Vietnam: What is the latest public offering registration form? What are the conditions for offering secured bonds to the public?
What is the latest public offering registration form in Vietnam?
The registration form for the public offering of bonds is Form No. 07 of the Appendix issued together with Decree 155/2020/ND-CP. Below is a sample image of the bond offering registration certificate to the public:
Download the latest Public Offering Registration Form: Here.
Vietnam: What is the latest public offering registration form? What are the conditions for offering secured bonds to the public?
What does the application for the public offering of bonds include in Vietnam?
Pursuant to Article 20 of Decree 155/2020/ND-CP stipulating the dossier of registration for public offering of bonds, including:
- The application form No. 07 in the Appendix of Decree 155/2020/ND-CP.
- The prospectus prescribed in Article 19 of the Vietnam Law on Securities.
- The decision of the GMS or the Board of Directors or the Board of Members or the company’s owner to approve the issuance plan, the plan for use and repayment of capital generated by the public bond offering, and the listing of bonds on the securities trading system, where:
+ The issuance plan shall specify the types of bonds issued, quantity of each type, bond yield or rules for determination thereof; bond term;
+ In case the offering is meant to raise capital for project execution, the capital use plan shall include the plan for making up for the deficiency in capital generated by the offering for project execution.
- The issuer’s financial statements of the last 02 years that are conformable with regulations of Article 20 of the Vietnam Law on Securities. To be specific: if the application is submitted within 60 days from the end of the fiscal year, the previous year’s annual financial statement in the initial application does not have to be audited, but audited financial statements of the 02 preceding years must be included. In case the issuer completes the application after 90 days from the end of the fiscal year, the latest audited financial statement must be included.
- The public bond offering consulting contract with a securities company, unless the issuer is a securities company.
- The securities underwriting agreement (if any) that contains adequate information specified in form No. 08 in the Appendix hereof. In case of an underwriting group, the underwriting agreements shall be enclosed with the contracts between the underwriters. These documents shall be sent to SSC before the issuance date of the offering registration certificate.
- The report on credit rating of the issuer of offered bonds within 12 months before the date of submission of the application (if any).
- The written commitment of the Board of Directors or the President of the Board of Members or the President of the company to list the bonds on the securities trading system after the end of the offering.
- The decision of company’s owner or the Board of Directors or the Board of Members to approve the public bond offering application. If the public bond offering is conducted by a credit institution, the application must be approved in writing by SBV regarding the charter capital increase and transfer as prescribed by credit institution Vietnam Laws.
- The documents specified in Point c Clause 1, Point d and Point g Clause 3 Article 18 of the Vietnam Law on Securities and a written declaration of conformity with Point e Clause 1 Article 15 of the Vietnam Law on Securities.
What are the conditions for offering secured bonds to the public in Vietnam?
Pursuant to Article 23 of Decree 155/2020/ND-CP stipulating conditions for offering secured bonds to the public as follows:
- The documents specified in Article 19 of Decree 155/2020/ND-CP are satisfied.
- The payment for all or part of the principal and interest of the bonds is secured in one or some of the following manners:
+ There is payment guarantee by a credit institution or FBB;
+ The bonds are secured by assets (collateral) of the issuer or third parties. The collateralized assets must be valuated by a licensed valuating organization, registered and settled in accordance with regulations of law on registration of secured transactions.
- There is a bondholders’ representative as prescribed in Article 24 of Decree 155/2020/ND-CP.
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