What is a public company in Vietnam? What is included in the application for public company registration in Vietnam?
What is a public company in Vietnam?
In Article 32 of the 2019 Law on Securities in Vietnam on public companies as follows:
Public companies
1. A joint stock company will become a public company in one of the following cases:
a) The company has a contributed charter capital of at least 30 billion VND and at least 10% of the voting shares are being held by at least 100 non-major shareholders;
b) The company has successfully made its IPO by registration with the State Securities Commission as prescribed in Clause 1 Article 16 of this Law.
2. The joint-stock company mentioned in Point a Clause 1 of this Article shall submit the application for public company registration as prescribed in Clause 1 Article 33 of this Law to the State Securities Commission within 90 days from the day on which the requirements specified in Point a Clause 1 of this Article are fully satisfied.
3. Within 15 days from the receipt of the valid application from the joint-stock company mentioned in Point a Clause 1 of this Article, or from the receipt of the report on completion of the offering prescribed in Point b Clause 1 of this Article, the State Securities Commission shall confirm the registration of the public company, publish the company’s name, operations and other information on the State Securities Commission’s media.
Thus, a public company is a joint stock company in one of two cases:
- The company has a contributed charter capital of at least 30 billion VND and at least 10% of the voting shares are being held by at least 100 non-major shareholders;
- The company has successfully made its IPO by registration with the State Securities Commission.
What is a public company in Vietnam? What is included in the application for public company registration in Vietnam? (Image from the internet)
What is included in the application for public company registration in Vietnam?
Article 33 of the 2019 Law on Securities in Vietnam stipulates that the application for public company registration is as follows:
Application for public company registration
1. An application for public company registration consists of:
a) The application form;
b) The company’s charter;
c) The certificate of enterprise registration;
d) The information disclosure statement about the public company, including summary of the company’s organizational structure, business operations, management, shareholders, assets, financial status and other information;
dd) The latest annual financial statement audited by an independent audit organization. In case the company’s charter capital is increased after the end of the latest fiscal year, an audited financial statement of the latest period is required;
e) The list of shareholders.
2. The Minister of Finance shall promulgate the model information disclosure statement and provide for the application for public company registration after consolidation, merger or division.
Thus, an application for public company registration consists of:
- The application form;
- The company’s charter;
- The certificate of enterprise registration;
- The information disclosure statement about the public company, including summary of the company’s organizational structure, business operations, management, shareholders, assets, financial status and other information;
- The latest annual financial statement audited by an independent audit organization. In case the company’s charter capital is increased after the end of the latest fiscal year, an audited financial statement of the latest period is required;
- The list of shareholders.
What are the rights and obligations of public companies in Vietnam?
The rights and obligations of a public company specified in Article 34 of the 2019 Law on Securities in Vietnam include:
- Disclose information in accordance with this Law;
- Comply with regulations on company administration in this Law;
- Apply for share registration at Vietnam Securities Depository and Clearing Corporation as prescribed in Clause 1 Article 61 of the 2019 Law on Securities in Vietnam;
- The public company mentioned in Point a Clause 1 Article 32 of the 2019 Law on Securities in Vietnam shall apply for trading shares on the trading system for unlisted securities within 30 days from the day on which State Securities Commission confirms the public company registration. After 02 years from the first day of trading on the trading system for unlisted securities, the public company may apply for listing if whenever all listing requirements are satisfied;
- The public company mentioned in Point b Clause 1 Article 32 of the 2019 Law on Securities in Vietnam shall have its shares listed or registered within 30 days from the ending date of the public offering.
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