On July 10th, Vietnam Exchange (VNX) issued the statute on privately-issued corporate bond trading members. Previously, on July 3rd, Vietnam Securities Depository (VSD) issued the statue on registering, depositing and clearing of corporate bond privately-placed in the domestic market.

Click here to download VNX's statute.

Click here to download VSD's statute.

According to VSD, basically, the registration, depository and clearing for privately-issued corporate bond (TPRL) transactions are carried out similar to current underlying securities. However, some procedures are adjusted to be more in line with the specific characteristics of TPRL, such as:

1. For registration activities:

- Regarding information registration: Besides information like other bonds, TPRL issuers must register with VSD for information on type of business, field of operation, TPRL information, TPRL holder information (Strategic/professional securities investor; type of organization).

- Regarding TPRL deregistration: In addition to the cases of deregistration such as currently listed bonds, there will be some other cases of deregistration as prescribed in Clause 13, Article 1 of Decree No. 65/2022/ND-CP, including: The issuer repurchases all bonds, swaps all bonds, converts all bonds before maturity;

- Regarding information adjustment: Adding a case of adjusting information about the field of operation and type of enterprise for the issuers and holders of TPRL.

- Regarding ownership transfer: The transfer of ownership of privately-issued corporate bonds registered and deposited at VSD must comply with the provisions of the Law on Enterprises, the Law on Securities, Decree No. 153/2020/ ND-CP, Decree No. 65/2022/ND-CP, Decree No. 08/2023/ND-CP, Decree No. 155/2020/ND-CP, Circular No. 30/2023/TT-BTC and other relevant regulations.

In case the ownership of TPRL is transferred without going through the trading system of the Stock Exchange, the depository member (TVLK) of the buyer is responsible for determining the status of a professional securities investor in accordance with the law to ensure the right investor when submitting a request to transfer ownership to VSD.

- Regarding payment of interest and principal of TPRL: In addition cash payment, the issuer can pay the principal and interest of bonds due with other assets.

2. For depository activities and registration of depository accounts for TPRL trading:

Investors can use existing depository accounts at depository members or open new depository accounts to perform TPRL depository operations. However, in order for a depository account to be able to trade TPRL on HNX, the depository member needs to register an investor's depository account on VSD's system to place orders on HNX on the next trading day.

3. For TPRL transaction clearing

VSD clears TPRL transactions on the basis of transaction results received from HNX with payment cycle T+0 (clearing date is the same as transaction date) and instant payment method with each transaction (the transaction is cleared as soon as the buyer has enough money, the seller has enough TPRL on the account) from 9am to 4pm on the trading day. 

Right after VSD completes transaction clearing, depository members are responsible for allocating money and TPRL to investors; notify VSD of the results of the allocation within the time limit specified in the Statute.