Offering to sell real estate investment fund certificates is necessary when the capital flow for real estate investment and business activities is “congested”, contributing to helping subjects have more capital for business activities. The following article will introduce some information about the initial public offering of real estate investment fund certificates to you. We welcome you to follow us.

Conditions for initial public offering of real estate investment fund certificates

Pursuant to Clause 2, Article 248, Clause 1, Article 257, Clause 1, Article 233 of Decree 155/2020/ND-CP, the conditions for the initial public offering of real estate investment fund certificates are:

• Meets regulations in Clause 5, Article 15 of the Law on Securities;
• The securities investment fund management company has at least 02 fund managers with fund management practice certificates; not placed in a state of warning, control, special control, suspension or have not fully implemented all forms of sanctions and remedial measures according to the decision on sanctioning administrative violations in the field of securities. securities and stock market.
• The securities investment fund management company has at least 02 professional staff with price appraiser cards according to the provisions of the Price Law.
• Total value of shares registered for sale is at least 50 billion VND;
• Have an issuance plan and a plan to use capital obtained from the offering;
• Must be supervised by a custodian bank;
• Shares offered to the public must be listed on the Stock Exchange after the end of the offering;
• The securities investment fund management company has at least 02 people running the securities investment company with a fund management practice certificate; is not placed in a state of warning, control, special control, suspension or has not fully implemented all forms of sanctions and remedial measures according to the decision to sanction violations of securities laws. and stock market.

How does the initial public offering of real estate investment fund certificates take place?

Prepared documents

Pursuant to Clause 1, Article 249 of Decree 155/2020/ND-CP, the registration dossier for the initial public offering of real estate investment fund certificates includes:

1. The documents are divided into two cases: closed and open funds as follows:

In case it is organized and operates in the form of a closed fund, according to Clause 1, Article 234 of this Decree:

• Registration form for offering fund certificates to the public according to Form No. 100 Appendix issued with this Decree;
• Draft Fund Charter according to regulations of the Ministry of Finance;
• Prospectus, summary prospectus according to regulations of the Ministry of Finance;
• Contract in principle on supervision between the custodian bank and the securities investment fund management company;
• Principle contract on the distribution of fund certificates between the securities investment fund management company and distribution agents, accompanied by the Certificate of registration of fund certificate distribution agent activities, and facility appraisal report material, technical, human resources at the fund certificate distribution locations of the securities investment fund management company and principal contracts signed with relevant service providers (if any);
• List and personal information sheet of fund executives;
• In case the fund is not expected to hold the first General Meeting of Investors, the securities investment fund management company must supplement documents to solicit investors’ opinions on electing members of the fund’s representative board, enclosed with personal information, criminal record and other content for investor comments;
• Underwriting commitment (if any), advertising documents, introductory information about the fund expected to be offered for sale (if any).

In case it is organized and operates in the form of a public securities investment company, according to Clause 1, Article 258 of this Decree:

• Registration form for public offering of shares according to Form No. 100, Appendix issued with this Decree;
• Charter of securities investment company according to regulations of the Ministry of Finance;
• Prospectus and summary prospectus according to regulations of the Ministry of Finance;
• Custody and supervision contract between the custodian bank and the securities investment fund management company;
• Contract for distribution of securities investment company shares between securities investment fund management company and distribution agents, accompanied by Certificate of registration of fund certificate distribution activities, facility appraisal report quality, technique, personnel at the fund certificate distribution locations of the securities investment fund management company and principle contracts signed with relevant service providers (if any);
• List of expected personnel and company executives together with personal information and criminal records of members of the Board of Directors and General Director (Director) issued no more than 06 months from the date of application submission. ;
• In case the securities investment company is not expected to hold the first General Meeting of Shareholders, the securities investment fund management company must supplement documents to solicit investors’ opinions on: listing shares at Stock Exchange, structure of the Board of Directors, board members of the company and other contents for investors’ opinions;
• Underwriting commitment (if any), advertising documents, introductory information about the fund expected to be offered for sale (if any).

1. List and personal information sheet of professional staff with price appraiser cards;
2. Real estate price appraisal contract between the securities investment fund management company signed with the real estate price appraisal enterprise according to the provisions of the Price Law (if any);
3. Real estate management contract signed between the securities investment fund management company and the real estate management organization (if any).

Implementation steps

Pursuant to Clause 1, Clause 2 and Clause 3, Article 239 of Decree 155/2020/ND-CP, the steps to carry out the initial public offering of real estate investment fund certificates are as follows:

Step 1: Securities investment fund management company submits registration documents for initial public offering of real estate investment fund certificates/shares of public securities investment company to the State Securities Commission.

Step 2: The State Securities Commission (One-Stop Department) receives and checks the list of documents. In case the list is incomplete, the State Securities Commission shall guide additional documents according to regulations.

Step 3: The State Securities Commission evaluates the completeness and validity of the file content. In case the dossier is incomplete or invalid, within 07 (seven) days, the State Securities Commission will respond in writing and clearly state the content of the request for amendment and supplementation.

Step 4: Within 30 (thirty) days from the date of receipt of complete and valid documents, the State Securities Commission shall issue a Certificate of registration for offering real estate investment fund certificates/investment company shares. Investing in securities to the public for a securities investment fund management company. In case of refusal, the State Securities Commission shall respond in writing and clearly state the reason.

Is the initial public offering of real estate investment fund certificates subject to tax?

The initial public offering of real estate investment fund certificates may not require payment of value-added tax, but based on Clause 2, Article 3 of the Law on Corporate Income Tax, Point b, Clause 4, Article 3 of the Law on Income Tax For personal income, companies that manage and sell fund certificates must pay corporate tax at a rate of 20%, and continue to deduct 5% of personal income tax before paying profits to individual investors. Invest in stock investment funds. When transferring fund certificates, investors are also subject to tax, the tax rate for individuals is 0.1% and for organizations is 20% on the transfer price.

Consulting services and support for initial public offering of real estate investment fund certificates

During the process of an enterprise offering real estate investment fund certificates to the public for the first time, there will be a number of difficulties that hinder the enterprise from carrying out procedures according to State regulations. Therefore, if you need support and advice, please contact Long Phan. With consulting experience in securities-related fields, including real estate investment fund certificates, we will support you:

• Consulting on the process and procedures for the initial public offering of real estate investment fund certificates;
• Provide guidance and support in preparing complete and accurate documents for the initial public offering of real estate investment fund certificates;
• Representative submits documents and monitors the processing process when submitting documents to offer real estate investment fund certificates to the public for the first time;
• Answer questions related to the initial public offering of real estate investment fund certificates;
• Receive results and deliver to customers.

During the process of carrying out procedures for the initial public offering of real estate investment fund certificates, if you need detailed support or advice on the above activities, please contact the hotline. 0906735386. Long Phan is ready to assist customers in completing procedures quickly and in accordance with the law.