Pháp luật về công bố thông tin của công ty đại chúng trên thị trường chứng khoán ở việt nam tt tiếng anh

VIETNAM ACADEMY OF SOCIAL SCIENCES
GRADUATE ACADEMY OF SOCIAL SCIENCES

DO THI THU HA

LEGISLATION ON INFORMATION PUBLICATION OF PUBLIC
COMPANIES IN THE STOCK MARKET IN VIETNAM

Major: Economic Law
Code: 9380107

SUMMARY OF THESIS PH.D IN LAW

HA NOI, 2019


THIS WORK IS COMPLETED AT
GRADUATE ACADEMY OF SOCIAL SCIENCES

SCIENCE INSTRUCTOR:
Assoc. Prof. Ph.D. Le Thi Thu Thuy

Reviewer 1 : Prof. Ph.D. Le Hong Hanh
Reviewer 2: Assoc. Prof. Ph.D. Tang Van Nghia
Reviewer 3: Assoc. Prof. Ph.D. Duong Dang Hue

The thesis is defended before the thesis appraisal board of the Academy at
the Graduate Academy of Social Sciences at:
......hours, date ......... month...... 2019.

This thesis can be found at:

- Library of Graduate Academy of Social Sciences
- National Library of Vietnam


LIST OF WORKS BY THE AUTHOR PUBLISHED RELATED TO
THE THESIS THEME
1.

Do Thi Thu Ha (2018), "Public information disclosure activities of

public companies and securities investor protection", Journal of Finance, Period
1- October 2018, pages 48 - 50 , Hanoi.
2.

Do Thi Thu Ha (2018), "Legal issues regarding the rights and

obligations of public companies in information disclosure activities", Financial
Magazine, Vol. 2- October 2018, pages 59 - 60 , Hanoi
3.

Do Thi Thu Ha (2018), "Handling of violations of public information

disclosure by public companies on the stock market", Journal of Democracy and
Law, No. 11 (320) November / 2018 page 35 -39, Hanoi.


OPENING

1. The urgency of the title:
Legislation on information publication of public companies in the securities

market is defined as an important component in securities law.
The highest goal of information publication is to create transparency in the
stock market, create conditions for investors to make timely and correct decisions to
carry out transactions on the market. Therefore, in order to have a transparent
market for information, there needs to be a new approach to public publication of
public companies in stock market.
However, currently, related to public publication of public companies in the
stock market is a new, quite multidimensional research, both legal and economic,
researches on this new issue mainly exist in the form of articles, articles of research
works on the economic side rather than the legal aspect. Being aware of the above
issues, the I choos the content: "Law on information publication of public
companies in Vietnam stock market" as my doctoral thesis research title.

2. Researching purposes and tasks:
2.1. Researching purposes:
Research in the thesis aims to further clarify theoretical issues about
information publication of public companies on the stock market and legislation on
information publication of public companies on the stock market. Thereby forming
basic theoretical and developing scientific arguments to assess the legal status of
information publication of public companies on the stock market, since then, find
solutions as well as directions to improve legislation on information publication of
public companies on the stock market in Vietnam.
2.2. Researching tasks:

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Firstly, this thesis collects and systemizes scientific works on information
publication of public companies on domestic and foreign the stock market;
Secondly, explain theoretical issues about information publication of public

companies on the stock market and laws on information publication of public
companies on the stock market in Vietnam.
Thirdly, this thesis gives assessment about laws on information publication of
public companies on the stock market in Vietnam.
Finally, this thesis suggests orientations and solutions to improve legislation on
information publication of public companies on the stock market in Vietnam.
3. Subjects and scope of research

3.1. Subjects of research
This thesis focuses on researching theoretical issues about information
publication of public companies on the stock market and laws on information
publication of public companies on the stock market, and legal status of information
publication of public companies on the stock market in Vietnam.

3.2. Scopes of research:
Research scope of the thesis is defined as: provisions of legislation on
information publication of public companies on the stock market and practical
application of law on this issue in Vietnam today. The thesis does not go into
legislation regarding the settlement of disputes arising in public information
publication of public companies in the stock market because legislation on dispute
settlement in this field is not specific legal regulations. In fact, information and
communication activities of public companies in the stock market, including the
official stock market and the informal stock market, are concentrated and the stock
market is decentralized. Activities of information publication of public companies
on the stock market focus and decentralized stock market are very different.

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However, in the scope of the thesis, the author only studied deeply the regulations

on information publication of public companies on the centralized stock market.

4. Methodology and research methods
4.1. Methodoly:
This thesis researches information publication activities of public companies
on the stock market in an interdisciplinary law combining theoretical knowledge of
economics.

4.2. The research method:
This thesis uses traditional research methods including: analysis and synthesis
methods, system methods, comparative law methods, statistical methods.

5. The new contribuitions of the thesis:
Firstly, research results of the thesis contribute to supplement and develop
theoretical issues about information publication of public companies on the stock
market and laws on information publication of public companies on the stock
market in Vietnam, clarify scientific basis to balance interests of public companies
with investors 'benefits, ensuring market transparency and protecte investors'
legitimate interests.
Secondly, the author assesses the legal status of information publication of
public companies on the stock market in Vietnam
Thirdly, the thesis defines orientations and solutions to improve provisions of
law on public information of public companies on the stock market as well as
improve the effective application of legal regulations in practice.
6. Thesis contruction:
Include: Opening, 4 chapters, conclusions and recommendations; List of
published works of the author related to the thesis title, references and appendices.
Chapter 1

3

RESEARCH OVERVIEW AND THEORETICAL BASIS

1.1. Reseach overview related to the thesis:
1.1.1. Survey on theoretical issues of information publication and
legislation of public publication of public companies in the stock market
Foreign scholars have researched theoretical issues of information publication
of public companies in stock markets such as: Jonas and Blanchet, Ferdy van Beest,
Geert Braam Frank Heflin, Francis WKSui, Paul M. Healy, Zhang Yuemei, Li
Yanxi An, Lyle.N
In Vietnam, researches have had deep and systematic discussions on
theoretical issues of information publication and legislation of public publication of
public companies in the stock market, including the Stock Market Curriculum of
the Financial Academy authored by author Bach Duc Hien. Legal textbook on
Stock Market of Law Faculty - Hanoi National University, edited by author Le Thi
Thu Thuy, monograph “Stock market edited by author Le Hoang Nga,
monographs "Sustainable development of Vietnam's stock market" edited by
author Dinh Van Son, scientific article of author Pham Thi Giang Thu: "The law
publics information of companies listed on the stock market. Vietnam practices
legal and direction to improve”. Stock Market Monograph by author Bui Kim Yen.
In addition, the authors such as Nguyen Thi Anh Van, Nguyen Thi Hai Ha,
Nguyen Thi Hang Nga, Ta Thanh Binh who also have research works to address
under various aspects on the theoretical issues of public information of public
companies on the stock market and the law on information publication of public
companies on the stock market.
1.1.2. Survey of legislation situation on information publication of

public companies in the stock market
The researches mainly refer to law application as well as research and

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assessment of the reality of legislation on public publication of public companies on
the stock market as the views of some authors: Ta Thanh Binh and Pham Thi Hang
Nga, Nguyen Thi Hai Ha, Hoang Thi Quynh Chi, Nguyen Tuan An…
1.1.3.Survey on orientation and solutions to improve legislation on
information publication of public companies in the stock market
In recent years, domestic studies have focused on making recommendations
on solutions to solve problems related to information publication of public
companies on the stock market and also, some scientific works learn about solutions
to improve some specific features related to public information publication activities
of public companies in the stock market such as: Tran Van Long, Trinh Hong Ha,
Vien The Giang, Pham Thanh Thuy ...
1.2. Evaluation of the research situation and research issues in the thesis
1.2.1. Assess the research situation
In theory, research projects have basically clarified theory of information
publication of public companies on the stock market, but have not systematically
clarified theory of information publication of public companies in the stock market.
On situation, researches mainly refers to legal obligations of information
publication activities, there is no research on information publication activities in
terms of public companies' rights. Unidentified information publication rights are
important, urgent and optional of public companies. There should be a mechanism
to encourage public publication of public companies to help public companies see
the benefits of information publication and value of associated businesses.
Analyzing the importanct public publication of public companies in the stock
market, determining information publication are not an obligation, it is also an
important right to help businesses raise their value and reputation in the stock
market.

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In solution, in the research projects, there have been relatively consistent views
and judgments about the orientation to improve legislation related to information
publication of public companies in the stock market. In Vietnam, but there are not
any scientific research works on electricity related to perfecting legislation on
information publication of public companies in the stock market and improving the
effectiveness of information publication activities of public companies on the stock
market.
1.2.2. Research issues in the thesis
The thesis is responsible for clarifying the legal theory of information
publication of public companies on the stock market, assessing situation and
proposals and solutions to strengthen information publication activities of public
companies in the stock market.
1.3. Theoretical basis of the thesis
1.3.1. Theoretical research of the thesis
- Theory of Vietnam socialist republic
- Theory of unbalance information.
- Behavior theory
- Theory of protection in stock investment business
1.3.2. Research hypothesis
The characteristics of information publication activities of public companies in
the stock market. Theoretical issues, reality of legislation on public publication of
public companies in the stock market and the orientation and solutions to improve
legislation on public information of public companies in the stock market need to be
studied systematically, deeply and comprehensively.
1.3.3. Research question of the thesis
- What are specific characteristics of public information publication activities

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compared to information publication activities of other entities on the stock market?
What content, principles, types of information should public information of public
companies in the stock market?
- What is legislation on information publication of public companies in the
stock market? How is it characterized and structured? What factors affect this legal
relationship?
- What is current situation of legislation on public publication of public
companies in the stock market in Vietnam? What are the achievements and
shortcomings of information publication activities and legislation on public
publication of public companies in the stock market today?
- What are the orientations and solutions to improve legislation on public
publication of public companies in the stock market and enhance the efficiency of
public information publication of public companies in the market in Vietnam?
Chapter 1 conclusion
Chapter 2
THEORETICAL ISSUES ON THE INFORMATION PUBLICATION
OF THE PUBLIC COMPANY IN THE SECURITIES MARKET AND
LEGISLATION OF INFORMATION PUBLICATION OF THE PUBLIC
COMPANY IN THE SECURITIES MARKET
2.1. Theoretical issues on the information publication of the public
company in the securities market.
2.1.1. Definition, characteristics of public companies and disclosure
activities of public companies on the stock market


Definition of the public company:

From the definitions of public companies analyzed, research students

synthesize and record the concept of public companies as follows: Public

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companies are joint stock companies, mobilized capital is mobilized from many
investors outside the company through offering listed securities at stock exchanges
or offering unlisted securities but through securities brokerage institutions, with a
threshold of charter capital and certain shareholders on that basis set out effective
corporate governance requirements ..
 Characteristics of public companies in the stock market
About “public”, the company has carried out the public offering of securities.
The name "public" itself has shown that the number of shareholders of public
company is not limited and is likely to change frequently.
About capital, if public companies have to have charter capital of VND 10
billion or more, public companies on the stock market must have contributed
charter capital at the time of listing registration of VND 30 billion or more according
to the value recorded in the accounting book.
About the capacity of production and business performance, the production
and business capacity of public companies is profitable for 1 year before offering
while the production and business capacity of the public on the stock market must
be profitable2 years before listing.
Regarding the close relationship with the stock market, public companies are a
type of company that is appropriately designed to mobilize capital from the public,
the stock market is an important for this type of company to operate.
 The definition of information publication activities of public company on
the stock market
Through researching and researching information publication activities of

public companies, I inherit previous researches and give the definition of
information publication of public companies in the stock market as follows : Public
information publication of public companies is the activity of a public company

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providing public financial and non-financial information related to its operations so
that shareholders and the investment public can access the most easily but still must
ensure compliance with legislation.
 Characteristics of information publication activities of public company on
the stock market
Firstly, the information publication activity is regular activity of public
companies.
Secondly, information publication activities of public companies are always
carried out by authorities.
Thirdly, all kinds of information disclosed include: periodic information,
extraordinary information, required information, proactive information published.
2.2.2. Roles of public information publication of public companies in the
stock market
Firstly, public information publication in the stock market is a demand of
public companies themselves.
Secondly, public publication of public companies on the stock market is an
indispensable need for the stock market.
Thirdly, public publication of public companies on the stock market is an
legitmate need for the stock market.
Fourthly, information publication of public companies on the stock market
protects investors' assets, stimulates investors to participate in the stock market to
promote the restructuring process of investors in the direction of increasing
investors, organizations, professional investors, qualified to understand derivative

securities.
Fifth, information publication of public companies on the stock market has a
big impact on general interests of the State.

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On the other hand, the requirement of information disclosure of public
companies on the stock market is an intrinsic requirement of the stock market, a real
necessary solution to ensure that the securities market operates safely, stably,
publicly, transparently, and protects interests. legal status of investors, especially
small investors.
Firstly, protect the rights and interests of investors on the central securities
market.
Secondly, public publication of public companies in the stock market makes
sure that stock market operates efficiently, objectively, transparently and publicly.
Thirdly, information publication of public companies improves quality of
corporate governance.
Fourth, public information of public companies protects small shareholders.
2.2.3. Classify information publicized by public companies in the stock
market
Through research on the stock market law of some countries, there are many
standards to classify information publication of public companies in the stock
market. Each classification standard has its own meaning for management and
research.
Based on the subject, information publication by public companies is possible
to access information publication of public companies according to subjects.
Publication of information according to the subject is the obligation to implement
information publication of objects: public listed companies, unlisted public
companies.

2.2.4. Principles of public publication of public companies in the stock
market
Firstly, information must be fully and accurately disclosed.

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Secondly, information must be promptly and regularly published.
Thirdly, binding and enhancing responsibility principle for the subject to
announcement information of public companies on the stock market.
Fourthly, information publication must comply with equality and fairness
principles for objects receiving information.
2.3. Theoretical issues about legislation of public publication of public
companies in the stock market
2.3.1. The definition and legal characteristics of information publication
of public companies in the stock market
 Definition of information publication of public companies in the stock
market
From previous studies and on the basis of inheriting the research points, the
candidate gives the following concept: "Legislation governing information
publication activities of public companies on the stock market is a set of important
parts of legislation regulating information publication activities on the stock market.
It is a synthetic of legal regulations governing public publication of public
information, including legal groups and the following legal regulations: Subjects,
deadlines for public information activities of public companies public companies on
the stock market, rights and obligations of public companies in information
publication activities on the stock market, methods of public information
publication of public companies on the stock market, protecting legitimate rights
and interests of investors in the information publication activities of public
companies on the stock market and handle violations in information publication

activities of public companies on the stock market”.
 Legal characteristics of information publication of public companies in
the stock market

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Firstly, legislation on information publication has a close relationship with
other law provisions such as law on joint stock company management, law on
accounting and law on auditing.
Secondly, legislation on public publication of public companies on the stock
market is an important factor contributing to make a transparent stock market and
sustainable development.
Thirdly, legislation on public information publication of public companies on
the stock market has a great impact on the internal information system of the
company, especially information related to secrets and strategies. business.
Fourthly, legislation on information publication of public companies in the
stock market contributes to improving the management skills of public companies
in the stock market.
2.3.2. Legal content of information publication of public companies on
the stock market
Firstly, the legal regulations adjust objects and time limit for information
publication of public companies on the stock market.
Secondly, the legal regulations regulating the rights and obligations of public
companies in information publication activities on the securities market are
important legal departments, adjusting the legal position of the public company in
information publication activities on the stock market, including the rules for
empowering public companies to proactively disclose information to ensure their
legitimate rights and interests in the stock market.
Thirdly, the legal regulations regulate the information publication method of

public companies in the stock market. Including legal provisions on public
publication of public companies in the stock market should be implemented to
ensure that shareholders and the public can have fair access.

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Fourthly, legal provisions on the protection of legitimate rights and interests of
investors in the information publication of public companies in the stock market are
general provisions of law regulating legal position of investors in accessing and
using public information of public companies in the stock market.
Fifthly, the legal regulations on handling violations in public publication of
public companies in the stock market are an important part of legislation on
information publication of public companies in the stock market, which governs
violations committed by public companies or public information publication
representatives of public companies in public information publication activities of
public companies in the stock market are contrary to the provisions of legislation on
state management in public publication of public companies in the securities market
and are subject to relevant legal responsibilities.
2.3.3. Factors affecting the law governing the disclosure of information
by public companies on the stock market
Firstly, it is international integration requirement.
Secondly, the realities of information publication of public companies on the
stock market require legislation of information publication activities of public
companies in the stock market to have regulations requiring public companies to be
more transparent, open and timely disclosed on the stock market.
Thirdly, the stock market's operating principles have a great impact on
legislation regulating public publication of public companies on the stock market.
Conclusion of Chapter 2.
Chapter 3

ACTUAL SITUATION OF LEGISLATION ON INFORMATION
PUBLICATION OF PUBLIC COMPANY ON THE STOCK MARKET
3.1. Subjects and duration of information publication activities of public

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companies on the securities market
3.1.1. Subjects of information publication activities of public companies on
the securities market
Before the 2006 Securities Law was enacted, information publication on
Vietnam stock market had a distinction between listed and unlisted companies.
Accordingly, public joint stock companies participating in listing on the stock
exchange must perform the obligation to announce a variety of information while
unlisted public companies are not obliged to public information.
Then, in 2006, when Law on Securities was effective that supplemented more
regulations for public companies by introducing definition of public companies and
detailing information publication obligations of the company on Circular 38/2007 /
TT-BTC and Circular 09/2010/ TT-BTC. Accordingly, all public companies
owning charter capital from 10 billion VND and over 100 shareholders must
perform information publication obligations (regardless of public listed or unlisted
public companies, provided that meet conditions to become a public company).
This provision has added subjects who must public information and remedies
inequality inssue in information publication activities on Vietnam stock market.
3.3.2. Duration of information publication activities of public companies on
the securities market
Information publication duaration is specified according to the following
criteria: periodic information publication, extraordinary information publication and
publication of information upon request.
3.4. Rights and obligations of public companies in information

publication activities on the stock market
3.4.1. Rights of public companies in information publication activities on
the stock market

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First, public companies have rights to implement information publication
when there is a need to reach potential investors through activities: advertising
information, promoting new products and services.
Second, public companies do their right to public information to reduce
agency costs.
Thirdly, public information right of public companies publicizes transactions
with related parties for benefits or related internal shareholders, major shareholders
of the company, parties with related interests. The authorities are not entitled to vote
on issues that they are a party to, restricting the provision of loans or financial
guarantees to internal shareholders and related persons, ensuring the rights of
shareholders, openly remuneration for the Board of Directors and the Board of
Management.
3.4.2. Obligations of public companies in information publication activities
on the stock market
Firstly, the public company obligates to public information on the stock
market accurately and promptly.
Secondly, the public company obligates to public information on the stock
market on time.
3.5. Information publication method of public companies in the stock
market
Currently, information publication method of public companies in the stock
market is implemented by general information publication of other information
publication subjects the market including: direct information publication and

indirect information publication methods.
3.6. Protecting legitimate rights and interests of investors in public
information publication of public companies in the stock market

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3.6.1. Protecting legitimate rights and interests of investors on access to
information
First, legal regulations must ensure the right to access information of
shareholders. Shareholders participate in the General Meeting of Shareholders and
vote on the development strategy of the company with resolutions, and the Board of
Directors, General Director /Director and Control Board implement Resolution
content under their authorities. Therefore, when executing Resolution of the General
Meeting of Shareholders, the administrator is easy to use his/her right leading the
company to go beyond the goals and principles of the company's operations that can
affect company owner’s right. Therefore, ensuring access information right about
the company is the most important factor to help shareholders to oversee activities
of the company administrator.
Therefore, information on the stock market is very diverse coming from many
different sources, for many different purposes, without excluding illegal purposes,
such as: spreading false rumors, using insider information, buying and selling
information ... for illegal profits. Therefore, when developing legal regulations on
information publication, it is necessary to attach special importance to the role of
management, supervision and handling of law violations by competent agencies.
3.6.2. Protecting legitimate rights and interests of investors on using
information
Firstly, current legal provisions on the protection of investors' rights and
interests in the stock market in information publication activities of public
companies in particular show that there have been more and more completed

regulations.
Secondly, Vietnam's regulations on investor protection are just in line with
adjustment of behaviors occurring in the domestic market without the compatibility

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with international practices, but especially according to the goals and principles
recommended by IOSCO.
Thirdly, provisions of Vietnam's securities laws do not have regulations on
management of public publication of public companies in the Upcom (Unlisted
Public Company Market) and OTC markets (Over The Counter Market).
3.7. Sanctioning administrative violations of information publication of
public companies on the stock market
It can be said that the Securities Law and its guiding documents have created a
highly effective, relatively complete, synchronous, uniform and comprehensive
legal framework for securities and securities market. contract with regulations on
securities offering, listing, trading, trading, securities investment, securities and
securities market services, state management, inspection, examination and treatment
handling violations, settling disputes, complaints and denunciations related to
securities and securities market. Thereby, creating favorable conditions for Vietnam
stock market to develop healthy, stably and solidly.
Current law has provisions on handling civil offence in the securities market in
general and public information publication activities of public companies in the
securities market in particular, including rules on compensation for damage to
protect legitimate rights and interests of individuals and organizations when they are
illegally violated. In Vietnam, these provisions can be found in many legal
documents, from the principle of Constitution to the provisions of the Civil Law and
specialized legal documents. However, in reality, handling of violations of public
information of public companies on the stock market only prescribes the handling

of administrative violations and regulations on civil treatment seem to be "extremely
fuzzy", have never even been done in practice.
The regulation and concretization of crimes related to information publication

17


in the Crimail Law is a step forward in the application of legal responsibilities in the
information publication field including information publication activities of public
companies in the stock market. However, the application implementation also has
some obstacles such as criteria to consider "can greatly affect securities prices",
"causing serious consequences", the actual operation of the market securities,
prescribing low levels of consequences or illicit profits - that is, criminalizing an act
that should have been applied only to administrative treatment - will not be
consistent with current practice of handling violations in the stock market.
Conclusion of Chapter 3.
Chapter 4
ORIENTATION AND SOLUTIONS TO COMPLETE LEGISLATION
ON THE INFORMATION PUBLICATION OF THE PUBLIC
COMPANY IN THE SECURITIES MARKET IN VIETNAM
4.1. Orientation to complete legislation on the information publication of
the public compant in the securiries market in Vietnam
Firstly, perfect legislation on information publication of public companies on
the stock market to ensure that the stock market operates transparently and protects
legitimate rights and interests of investors.
Secondly, perfect legislation on information publication of public companies
on the stock market to remedy inadequacies of current law on public information
activities of public companies on the stock market.
Thirdly, perfect legislation on information publication of public companies on
the stock market to meet equirements of international integration for the stock

market and public information actitivies of public companies on the stock market.
4.2. Solutions to complete legislation on the information publication of
the public compant in the securiries market in Vietnam

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4.2.1. Regarding the subject, the deadline for information publication of
public companies in the stock market
In order to improve legislation related to the object, the time limit for
information publication of public companies on the stock market needs to legalize
the regulations on public publication of public companies on the stock market,
specially, there are specific provisions in the upcoming amended and supplemented
Law on Securities. As follows:
Firstly, about periodic information publication.
Secondly, about English information publication.
Thirdly, about required and optional information publication.
4.2.2. Regarding the rights and obligations of public company in the
information publication activity in the stock market
Specify clearly about information publication methods, subjects, content of
information publication as well as clarify clearly the information publication
responsibility of major shareholders or investors owning more than 5% of closed
fund certificates , group of related people and internal titles, related persons of
internal people of public companies or public funds ... Help businesses operate more
effectively because through information clearrness obligations , businesses need to
make efforts to build their trust to investors and customers.
4.2.3. The nformation publication method of public company in the stock
market.
Firstly, although State Securities Commission has built an information
publication system in the stock market on ids.ssc.gov.vn, it has only served one way

and has no connection with Hanoi Stock Exchange and Ho Chi Minh Stock
Exchange. Therefore, the management agency needs to build and develop a system
of digital stock exchanges based on electronic information pages with synchronous

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connections.
Secondly, the market management agency needs to build a public information
saving Center
Thirdly, State Securities Commission should build a information publication
development system.
4.2.4. Protect legal rights and interests of inventors in the information
publication activity of public company in the stock market
Firstly, it is necessary to improve the legal regulations on information
publication eassily to understand and simplely to applicate and enforce, clearly
stipulate definition of related persons and regulations about related groups, the
responsibility to disclose information to major shareholders / investors owning 5%
or more for stocks and investment fund certificates; group of related people and
insiders; and set information publication standards in group of companies based on
capital size and “popularity” ...
Secondly, need to enhance investors' responsibility in accessing and using
information.
4.2.5. Solutions to improve legislation on handling violations in
information publication of public companies in the stock market
Firstly, it is necessary to soon issue additional legal provisions related to the
sanctioning of administrative violations in public information operations of public
companies on the stock market, in order to enhance the publicity and transparency
of the stock market, access to standards and international practices on information
security on the stock market, protecting the legitimate rights and interests of

investors. Specifically, the proposed standardization of Information disclosure
regulations on Vietnam's stock market; supplementing the liability of information
security for major shareholders owning 5% or more of stocks and investment fund

20


certificates; groups of related people and company insiders; and regulations on CB
standard by company group based on capital size and popularity..
Secondly, it is necessary to concretize criminal responsibilities for authorized
people in information publication activities of public companies in the stock market.
Thirdly, improve principles of determining how to calculate damages to claim,
regulations on how to calculate and prove the actual damage of investors arising
from public acts Publication of false information, causal relationship between
damage and violation acts, thereby "filling" the gap of the law to ensure that
investors and related entities in the market perform rights and legitimate interests.
4.3. Other support solution groups
4.3.1. Develop a set of information transparency indicators for public
companies
In Vietnam, since the stock market officially operated in 2000 up to now, there
has not been any set of information transparency indicators applied to measure the
transparency of public companies. Therefore, Vietnam also needs to research and
establish information transparency index for public companies on the basis of
acquiring experiences of other countries. In particular, Vietnam needs to apply
Standard & Poor’s (S&P)’s criteria in building a transparency index in public
publication activities of public companies. Information application in information
publication is evaluated based on the detail of detail of the three groups of
information: the structure of equity and investor's rights (with 28 details); financial
statements and business information (with 35 details); ownership structure and
benefits of management levels (with 35 details). Detailed information is considered

in not only annual reports, but also on the company's website and other means that
the company must use to publicize information.
4.3.2. Transparency of information published in Vietnam stock market

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In parallel with the above solutions, transparency of information published in
the Vietnam stock market should also be seriously considered, such as: strengthen
management and improve efficiency, quality of independent auditing; continue to
improve the enterprise accounting system in general and the system of financial
reports in particular, towards the information publication activities to get the
common standards and rules of the world..
4.3.3. Improve information publication means
Firstly, management agencies and public companies need to simultaneously
develop a website-based digital information publication system.
Secondly, the market management agency needs to build a Published
information storage Center to monitor the market more effective.
Third, encourage activities of providing professional information firms,
especially when the stock market develops.
In addition, there also needs some solutions such as training public companies
to enhance the responsibilities of public companies and investors for transparency
obligation in the stock market or completing the violation handling mechanism for
information publication violations in the stock market.
Conclusion of Chapter 4
CONCLUSION
Currently, studying legislation on public publication of public companies in
the stock market in Vietnam is necessary for the integration process and reaching
international standards and practices as well as recommendations of IOSCO's about
stock market operations.

Over 20 years of establishing developing the securities law system in general
and legislation on information publication of public companies in the stock market
in particular, it have been built fully and completely, improved and helped

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