What conditions must a securities company listing securities of a foreign issuer in Vietnam meet?
What conditions must a securities company listing securities of a foreign issuer in Vietnam meet?
Pursuant to Article 123 of Decree No. 155/2020/ND-CP stipulating the conditions for a foreign issuer to list securities in Vietnam as follows:
Conditions for a foreign issuer to list securities in Vietnam
1. The foreign issuer’s securities have been publicly offered in Vietnam in accordance with securities laws of Vietnam.
2. The quantity of listed securities is appropriate for the quantity of securities permitted to be offered in Vietnam.
3. The listing conditions specified in this Decree are satisfied.
4. The listing is consulted by 01 securities company that is established and operating in Vietnam.
5. Regulations of Vietnam on foreign exchange management are complied with.
Thus, in order to list securities of a foreign issuer in Vietnam, the following conditions must be met:
- The foreign issuer’s securities have been publicly offered in Vietnam in accordance with securities laws of Vietnam.
- The quantity of listed securities is appropriate for the quantity of securities permitted to be offered in Vietnam.
- The listing conditions specified in this Decree are satisfied.
- The listing is consulted by 01 securities company that is established and operating in Vietnam.
- Regulations of Vietnam on foreign exchange management are complied with.
What conditions must a securities company listing securities of a foreign issuer in Vietnam meet?
What is included in the documentation and procedures for a foreign issuer to list securities in Vietnam?
Pursuant to Clause 1, Article 124 of Decree No. 155/2020/ND-CP stipulating the documentation and procedures for a foreign issuer to list securities in Vietnam as follows:
Documentation and procedures for a foreign issuer to list securities in Vietnam
1. An application for listing shall contain:
a) The application form No. 33 in the Appendix hereof;
b) The documents specified in Points b, c, d, dd, e, g, h Clause 1 Article 110 of this Decree for listing of shares; the documents specified in Points b, c, d, dd Clause 2 Article 118 of this Decree for listing of bonds.
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Thus, Article 110 of Decree No. 155/2020/ND-CP stipulates that the application for listing of shares is as follows:
Application for listing of shares or fund certificates
1. The application for listing of shares by a company making public offering of shares or an equitized enterprise shall include:
a) The application form No. 28 in the Appendix hereof;
b) The prospectus form No. 29 in the Appendix hereof; the offering registration certificate issued by SSC, the report on result of public securities offering prepared by the applicant (or the decision issued by a competent authority to approve the equitization scheme if the applicant is an equitized enterprise); the decision of the GMS to approve the listing of shares;
c) The shareholder register of the applying organization which is prepared within 01 month before the application is submitted; enclosed with the list of major shareholders, strategic shareholders, internal actors and their related persons (quantity, holding, transfer restriction time (if any));
dd) Commitment of the shareholders that are individuals, organizations represented by President of the Board of Directors, members of the Board of Directors, Chief Controller, Controllers, General Director/Director, Deputy Director/Deputy General Director, chief accountant, Financial Director and people holding equivalent managerial positions to keep holding 100% of the shares they are holding for 06 months from the first trading date of on the Stock Exchange and 50% of these shares for the next 06 months;
d) The listing advisory service contract, unless the applying organization is a securities company;
e) The certificate issued by VSDCC that the shares of the applying organization have been collectively registered;
g) The Certificate of Enterprise Registration, establishment and operation license or an equivalent document;
h) The financial statements of the last 02 years before the application year as prescribed in Clause 1 Article 107 of this Decree.
Article 118 of Decree No. 155/2020/ND-CP stipulates the listing of corporate bonds as follows:
Listing of corporate bonds
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2. An application for listing of bonds shall include:
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b) The bond holder register of the applying organization which is prepared within 01 month before the application is submitted;
c) The commitment to fulfill the applying organization’s obligations to the investors including in terms of redemption, ratio of debt to equity, conditions for conversion (except convertible bonds) and other conditions;
d) The bond listing advisory contract with a securities company, unless the issuer is a securities company;
dd) The certificate issued by Vietnam Securities Depository and Clearing Corporation that the bonds of the applying organization have been collectively registered.
Thus, the application for a foreign issuer to list securities in Vietnam needs the above-mentioned documents.
What is the application form for a foreign issuer to list securities in Vietnam?
The application form for a foreign issuer to list securities in Vietnam, made according to Form No. 33 in the Appendix issued together with Decree No. 155/2020/ND-CP as follows:
Download the application form for a foreign issuer to list securities in Vietnam: Click here.
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