What are regulations on disclosure of information before offering of corporate bonds in Vietnam?

What are regulations on disclosure of information before offering of corporate bonds in Vietnam?

Pursuant to Article 19 of the Decree 153/2020/NĐ-CP (amended by Clause 14 Article 1 of the Decree 65/2022/NĐ-CP) stipulating regulations on disclosure of information before offering of corporate bonds in Vietnam as follows:

1. At least 01 working day before the official issue date, the issuer shall disclose information before offering to investors for their subscription, and send the disclosed information to the SE.

a) The information to be disclosed before offering shall comply with guidelines given by the Ministry of Finance of Vietnam.

b) With regard to green bonds, in addition to the information to be disclosed as prescribed in Point a of this Clause, the issuer shall disclose information about accounting, management and disbursement of funds raised from the offering of green bonds as prescribed in Clause 3 Article 5 of this Decree.

c) The information provided by the issuer for the SE shall be used to serve the SE’s fulfillment of its responsibilities as prescribed in Article 32 of this Decree. It does not mean that the SE confirms and guarantees the offering.

2. In case of offering of bonds in multiple waves:

a) For the first wave, the disclosure of information before offering shall comply with the provisions in Clause 1 of this Article.

b) For the following waves, in addition to the information disclosure prescribed in Point a of this Clause, at least 01 working day before the offering wave, the issuer shall disclose additional information for investors registering for bond purchases, and send the same to the Stock Exchange. Additionally disclosed information shall comply with Point b and Point c Clause 3 Article 12 hereof.

3. The Stock Exchange shall receive information disclosed before offering as prescribed in Clause 1 and Clause 2 of this Article for consolidation and reporting on issuance of corporate bonds in accordance with the provisions in Article 33 hereof.

What are regulations on disclosure of information on corporate bond offering results in Vietnam?

Pursuant to Article 20 of the Decree 153/2020/NĐ-CP (amended by Clause 15 Article 1 of the Decree 65/2022/NĐ-CP) stipulating regulations on disclosure of information on corporate bond offering results in Vietnam as follows:

1. Within 05 working days from the completion date of the bond offering, the issuer shall disclose information on offering results to bondholders, and send the disclosed information to the SE. The information to be disclosed shall comply with guidelines given by the Ministry of Finance of Vietnam.

1a. If the offering is unsuccessful or an offering wave is cancelled, within 05 working days from the completion of bond distribution, the issuer shall disclose information and send the disclosed information to the SE.

2. The Stock Exchange shall receive the disclosed information on offering results as prescribed in Clause 1 of this Article for consolidation and publishing on the corporate bond information webpage as prescribed in Clause 2 Article 32 hereof and reporting on issuance of corporate bonds as prescribed in Article 33 hereof.

What are regulations on periodic disclosure of information on corporate bonds in Vietnam?

Pursuant to Article 21 of the Decree 153/2020/NĐ-CP (amended by Clause 16 Article 1 of the Decree 65/2022/NĐ-CP) stipulating regulations on periodic disclosure of information on corporate bonds in Vietnam as follows:

1. For every 06 months and on annual basis, until the maturity date of bonds, the issuer shall send periodically disclosed information to bondholders and the Stock Exchange.

a) Within 60 days of the end of the first 06 months of the fiscal year, the issuer shall disclose 06-month periodic information.

b) Within 90 days of the end of the fiscal year, the issuer shall disclose annual periodic information.

2. The information to be disclosed shall comply with guidelines given by the Ministry of Finance of Vietnam and include the followings:

a) The issuer’s half-year and annual financial statements which have been audited or reviewed (if any); the data on annual and/or half-year financial statements which are not yet audited and/or reviewed respectively must be certified by the GMS, the Board of Directors, the Board of Members or the Company’s President. If the issuer is a parent company, the financial statements to be disclosed shall consist of both consolidated financial statements and financial statements of the parent company.

b) The payment of bond principal and interest amounts.

c) The half-year and annual reports on use of funds raised from the bond issuance in respect of outstanding bonds, which have been audited by accredited audit organizations.

d) The report on the issuer’s fulfillment of commitments to bondholders.

dd) With regard to green bonds, in addition to the provisions in Point a, Point b and Point d of this Clause, the issuer shall annually prepare reports on accounting, management and use of funds raised from bond issuance which must bear the auditor’s review opinions; reports on fund disbursement and project execution, and environmental impact assessment reports.

3. The Stock Exchange shall receive the issuer’s periodically disclosed information for consolidation and publishing on the corporate bond information webpage as prescribed in Clause 2 Article 32 hereof and reporting on issuance of corporate bonds as prescribed in Article 33 hereof.

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