中文Does paying for share purchase make one a shareholder of a joint-stock company?
Not yet. Having paid under a share transfer contract but not yet been recorded in the shareholder register does not make one a shareholder; one does not yet own the company’s shares. Under Article 122 of the Law on Enterprises (as amended and supplemented by Law No. 76/2025/QH15), a joint-stock company must establish and keep a shareholder register from the time it is granted the Enterprise Registration Certificate. The shareholder register may be a paper document or an electronic dataset, recording: full name, contact address, nationality and legal document number of an individual shareholder; name, enterprise code or legal document number and head office address of an organizational shareholder; the number of shares of each class held by each shareholder, and the share registration date. The buyer becomes a shareholder (share owner) only from the time such information is fully recorded in the shareholder register.
If not, what conditions must be met?
To become a shareholder after paying for share purchase, the buyer needs to:
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Commercial Contracts
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- Complete the share transfer procedures under Article 127 of the Law on Enterprises (transfer contract; compliance with transfer conditions for ordinary shares of founding shareholders within 03 years from the date the company is granted the Enterprise Registration Certificate);
- Request the company to update the shareholder register with the full contents under Clause 2, Article 122 of the Law on Enterprises as above.
The joint-stock company is obliged to promptly update shareholder changes in the shareholder register; the shareholder register is kept at the company’s head office or an authorized organization.
How can ANT Legal help?
ANT Legal assists in drafting share transfer contracts, reviewing transfer conditions, updating the shareholder register and advising on disputes relating to shareholder status.
For quick advice, you may contact a lawyer at 0966.475.966.
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