THE MINISTRY OF FINANCE

Circular No. 73/2013/TT-BTC of May 29, 2013, guiding in detail a number of articles on securities listing of Decree No. 58/2012/ND-CP of July 20, 2012, detailing and guiding a number of articles of the Law on Securities and the Law Amending and Supplementing a Number of Articles of the Law on Securities
Pursuant to June 29, 2006 Law No. 70/2006/QH11 on Securities;
Pursuant to November 24, 2010 Law No. 62/2010/QH12 Amending and Supplementing a Number of Articles of the Law on Securities;
Pursuant to November 29, 2005 Law No. 60/2005/QH11 on Enterprises;
Pursuant to the Government’s Decree No. 58/2012/ND-CP of July 20, 2012, detailing and guiding a number of articles of Law on Securities and the Law Amending and Supplementing a Number of Articles of the Law on Securities;
Pursuant to the Government’s Decree No. 118/2008/ND-CP of November 27, 2008, defining the functions, tasks, powers and organizational structure of the Ministry of Finance;
At the proposal of the Chairperson of the State Securities Commission;
The Minister of Finance promulgates the Circular guiding in detail a number of articles on securities listing of Decree No. 58/2012/ND-CP of July 20, 2012, detailing and guiding a number of articles of the Law on Securities and the Law Amending and Supplementing a Number of Articles of the Law on Securities.
Chapter I
GENERAL PROVISIONS
Article 1. Scope and subjects of regulation
This Circular prescribes conditions for listing joint-stock companies formed after the consolidation or merger of businesses and dossiers for securities listing registration on the Ho Chi Minh City Stock Exchange and the Hanoi Stock Exchange.
Article 2. Interpretation of terms
1. Companies of the same type are companies of the same type of business, such as joint-stock companies or limited liability companies.
2. Consolidation of businesses means a case in which two or more companies of the same type (below referred to as consolidated companies) are consolidated into a new company (below referred to as consolidating company) by transferring all assets, rights, obligations and legitimate benefits to the consolidating company and concurrently terminating the existence of the consolidated companies under Article 152 of Law No. 60/2005/QH11 on Enterprises.
3. Merger of businesses means a case in which one or several businesses of the same type (below referred to as merged companies) are merged into another business (below referred to as merging company) by transferring all assets, rights, obligations and legitimate benefits to the merging company and concurrently terminating the existence of the merged companies under Article 153 of Law No. 60/2005/QH11 on Enterprises.
4. Words “company” and “business” referred to in this Circular have the same meaning.
Chapter II
CONDITIONS FOR LISTING SECURITIES JOINT-STOCK COMPANIES FORMED AFTER CONSOLIDATION OR MERGER OF BUSINESSES
Article 3. Conditions for listing on the Ho Chi Minh City Stock Exchange securities of joint-stock companies formed after consolidation or merger
1. Conditions for listing stocks
1.1. Conditions for listing stocks of a company formed after consolidation of businesses
a/ The company formed after the consolidation of two (2) or more companies that list on the Ho Chi Minh City Stock Exchange must satisfy the conditions prescribed at Points a, c, d, dd and e, Clause 1, Article 53 of Decree No. 58/2012/ND-CP;