How to Transfer Shares in a Joint Stock Company? | ANT Lawyers

According to Vietnam law, joint stock company is one form of typical company types in Vietnam. For a joint stock company to be set-up, there should be at least three shareholders. In the joint stock company, the charter capital is divided into equal parts called shares. Shareholders have the right to freely transfer their shares to others, but there will be some certain restrictions.

Within three years from the establishment of the company and the issuance date of the Certificate of Enterprise Registration, the ordinary shares of founding shareholders may be transferred to other founding shareholders and may only be transferred to a person that is not a founding shareholder if the transfer is accepted by the General Meeting of Shareholders. In this case, the transferor does not have the right to vote on this transfer. In addition, if the company’s charter has provisions restricting the transfer of shares, the transfer of shareholders must also comply with the provisions of the Charter and these regulations will only applicable if they are written in the certificates of the shares subject to restriction.

The transfer of shares is usually made by the parties by contract or transaction on the securities market. In case of transfer under a contract, the documents shall bear the signatures of the transferor and the transferee or their authorized representatives. In case shares are transferred on the securities market, the transfer procedures prescribed by securities laws shall apply.

Shareholders of a joint-stock company have the right to donate part or all of their shares in the company to other individuals or organizations; use shares to pay off debt. At that time, individuals and organizations that are given or received the donation or debt payment will become a shareholder of the company. However, they will only become shareholders of the company from the time their information is fully recorded in the register of shareholders.

In case of the death of a shareholder that is an individual, his/her heir at law or designated by a will shall become a shareholder of the company. If such shareholder dies without an heir or the heir refuses the inheritance or is disinherited, his/her shares shall be settled in accordance with civil laws.

The last point to pay attention is when there is a share transfer event, the company shall register the changes of shareholders in the shareholder register as requested by relevant shareholders within 24 hours after the request is received.

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Benefits of Investors to Set-up Business in Ho Chi Minh City | ANT Lawyers

Ho Chi Minh City offers many benefits for foreign companies to do business and invest.

The population of Ho Chi Minh City is of more than 10 million, earning a higher average income than other part of the country. Consumer retail has found Ho Chi Minh City as an attractive market for investment in retail shops, malls, introducing quality consumer goods to the local.

Ho Chi Minh City offers adequate infrastructure such as the Sai Gon port systems, deep seaport access from Vung Tau port systems, Tan Son Nhat international airport, and possible Long Thanh international airport project, Saigon railway station, the expressways, etc, connecting the city to neighbouring countries in the region and other part of the world. Through setting up factories in industrial zones, processing zones, local and international manufacturing companies could take advantage of high quality labor resources at reasonable cost and move the finished goods to final destinations in US, EU with reasonable lead-time and expenses. Consequently, the city has become leading industrial city of Vietnam, contributing more than 30% industrial production, 30% GPD and 30% national income to the country’s total.

Ho Chi Minh City is also a financial center, which the biggest stock exchange is located. Many corporations, and investment companies has chosen Ho Chi Minh City to set-up management and investment offices to search for opportunities, conduct Merger and Acquisitions and other business transactions, to leverage the annual growth of the country at more than 6%.

At the same time, the city government has been improving policies to support the removal of difficulties for foreign-invested enterprises investing in Vietnam through fixing administrative procedures to shorten the administrative process, saving time for investors, offering “one-stop” mechanism at the main state agencies.

Our professional consultants and lawyers have assisted a number of foreign companies and individuals to conduct transactions, set-up companies, make investment through M&A, and actively involve in the development of Ho Chi Minh City in particular and the whole country.

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Da Nang promotes the development of Science and Technology | ANT Consulting

According to a report by the Ministry of Science and Technology, in 2019, the Science and Technology industry has achieved GDP growth of 46.11% and the labor productivity growth rate of 6.2%, these are achievements of Science and Technology of Vietnam in 2019. To continue the development of Science and Technology, Da Nang has set a goal of developing science and technology, focusing on the goal of improving the capacity of innovation by attracted the domestic and foreign investors to set up company in this fields in Da Nang.

In recent years, with efforts in Science and Technology development, Vietnam has achieved certain achievements in the fight against epidemics and bringing the economy back to stability. At the same time, Science and Technology achievements have been flexibly applied, promoting the basis of the digitized Vietnamese knowledge system in developing epidemic maps using Vmap, detecting people at risk of infection at tourist destinations, construction of medical declaration software. In the meantime, Vietnam has been effectively mobilizing science and technology representative networks in countries to connect research groups, exchange and test equipment, technologies and products for prevention and control of epidemic; promote public-private cooperation in conducting research tasks.

In addition, according to the content of Resolution No. 50/NQ-CP dated April 17, 2020 on the Government’s action plan to implement Resolution No. 52-NQ/TW dated September 27, 2019 of the Politburo on number of guidelines and policies actively participated in the Fourth Industrial Revolution, the Prime Minister has issued the policies to improve national innovation capacity.

In particular, the Prime Minister requested the Ministry of Science and Technology to conduct research, review and propose a comprehensive restructuring plan for the system of public scientific and technological research facilities. Building and developing national innovation centers, focusing on the key technologies of the Fourth Industrial Revolution. Developing a national innovation system in the direction of being enterprise is the centered, higher education institutions and research institutes as strong research subjects. At the same time, assume the prime responsibility for, and coordinate with units in joint research and development, propose special and breakthrough mechanisms and policies for the construction and operation of innovation centers. Beside, Vietnam has encouraged domestic and foreign universities, businesses and organizations to set up innovation centers in Vietnam.

In Da Nang City, the Department of Science and Technology issued Plan No. 28-KH/SKHCN dated May 12, 2020, focusing on the content of improving the capacity of innovation.

In the coming time, the city Department of Science and Technology will deploy 23 contents on the topic of innovation. In which, 03 contents are implemented in the period of 2020 to 2025 and 16 contents are implemented annually.

In the period of 2020 to 2025, the Department will coordinate with the Ministry of Science and Technology to promote the development of national creative start-up ecosystem to strongly develop startups in the city.

In addition, the Department will advise the implementation of the Projects to build Da Nang into a national innovation and innovation start-up center in the Central region and Highlands of Vietnam. In particular, in the immediate future, the city will focus on building and deploying activities of innovation centers, focusing on the core technologies of the Fourth Technology Revolution. The City People’s Committee issued a plan to implement the City’s Program on “Developing high-tech industry, building Da Nang into a national-level startup, innovation and innovation center, as an urban area in creativity – science – technology of the global and highly competitive”, and plan to implement the Project” Supporting national innovation start-up ecosystem to 2025″ in the Da Nang city.

With the efforts of Science and Technology development with the city’s FDI attraction goals, Da Nang hopes that it will become a destination for Science and Technology investors to set up company doing business in Vietnam.

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Korean Investors Interested in Vietnam Stock Market | ANT Consulting

Came to Vietnam this time, the Korea Financial Investment Association included CEOs of many securities companies, fund management companies with managed capital flows of about 350 billion USD.

At the workshop named “Capital market and prospects for investment cooperation between Vietnam – Korea”, organized by Ho Chi Minh Stock Exchange (HOSE) and the Korea Financial Investment Association, many investors expressed their interest in Vietnam’s exchange traded funds (ETF), the obstacles that these funds may be encountered when listed on the Korean stock market, or the opportunities to invest in state owned enterprises (SOE) that are about to be equitized and divested.

According to the Chairman of HOSE, as of the beginning of December 2015, Vietnam financial market has 34 legal entities which are branches and offices of Korean companies that are operating, supplying a variety of services, create excitement and enhance the value added to the market.

In recent years, the authorities have taken many ways to attract foreign investors such as loosening room, promoting the equitization of SOE, launched new products, efforts to improve the market… thereby creating attractiveness and long-term potential for Vietnam stock market, which opens up attractive investment opportunities for these investors.

The workshop is expected to provide more information, introduce potential areas with different views for Korean investors.

According to the President of the Korea Financial Investment Association, annually, the Association often organizes visits to financial agencies in many different countries to learn about investment demand. This year, the delegation come to Vietnam are all the CEOs of the securities companies, fund management companies with managed capital flows of about 350 billion VND.

The reasons for choosing Vietnam of the Association to be the destination to explore investment opportunities because Vietnam is getting more attention from international investors, especially when TPP was signed and Vietnam is also member of Asean Economic Community.

In addition, the Government of Vietnam is making efforts to improve the investment environment, this is the foundation for Vietnam’s economy to develop and become an attractive destination.

Korean investors at the workshop expressed their interest in Vietnam stock market, especially investor structure, the number of listed companies, the number of fund management companies, establishing pension fund, listing the ETF Vietnam on the Korea stock market and investment opportunities to invest in SOE that are about to equitized and divested.

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Vietnam Supports Australian Enterprises Investing and Setting-up Business in Vietnam

set-up business in Vietnam

During an official visit to Australia, in the morning of March 17th (local time), in Sydney, Prime Minister Nguyen Tan Dung and high-level delegation to the Government of Vietnam had the dialogue with the businesses of Vietnam and Australia’s on the development of Vietnam’s economy as well as the opportunities, prospects for cooperation between the two countries.

The dialogue of Prime Minister Nguyen Tan Dung has attracted the participation of hundreds of large enterprises of Vietnam and Australia in the areas of banking, finance, energy, oil and gas, mining. Prime Minister Nguyen Tan Dung has directly answered many questions of the businesses, Australian investors relating to prospects, opportunities to promote and enhance the intrinsic comprehensive partnership between Vietnam and Australia.

Prime Minister Nguyen Tan Dung has generalized the development of Vietnam’s economy from an underdeveloped country with a closed economy and until now Vietnam has become a middle-income country with a dynamic economy, enter into the regional economy and the world’s.

Vietnam achieved GDP growth of nearly 6% in 2014. Until now, registered aboard direct investment capital is up to nearly $ 300 billion, with nearly 18,000 projects from more than 100 countries and territories. Currently, there are over 100 leading corporations investing and set-up company in Vietnam.

The Prime Minister stressed: “To attract more powerful, more efficient foreign investment, the Government of Vietnam will continue to fulfill its smooth operation and economic institutions in Vietnam market, compete equally between domestic firms and foreign firms as committed international integration of Vietnam.

Vietnam confirms continuing international economic integration deeper through the full implementation of its commitments in the WTO and bilateral free trade agreements as well as other multilateral ones. Currently we are implementing 8 free trade agreements and negotiations and will continue to expand the market, open market with other free trade agreements, especially the new generation FTA with high requirements to create competitive business environment in the ASEAN region and create a legal framework consistent with international business practice in the market of Vietnam … “

Prime Minister Nguyen Tan Dung also said that Vietnam is focusing on the three breakthrough strategies to facilitate the attraction of investment and development, business and promote economic development, which is perfect institutional market economy as well as investment in infrastructure development and training human resources, especially human resources quality.

Vietnam also continues to ensure political and social stability and protects the legitimate rights and legality of investors, including domestic and foreign; and continue to improve the rule of law, ensure and promote strong democratic liberties of the people, both economically and politically.

Prime Minister Nguyen Tan Dung has listened and directly answered many of the questions of businesses, Australian investors relating to prospects, opportunities to promote and strengthen comprehensive partnerships between Vietnam and Australia especially to promote cooperation in the field of competitive advantage, such as mining, energy, chemicals, agriculture, finance, banking, education and high quality services.

Government of Vietnam also supports Australian businesses involved in the process of restructuring the economy of Vietnam, especially in the strong field of Australia such as energy, telecommunications infrastructure, education – training, agricultural business and finance.

ANT Consulting assists clients with Market Entry, Legal Advice, Tax Advice and Outsourcing Services in Vietnam.

We are located in Hanoi, Da Nang and Ho Chi Minh City.

Talk to our consultants at +84 28 3520 2779 or email us ant@antconsult.vn

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Korea Leads in Foreign Investment into Vietnam

Among foreign investors who have been investing in Vietnam, Korea is leading with the largest amount of capital, and Korean companies are continuing to promote investment in Vietnam as well as set up business in Vietnam.

In the past 25 years, Vietnam – Korea trade has made great strides from  500 million USD in the first years to 60 billion USD today, 120 times higher than in 1992. It is expected that by 2018 this figure will increase to 70 billion USD and 100 billion USD by 2020.

In addition to the accumulated investment of 57 billion USD since 1992, in the last 4 years, Korea has invested into Vietnam 8 billion USD a year. Only in the past 11 months of 2017, the number has reached 8 billion USD. These are enormous numbers. At the same time, the quality of Korean investment capital in Vietnam is also high. This is a very positive signal in the wave of Korean investment into Vietnam.

Korea is currently the leader in foreign direct investment through establishing company in  Vietnam and bringing high technology manufacturing into Vietnam. Typically, Samsung company has set up a research and development center in Bac Ninh, Yen Bai, Thai Nguyen, and has a significant impact on the development of Vietnam’s science and technology.

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