05 requirements for making a private placement of shares and convertible bonds of public company in Vietnam

15:20, 05/12/2019

Recently, the National Assembly of Vietnam has issued the Law on Securities 2019, replacing the Law on Securities 2006 and the amended Law on Securities 2010.

Vietnam: A public company is a joint-stock company having a contributed charter capital of at least 30 billion VND / 06 requirements for making private placement of shares of a public company in Vietnam

05 điều kiện chào bán cổ phiếu, trái phiếu chuyển đổi riêng lẻ của công ty đại chúng, Luật Chứng khoán 2019

According to Article 31 of the Law on Securities 2019 of Vietnam, in order to make a private placement of shares, convertible bonds, warrant-linked bonds, a public company shall satisfy the following requirements:

- There is a decision of the General Meeting of Shareholders to ratify the plan for issuance and the plan for use of capital generated by the private placement with specific criteria and quantity of investors;

- The private placement is only available to strategic investors and professional investors;

- The transfer of privately placed shares, convertible bonds and warrant-linked bonds is limited to 03 years for strategic investors and 01 year for professional investors from the ending date of the private placement, except for transfer between professional investors, transfer under an effective court judgment or decision, arbitral decision, and transfer due to inheritance as prescribed by law;

- There is an interval of at least 06 months between two private placements of shares, convertible bonds, warrant-linked bonds;

- The ratio of holding of shares, conversion of bonds into shares and execution of warrants by foreign investors is conformable with law.

View more details at the Law on Securities 2019 of Vietnam, effective from January 01, 2021.

Ty Na

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