Luat Viet

:: Question :: I have 8000 shares of Company A with the market price of approximately 100,000,000 VND (One hundred million Vietnamese Dong). Due to my negligence, I lost my shareholder’s book. Can I have the right to request for re-issurance of the shareholder’s book or not and what are the procedures to re-issue it?

The shareholder’s book or the Certificate of shareholder’s book is one of the forms of the share certificate issued by a joint stock company to certify the ownership for one or a number of shares of such shareholders contributed capital to the company. In case shareholder’s book/share certificate is lost, in accordance with Item 3 Article 85 of the Law on Enterprises 2005, the shareholder shall be re-issued it based on the request of such shareholder. This re-issuance shall be also applied to the cases that the shareholder’s book/ share certificate is torn, burnt or otherwise destroyed.
The Law on Enterprises 2005 provides the re-issuance of share certificate as follows:
1. The shareholder must have an application to request for re-issuance of share certificate and to undertake about the following contents: (a) the share certificate has actually been lost, torn, burnt or otherwise destroyed; in the case of loss, in addition, it must be undertaken that all efforts have been exercised to look for the share certificate and if found, such share certificate shall be returned to the company for destruction; (b) shall be responsible for any disputes arising from the re-issuance of a new share certificate.
2. Specially, with regard to the share certificate which has a par value of over 10 million Vietnamese Dong, prior to acceptance of a request for issue of a new share certificate, the legal representative of the company may request the owner of the share certificate to post a notice of the fact that the share certificate has been lost, torn, burnt or otherwise destroyed and make a request to the company to issue a new share certificate within fifteen (15) days from the date of posting the notice.
However, the Law on Enterprises 2005 does not specify the term for the Company to re-issue shareholder’s book/the share certificate to such shareholder from the requesting date of for re-issuance. This means that the Company has full rights to decide the term.
 

• » Question :: I am a member of the Supervisory Commission (the Commission) of a public company which is unlisted and termed from 2007 to 2010. Until now, my term is still valid. In 2009, I was [not] invited to attend any meeting of the company’s Commission. Recently, I also did not attend the Commission’s meeting to produce the Commission’s Report for submission to the General Shareholder’s Meeting (the Meeting) year 2010 on April 9. I was informed that this Commission’s Report was built by the Commissions’ Director (the another member of the Commission also did not attend). I would like to ask you whether the operation of the Commission like that is legal or not? Is the Report mentioned above legal? What should I do to comply with the rights, duties and obligations of a Commission’s member? (01/06/2010)
• » Question :: I am a president of the Management Board (“the Board”) of a public company. As per regulations, the term of the Board, Supervisory Commission (“the Commission”) is five (5) years. Therefore, the first term of the Board, Commission is due on November 2010. However, in order to facilitate the voting of the Board, the Commission in the second term, the Board would like to submit the General Shareholder’s Meeting (“the Meeting”) with the latest on April 19, 2010 for renewal of the first term of the Board, the Commission until April 2011. So, the question is that is the renewal true or not? If the shareholders are not taken opinions directly at the Meeting, can the Board collect opinions indirectly from shareholders in writing? If the Meeting does not pass the renewal, how can the voting of the Board, the Commission be taken in compliance with laws? (31/05/2010)
• » Question :: Our company registers shares at the Securities Depository Central (SDC), but cannot deposit, of which my 10.000 shares. So, can I transfer directly 2.000 shares to my brother and compliment 2.000 shares to my wife? (03/05/2010)
• » Question :: We are a unlisted public company which issued convertible bond (two years term) nearly two years ago. In the coming time, the company will register to list shares in the Ho Chi Minh City Stock Exchange (HOSE). In order to shorten time, will the company be able to conduct this procedure along with converting bonds to shares? (28/04/2010)
• » Question :: In 2009, the price of listed shares of many companies increased continuously. Therefore, such companies were required to provide explanation for such increase. There are many companies used the same explaining contents for different explanation. Please kindly provide the regulations on content of the explanation on increase of price of shares? (21/03/2010)