Circular 118/2020/TT-BTC guiding the offering and issuance of securities

CIRCULAR

Guiding a number of provisions on offering and issuance of securities, public bid, redemption of stocks, public company registration and cancellation of status of public companies

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Pursuant to the Law on Securities dated November 26, 2019;

Pursuant to the Law on Enterprises dated June 17, 2020;

Pursuant to the Government’s Decree No. 87/2017/ND-CP dated July 26, 2017, defining the functions, tasks, powers and organizational structure of the Ministry of Finance;

Pursuant to the Government’s Decree No. 155/2020/ND-CP dated May 15, 2014, detailing the implementation of a number of articles of the Law on Securities;

At the proposal of the Chairman of the State Securities Commission;

The Minister of Finance hereby promulgates the Circular guiding a number of provisions on offering and issuance of securities, public bid, redemption of stocks, public company registration and cancellation of status of public companies.

Section I.

GENERAL PROVISIONS

Article 1. Scope of regulation

This Circular replaces the following Circulars:

1. Forms of the prospectuses for public offering of securities, or issuance of stocks for swap;

2. Forms of the notices of offering or issuance of securities or public bid;

3. Forms of the reports on results of the offering or issuance of securities or public bid;

4. Forms of documents on disclosure of information about public companies; dossiers of registration of public companies formed after enterprise division, separation, consolidation or merger; the cancellation of status of public companies that no longer satisfy the conditions for being treated as public companies due to their reorganization, dissolution or bankruptcy;

5. The redemption of stocks of public companies.

Article 2. Subjects of application

Subjects of application of this Circular include:

1. Issuing institutions;

2. Public companies;

3. Shareholders of public companies that conduct the public offering of stocks;

4. Securities companies;

5. The Vietnam Exchange and its subsidiary companies (hereinafter referred to as the Stock Exchange), the Vietnam Securities Depository and Clearing Corporation;

6. Other relevant agencies, organizations and individuals.

Section II

FORMS OF THE PROSPECTUSES, NOTICES AND REPORTS ON RESULTS OF THE OFFERING OR ISSUANCE OF SECURITIES, PUBLIC BID

Article 3. Prospectus forms

1. The issuing institutions registering for public offering of securities, issuance of stocks for swap, and shareholders of public companies registering for public offering of securities shall make the prospectuses according to the following forms: