Chương V Thông tư 96/2020/TT-BTC : Công bố thông tin của công ty chứng khoán, công ty quản lý quỹ đầu tư chứng khoán, chi nhánh công ty chứng khoán và công ty quản lý quỹ nước ngoài tại việt nam

Chapter V

INFORMATION DISCLOSURE BY SECURITIES COMPANIES, SECURITIES INVESTMENT FUND MANAGEMENT COMPANIES AND BRANCHES OF FOREIGN SECURITIES COMPANIES AND FOREIGN FUND MANAGEMENT COMPANIES IN VIETNAM

Article 22. Periodic information disclosure

1. Securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam shall make periodic information disclosure according to Article 14 of this Circular (if a securities company or a securities investment fund management company is a limited liability company, the GMS shall be replaced with meeting of the Board of Members and the Board of Directors shall be replaced with the Board of Members).

2. Securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam shall disclose prudential ratio reports reviewed on June 30 and audited on December 31 by accredited audit organizations, and reviewed half-year financial statements and audited annual financial statements at the same time.

Article 23. Ad hoc information disclosure

1. Securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam shall disclose information on an ad hoc basis as prescribed in Article 15 of this Circular and within 24 hours from the occurrence of any of the following events:

a) SSC issues a decision to impose penalties for administrative violations against regulations on securities and securities market upon the company, branch or its certified securities professional; General Director (Director), Deputy General Director (Deputy Director) has his/her securities professional certification suspended or revoked;

b) There is a charge or decision on detention or criminal prosecution against a certified securities professional of the company or branch;

c) SSC issues a decision to put the company under alert, control or special control, revokes such decision; SSC issues a decision to suspend or terminate the company's operation or cancels such decision;

d) SSC issues a decision to approve the establishment, closure, change of name or relocation of a branch, transaction office or representative office in Vietnam or a foreign country; changes in business lines of a branch; establishment of an overseas subsidiary; indirect outward investment;

dd) SSC issues a decision to approve the provision of online securities trading services; provision or cooperation with credit institutions granting loans for purchase of securities or securities lending; provision or cooperation with credit institutions in advancing payment for securities; securities depository; clearing and payment for securities; provision of other derivative-related services;

e) SSC issues a decision on offering or listing of securities in a foreign country;

g) Completion of the transfer of shares or stakes to become a shareholder or contributing member holding at least 10% of contributed charter capital of a securities company that is not a public company; transactions that alter the ownership of shares or stakes making up at least 10% of the charter capital, or transactions that fluctuate the ownership ratio of shareholders or contributing members above or below 10%, 25%, 50%, 75% of the charter capital of a fund management company that is not a public company;

h) The securities company voluntarily terminates or suspends provision of one of securities trading operations, products and services;

i) The securities company faces an information technology incident that affects the conduct of securities transactions for clients.

2. Securities companies and securities investment fund management companies that are limited liability companies must disclose information on an ad hoc basis within 24 hours from the occurrence of any of the events mentioned in Points a, b, c, e, g, h, l, n, o, p, r and s Clause 1 Article 11, Clause 2 Article 15 and Clause 1 of this Article (The GMS is replaced with the meeting of the Board of Members, the Board of Directors is replaced with the Board of Members).

3. When disclosing information as prescribed in Clause 1 and Clause 2 of this Article, securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam must disclose the events, reasons thereof and remedial solutions (if any).

Article 24. Disclosure of information on request

1. Securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam shall disclose information that seriously affects the lawful rights and interests of investors within 24 hours from receipt of the request of SSC or SE.

2. Information to be disclosed as prescribed in Clause 1 of this Article must be disclosed together with the event requested by SSC and SE, reasons thereof and the degree of authentication of that event, and remedial solutions (if any).

Article 25. Disclosure of other information of securities companies, securities investment fund management companies and branches of foreign securities companies and foreign fund management companies in Vietnam

1. Securities companies, securities investment fund management companies, branches and representative offices of foreign securities companies and foreign fund management companies in Vietnam must disclose information on their operation on the media of SSC and 01 online newspaper or 03 continuous issues of a printed newspapers at least 30 days before its expected inauguration date. 

2. A securities company shall disclose at its headquarters, branches and transaction offices information about transaction methods, order placement, depositing, payment time, transaction fees, services provided and list of the company’s certified securities professionals.   In case of provision of margin trading services, it shall notify conditions for provision of margin trading services, including margin ratio, loan interest, loan term, method for making margin calls, and list of securities available for margin trading.

3. When carrying out forced selling or selling pledged securities of clients that are its internal actors and their affiliated persons, the securities company shall disclose information on its website. The securities company shall notify transaction results to the client by the end of the transaction date so that the client can disclose information as prescribed in Article 33 of this Circular.

4. The securities company that issues covered warrants shall disclose information in accordance with regulations on offering and trading of covered warrants.

5. Unless the ownership is in the name of the trustor, the securities investment fund management company or branch of foreign fund management company in Vietnam and the trustor must disclose information as follows:

a) Disclose information as a majority shareholder prescribed in Article 31 of this Circular when total shares owned by the fund management company and its trustors, or total shares owned by the branch of a foreign fund management company in Vietnam, its parent company and trustors, are accounted for at least 5% of total voting shares of a public company or at least 5% of fund certificates of a closed-end fund, except trustors that are ETFs;

b) Disclose information as internal actors and their affiliated persons as prescribed in Article 33 of this Circular when the fund management company is a affiliated person of an internal actor as prescribed by law, except exchange transactions and periodic portfolio restructuring according to ETF benchmarks.

6. Securities investment fund management companies and branches of foreign fund management companies in Vietnam shall report and disclose information concerning securities transactions on behalf of their clients when holding trust assets in their names in case a client has to disclose information as prescribed by law. In case trust assets are held in their names, the clients shall fulfill the obligation to report ownership and disclose information as prescribed by law.

7. Notwithstanding Clauses 1, 2, 3, 4, 5 and 6 of this Article, securities companies and securities investment fund management companies shall disclose information according to Article 13 of this Circular and regulations on establishment and operation of securities companies and securities investment fund management companies.