What are the cases of conversion of business types of credit institutions in Vietnam? What are the rules for conversion of business types of credit institutions?
- Is it strictly prohibited to disperse properties in the form of conversion of business types of credit institutions in Vietnam?
- What are the conditions for conversion of business types of credit institutions in Vietnam?
- What are the cases of conversion of business types of credit institutions in Vietnam?
Is it strictly prohibited to disperse properties in the form of conversion of business types of credit institutions in Vietnam?
According to the provisions of Article 16 of Circular 36/2015/TT-NHNN of Vietnam on the rules for conversion of business types of credit institutions in Vietnam as follows:
Rules for conversion of business types of credit institutions in Vietnam
1. The transfer of stakes or shares, stock offer must comply with regulations of the State Bank, law on securities and relevant laws.
2. Each credit institution may only convert its business type in accordance with business types prescribed in Article 6 of the Law on credit institutions and regulations of the State Bank.
3. Protect confidentiality in order to ensure stable operation of credit institution before the project for conversion of business type is ratified by the competent bodies of credit institutions. All documents and materials on conversion of business type must be made in a prudent, truthful and accurate manner so as to avoid misunderstanding.
4. It is strictly prohibited to disperse properties in any form. The transfer and sale of property during the process of conversion of business type must be conducted publicly and transparently, in accordance with regulations of law and agreement of contracting parties, ensure the safety of property and do not affect the interests of credit institutions and other organizations and individuals related to conversion of business type.
5. The establishment and operation license of the converting credit institution shall become invalid when the converted credit institution launches its opening.
Thus, on the rules for conversion of business types of credit institutions, Vietnamese law prohibits the dispersion of properties in any form.
What are the cases of conversion of business types of credit institutions in Vietnam? What are the rules for conversion of business types of credit institutions?
What are the conditions for conversion of business types of credit institutions in Vietnam?
According to the provisions of Article 17 of Circular 36/2015/TT-NHNN of Vietnam on the conditions for conversion of business types in Vietnam, specifically as follows:
Conditions for conversion of business types in Vietnam
- The converting credit institution must have a project for conversion of business type prescribed in Article 19 of this Circular and it is ratified by its competent body.
- If a credit institution having its business type converted from a limited liability company into a joint-stock company, it must satisfy fully the following conditions:
+ The condition prescribed in Clause 1 of this Article;
+ The converting credit institution must satisfy the conditions for stock offer as prescribed in law on securities and relevant laws;
+ Founding shareholders (if any), major shareholders and/or strategic shareholders of the converted credit institution must satisfy the conditions prescribed in law on founding shareholders of a newly established credit institution.
+ Shareholders and/or strategic shareholders being foreign investors of the converted credit institution must satisfy the conditions prescribed in law on foreign investors buying shares of Vietnamese credit institutions;
+ Each organization or individual buying shares must comply with law on share ownership rates.
- If a credit institution having its business type converted from a single-member limited liability company into a multi-member limited liability company and vice versa, from a joint-stock company into a limited liability company, it must satisfy fully the following conditions:
+ The condition prescribed in Clause 1 of this Article;
+ Owners, capital contributors receiving transfer of stakes and/or new capital contributors of the converted credit institution must satisfy the conditions prescribed in law on owners and founding members of a newly established credit institution;
+ Owners, capital contributors receiving transfer of stakes and/or new capital contributors of the converted credit institution must comply with regulations of law on stake rates.
What are the cases of conversion of business types of credit institutions in Vietnam?
According to the provisions of Clause 3, Article 4 of Circular 36/2015/TT-NHNN of Vietnam on credit institutions implementing conversion of business types, including:
- Cases of conversion of business types of credit institutions:
+ A commercial bank or a financial company convert its form of limited liability company into joint-stock company and vice versa;
+ A commercial bank or a financial company convert its form of single-member limited liability company into multi-member limited liability company and vice versa.
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