Application of securities trading codes (STC) by foreign investors
1. Steps of execution:
-Step 1: Foreign investors directly submit or authorize Depository members (DMs) to submit STC Application file to VSD;
-Step 2: VSD receives application files during office hours on working days, and examine application files:
+ In case of application files, VSD will reply in writing to request for supplementation.
+ In case of invalid application files, VSD will reply in writing clearly stating the reason.
+ In case of complete and valid application files, VSD will issue Certificate of securities trading code for investors.
2. Application file sending
Application files can be submitted directly at VSD’s Head Office or sent to VSD by courier.
3. Required components and number of the application file:
3.1. Required components:
3.1.1. Trading code registration for foreign investors:
a)Related forms
- Appendix 1 (applicable to institutional investors who directly submit STC application file to VSD);
- Appendix 2 (applicable to individual investors who directly submit STC application file to VSD);
- Appendix 3 (applicable to authorized DMs), enclosed with Appendix 1/Appendix 2 and Power of Attorney to DMs.
b)Documents identifying foreign investors:
- As regards institutional investors: refer to the form of Appendix 15
- As regards individual investors: valid copy of valid passport or other lawful personal identifier.
c) Valid copy of in-principle contract for opening securities trading accounts (if any); valid copy of contract/contract in principle for assetdepository with a domestic depository memberor valid copy of power of attorney with reference to depository activities in Vietnam (if any); valid copy of contract for opening indirect investment capital account or contract for opening an account for capital contribution and share purchase at a commercial bank (if any);
3.1.2. The following materials are additionally required if foreign investor has a transaction representative:
- Document appointing transaction representative according toAppendix 13;
- Information sheet of the transaction representative according toAppendix 14;
- True copy of valid ID cards or passports or other lawful personal identifer of the transaction representative;
- True copy of securities business practising certificate.
3.2. Additional application file for investment portfolios of a fund managed by Multiple Investment Managesr – MIMF which are permitted to apply for one securities trading code for each investment portfolio and securities companies which are issued with two trading codes: one for proprietary account and one for brokerage account:
a) Related forms:
- Appendix 1 (applicable to institutional investors who directly submit STC application file to VSD)
- Appendix 3 (applicable to authorized DMs), enclosed with Appendix 1 and Power of Attorney to DMs.
b) Documents identifying foreign investors -Appendix 15.
c) A copy of the trading code certificate previously granted.
3.3 Notice of appointing or adding depository members of foreing investors, fund mangers, branches of fund manager in Vietnam
- Appendix 4: Notice of depository member, attached with a valid copy of contract for account opening or Power of Attorney as regards depository operations.
3.4. Number of application files: 02 sets (1 original and 1 copy).
Each set comprises 2 copies, one in Vietnamese and one in the language of thehome country.
4. Handling time:
- For institutional investors: 5 days from receipt of a complete and valid application file by VSD
- For institutional investors: 3 days from receipt of a complete and valid application file by VSD.
5. Parties involved:
VSD, foreign investors or authorized Depository members
6. Performance result:
Certificate of STC registration for foreign investors
7. Fee (if any):
None
8. Forms (if any):
- Appendix 1: Application form for securities trading code (applicable to institutional investors);
- Appendix 2: Application form for securities trading code (applicable to individual investors);
- Appendix 3: Request for securities trading code registration for foreign investors (prepared by depository member);
- Appendix 4: Notice to depository member;
- Appendix 13: Power of attorney/document appointing the transaction representative;
- Appendix 14: Information sheet of the transaction representative;
- Appendix15: Documents identifying foreign institutional investors.
9. Requirements, conditions for execution (if any):
9.1. Foreign investors:a foreign investor is ineligible for being granted a certificate of trading code registration in any one of the following cases:
+ The foreign investor is currently or was subject to penalty by a local or foreign competentauthority for prohibited practices as prescribed in the Article 9 of Law on Securities or for money laundering activities; or having other serious breaches in the sectors of finance, banking, foreign exchange control or tax for which he/she is subject to penalities at least in form of fines and is stillin the penalty time, or not completely implementing the penalty decision;
+ Investor’s trading code is cancelled within 2 years prior to the date of application file submission for securities trading code.
9.2. Transaction representative of foreign investor in Vietnam:
+ Having full capacity for civil and legal acts; not being currently subject to imprisonment or being banned by a court from professional business practice; + Having a securities business practicing certificate;
+ Not being concurrently an employee of a securities business organization or depository bank operating in Vietnam;
+ Acting as the sole representative of the foreign investor in Vietnam and having written authorizationfrom the foreign investor.
9.3. Application file validity:
+ Documents issued by the competent authority of the home country must be notarized or certified in accordance with foreign law and consularized inaccordance with the relevant law of Vietnam (except for the documents download from the website of the foreign authority)
+ Documents prepared by foreign investors should only be notarized, certified in accordance withforeign law;
+ Documents in foreign languageshave to be translated into Vietnamese by the depositorymember or a translation organization legally operating in Vietnam or overseas. Whenevera depository member does the translation, a written certification by the depositorymember of the accuracy and truthfulness of the translation have to be enclosed.
+ Documents in foreign languages have to be notarized, certified within a period ofno more than nine (9) months as at the date of application file submission to VSD.
+ Amended or supplementedapplication files must be signed by the signatories on the initialapplication files sentto VSD or by those who are authorized in writing by such signatories or by those who have the same position titles andauthority as such signatories.
9.4. Condition for advance issuance of Certificate of trading code registration: a valid and complete application file in accordance with applicable rules and regulations.
10. Relevant legal documents:
- Law on Securities No. 70/2006/QH11dated 29th June 2006 and Law on amendment and supplementation of some provisions of Law on Securities No. 62/2010 dated 24th November 2010;
- DecreeNo.58/2012/NĐ-CP dated 20 July 2012 by the Government providing detailed regulations for implementation of a number of articles of the Law on Securities and Law on amendment and supplementationof a number of articles of the Law on Securities;
- Circular No. 213/2012/TT-BTC dated 6 December 2012 guiding activities of foreign investors in Vietnam Securities Market;
- Other relevant legal documents.