Tiếng Việt
中文Short answer: The basic conditions and terms of corporate bonds are prescribed in Article 6 of Decree No. 153/2020/ND-CP (as amended by Decree No. 65/2022/ND-CP and Decree No. 08/2023/ND-CP): tenor, issuance volume, currency, par value, form, nominal interest rate, type, and method of interest and principal payment — most of which are decided by the issuing enterprise for each offering. The law does not set a minimum or maximum limit on corporate bond interest rates.
Legal basis
- Decree No. 153/2020/ND-CP (Articles 6, 18), as amended by Decree No. 65/2022/ND-CP and Decree No. 08/2023/ND-CP;
- Circular No. 122/2020/TT-BTC (information disclosure).
Basic conditions and terms of bonds
Under Article 6 of Decree No. 153/2020/ND-CP:
Related services
M&A, Equity Transfer and Project Transfer
If you are preparing an equity transfer, M&A transaction, project transfer or restructuring, ANT Legal can help review legal risks and transaction structure.
- Tenor and issuance volume: decided by the enterprise according to its capital needs;
- Currency: domestic bonds — Vietnamese Dong; international bonds — foreign currency per the issuance market and foreign exchange management law;
- Par value: VND 100,000 or multiples of VND 100,000 (domestic);
- Form: certificates, book-entry, or electronic data;
- Nominal interest rate: fixed, floating, or combined; for floating rates, the reference basis must be clearly stated in the issuance plan;
- Type and method of interest and principal payment: decided by the enterprise and disclosed to investors before the offering.
Is the bond interest rate limited?
No. The law does not prescribe a minimum or maximum level for corporate bond interest rates — the interest rate is decided by the enterprise in accordance with its financial situation and debt repayment capacity (bonds issued by credit institutions must also comply with the State Bank of Vietnam’s interest rate regulations).
Principles of information disclosure
Under Article 18 of Decree No. 153/2020/ND-CP: the issuing enterprise must disclose information fully, promptly, and clearly and is responsible for its accuracy and truthfulness; pre-offering disclosure must not be promotional or solicitous through mass media (except where securities law permits).
Frequently asked questions
May individual investors buy privately placed corporate bonds?
Under current regulations (as amended by Decree No. 65/2022), privately placed corporate bonds may only be sold to professional securities investors. Individual investors must meet the professional investor criteria to purchase.
May an enterprise repurchase bonds before maturity?
Yes, in accordance with the disclosed bond conditions and terms and the law; repurchases and swaps must be disclosed as prescribed.
To issue corporate bonds in compliance and protect the parties’ interests, you should contact ANT Legal’s lawyers at 0966.475.966 for review and advice before proceeding.
