Which Types of Securities Can a Partnership Company Issue?

According to the provisions of the Securities Law 2006 (amended 2010), securities are proof that confirms the legal rights and interests of the owner regarding the assets or capital portion of the issuing organization. Securities are represented in the form of certificates, book entries, or electronic data, including the following types:

- Stocks, bonds, fund certificates;

- Rights to buy shares, covered warrants, call options, put options, futures contracts, a group of securities, or a securities index;

- Investment capital contribution contracts;

- Other types of securities as stipulated by the Ministry of Finance.

Economic organizations are allowed to issue securities as stipulated by law.

Article 172 of the Enterprises Law 2014 stipulates:

"Article 172. Partnership Company

1. A partnership company is an enterprise in which:

a) There must be at least 02 members who are the common owners of the company, jointly conducting business under a common name (hereafter referred to as partnership members). In addition to partnership members, the company may also have capital-contributing members;

b) Partnership members must be individuals, responsible with all their assets for the company's obligations;

c) Capital-contributing members are only responsible for the company's debts within the scope of the capital they contributed to the company.

2. A partnership company has legal entity status from the date it is granted the Certificate of Enterprise Registration.

3. A partnership company is not allowed to issue any type of securities."

Thus: Based on the above-cited regulations, economic organizations that are partnership companies are not allowed to issue any type of securities.

Therefore: In the case you provided us, your company operates under the partnership company model established by you and another individual. Thus, it is not allowed to issue any type of securities, including: Stocks, bonds, fund certificates; rights to buy shares, covered warrants, call options, put options, futures contracts, a group of securities, or a securities index; investment capital contribution contracts; other types of securities as stipulated by the Ministry of Finance.

The above represents our advisory opinion on the issue you are inquiring about.

Sincerely!