What are conditions for increase and decrease in charter capital of a securities investment company in Vietnam?
What are conditions for increase and decrease in charter capital of a securities investment company in Vietnam? What documents are included in application for adjustment of charter capital of a securities investment company in Vietnam? What are regulations on charter and internal regulations on public company administration in Vietnam?
What are conditions for increase and decrease in charter capital of a securities investment company in Vietnam?
I have a question related to securities field. What are conditions for increase and decrease in charter capital of a securities investment company in Vietnam?
Answer:
Pursuant to Article 262 of the Decree 155/2020/ND-CP stipulating conditions for increase and decrease in charter capital of a securities investment company in Vietnam as follows:
1. The GMS has approved the capital decrease or follow-on offering; the plan for follow-on offering or capital decrease.
2. In case of decrease in charter capital, the company shall ensure that the charter capital after decrease and net asset value are not smaller than 50 billion VND.
3. In case of charter capital increase by follow-on offering of shares or scrip issue, the company shall have adequate sources of financing from share premium and undistributed post-tax profits according to the latest audited or examined financial statement.
4. In case of capital increase by offering or issuance, the company shall comply with regulations on public securities offering (for public investment companies), private placement (for private investment companies) and issuance to existing shareholders.
5. For private investment companies: There are not more than 99 shareholders. Shareholders that are organizations shall contribute at least 03 billion VND. Shareholders that are individuals shall contribute at least 01 billion VND.
What documents are included in application for adjustment of charter capital of a securities investment company in Vietnam?
What documents are included in application for adjustment of charter capital of a securities investment company in Vietnam?
Answer:
Pursuant to Article 263 of the Decree 155/2020/ND-CP stipulating application for adjustment of charter capital of a securities investment company in Vietnam as follows:
1. The application form No. 94 in the Appendix hereof.
2. The resolution of the GMS on approval for the increase/decrease in charter capital, the plan for capital increase/decrease and the revised charter of the company.
3. The list of shareholders after adjustment according to form No. 105 in the Appendix hereof.
4. In case of capital decrease, the following documents shall also be included: the report on decrease in charter capital enclosed with the written confirmation issued the depository bank, supervisory bank of the completion of payment to shareholders; quantity of shareholders, quantity of circulating shares after capital decrease.
5. In case of capital increase by offering or issuance, the following documents shall also be included: The follow-on offering result report according to form No. 102 in the Appendix hereof and a written confirmation that the increase in capital has been frozen at the supervisory bank; the list of new investors (if any);
6. The latest annual financial statement which has been audited in accordance with Article 20 of the Law on Securities and the latest financial statement before the application is submitted.
7. The prospectus and company’s charter (if revised).
What are regulations on charter and internal regulations on public company administration in Vietnam?
I have a question related to securities field. What are regulations on charter and internal regulations on public company administration in Vietnam?
Answer:
Pursuant to Article 270 of the Decree 155/2020/ND-CP stipulating charter and internal regulations on public company administration in Vietnam as follows:
- The company's charter shall be ratified by the General Meeting of Shareholders (GMS) and must not contradict the Law on Enterprises, the Law on Securities, regulations of this Decree and relevant legislative documents.
- Company administration regulations shall be formulated by the Board of Directors and submitted to the GMS for ratification. Company administration regulations must not contradict regulations of law and the company's charter.
- The Minister of Finance shall provide the model charter and company administration regulations as reference for public companies to formulate their own charters and administration regulations.
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