Procedures for registering to offer securities to the public

Registering to offer securities to the public is an important legal procedure for securities issuers. This process aims to publicize information about the issuance of securities, while protecting the interests of investors. To carry out this procedure, the issuer needs to comply with the provisions of the Law on Securities 2019 and the decrees and circulars guiding its implementation.

Forms of offering securities to the public

According to the provisions of Article 14 of the  Law on Securities 2019, offering securities to the public can be done through the following forms:

• Initial public offering (IPO): Is the first time a company issues securities to mobilize capital from the public and list on the stock exchange.
• Offering additional shares or share purchase rights to the public: A company issues additional shares or share purchase rights to the public to increase capital.
• Other forms of offering: Including special forms of securities issuance depending on the requirements of the company and the market.

Issuing organizations need to choose an offering form that suits their development strategy and capital mobilization needs.

Application for registration of public securities offering

Applications for registration of public securities offerings are divided into each type of securities and require specific documents. Specifically, the profile includes the following components:

Initial public offering of shares:

• Offering registration certificate, prospectus, company charter.
• Decision of the General Meeting of Shareholders on the plan to issue and use capital.
• Commitment to listing shares and meeting the provisions of the Law on Securities.
• Consulting contract, underwriting commitment (if any).

Offering additional shares to the public:

• Offering registration certificate, documents similar to initial offering.
• Decision to approve the plan to compensate for capital shortage.
• Report on capital use from the previous offering.

Offering bonds to the public:

• Bond offering registration form, credit rating report.
• Decision of the General Meeting of Shareholders on the issuance plan.
• Committed to protecting the interests of investors and consulting contracts.

Offering convertible bonds:

• Registration papers and documents related to the conversion of bonds into stocks.
• Decision of the General Meeting of Shareholders and underwriting commitment.

Offering for sale of fund certificates:

• Offer registration form, prospectus, fund charter.
• Supervision and distribution contract.

CSPL: Article 18 of the Law on Securities 2019.

Procedure for offering securities to the public

The order for offering securities to the public is specified in Article 41 of Decree 155/2020/ND-CP and is carried out according to the specific process as follows:

• Submit registration documents: Issuing organizations and shareholders registering to offer securities send registration documents to the State Securities Commission.
• Amending and supplementing documents: If necessary, the issuer or shareholder registering for the offering must amend and supplement documents as required by the State Securities Commission.
• Providing prospectus: Within 7 days after receiving the notice requesting completion of procedures, the issuing organization must send 6 official prospectuses to the State Securities Commission.
• Issuance of Certificate: The State Securities Commission issues a Certificate of registration for offering or refuses according to the provisions of the Law on Securities.
• Information disclosure: Within 7 days from the date the Certificate takes effect, the issuing organization must publish the issuance notice in the press and on the website.
• Securities distribution: The issuing organization distributes securities according to the provisions of the Law on Securities.
• Report on offering results: Within 10 days after the end of the offering, the issuer must send a report on offering results to the State Securities Commission and disclose the information.
• Notification of results: The State Securities Commission must notify the results of the offering report within 3 working days, or cancel the offering if there are violations.
• Termination of money blockade: After receiving notice from the State Securities Commission, the issuer may request to end the blockade of proceeds from the offering.

Consulting services on registration procedures for public offering of securities

The process of offering securities to the public can be very complex and requires strict compliance with legal regulations. Therefore, issuers often seek support from professional consulting firms. Long Phan’s consulting services include:

• Consulting on choosing the appropriate offering form, including IPO, offering additional shares, or share purchase rights.
• Support in drafting securities offering registration documents.
• Consulting on the order and procedures for registering to sell securities to the public.
• Consulting and supporting companies in fulfilling their obligations to disclose information about the public offering of securities.
• Support procedures for registering to list securities on the stock exchange after completing the offering.
• Consulting and support in handling problems that arise during the registration process.

To register to offer securities to the public, issuing organizations need to fully comply with processes and procedures. This not only helps ensure transparency and legality but also optimizes development opportunities in a competitive financial environment. Customers who want to learn more about this procedure, please contact Long Phan via the hotline 0906735386.