In accordance with Article 25 of the Law on Securities, a public company is one of the following cases:
– Has already conducted the public offering of its stocks;
– Has its stocks listed at the Stock Exchange;
– Has its stocks owned by at least one hundred investors, excluding professional securities investors, and has a contributed charter capital of VND 10 billion or more.
If a public company plan to increase its capital, it may issue stock for increase of share capital with finances from the equity. Especially those companies which are in good business situation and are highly appreciated by investors, this may considered as an efficient way to attract more capital.
Conditions apply to stock issuance for increase of share capital:
– Capital surplus;
– Development investment fund;
– Undistributed net profit;
– Other funds (if available) for increase of charter capital as per the laws;
– Notices: Total value of resources mentioned above must not be less than the total increased value of share as per the plan passed by the General shareholders meeting.
– Public company issue stock to increase share capital with finances from the equity shall report to the State Securities Commission.
Report documents include:
– The report on stock issuance for increase of share capital with finances from the equity;
– Decisions by the General shareholders meeting on the approval of the issuance plan;
– The latest audited financial statement;
– Written evidences of the completion of the transfer of profit from child companies to the parent company according to corporate accounting regulations’ guidelines for profit distribution if the parent company issues stocks to increase share capital with finances from the undistributed net profit and such finances are lower than the undistributed net profit as shown in the consolidated financial report but higher than the undistributed net profit in the parent company’s financial statement;
– The plan for handling fractional share (if any) as approved by the General shareholders meeting or the Board of Directors.
Duration: Within 07 working days from the date of receipt of the report, if the State Securities Commission requires any adjustment or supplement, a written request shall be issued.
Within 07 working days from the date of receipt of full and valid documents, the State Securities Commission shall respond to the issuer in writing or reject in writing providing explanation.
Announcement on mass media:
Within 07 working days upon the State Securities Commission’s notification on its receipt of the full report, the issuer shall announce on the mass media about stock issuance for increase share of capital with finances from the equity at least 07 working days prior to the final date of registration.
The final date of registration shall not exceed 45 days upon the State Securities Commission’s notification on its receipt of the full report.
Registration of additional stocks:
Public company which has listed stock must register additional stocks issued for listing with the Stock Exchange in 15 days upon the State Securities Commission’s notification on the result of the stock issue to the issuer.
If you are looking for legal advice about legal issues related to enterprises and investment in Vietnam, please feel free to contact Kim Huc for more information!
KIM HUC CONSULT AND TRADING COMPANY LIMITED
Add: C36-TT8, Van Quan, Dist Ha Đong, Ha Noi, VietNam
Phone: 024.3225.2641 Fax: 024.3225.2640
Hotline: 024.3225.2641 / 0943.980.222
Email: consultant@kimhuc.com
