The Ministry of Finance is drafting amendments to a number of articles of the Securities Law and seeking comments from affected entities. Regarding the private offering of securities (stocks and bonds) by public companies, the draft amends a number of conditions for becoming a professional securities investor.
One notable content is the amendment of some conditions to become a professional securities investor.
Specifically, for institutional investors, additional requirements for companies with contributed charter capital of over 100 billion VND must have a minimum operating period of 2 years.
For individuals, additional regulations require participation in securities investment for a minimum period of 2 years, with a minimum transaction frequency of 10 times per quarter in the last 4 quarters, and a minimum income of 1 billion VND per year in the last 2 years.
Previously, according to the provisions of the Securities Law 2019 (Article 11) and Decree 65, a professional securities investor is an investor with financial capacity or expertise in securities, including both institutional and individual investors.
Professional individual investors must have a minimum income of 1 billion VND per year for the last 2 years.
Institutional investors include: Commercial banks, foreign bank branches, financial companies, insurance business organizations, securities companies, securities investment fund management companies, securities investment companies, securities investment funds, international financial organizations, non-budgetary state financial funds, state financial organizations that are allowed to purchase securities in accordance with relevant laws; companies with contributed charter capital of over VND 100 billion or listed organizations, organizations registered for trading.
Individual investors include: Persons with securities practice certificates; Individuals holding a listed securities portfolio, registered for trading by investors with a minimum value of VND 2 billion, determined by the average daily market value of the securities portfolio for a minimum period of 180 consecutive days prior to the date of determining the status of a professional securities investor, excluding the value of margin trading loans and the value of securities used for resale transactions. The determination of a professional securities investor at this point is valid within 3 months from the date of confirmation; Individuals with a minimum taxable income of VND 1 billion in the most recent year (the year immediately preceding the year of bond purchase).
In addition, the Ministry of Finance also proposed to change the private securities offering activities of public companies, increasing the transfer restriction period from 1 year for professional securities investors to 3 years, corresponding to strategic investors.
Regarding the conditions for private bond offerings of public companies, amendments and supplements stipulate that the subjects participating in the private bond offering and transfer only include professional institutional investors.
The subjects of private offering and transfer of bonds of public companies only include professional institutional investors, and there are also transitional provisions related to this amendment.
In addition, the Ministry of Finance also proposed to amend and supplement Clauses 2 and 3 of Article 15 (public offering of securities).
In Clause 2, public offerings for the purpose of raising capital to implement projects of the issuing organization do not have to reach a minimum ratio of 70% of the shares offered, except for offerings to existing shareholders according to the ownership ratio .
In Clause 3, the additional condition for public offering of bonds is that they must have collateral or a bank guarantee as prescribed by law, except in cases where credit institutions offer bonds as secondary debt that satisfy the conditions to be included in tier 2 capital and have a representative of bondholders as prescribed by the Government .
Source: https://www.nguoiduatin.vn/nha-dau-tu-chung-khoan-chuyen-nghiep-phai-tham-gia-dau-tu-toi-thieu-2-nam-204240829160306544.htm
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