Rules for issuance of promissory notes, treasury bills and deposit certificates of credit institutions in Vietnam

Rules for issuance of promissory notes, treasury bills and deposit certificates of credit institutions in Vietnam (Internet image)

Regarding this issue, LawNet would like to answer as follows:

1. Rules for issuance of promissory notes, treasury bills and deposit certificates in Vietnam

Rules for issuance of promissory notes, treasury bills and deposit certificates according to Article 11 of Circular 01/2021/TT-NHNN are as follows:

- Credit institutions and FBBs shall proactively organize the issuance of promissory notes, treasury bills and deposit certificates in accordance with regulations hereof when complying with prudential ratios as prescribed in Clause 1 Article 130 of the Law on Credit Institutions (as amended) and SBV’s guidelines.

- Credit institutions and FBBs shall issue promissory notes, treasury bills and deposit certificates directly at lawful transaction locations within their operating networks.

- Promissory notes, treasury bills and deposit certificates issued in the form of certificates or certificates of ownership of promissory notes, treasury bills and deposit certificates shall bear the following information:

+ Issuer’s name;

+ Name of promissory note, treasury bill or deposit certificate;

+ Symbol/serial number;

+ Signature of legal representative of the issuer and other signatures prescribed by the issuer;

+ Face value, term to maturity, issue date and maturity date;

+ Interest rate, method and time of interest payment, and location for principal and interest payment;

+ Full name, number of ID card or Citizen Identity Card or unexpired passport, and address of holder (if the holder is an individual);

Name, number of establishment license or enterprise ID number or number of business registration certificate (if the enterprise ID number is unavailable), and address of holder (if the holder is an organization);

+ Promissory notes, treasury bills or deposit certificates issued by financial companies or finance lease companies must specify that the holder’s ownership shall be only transferred to an organization.

+ Other contents of promissory notes, treasury bills or deposit certificates shall be decided by issuers.

2. Rules for issuance of bonds in Vietnam

According to Article 12 of Circular 01/2021/TT-NHNN, the rules for issuance of bonds by credit institutions and foreign bank branches are as follows:

When issuing bonds, credit institutions must comply with regulations of the Law on Securities, its guiding documents, relevant laws and regulations in Circular 01/2021/TT-NHNN.

Regarding the requirement for private placement of bonds laid down in Point e Clause 2 Article 31 of the Law on Securities, credit institutions shall comply with Clause 1 Article 130 of the Law on Credit Institutions (as amended) and SBV’s guidelines.

3. Requirements for issuance of convertible bonds and warrant-linked bonds of credit institutions in Vietnam

Requirements for issuance of convertible bonds and warrant-linked bonds of credit institutions according to Article 13 of Circular 01/2021/TT-NHNN are as follows:

- In case a credit institution issues convertible bonds or warrant-linked bonds, the bond issuance plant must have the following contents about the conversion of bonds into shares or execution of warrants:

+ Bond buyers must comply with regulations on limits on capital contributions, purchase of shares, and holding of shares by foreign investors when converting bonds into shares or executing warrants;

+ The conversion of bonds into shares or execution of warrants by holders of warrant-linked bonds shall be made only after the increasing of charter capital is approved by SBV according to SBV’s regulations on required documents and procedures for approval of increasing of charter capital by credit institutions.

- When converting convertible bonds into shares or executing warrants, credit institutions and holders of convertible bonds or warrant-linked bonds must comply with SBV’s regulations on required documents and procedures for approval of increasing of charter capital by credit institutions.

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