Vietnam: Guidance on application for Upcom trading registration of public companies

Depending on whether the public company has registered or not registered securities at the Vietnam Securities Depository (VSD), the applications for Upcom trading registration will be different. In particular, For public companies having securities registered at the VSD, the application for trading registration is specified in Circular No. 180/2015/TT-BTC and Clause 6 Article 1 of Circular No. 13/2019/TT-BTC of the Ministry of Finance of Vietnam as follows:

- An application form for securities trading registration using the form prescribed in Appendix No. 1 issued herewith);

- A summary of the company using the form prescribed in Appendix No. 8 issued together with Decree No. 58/2012/ND-CP of Vietnam’s Government;

- Audited financial statements of the year preceding the year of submission of the application for registration of securities trading, except the following:

+ In case a public company changes its company type in the preceding year or in the year in which the application for securities trading is submitted, it must submit the audited financial statements for the full 12-month period of the year preceding the year of application submission (the period before its conversion or both periods before and after its conversion);

+ In case a company is delisted because of consolidation, the consolidated company still meets requirements for a public company and such consolidation is completed within the year preceding the year in which the application for registration of securities trading is submitted, the application shall include the financial statements of the year preceding the year of application submission (the reporting period consists of less than 12 months) of the consolidated company; If such consolidation is completed within the year in which the application for registration of securities trading is submitted, the audited financial statements of the year preceding the year of application submission of consolidating companies shall be submitted;

+ In case a state-owned company completes its equitization plan within the same year in which the application for registration of securities trading is submitted, the audited financial statements of the year preceding the year of application submission for the period during which it is still a state-owned company shall be submitted;

+ In case a state-owned company completes its equitization plan in the year preceding the year in which the application for registration of securities trading is submitted, the application shall include the audited financial statements for the period commencing from the date it officially becomes a joint-stock company to the end of such financial year;

+ Other cases are regulated by Hanoi Stock Exchange (HNX) according to written opinions given by the State Securities Commission of Vietnam.

- A copy of the Certificate of Securities Registration issued by the VSD and a copy of the Notification of registration of the deadline for the list of shareholders to register for trading.

The application for trading registration shall be made in 1 set of original copies enclosed with 1 set of electronic data (if any) and sent directly or by post to the HNX.

Within five (05) business days from the receipt of the application, Hanoi Stock Exchange shall consider the received application and requests for any revisions or modification (where necessary).

Within five (05) business days from the receipt of the complete and valid application, Hanoi Stock Exchange shall issue a decision on approval for registration of securities trading and publish relevant information as prescribed. If an application is refused, Hanoi Stock Exchange shall specify reasons for such refusal in writing.

Other provisions can be found in Circular No. 13/2019/TT-BTC of the Ministry of Finance of Vietnam, which takes effect from May 01, 2019.

Thu Ba

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