious businesses.

Our banking and finance team is also trusted by major local and foreign banks, securities brokers and dealers, equity and investment firms, and other financial institutions to assist with their lending activities, market entry, and day-to-day operations in the region. Through our advice on licensing and establishment, regulatory compliance, acquisitions and joint ventures, and every other aspect of operations, we have helped the region’s leading banking institutions thrive in the emerging markets of Southeast Asia.

We are also proud to be a trusted authority on technological solutions in the industry, with our robust technology industry group working with some of the world’s most innovative companies on fintech, cryptocurrency, blockchain, and cybersecurity matters.

Case Studies
Regional | Banking and Finance

Emerging jurisdiction market entry for global consumer bank

Advised a major U.S.-based consumer bank on its market entry into Cambodia, Laos, and Myanmar, including advice on offshore banking services, banking regulations, permitted banking operations, foreign exchange regulations, securities markets, doing business, and tax in each jurisdiction.

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Cambodia | Fintech | Banking and Finance

Full Range of Legal Services for Leading Banking Institution in Cambodia

Retained by a leading banking institution in Cambodia to assist in a wide range of matters related to their local product offerings including, among others, facility reports, online banking, payment gateways, data breaches, and KYC requirements.

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Experience

  • Served as local counsel to a Chinese bank in a USD 60,000,000 loan transaction to finance a portion of an expressway project. We also advised the bank with respect to a USD 6,500,000 loan transaction to finance an automotive assembly company.
  • Advised a multinational financial institution on documents required from a Thai company as security for financing of over GBP 28,000,000 for a major construction project. We acted as Thai legal advisers when our client lent an initial GBP 23,500,000 in a refinancing of facilities. We provided legal opinions on the transaction from a Thai law perspective and, subsequently, on amendments and restatements of the facilities agreement.
  • Represented a global American investment bank, in a joint investment with an American private equity firm, in providing an unusually complex USD 235 million equity injection to a Thai property developer, to enable the development and completion of a mixed-use 77-storey luxury skyscraper and a nearby retail building in Bangkok’s central business district.
  • Completely redesigned corporate governance for one of the largest financial institutions in Myanmar by advising on and implementing best practice international corporate governance policies and procedures across all of the bank’s departments.
  • Retained by one of the fastest growing and most innovative banks in Cambodia to advise on a wide range of matters, including facilities offerings, digital transformation and fintech, KYC requirements, data protection, and various other matters related to their operations.
  • Represented two major Japanese banks in preparing security documents for a syndicated loan financing valued at approximately USD 190 million.
  • Represented a private equity fund controlled by a subsidiary of one of Asia’s largest banking and finance groups. A Share Subscription and Investment Agreement, an Undertaking Agreement, and a Disclosure Letter were prepared for investment into a major rubber company in Thailand.
  • Represented a leading export finance institution in structuring a substantial and complex loan to a company in Vietnam and in registering the loan with the State Bank of Vietnam.
  • Assisted the leading investment banking firm in Vietnam with obtaining an investment license for a landmark project in central Vietnam. This development involves complex sub-units and various financing structures.
  • Advised a North American banking institution on a host of Vietnamese banking regulations regarding investment accounts, electronic banking, check clearing and international payment services, ACH transactions, foreign exchange services, and other issues.
  • Advised a coalition of European banks regarding Vietnamese law on secured aircraft finance and provided annual updates on changes to same.
  • Advised a consortium of financial institutions on telecommunications laws in connection with their bids to provide credit facilities (totaling THB 15.85 billion) to a major telecommunications operator for the expansion of a 3G mobile network and infrastructure.

PROFESSIONALS

RELATED INSIGHTS

February 9, 2026
When unauthorized credit card transactions occur, who bears responsibility—the cardholder or the issuing bank? In Thailand, a landmark 2025 ruling by the country’s Supreme Court has clarified this question, establishing a stricter standard for banks in fraud disputes and significantly strengthening consumer protections. The case centered on disputed charges where a customer claimed their credit card had been used without authorization. The bank sued to recover the amount, and both the court of first instance and the Court of Appeal ruled in favor of the bank. However, the Supreme Court overruled their judgments and decided that the customer did not need to pay for the unauthorized transactions, placing liability squarely on the bank. This ruling was based on three key findings, which are outlined below. Finding 1: Insufficient Expert Testimony In this case, the bank bore the burden of proving matters related to the credit card system’s manufacture, design, security, and operation, as required under the Consumer Case Procedure Act B.E. 2551 (2008). To meet this requirement, the bank presented testimony from two employees in its credit card department regarding ’security measures and issuance procedures. However, the Supreme Court found these witnesses unqualified as experts, as they did not present technical or academic evidence and did not possess specialized expertise in credit card technology. As a result, their testimony failed to establish that the bank’s credit card technology was sufficiently secure against fraudulent misuse. Finding 2: Contradictory Terms and Conditions The bank’s own credit card terms and conditions included a provision acknowledging that despite the card’s EMV security standards, cardholders must still exercise caution to prevent unauthorized access. The Supreme Court interpreted this clause as an explicit admission that credit card systems remain vulnerable to hacking and fraud, even with high-level security measures in place. This acknowledgment undermined the
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February 4, 2026
On November 18, 2025, Vietnam’s Ministry of Finance released for public consultation a draft decree on administrative sanctions in the field of crypto assets and crypto asset markets (the “Draft Decree”), intended to implement Resolution No. 05/2025/NQ-CP dated September 9, 2025, on the pilot crypto asset market in Vietnam (“Resolution 05”). While Resolution 05 sets out who may participate and under what conditions, the Draft Decree addresses a more practical question for market participants, i.e., what happens if those conditions are not met. In doing so, the Draft Decree offers important insight into how Vietnamese regulators intend to supervise, discipline, and ultimately shape the crypto market during the pilot phase. Regulatory Scope and Overall Sanctions Architecture The Draft Decree applies to both domestic and foreign organizations and individuals engaging in crypto-related activities in Vietnam’s market. Covered entities include: (i) crypto asset issuers; (ii) crypto asset service providers, including trading platforms and market operators; (iii) Vietnamese and foreign investors participating in the pilot market; and (iv) other organizations involved in the offering, issuance, or provision of crypto-related services in Vietnam. The breadth of this scope is deliberate. It appears to reflect a regulatory view that cross-border structures, offshore platforms, and indirect participation may not necessarily insulate market actors from compliance obligations once they operate within the pilot framework. For the crypto industry, this may mark a shift from regulatory ambiguity toward a more explicit articulation of jurisdictional reach. At first glance, the Draft Decree’s monetary penalties appear restrained. The maximum fine per administrative violation is capped at VND 200 million (approx. USD 7,700) for organizations and VND 100 million (approx. USD 3,800) for individuals. However, focusing solely on fine levels risks missing the point. The Draft Decree also places great regulatory weight on supplementary sanctions and corrective measures, including: (i)
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January 23, 2026
On December 31, 2025, the State Bank of Vietnam (SBV) issued Circular No. 72/2025/TT-NHNN (Circular 72), establishing a streamlined foreign exchange framework for Vietnam’s International Financial Center (IFC). Circular 72, which took effect on the same day, implements core provisions of Decree No. 329/2025/ND-CP and marks a fundamental shift from ex ante licensing to ex post supervision for IFC member enterprises and foreign investors. These changes are designed to accelerate capital flows, reduce compliance costs, and position Vietnam as a competitive regional financial hub by granting IFC members substantially greater autonomy in currency transactions, borrowing, lending, and investment activities. Key provisions for IFC members to note are discussed below. Use of Foreign Currency and Payments within the IFC Vietnam generally requires the use of Vietnamese dong for transactions within the country, with limited exceptions. This can be burdensome for foreign investors, who may be unfamiliar with all the foreign exchange rules they must comply with. Under the new regulation, IFC member enterprises and foreign investors gain the ability to transact, list prices, and settle obligations in foreign currency when dealing with other IFC members or offshore counterparties, avoiding currency risk and conversion friction. With respect to individuals and organizations located within Vietnam who are not IFC members, the use of foreign currency must continue to comply with general restrictions on foreign exchange usage within Vietnam. Dual-Track Account System for IFC Members The new regulation introduces a two-tier account structure that differentiates transactions by purpose and counterparty. IFC member enterprises must use a designated foreign currency capital account at an IFC member bank for four specified activities: Borrowing from offshore individuals and organizations Lending to offshore entities and domestic borrowers Outbound investing from the IFC Investing elsewhere in Vietnam from the IFC All other foreign exchange transactions—including operational receipts, vendor
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January 22, 2026
On January 20, 2026, Vietnam’s Ministry of Finance (MOF) issued Decision No. 96/QD-BTC to formally launch pilot administrative procedures for licensing crypto asset trading market services in Vietnam. The decision took immediate effect and implements the government’s pilot crypto asset market program under Resolution No. 05/2025/NQ-CP. Notably, competent authorities have now begun accepting license applications, marking the first time Vietnam has operationalized a licensing pathway for crypto trading market operators. Administrative Procedures and Applications The decision stipulates procedures for (i) granting, (ii) adjusting, and (iii) revoking licenses to provide services for organizing crypto asset trading markets. It provides detailed, step-by-step guidance for each procedure, including dossier composition, internal review stages, coordination mechanisms, and statutory timelines. These procedures apply specifically to entities seeking to organize and operate crypto asset trading markets within Vietnam’s pilot regulatory framework. The MOF is the authority responsible for reviewing and deciding on the above procedures, with the State Securities Commission acting as the receiving, coordinating, and procedural focal point. For licensing applications, the MOF will coordinate with multiple authorities, including the State Bank of Vietnam and the Ministry of Public Security, particularly in relation to anti-money laundering, cybersecurity, system safety, and risk control requirements. Applications may be submitted in person, by post, or electronically via the National Public Service Portal or the administrative procedure information system, in line with applicable regulations. Statutory processing timelines vary depending on the specific procedure and stage involved. For applications to obtain a license to organize a crypto asset trading market, the process is conducted in multiple phases: The MOF will issue an initial written response within 20 working days from receipt of a complete and valid initial dossier, following which, upon submission of the full set of required documents, the MOF will complete substantive review and issue the license
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AWARDS & RANKINGS
September 12, 2025
The 2025/2026 edition of the IFLR1000 Asia-Pacific rankings, released by International Financial Law Review (IFLR), highlights Tilleke & Gibbins’ continued excellence in financial and corporate transactional work. The firm has maintained its strong rankings across multiple jurisdictions and practice areas while achieving notable upgrades and new recognitions, reaffirming its position as a leading firm in the Asia-Pacific region. This year, Tilleke & Gibbins received firmwide rankings in key jurisdictions, including: Thailand Banking & Finance—Tier 3 Capital Markets: Debt—Tier 3 Capital Markets: Equity—Tier 3 M&A—Tier 2 Project Development—Tier 2 Restructuring & Insolvency—Tier 3 Vietnam Banking & Finance—Tier 4 M&A—Tier 3 Project Development—Tier 3 Cambodia Financial & Corporate—Tier 2 Project Development—Tier 2 Laos Financial & Corporate—Tier 2 In addition to these firmwide rankings, Tilleke & Gibbins had several standout individual recognitions, with 12 lawyers honored in the 2025/2026 individual rankings—an increase from last year’s 10. This year’s results include upgraded rankings for John Frangos and new rankings for Charupat Boon-Long, Derrick Khoo, Prisna Sungwanna, and Saravut Krailadsiri. The full list is as follows: Charunun Sathitsuksomboon—Highly Regarded, M&A, Thailand; Women Leader Charupat Boon-Long—Rising Star, M&A, Thailand (new ranking) David Mol—Rising Star, Corporate and M&A, Cambodia Derrick Khoo—Rising Star (Partner), Financial and Corporate, Thailand (new ranking) Jay Cohen—Highly Regarded, Banking, Cambodia John Frangos—Highly Regarded, Restructuring & Insolvency, Thailand (upgraded ranking) Niti Muangkote—Rising Star, Financial & Corporate and Project Development, Laos; Highly Regarded, Banking & Finance, Thailand Prisna Sungwanna—Highly Regarded, Financial & Corporate, Laos (new ranking) Saithong Rattana—Notable Practitioner, Project Development and M&A, Laos Santhapat Periera—Highly Regarded, Banking & Finance and M&A, Laos; Highly Regarded, Banking & Finance, Thailand Saravut Krailadsiri—Notable Practitioner, Thailand (new ranking) Tram Ngoc Bich Nguyen—Highly Regarded, M&A, Vietnam To see the full set of IFLR1000 rankings for Tilleke & Gibbins’ jurisdictions, please see the Cambodia, Laos, Thailand, and Vietnam pages
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September 3, 2025
Tilleke & Gibbins is honored to announce that the firm has been shortlisted for three prestigious categories at the Asialaw Awards 2025. This year’s shortlist reflects the outstanding work of the firm’s teams across Southeast Asia and highlights their ongoing commitment to delivering exceptional client service in the region. In the firmwide category, Tilleke & Gibbins was nominated for: Cambodia Firm of the Year Laos Firm of the Year In the individual category, Prisna Sungwanna was shortlisted for Laos Female Lawyer of the Year, joining an impressive field of nominees from other leading firms. The Asialaw Awards celebrate the most outstanding firms and lawyers across the Asia-Pacific region. The 2025 winners are set to be announced at an awards ceremony in Ho Chi Minh City in November. For more information on the Asialaw Awards 2025 and to browse a full list of the nominees, please visit the Asialaw website.
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