Circular No. 10/2011/tt-Nhnn: Selection Criteria Specified In Strategic Shareholders Against The State Commercial Bank Holdings

Original Language Title: Thông tư 10/2011/TT-NHNN: Quy định tiêu chí lựa chọn cổ đông chiến lược đối với  ngân hàng thương mại Nhà nước cổ phần hóa

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CIRCULAR selection criteria specified in strategic shareholder with respect to State commercial bank holdings _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ pursuant to the law the State Bank of Vietnam the number 46/2010/QH12 16 June 2010;
Pursuant to the law on credit institutions the number 47/2010/QH12 16 June 2010;
Pursuant to Decree No. 96/2008/ND-CP on August 26, 2008 Government's functions, tasks, powers and structure of the State Bank of Vietnam;
Pursuant to Decree No. 112/2007/ND-CP dated 26 June 2007 by the Government on the transfer of 100% of capital of State enterprises into joint-stock companies;
Pursuant to Decree No. 69/2007/ND-CP dated 20 April 2007 from the Government of the foreign investors who buy shares of commercial bank of Vietnam;
Under the direction of the Prime Minister at no. 7054/VPCP-DMDN on October 12th, 2009 by Office of Government about the selection criteria strategic shareholders of State commercial bank's stock;
The State Bank of Vietnam (hereinafter the Bank) specified selection criteria strategic shareholders of commercial State banks stock as follows: article 1. Scope and objects 1. This circular regulations regarding selection criteria for the strategic State commercial bank shares.
The shareholder approval for the strategy of State commercial bank was made under the provisions of Decree No. 112/2007/ND-CP dated 26/6/2007 of the Government on the transfer of 100% of capital of State enterprises into joint stock companies and other related provisions of the law.
2. This circular apply to State commercial bank shares, including: a) State commercial bank are equitized;
b) State commercial banks have stock but not yet listed on the stock market;
c) State commercial bank shares and listed on the stock market.
Article 2. Purpose and requirements 1. State commercial bank Holdings shareholders options strategy aims to select reputable investors, has the capacity and financial ability to support commercial holdings in the State: a) strengthening governance, operations, and risk management;
b) apply modern technology;
c) product development, banking services;
d) develop other areas consistent with the development strategy of State commercial bank's stock;
2. the strategic shareholders of commercial bank State holdings must ensure that meets the following requirements: a) Has strategic interests consistent with the development strategy of State commercial bank's stock;
b) does not create a conflict of interests;
c) doesn't create monopoly in unfair competition for customers, the other investor State commercial bank's stock and for other credit institutions.
Article 3. Build selection criteria strategic strategic shareholders must meet a minimum of the following criteria: 1. for foreign strategic shareholders: a) Is a foreign credit institution or financial institution abroad, has total assets of equivalent minimum of 20 (twenty) billion in the year before the year of registration of shareholders participating strategy;
b) Have on 5 (five) years experience in international activities;
c) Are the institutions independent rank International (Moody's, Standard & Poor, Fitch Rating ...) rated at a level likely to make financial commitments and normal operation even when the situation, the economic trend change not favorable;
d) Not as strategic shareholders, major shareholders, the shareholders in any credit institutions in Vietnam;
DD) Have committed to writing about the support the State commercial bank holdings in the areas specified in article 2 paragraph 1 of this circular and committed to sticking with State commercial bank shares.
2. for domestic strategic shareholders: a) is the business experience, good governance capacity;
b) Had total assets of minimum 3,000 (three thousand) billion in the year before the year of registration of shareholders participating strategy;
c) has enough capital sources: equity minus long-term investments equal to the equity and short-term assets minus short-term debt left by the minimum amount of capital contributed by registered shareholder participation strategies;
d) rate of return on equity (ROE) over 15%, the rate of return on assets (ROA) on 1% of the adjacent years before registering to join strategic shareholders, has a positive net profit in three years in a row before registering to join strategic shareholders;
DD) no bad debt at credit institutions;
e) Not as strategic shareholders, major shareholders, the shareholders in any credit institutions in Vietnam at the time of registration to join strategic shareholders;
g) Have committed to writing about the support the State commercial bank shares in one or more fields specified in clause 1 2 of this circular;
h) has a commitment in writing not to transfer the number of shares to be purchased in minimum time of 5 years from the date of purchase of the shares, to become strategic shareholders and does not perform any transactions with State commercial bank shares leads to conflict of interest and create monopoly or unfair competition with customers other investors in State commercial bank's stock and for other credit institutions;
I) for strategic shareholders in the country's institutions, in addition to the conditions referred to in Points a, b, c, d, e, f, g and h Account 2 this must meet the following criteria:-make sure to maintain the restrictions to ensure the safe operation of the credit institution in accordance with the State Bank;
-Capital safety ratio (CAR) of adjacent years before registering to join strategic shareholders on 10%;
-The proportion of bad debt in the year before the adjacent sign strategic shareholders below 2%;
-Credit institutions not to buy shares of State commercial bank shares that State commercial bank holdings are shareholders, members of the Organization's capital contribution credit that at the time of registration to join strategic shareholders.
Article 4. The choice of strategic bases specified in this circular, the State commercial bank stock specific building selection criteria strategic shareholders, put into the content project to equitization of State commercial bank (for the commercial banks are State Holdings) options or strategic shareholders (for the State commercial bank privatization) process of approval by the Prime and only used selection criteria strategic shareholders to make strategic choice after being approved by the Prime Minister.
Article 5. Terms of implementation 1. This circular has effect from the day 1/6/2011.
2. The Chief, Chief Inspector, bank supervision, heads of units of the State Bank, the Chairman of the Board of the State commercial bank holdings is responsible for the implementation of this circular.