Vietnam Business Law is a website managed by lawyers of Venture North Law Limited (VNLaw). Venture North Law Limited (VNLaw) is a Vietnamese commercial law firm. We won the Rising Law Firm of the Year Award at the Southeast Asia Law Awards for the years 2020 and 2021 held by The Legal 500. Very few Vietnamese law firms have achieved a similar regional recognition.
Posted in: Securities Regulations
Under the Securities Law 2006, shares issued by a public joint stock company (Public JSC) must be registered with the Vietnam Securities Depository (VSD). If shares of a Public JSC are registered with the VSD, then the transfer of shares in such Public JSC must be conducted via the VSD. Title over a share of such Public JSC will only be transferred after details of the transfer are recorded in VSD’s system.
Under Vietnam securities regulations, the legal requirement on tender offer in acquisition of shares in a public joint stock company (the target company) will be triggered in one of the following circumstances:
a. Circumstance 1: An offer to purchase voting shares which results in the ownership of 25% or more of the outstanding voting shares of the target company;
b. Circumstance 2: Any organization or individual together with its related persons holding 25% or more of the voting shares in the target company purchasing further (mua tiếp) 10% or more of the outstanding voting shares of the target company;
c. Circumstance 3: Any organization or individual together with its related person holding 25% or more of the voting shares in the target company purchasing further 5% to less than 10% of the outstanding voting shares of the target company within 1 year from the completion of the previous tender offer; and
d. Circumstance 4: Any organization or individual having intention to conduct a tender offer.
Under Decree 135/2015 effective from 15 February 2016, a local company can invest in shares, bonds and other securities issued offshore of Vietnam (Offshore Indirect Investment) via an entrustment agreement (hợp đồng ủy thác đầu tư) with a licensed fund management company, securities company or commercial bank (Local Managers) if:
The table below tries to compare the existing commitments of Vietnam under WTO Agreement with the commitments under TPP for financial services. This post is contributed by Tran Thi Thu Thao, a VILAF associate. Pdf version of the table can be downloaded here.
Notes: