- Process and procedures for offering securities to the public
According to the provisions of Article 41 of Decree 155/2020/ND-CP, the order and procedures for offering securities to the public are carried out according to the following steps:
Step 1: Register for sale
- Issuers and shareholders registering for offering and selling shall send registration dossiers for public offering of securities to the State Securities Commission.
- Issuers and shareholders registering for offering and selling are obliged to amend and supplement the registration dossier for public offering of securities.
Step 2: Submit an Official Prospectus
- Within 07 working days from the date of receipt of a notice from the State Securities Commission of the request to complete the procedures for issuance of the Certificate of registration for public offering of securities, the issuer and shareholders registering the offering shall send the State Securities Commission 06 official prospectus to complete the procedures for issuance of the Certificate of Posting sign a public offering of securities.
- The State Securities Commission issues a Certificate of registration for public offering of securities or refuses.
Step 3: Publish the Release Notice
- Within 07 working days from the effective date of the Certificate of registration of public offering of securities, the issuer or shareholder registering for the offering must publish the Notice of Issuance in 01 electronic newspaper or print newspaper in 03 consecutive issues and publish information on the website of the issuer, shareholders registering the offering are organizations (if any), the Stock Exchange.
- The official prospectus must be simultaneously posted on the website of the issuer, shareholders registering the offering as organizations (if any) and the Stock Exchange.
Step 4: Distribution of securities
Issuers and shareholders registering for offering and selling shall distribute securities in accordance with the Law on Securities.
Step 5: Submit the Report on the results of the offering and information disclosure
Within 10 days from the date of completion of the offering, the issuer or underwriter, shareholder registering for the offering must submit a report on the results of the offering together with the confirmation of the bank or branch of the foreign bank where the blocked account is opened about the proceeds from the offering to the State Securities Commission and announce information on the website of the issuer, shareholders registering the offering as organizations (if any), the Stock Exchange about the results of the offering.
Step 6: Request an unblocking of the proceeds from the offering
After receiving the notice of receipt of the report on the results of the offering by the State Securities Commission, the issuer and shareholders registering the offering are requested to stop blocking the proceeds from the offering.
- Current situation and solutions for offering securities to the public
The year 2020 – 2021 is a period when the domestic stock market has strong growth. 2022 was recorded as a difficult year for the economy, in which the stock market was also significantly affected and did not prosper.
Although the stock market has long developed, it has only been interested by individual investors in the past few years. The lack of knowledge about stock market operations exposes individual investors to the risk of participating. This leads to a loss of confidence in the stock market while also affecting the economy in the market.
From the situation given, it can be seen that the legal regulations on the securities market still have many holes, there is a need for solutions to solve the above problems.
About surveillance
First, strengthen supervision of audit activities of public companies. Second, give the State Securities Commission the authority to investigate and prosecute for crimes in the securities sector. Third, unify the financial supervisory authorities by merging them into the National Financial Supervisory Commission.
About activities to handle violations of the law
The provisions on administrative handling should be amended in the direction of aggravating fines. For criminal prosecution, specific guidelines on the crime of falsifying documents in securities offering and listing dossiers should be added and clear provisions for proceeds from illegal acts. This revenue will be used to compensate investors and related parties for losses caused by criminal acts.
Procedures for offering securities to the public
The State Securities Commission should take a closer look at the offering of securities to the public but may reduce some unnecessary procedures to shorten the time for issuance registration.
The application processing time should also be shortened but in the direction of strict consideration of the public offering of securities.
In addition, there should be additional penalties to deter issuers from violating securities laws, thereby protecting the rights and interests of investors, ensuring fairness for organizations offering in the market.
The above is the content of KALF’s advice on The process and procedures for offering securities to the public. All of our above advice opinions are based on applicable legal provisions. If you have any questions or requests about legal issues, please contact us for timely answers.
