Decision No. 38/QD-VSD on securities depository đã được thay thế bởi Decision 26/QĐ-VSD 2015 Regulation securities depository Vietnam Securities Depository và được áp dụng kể từ ngày 13/03/2015.
Nội dung toàn văn Decision No. 38/QD-VSD on securities depository
THE VIETNAM SECURITIES DEPOSITORY | THE SOCIALIST REPUBLIC OF VIETNAM |
No. 38/QĐ-VSD | Hanoi, April 25th 2012 |
DECISION
ON SECURITIES DEPOSITORY
DIRECTOR OF THE VIETNAM SECURITIES DEPOSITORY
Pursuant to the Law on Securities dated June 29th 2006 and the Law on the amendments to the Law on Securities dated November 24th 2010;
Pursuant to the Prime Minister’s Decision No. 171/2008/QĐ-TTg dated December 18th 2008 on the establishment of the Vietnam Securities Depository;
Pursuant to the Decision No. 1393/QĐ-BTC dated June 04th 2009 of the Minister of Finance to issue the Charter of the Vietnam Securities Depository;
Pursuant to the Decision No. 87/2007/QĐ-BTC dated October 22nd 2007 of the Minister of Finance to issue the Regulation on the registration, depositary, clearing, and settlement of securities, and the Circular No. 43/2010/TT-BTC dated March 25th 2010 amending the Regulation on the registration, depositary, clearing, and settlement of securities;
Pursuant to the Official Dispatch No. 1181/UBCK-PTTT dated April 17th 2012 of the State Securities Commission on the approval for the revised Regulation of the Vietnam Securities Depository;
At the request of the Manager of the Securities Depository and Member Management Department,
DECIDES:
Article 1. To issue together with this Decision the “Regulation on securities depository”.
Article 2. This Decision takes effect on June 01st 2012, and supersedes the Decision No. 26/QĐ-VSD dated April 22nd 2010 of the Director of the Vietnam Securities Depository to issue the Regulation on securities depository.
Article 3. Branch managers in Ho Chi Minh city, Managers of Administration Department, Securities Depository and Member Management Department, and other Departments of the Vietnam Securities Depository, relevant organizations and individuals are responsible for the implementation of this Decision./.
| DIRECTOR |
REGULATION
ON SECURITIES DEPOSITORY
(Issued together with the Decision No. 38/QĐ-VSD dated April 25th 2012 of the Director of the Vietnam Securities Depository)
Chapter I
GENERAL PROVISIONS
Article 1. Scope of regulation
This Regulation specifies the securities depository at the Vietnam Securities Depository (VSD), including:
- Opening and managing depository accounts;
- Depositing securities;
- Withdrawing securities;
- Transferring securities without transaction;
- Mortgaging securities and redeeming mortgaged securities.
Article 2. Interpretation of terms
Members include depository members and independent account holders.
Digital signature is a form of electronic signature that is designed in accordance with the Government's Decree No. 26/2007/NĐ-CP dated February 15th 2007 elaborating the implementation of the Law on Electronic transaction applicable to digital signatures and authentication of digital signatures used by competent persons of VSD or members of VSD to authenticate the information being sent.
Electronic documents are information about activities at VSD that is created, sent, received, and stored by electronic devices, and authenticated by digital signatures of competent persons of VSD or members.
Article 3. The days on which securities depository, withdrawal, and transfer re rejected
1. VSD shall reject the securities depositing, withdrawal, and transfer on the days on which securities are merged, split, moved from one Stock Exchange to another, converted from bonds into shares, or swapped in a merger as notified by VSD.
2. Where VSD fails to comply with customers’ request due to technical reasons, VSD shall notify members within 01 working day of the reason and period during which securities depositing, withdrawal, transfer, mortgage, and mortgage redemption is rejected.
Article 4. General regulations on applications for securities depository
1. Applications for securities depository dossiers (for depositing, withdrawing, transferring, mortgaging securities, and releasing mortgaged securities, and adjusting investors’ information) must be enclosed with sufficient papers. The papers must provide sufficient information using the same ink color and handwriting. The confirmation of members on papers must bear the seal, original signatures, and full names of members of the Board of Directors in charged of depository or of authorized persons as prescribed in the Regulations on Members of VSD. Where the investor is an organization, the application must bear the signature of a competent person and the seal of that organization (if it is a domestic organization).
When authorizing another person to deposit securities, the investor shall make an authorization letter specifying the authorized contents. Authorization letters in foreign languages must be enclosed with notarized Vietnamese translations. Where the authorized person is an organization, the papers relating to the securities deposit must bear the signature of the competent person and seal of that organization (if it is a domestic organization). Depository members shall examine the legitimacy of the authorizations made by investors.
2. For depository members, VSD shall process the application after all valid papers are submitted by the member in accordance with the regulations on each transaction and the transactions such as securities depository, withdrawal, mortgage, and redemption that are entered online by members.
3. For independent account holders, VSD shall process the application after all valid papers are submitted by the member in accordance with this the regulations on each transaction.
Chapter II
OPENING AND MANAGING DEPOSITORY ACCOUNTS
Article 5. Opening depository accounts of members
1. The organizations registering as members of VSD shall open depository accounts at VSD after the procedure for member registration is completed as prescribed in the Regulation on Members of VSD.
2. VSD shall issuer depository account numbers to members in accordance with the Regulation on Members of VSD. Account numbers Certificates of member registration shall be issued simultaneously.
3. Depository accounts of members shall be opened by NSD in accordance with Article 23 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC dated October 22nd 2007 of the Minister of Finance (hereinafter referred to as the Decision No. 87/2007/QĐ-BTC)
4. Each member of VSD shall open one depository account at VSD, and shall not open depository accounts at other members. Members being subjects in Point b, c, and d Clause 1 Article 9 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC shall open their own depository accounts at VSD.
Article 6. Opening depository accounts of investors
1. At each depository member, investors may open a depository account to trade in deposited securities except for the cases in Clause 2 Article 22 of Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC.
2. Investors being foreign organizations and individuals shall open depository account at depository members after being issued with securities transaction codes in accordance with the regulation on registration of securities transaction code for foreign investors
3. Depository members shall open depository accounts for investors in accordance with Article 23 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC.
Article 7. Opening depository accounts of asset management companies
1. A asset management company shall open a depository account for it and an independent depository account for each securities investment fund under its management. Depository accounts of securities investment funds shall be opened at depository members being commercial banks. For investment portfolio management, a asset management company shall open two depository accounts under its name, including one account entrusted to a Vietnamese investor, and one account entrusted to a foreign investor. A asset management company may open entrusted depository accounts above at various commercial banks.
2. Where an asset management company is using 01 depository account at a depository member being a commercial bank for its financial investments, for entrusted Vietnamese and foreign investors, it shall make an asset declaration as basis for VSD and the commercial bank to make transfers to separate accounts prescribed in Clause 1 of this Article.
3. For accounts entrusted to foreign investors, asset management company shall apply for securities transaction codes before initiating the procedure for opening depository accounts
Article 8. Opening depository accounts of investors being foreign securities companies established according to foreign law.
1. An investor being a foreign securities company established according to foreign law may open two depository accounts at a depository member to separately manage securities under their ownership and their customers.
2. An investor being a foreign securities company shall apply for two securities transaction codes at VSD, one for the company itself and one for trading securities of its customers before initiating the procedure for opening two depository accounts as stated above.
Article 9. Opening depository accounts for foreign insurers
1. An investor being an insurer totally funded by foreign partners (hereinafter referred to as foreign insurer) may open two depository accounts at a depository member to separately manage the investments from the equity capital and from the insurance premiums before making investments on securities market.
2. For investments from equity capital, the foreign insurer shall apply for a securities transaction code before initiating the procedure for opening a depository account.
Article 10. Managing depository account of members at VSD
1. Members shall open depository account at VSD to trade in securities deposited at VSD in accordance with Article 22 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC.
2. VSD shall manage depository accounts of members at VSD in accordance with Article 24 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC and Article 6 of the Circular No. 43/2010/TT-BTC dated March 25th 2010 of the Ministry of Finance on the amendments to the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC (hereinafter referred to as the Circular No. 43/2010/TT-BTC).
3. Every month, VSD shall send information about the balance of depository accounts of (Form 01/LK of this Regulation) in the form of electronic documents to depository members or via the emails registered with VSD to independent account holders in the first working day of the next month. Each member shall verify the information in accordance with the reporting regime of members in the Regulation on Members of VSD.
4. Members may request the conversion electronic documents to paper documents where necessary. Converted documents are legal when the requirements for the consistency of information on the original documents, identity symbols, and signatures of converters are satisfied, which are prescribed in Part IV of the Circular No. 78/2008/TT-BTC dated September 15th 2008 of the Ministry of Finance providing guidance on the Government's Decree No. 27/2007/NĐ-CP dated February 23rd on electronic financial transaction.
The papers documents converted from electronic documents of VSD shall bear the stamp below:
TRUNG TÂM LƯU KÝ CHỨNG KHOÁN VIỆT NAM
CHỨNG TỪ CHUYỂN ĐỔI TỪ CHỨNG TỪ ĐIỆN TỬ
Họ và tên: Chữ ký: Thời gian thực hiện chuyển đổi: |
Article 11. Managing depository accounts at depository members
Depository members shall manage customers’ depository accounts in accordance with Article 26 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC and Article 7 of the Circular No. 43/2010/TT-BTC.
Article 12. The management of information about securities ownership of investors at VSD
1. VSD shall manage information about securities ownership of investors based on:
a. Information about investors recorded on the system of VSD according to the information provided by depository members when opening accounts, adjustment of information about investors at the request of members, and information about issuers in the application for securities registration, including: full name, identity of securities holder, form of investment, nationality, address, and account symbols.
b. Information about securities held by investors shall be recorded on the system of VSD according to the securities holder register of the issuer under the management of VSD, and information updated according to the arising transactions such as payments for securities transactions, depositing, transferring securities, and transferring securities ownership when making non-trading transactions or transactions that cannot be made via the transaction system of Stock Exchanges as prescribed by current laws.
2. Identity of a securities holder prescribed in Point a Clause 1 of this Article includes number and date of issue of unexpired papers issued to the securities holder by Vietnamese or foreign competent authorities that are recorded and monitored on the system of VSD.
- For Vietnamese individuals: ID numbers and dates of issue;
- For Vietnamese organizations: Numbers of Certificates of Business registration or Licenses for establishment and their dates of issue;
- For organizations being members of VSD: Numbers of Certificates of membership issued by VSD and their dates of issue;
- For foreign organizations and individuals: securities transaction codes and their dates of issue.
3. VSD shall monitor information about investors being Vietnamese individuals that hold multiple nationalities as follows:
- Vietnamese investors that reside abroad and have adopt foreign nationalities but still retain Vietnamese nationality shall be registered as Vietnamese investors. Their unexpired passports issued by Vietnamese competent authorities shall be used as identity;
- For investors that adopt foreign nationalities instead of Vietnamese nationality, the securities transaction codes shall be used as identity;
- where an investor that adopted a foreign nationality and wishes to adopt the Vietnamese nationality when opening an account at a depository member, he or she shall be registered as a Vietnamese investor, and shall not use the securities transaction code and the depository account issued previously (if any).
4. Every month, VSD shall send depository members information about the securities ownership of each customer (Form 02/LK of this Regulation) in the form of electronic documents in the first working day of the next month. Members may request VSD to convert from electronic documents into paper documents where necessary. The conversion shall comply with Clause 4 Article 10 of this Regulation.
5. Every depository member shall compare information about the securities ownership of each customer at the depository member with that at VSD to ensure that the balance of each customer’s depository account at the depository member matches the information about securities ownership of that customer at VSD as prescribed in Article 6 of the Circular No. 43/2010/TT-BTC and verify the accuracy of information in accordance with the regulation on reporting regime of members in the Regulation of Members of VSD.
Article 13. Updating information about the opening and closing securities trading accounts of investors
1. Depository members shall update information about opening and closing securities trading accounts of investors every day at depository members online (Form 03A/LK and 03B/LK of this Regulation).
2. The update of information about investors prescribed in Clause 1 of this Article must be done before investors make transactions such as depositing, withdrawing, transferring, buying, selling securities, etc. Where information about an investor is not available on the system of VSD, VSD shall notify the depository member, and the depository member shall finish updating the information about such investor within the day when the notification is received from VSD (at 4 P.M at the latest).
3. VSD shall verify information about investors updated on the VSD’s system by depository members at 8.30 A.M, 11.30 A.M, and 4.30 P.M on working days. VSD shall send certifications to depository members in the form of electronic documents online.
4. When closing a securities trading account of an investor to transfer securities to another depository member, VSD shall verify information about the close of such account on the system after finishing the transfer of securities, including securities arising when exercising rights before settling the account.
Article 14. Adjustment of information about investors.
1. While updating information about opening and closing accounts and activities on VSD’s system, if identity of investors are the same, but other information such as full name, nationality, and form of ownership is different:
a. VSD shall send a Request for the verification of investor’s information (Form 04/LK) to relevant depository member;
b. Depository members shall send VSD the certification of the information about investors, enclosed supporting documents being valid copies of ID papers of investors as prescribed in Clause 2 and Clause 3 Article 12 of this Regulation, and other supporting documents (if any) within 01 working day after the day on which the Request sent by VSD is received.
2. Where a depository member finds a difference between information about an investor under the member’s management and that on VSD’s system, the depository member shall send a request for the adjustment of investor’s information to VSD. The request is composed of:
- The written request for the adjustment of investor’s information bearing the seal of the member (Form 05/LK);
- The Dispatch requesting the adjustment of investor’s information made by the depository member (Form 06/LK - 02 sheets);
- Valid copies or copies bearing the seal of the depository member of ID papers of the investor as prescribed in Clause 2 and Clause 3 Article 12 of this Regulation;
- Other relevant documents (if any).
3. Where a depository member requests the adjustment of both name and identity of an investor, which may lead to the transfer of securities ownership outside the transaction system, apart from the papers in Clause 2 of this Article, the depository member shall send the supporting documents for the investor’s account information at the request of VSD.
4. Where a depository member finds an error in the information about the transaction account number of an investor, the depository member shall send an request for the adjustment of information about investor’s transaction account number to VSD. The request is composed of:
- The written request for the adjustment of investor’s information bearing the seal of the member (Form 05/LK);
- The Dispatch requesting the adjustment of information about investor’s transaction account number made by the depository member, specifying the reasons for adjustment;
- The request for securities transfer (Form 24/LK – 2 sheets);
- Copies bearing the seal of the depository member of the papers proving the open of investor’s account;
- Other supporting documents (if any).
5. Within 01 working day from the day on which sufficient and valid papers are received, VSD shall adjust investor’s information (if errors are found) and send a notice of adjustments to the depository member.
Chapter III
DEPOSITING AND WITHDRAWING SECURITIES
Article 15. Securities deposited at VSD
1. Securities deposited at VSD are securities registered at VSD by their issuers.
2. Securities deposited at VSD shall be classified as transferable securities and securities restricted from transfer. The management of securities:
2.1. For the securities issued with Certificates of Securities Registration by VSD and allowed to be traded at Stock Exchanges:
a. Transferable securities shall be recorded in active securities accounts and customers may trade in these securities in accordance with law.
b. Securities restricted from transfer shall be recorded in suspended securities accounts and customers shall only trade in these securities when VSD adjust the conditions for transferring securities at the written request of the issuer enclosed with proving documents.
2.2. For the securities issued with Certificates of Securities Registration by VSD but the procedure for trading securities at Stock Exchanges is not completed:
a. Transferable securities shall be recorded in securities accounts awaiting trading and customers shall only trade in these securities from the day on which the procedure for trading securities on at Stock Exchanges are completed.
b. Securities restricted from transfer shall be recorded in suspended securities accounts awaiting trading. Customers shall trade in these securities when VSD adjust the conditions for transferring securities at the request of the issuer and the procedure for trading securities at Stock Exchanges is completed.
2.3. Members shall manage securities restricted from transfer in suspended accounts/suspended accounts awaiting trading of customers at members according to the Confirmation of deposited securities of VSD and the list of securities holders enclosed therewith until VSD notifies the adjustment of the conditions for transferring securities.
2.4. On the first securities trading date according to the notice of Stock Exchanges and VSD, members shall transfer securities from suspended accounts to active accounts according to the confirmation of deposited securities awaiting trading and the list of securities holders or the list of securities distribution to members when distributing additionally registered securities.
Article 16. Securities deposited at VSD
1. VSD shall deposit securities according to the issuers authorizing VSD to verify information about investors’ securities ownership.
2. Investors shall follow the procedure for depositing securities at depository members where their depository accounts are open as prescribed by depository members. Depository members shall redeposit securities at VSD.
3. The procedure for depositing securities at VSD:
3.1. Securities depositing certified by Certificates of securities ownership:
a. The application for depositing securities at VSD is composed of:
i. A note of securities transfer of the customer and member (02 sheets – Form 08A/LK and 08B/LK); written authorization to deposit securities (if any)
Where the securities holder is an overseas organization deposits securities via a global depository bank, the note of securities transfer shall be replaced with the following papers:
- The SWIFT message from the global depository bank to VSD’s member about the securities depository of the holder. The SWIFT message must contain sufficient information about the securities ownership.
- Confirmation about the accuracy of the SWIFT message;
- Other supporting documents (if any).
ii. Certificate of securities ownership.
iii. List of securities holders that applies for securities depository (02 sheets – Form 09/LK) made by the depository member (if the depository member redeposits securities of investors that open accounts at the depository member).
b. When a difference in the date of issuer between the identity of the investor or member registered at VSD by the issuer and the identity of the investor updated on VSD’s system by the depository member, or identity of the member updated on VSD’s system by VSD, the member shall enclose with the application a commitment made by the securities holder (Form 10LK) on the adjustment of the date of issue and a copies bearing the seal of the member of identity papers mentioned in Clause 2 and Clause 3 Article 12 of this Regulation.
3.2. Where securities are deposited and registered simultaneously:
a. VSD shall deposit securities and register securities simultaneously if the issuer makes a request for the depository, on behalf of shareholders, during the first securities registration or additional registration at VSD;
b. The issuer shall notify investors of the securities depository and securities registration within 15 working days before the day on which the application for securities registration is submitted to VSD. The notification shall be broadcasted on the mass media, posted at the head office of the issuer, and sent to investors by post.
c. The investor wishing to deposit securities shall send the issuer a written request for the certification of depository account, and follow the procedure for depositing securities (Form 11/LK) enclosed with the Certificate of share ownership;
d. The issuer shall withdraw Certificates of share ownership from investors and make a list of depository accounts of investors and send them to each depository member involved in order to confirm the accuracy of the depository accounts opened by investors at the depository member, and promise not to issue Certificates of share ownership to securities holders that apply for securities depository.
e. The application for depositing securities enclosed with the application for lawsuit petition submitted to VSD by the issuer is composed of:
The written request made by the issuer for the permission for shareholders to deposit and register securities simultaneously, and the commitment not to issue Certificates of share ownerships to such shareholders (Form 12/LK);
ii. The list of securities holders that apply for securities depository (02 sheets – Form 13LK) enclosed with a file in a format decided by VSD;
iii. A list of depository accounts of investors certified by depository members where investors open their accounts (Form 14/LK).
3.3. Depositing Government bonds:
a. Investors engaged in bidding or guaranteeing Government bonds shall open a depository accounts to deposit bonds with the bidding holder or the bond issuer. The Government bond issuer shall record the depository accounts of investors in the application submitted to VSD. Investors being foreign insurers shall show the bidding organizer or the Government bond issuer that the source of investment is equity capital or insurance premium;
b. After the registration of Government bonds at VSD is approved, based on the information about the depository account in the application for the registration of Government bonds and written certification of the full payment for bonds made by the investor, VSD shall record Government bonds in accounts of relevant members.
4. VSD shall process an application for securities depository prescribed in Clause 3.1 of this Article within 01 working day from they day on which all valid papers of the member are received. For the cases of securities depository prescribed in Clause 3.2 and 3.3 of this Article, VSD shall record deposited securities in accounts of relevant members on the effective date of securities depository according to the notification of the approval for securities depository sent to members by VSD.
5. The effective date of depository is the date on the Certification of securities depository (Form 15/LK) sent to members by VSD. Certificates of securities ownership of investors shall expire from the effective date of securities depository.
6. Within 01 working day from the effective date of securities depository certified by VSD, depository members shall notify the rejection of securities depository to their customers. When receiving the notification of rejection, customers should know that the securities depository has taken effect and depository members are accountable to their customers for this.
Article 17. Depositing additionally registered securities
1. Additionally registered securities shall be deposited after the issuer complete the additional securities registration and adjustment of the Certificate of Securities Registration at VSD as prescribed in the Regulation on securities registration issued by VSD.
2. For additionally registered securities derived from securities deposited at VSD:
a. When applying for the additional registration due to the issuance of bonus shares, VSD shall send the member the Certification of transfer of additionally registered securities (Form 16/LK) on the day when VSD approves the depository of additionally registered securities.
b. When applying for the additional registration due to purchase order or conversion from bonds into shares, VSD shall enclose the List of distribution of securities to members with the Certificate of transfer of additionally registered securities (Form 16/LK).
c. The effective date of securities depository is the date written on the Certificate of transfer of additionally registered securities. Members shall distribute securities to accounts of securities holder according to the Certificate of transfer of additionally registered securities and the List of distribution of securities to members with (Form 16/LK).
Article 18. Withdrawing securities at the request of securities holders
1. Securities holders shall request the withdrawal of within the amount of securities remaining in depository accounts after deducting the amount of securities being impounded or mortgaged.
2. The application for the withdrawal of securities sent to VSD is composed of:
a. The request for the withdrawal made by a customer/member (02 sheets – Form 17A/LK, 17B/LK);
b. The request for transferring securities to the account awaiting withdrawal (02 sheets – Form 19/LK);
c. The List of securities holders that applies for securities withdrawal made by the depository member (02 sheets – Form 19/LK) when the depository member redeposits securities of investors that open their accounts at the depository member.
3. According to the request for securities withdrawal made by the securities holder, VSD shall request the issuer to issue a new Certificate of share ownership to its customer. Within 15 working days from the day on which the VSD’ request for the issuance of the Certificate of share ownership is received (Form 20/LK), the issuer shall send VSD the Certificate of share ownership, VSD shall send it to the member, and the member shall deliver it to the securities holder.
4. The effective date of withdrawal of deposited securities is the date on the Certificate of withdrawal of deposited securities (Form 21/LK) sent to the member by VSD. The depository member shall process and issue the Certificate of share ownership to the customer within 01 working day from the effective date on the Certificate of withdrawal of deposited securities made by VSD.
Article 19. Cancellation of securities withdrawal at the request of securities holders
1. While awaiting the withdrawal, if the securities holder wishes to cancel the securities withdrawal, the member shall send VSD the application for the cancellation of securities withdrawal, including:
a. The request for the cancellation of securities withdrawal made by the customer/member (02 sheets – Form 22A/LK, 22B/LK);
b. The request for transferring securities from the account awaiting withdrawal to a relevant account (02 sheets – Form 18/LK);
c. The list of securities holders that request the cancellation of securities withdrawal made by the depository member (02 sheets – Form 19/LK) when the depository member redeposits securities of investors that open their accounts at the depository member)
2. According to the application for the cancellation of securities withdrawal made by the member, VSD shall send a written notice of the cancellation of securities withdrawal to the issuer.
3. VSD shall process an application for the cancellation of securities withdrawal and notify the member within 02 working days from the day on which the complete and valid application is received. If the securities withdrawal is cancelled when the issuer has reissued the Certificate of share ownership, VSD shall send a notification enclosed with the Certificate of share ownership to the member in order to request the securities holder to reapply for securities depository.
Article 20. Withdrawing expired securities.
1. Expired securities shall be withdrawn after the issuer completes the deregistration of expired securities with VSD as prescribed in the Regulation on securities registration issued by VSD.
2. According to the application for the deregistration of expired securities made by the issuer, VSD shall record the decrease in amount of deposited securities that are expired in the accounts of relevant members. The effective date of withdrawal of expired securities is the date on the Certificate of withdrawal of deposited securities (Form 21/LK) sent to the member by VSD.
Article 21. Securities withdrawal due to voluntary deregistration
1. The securities withdrawal due to voluntary deregistration shall be done after the issuer completes the securities deregistration at VSD according to the Regulation on securities registration issued by VSD.
2. On the day when the decision on securities deregistration takes effect, VSD shall stop the transactions relating to the deregistered securities and record the decrease in the amount of deposited securities being deregistered in the accounts of members. The effective date of securities withdrawal due to voluntary deregistration is the date on the Certificate of withdrawal of deposited securities (Form 21/LK) sent to the member by NVSD.
Chapter IV
TRANSFERING SECURITIES WITHOUT TRANSACTION
Article 22. Cases in which securities are transferred
VSD shall transfer deposited securities without using the concentrated transaction system of Stock Exchanges in the cases in Clause 2 Article 30 of Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC and Article 10 of the Circular No. 43/2010/TT-BTC.
Article 23. Transferring when buying odd-lot securities
1. VSD shall transfer odd-lot securities when a securities company repurchases odd-lot shares of securities holder without the transaction system as prescribed by law.
2. The securities company of the transferor shall submit an application for the transfer of odd-lot securities to VSD, including:
a. The request for securities transfer (Form 07/LK – 2 sheets when transferring to another securities company, 02 sheets when transferring within the same securities company);
b. The contract/order to sell odd-lot securities between the securities company and its customer;
c. The statement of odd-lot securities transaction (if the securities company buys odd-lot securities from multiple customers) (Form 23/LK).
3. When a securities company buys odd-lot securities online, the application shall include:
a. The papers prescribed in Point a and Point c Clause 2 of this Article;
b. The copy of the contract with the customer to open an account which allows online odd-lot securities transaction.
4. VSD shall process the application for the transfer of odd-lot securities within 01 working day from the day on which the valid and complete application is received.
Article 24. Transferring securities at customer’s request
1. VSD shall transfer securities (including securities under its ownership and arising rights that have been identified) from the account of a customer of a depository member to the an account of a customer of another depository member at the customer’s request in the following cases:
a. Transferring securities when finalizing a depository account: the investor wishes to close the depository account at a member to and make transaction at another depository member..
a. Transferring securities: the investor wishes to transfer all securities in an account at a depository member to another account at another depository member.
2. VSD shall transfer securities when finalizing depository accounts and transfer securities when the investors request the transfer of the whole securities in the account and arising rights (if any) under his ownership.
3. Depository members shall control and take responsibility for the information about quantity and type of securities (transferable securities and securities restricted from transfer) and arising rights under the ownership of the investors that request the transfer to finalize depository accounts or the transfer of securities.
4. The application for securities transfer:
a. The request for securities transfer made by the depository member of the transferor (Form 24/LK – 3 sheets);
b. The written request for finalizing the customer’s account certified by the depository member that closes the account (Form 25/LK) when the transfer is made to finalize an account, or the written request for securities transfer made by the customer which is certified by the depository member of the transferor (Form 26/LK) when transferring securities.
c. Copies of papers proving the investor’s account opening, which bear the seal of the depository member of the transferee;
d. The copy of the certification of the replacement of depository member made by the foreign investor (when the foreign investor makes the transfer to finalize their account);
e. A letter of authorization made by the depository member to authorize VSD to transfer securities to the account at the transferee depository member (when securities are distributed from the right to receive dividends in the form of shares, the right to bonus shares, the right to buy additionally issued securities).
5. Where an investor’s right arises while the application is being processed by VSD, VSD shall request the depository member to supplement the application for securities transfer. The application shall include the papers prescribed in Point a and Point b Clause 4 of this Article.
6. VSD shall process the application for securities transfer prescribed in Clause 4 and Clause 5 of this Article within 01 working day from they day on which the valid application is received.
Article 25. Transferring securities being valuable papers
1. VSD shall transfer securities from the customer’s account of a depository member and the account of the depository member itself to the account opened by the State bank at VSD and vice versa to serve the transaction of valuable papers on the monetary market.
2. When transferring securities from a depository account of the member to the account of the State bank, the transferor member shall submit an application for the transfer to VSD, including:
a. The request for securities transfer (Form 27/LK – 2 sheets);
b. Other documents (if any).
3. When transferring securities from the depository account of the State bank to the depository account of the member, the State bank shall send VSD the application for transfer, including:
a. The request for securities transfer (Form 27/LK – 2 sheets);
b. Other documents (if any).
4. VSD shall process the application for the transfer of securities being valuable papers within 01 working day from the day on which the valid and complete application is received.
Article 26. Transferring when supporting, lending, and returning
1. At the request of a depository member, VSD shall transfer securities among relevant accounts of the depository member to support, lend, and return securities when the depository member is short of securities to make relevant transactions.
2. The transferor member shall submit an application for the transfer to give support and loans, including:
a. The request for securities transfer (Form 07/LK – 03 sheets when transferring to another member, 02 sheets when transferring within the same member);
b. The contract to support or lend securities between the depository member that is short of securities and relevant parties;
b. Other documents (if any).
VSD shall process the application immediately when the request for securities transfer is received to ensure the operation of the payment system. If necessary, VSD may receive a faxed application, then the member shall send the original application by express mail in the same day to VSD.
3. VSD shall process the application for the transfer to return securities within 01 working day from the day on which the valid and complete application is received. The application is composed of:
a. The request for securities transfer (Form 07/LK – 03 sheets when transferring to another member, 02 sheets when transferring within the same member);
b. Other documents (if any).
Article 27. Transferring to settle mortgaged securities according to mortgage contracts.
1. VSD shall transfer securities from the account of the mortgagor’s account to the mortgagee’s account if the mortgage contract allows the mortgagor to transfer securities to the mortgagee via VSD.
2. The contract to transfer securities according to the mortgage contract includes:
a. The request for securities transfer made by the member of the mortgagor (Form 07/LK – 03 sheets when transferring to another member, 02 sheets when transferring within the same member);
b. A valid copy of the mortgage contract;
c. The papers proving that the mortgagor has not cleared the debt according to the mortgage contract;
d. The written request made by the mortgagee for the redemption and transfer of securities to its account;
e. Other documents (if any).
3. When transferring securities according to the mortgage contract in which the mortgagee is a foreign credit institution, foreign bank, or a branch of foreign bank in Vietnam, VSD shall only transfer securities from related accounts of the mortgagor to the account of the mortgagee if the amount of securities being transferred does not exceed the permissible amount of securities held by foreign investors as prescribed by law when the transfer is made.
4. VSD shall process the application for the transfer of odd-lot securities within 02 working days from the day on which the valid and complete application is received.
Article 28. Appointed transfer of securities when revoking the Certificate of depository member/Certificate of independent account holder
1. When a depository member has its Certificate of depository member revoked, VSD shall transfer securities and finalize its account as appointed in accordance with the Regulation on Members of VSD. The application includes:
a. The request for securities transfer made by the member of whom the Certificate of depository member is revoked (Form 28/LK – 03 sheets);
b. A copy of the agreement on the transfer between the organization that has its Certificate of depository member and the appointed depository member, or the written approval for the appointed depository member made by the State Securities Commission;
c. The papers proving the provision of information for customers about the appointed transfer to another depository member.
2. When an independent account holder has its Certificate of independent account holder revoked, the application for securities transfer sent to VSD shall includes:
a. The written request for the finalization of the depository account;
b. The request for securities transfer (Form 24/LK – 03 sheets);
3. VSD shall process the application for securities transfer prescribed in Clause 1 and Clause 2 of this Article within 02 working days from they day on which the valid application is received.
Article 29. Other transfers
1. The procedure and documentation for transferring securities due to the adjustment of information about the type of securities, correction of errors in quantity of securities under ownership, adjustment of information about ownership due to the transfer of representation of capital state shall comply with Article 20, Article 21 and Article 22 of the Regulation on securities registration issued by VSD.
2. The procedure and documentation for transferring securities due to the transfer of ownership in the cases in Article 4 of the Circular No. 43/2010/TT-BTC shall comply with Articles 27, Article 28, Clause 2 Article 29, Articles from 30 to 42 of the Regulation on securities registration issued by VSD.
3. The procedure and documentation for transferring securities that have been registered and deposited at VSD but have not been listed/registered at Stock Exchanges shall instructed by BSD after the State Securities Commission grants an approval.
4. The effective date of securities transfer is the date on the notifications sent to members by VSD.
Article 30. Processing applications for securities transfer
1. If necessary, VSD is entitled to request members and relevant organizations and individuals to provide supporting documents to clarify the issues relating to the applications for securities transfer, or to reject requests for securities transfer is such requests are not conformable with law. Where securities transfer is rejected, VSD shall notify members in writing and provide explanation.
2. The effective date of securities transfer is the date certified by VSD on the Request for securities transfer made by the member or on the notification sent by VSD.
3. Within 01 working day from the effective date of securities transfer according to the certification of VSD, depository members shall notify their customers of the cases in which transfer is rejected..
Chapter V
MORTGAGE AND MORTGAGE REDEMPTION
Article 31. Mortgaging and redeeming mortgaged securities.
1. VSD shall mortgage and redeem mortgaged securities in accordance with Article 31 of the Regulation on the registration, depositary, clearing, and settlement of securities issued together with the Decision No. 87/2007/QĐ-BTC.
2. Mortgaged securities are transferable securities that have been redeposited at VSD. Depository members shall check the accuracy of the transferable securities mortgaged by investors.
3. Mortgaged securities shall be certified at VSD when mortgagees are recognized credit institutions as prescribed by current regulations.
Article 32. Application for securities mortgage
The member of the mortgagor shall send VSD an application for securities mortgage, including:
a. A request for the transfer of mortgaged securities made by the member of the mortgagor (Form 29/LK – 02 sheets);
b. The request for the securities mortgage made by the customer/member (02 sheets – Form 30/LK);
c. The list of mortgaged securities certified by the mortgagee (Form 31/LK – 02 sheets);
Article 33. Application for redemption of mortgaged securities
The member of the mortgagor shall send VSD an application for the redemption of securities mortgage to, including:
a. A request for the transfer of mortgaged securities (Form 32/LK – 2 sheets);
b. A list of mortgaged securities being redeemed certified by the mortgagee (Form 33/LK – 02 sheets).
Article 34. Processing applications for securities mortgage and redemption of securities mortgage
1. VSD shall process the application for securities mortgage or redemption of mortgaged securities within 01 working days from the day on which the valid and complete application is received. If necessary, VSD is entitled to request the member or relevant parties to provide supporting documents to clarify the issues relating to the applications for mortgage or redemption. Where mortgage or redemption is rejected, VSD shall notify members in writing and provide explanation.
2. The effective date of mortgage and redemption is the date certified by VSD on the Request for securities transfer to mortgage securities or to redeem mortgaged securities made by relevant members.
3. Within 01 working day from the effective date of mortgage or redemption certified by VSD, depository members shall notify their customers of the cases in which mortgage and redemption is rejected by VSD. If no notification of rejection is received, customers should know that the mortgage or redemption has taken effect, and depository members are accountable to their customers for this.
Chapter VI
BLOCKING, UNBLOCKING SECURITIES AND DEPOSITORY ACCOUNTS
Article 35. Blocking, unblocking securities and depository accounts
1. VSD shall block/unblock securities and depository accounts of investors at the request of competent authorities as prescribed by law.
2. Within 01 working day from the day on which the request from competent authorities for blocking/unblocking securities or depository accounts of investors are received, the member shall send VSD a written request for blocking/unblocking securities or depository accounts of investors, specifying their full names, identity, depository account numbers, and quantity of securities under their ownership.
3. Processing requests for blocking, unblocking securities and depository accounts of securities holders:
a. VSD shall process the application for blocking/unblocking securities and depository accounts of securities holders within 01 working day from the day on which the application made by the member is received.. If necessary, VSD is entitled to request the member or relevant parties to provide supporting documents to clarify the issues relating to the requests for blocking/unblocking securities and depository accounts of investors.
The effective date of blocking/unblocking securities or depository account is the date certified by VSD on the notification of blocking/unblocking securities or depository accounts sent to the member.
Chapter VII
IMPLEMENTATION
Article 36. Implementation
1. Relevant parties shall contact VSD for guidance and settlement of difficulties during the implementation.
2. The amendments to this Regulation shall be decided by the Director of VSD after obtaining the approval from the State Securities Commission.
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