Vietnam’s regulations on requirements for a public company’s non-public securities offering

Requirements for a public company’s non-public securities offering specified in Article 4 of Decree No. 58/2012/ND-CP are amended and supplemented by Clause 3 Article 1 of Decree No. 60/2015/ND-CP of Vietnam’s Government, specifically as follows:

- The public company has obtained the decision to approve the plan to sell and use assets from the General Meeting of Shareholders. This plan should define the objective, target investors and criteria for selection of target investors, the number of investors and proposed offering scale. 

The plan should define target investors to enable the General Meeting of Shareholders to grant their approval and will only be changed thereafter under the following circumstances:

+ The public company is selling stocks to an organization or individual or a group of organizations or individuals and involved persons of that organization or individual which makes their ownership rate exceed the rate stipulated in Clause 11 Article 1 of the Law on Amending or Supplementing several articles of the Law on Securities;    

+ The public company is selling stocks to an organization or individual or a group of organizations or individuals and involved persons of that organization or individual in proportion to more than 10% of the charter capital issued in each offering or offerings that take place within 12 latest months;

- The public company is complying with regulations on the stock assignment restriction time and the time length between offerings under the provisions of Clause 6 Article 1 of the Law on Amending several articles of the Law on Securities;

- The public company is conforming to other requirements under the provisions of relevant laws if the issuing company is the enterprise operating in the conditional investment and business industry or sector;

- The issuing company is not the parent company of the stock offering company; neither of the companies are subsidiary companies of a parent company.

View more details at Decree No. 60/2015/ND-CP of Vietnam’s Government, effective from September 01, 2015.

Thu Ba

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