File for Public Company Registering Private Placement of Preferred Shares with Warrants
Based on Article 47 of Decree 155/2020/ND-CP regulating the dossier of a public company registering for a private issuance of preference shares with warrants as follows:
Resolution of the General Meeting of Shareholders approving the issuance plan and the plan for using the proceeds from the issuance, in which:
a) The issuance plan clearly states: type of shares to be issued; characteristics of the preference shares with warrants; the number of preference shares with warrants; the issuance price or the principle for determining the issuance price or authorization for the Board of Directors to determine the issuance price; criteria for selecting investors; the number of investors; strategic investors, professional securities investors, and the number of shares to be issued to each investor or authorization for the Board of Directors to determine professional securities investors; the plan for exercising the rights of the warrants (conditions, term, exercise ratio; price or method for calculating the issuance price; approval or authorization for the Board of Directors to approve the plan to ensure the issuance of shares to exercise the rights meeting the regulations on foreign ownership ratio, other terms). Persons with interests related to the issuance are not entitled to vote. In case the issuance plan does not specifically state the issuance price, the principle for determining the issuance price, then the issuance price will be determined in accordance with the Law on Enterprises;
b) The plan for using the proceeds includes: the plan for using the proceeds from the issuance of preference shares with warrants and the projected plan for using the proceeds from the issuance of shares to exercise the rights. In case the issuance aims to raise capital for a project, the plan for using the proceeds must include content about the plan to cover the expected capital shortfall from the issuance for the project.
Charter of the issuing organization.
Documents stipulated in Clauses 1, 3, 4, 5, 6, 7, 8, 9 of Article 43 of this Decree.
Respectfully!
