Decision on Foreign Investor Participation Ratios in the Vietnamese Securities Market

PRIME MINISTER

GOVERNMENT

---

No. 55/2009/QD-TTg

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness

---

Hanoi, April 15, 2009

DECISION

On foreign investor participation ratios in the Vietnamese securities market

PRIME MINISTER OF THE GOVERNMENT

Pursuant to the Law on Organization of the Government dated December 25, 2001; Pursuant to the Law on Enterprises dated November 29, 2005; Pursuant to the Law on Investment dated November 29, 2005; Pursuant to the Law on Securities dated June 29, 2006; Pursuant to Decree No. 139/2007/ND-CP dated September 5, 2007, detailing the implementation of certain articles of the Law on Enterprises; Pursuant to Decree No. 108/2006/ND-CP dated September 22, 2006, detailing and guiding the implementation of certain articles of the Law on Investment;

Considering the proposal of the Minister of Finance,

DECIDES:

Article 1.

In this Decision, foreign investors include the following organizations and individuals:

1. Organizations established and operating under the laws of a foreign country and their branches abroad and in Vietnam.

2. Organizations established and operating in Vietnam with a foreign capital contribution ratio of over 49%.

3. Investment funds and securities investment companies with a foreign capital contribution ratio of over 49%.

4. Foreign individuals who are not Vietnamese citizens, residing abroad or in Vietnam.

Article 2.

Foreign investors buying and selling securities on the Vietnamese securities market are allowed to hold:

1. Regarding shares: a maximum of 49% of the total shares of a public joint-stock company.

In cases where specialized laws have different provisions, those provisions shall apply. In cases where foreign ownership ratios are classified according to specific industry categories, the classification list shall apply.

2. Regarding public investment fund certificates: a maximum of 49% of the total investment fund certificates of a public securities investment fund.

3. Regarding public securities investment companies: a maximum of 49% of the charter capital of a public securities investment company.

4. Regarding bonds: the issuing organization may stipulate limits on the holding ratio for the bonds issued by the issuing organization.

Article 3.

Foreign securities business organizations participating in the establishment of securities companies and fund management companies in Vietnam are as follows:

1. Only foreign securities business organizations are allowed to contribute capital and purchase shares to establish securities companies. The foreign capital contribution ratio is a maximum of 49% of the charter capital of the securities company.

2. Only foreign securities business organizations with securities investment fund management business and foreign insurance business organizations are allowed to contribute capital and purchase shares to establish fund management companies. The foreign capital contribution ratio is a maximum of 49% of the charter capital of the fund management company.

Article 4.

This Decision takes effect from June 1, 2009, and replaces Decision No. 238/2005/QD-TTg dated September 29, 2005, of the Prime Minister of the Government. In cases where the implementation of Article 1 of this Decision results in foreign investor participation ratios exceeding the limits specified in Article 2, foreign investors are entitled to maintain their current ownership ratios; however, if they wish to trade, they are only permitted to sell securities.

Article 5.

The Minister of Finance shall guide the implementation of this Decision. Ministers, heads of ministerial-level agencies, heads of agencies under the Government, Chairpersons of the People's Committees of provinces and centrally-run cities, Chairpersons of the Boards of Directors, and General Directors of state economic groups, Total Enterprises 91, and related organizations and individuals are responsible for implementing this Decision.

Distribution:

• Central Secretariat of the Communist Party of Vietnam;
• Prime Minister, Deputy Prime Ministers;
• Ministries, ministerial-level agencies, agencies under the Government;
• Office of the Central Steering Committee for Anti-Corruption;
• People's Councils and People's Committees of provinces and centrally-run cities;
• Central Office and Committees of the Party;
• Office of the President;
• National Assembly's Council and its Committees;
• National Assembly Office;
• Supreme People's Court;
• Supreme People's Procuracy;
• State Audit Office;
• National Financial Supervisory Committee;
• Social Policy Bank;
• Vietnam Development Bank;
• Vietnam Fatherland Front Central Committee;
• Central agencies of mass organizations;
• State economic groups, Total Enterprises 91;
• Government Office: Central Office, Deputy Directors, Electronic Information Portal,
  Departments, Bureaus, subordinate units, Gazette;
• Filed: Secretariat, General Administration (5 copies).

PRIME MINISTER

(Signed)

Nguyen Tan Dung