Can the Board of Directors Decide to Repurchase Shares?

Quick answer: The Board of Directors of a joint-stock company has the authority to decide on share repurchases at the request of shareholders or under the company’s decision, within its competence and in compliance with the conditions for share repurchase under the Law on Enterprises 2020 (amended and supplemented by Law No. 76/2025/QH15).

Can the Board of Directors decide to repurchase shares?

Under the Law on Enterprises 2020, the Board of Directors may decide to repurchase shares in the following cases: repurchase at the request of shareholders (Article 132) and repurchase under the company’s decision (Article 133), provided that the total value of repurchased shares does not exceed 10% of the total ordinary shares sold in each 12-month period (for repurchases under the company’s decision).

Must the company register a capital reduction when repurchasing shares?

Within 10 days from the completion of payment for the share repurchase, the company must notify and register a reduction of charter capital corresponding to the total par value of the shares repurchased by the company (except where the repurchased shares are retained as treasury shares as prescribed).

Applicable legal basis

• Law on Enterprises 2020 (59/2020/QH14), amended by Law No. 76/2025/QH15: Articles 132 and 133 (outside the amendment scope of Law 76/2025).

Note on Applying Current Legal Regulations

This article is part of the General Knowledge series and is presented for reference purposes, helping readers understand the legal issue at a general level before preparing documents or entering into transactions.

Legal regulations may change depending on timing, locality, document type, and specific circumstances. If you need to determine the exact legal basis applicable to your file, please contact ANT Legal’s lawyers at 0966.475.966 for verification and advice before proceeding.

Common Risks to Note

• Applying an outdated, amended, or replaced legal instrument.
• Preparing incomplete dossiers, documents, or evidence.
• Misunderstanding the conditions, procedures, time limits, or competent authorities.
• Signing, filing, or entering into transactions without fully assessing legal risks.

How Can ANT Legal Help?

ANT Legal supports reviewing specific situations, checking dossiers, identifying the applicable legal basis, advising on handling options, and representing clients in dealings with individuals, organizations, or competent authorities when necessary.

For prompt advice, please contact our lawyers at 0966.475.966.

Related Articles

• Regulations on Products and Services Provided by Cooperatives to Members
• Rules on Preparing Union Finance Budget Reports: Sources of Union Finance Revenue
• Rules on Preparing Union Finance Budget Reports: Sources of Union Finance Revenue
• Dossier for a Certificate of Eligibility for Accounting Services Business
• Rules on Accounting Work When Converting Type or Ownership Form in Vietnam