Ordinary shareholders’s right in joint stock company.
A joint stock company is an enterprise whose legal capital is divided into equal portions called shares; Shareholders may be organizations or individuals; minimum number of shareholders is 03 and no maximum limit. In this article, we will provide information about the rights of ordinary shareholders in joint stock companies
*Legal ground:
- Article 114 The Enterprise Law 2014
* The rights of ordinary shareholders
1.Ordinary shareholders have the following rights:
a) Attend and give opinions at the General Meetings of Shareholders; exercise the right to vote directly or via an authorized representative or in another form permitted by law or the company’s charter. Each ordinary share has a vote;
b) Recieve dividends at the level decided by the General Meeting of Shareholders;
c) Has the preemptive right when buying newly-offered shares in proportion to his/her ordinary shares
d) Transfer his/her shares to other persons, except for the cases which are prescribed by Enterprise Law
e) Examine and collect information from the List of Shareholders having voting right; request to fix incorrect information.
f) Examine or make a copy of company’charter, minutes and resolutions of General Meeting of Shareholders
g) When company is dissolved or bankrupt, ordinary shareholders shall receive a part of company’remaining asset correspond to his/her holdings
2. Any Shareholders or group of shareholders who holds at leats 10% of total ordinary shares in at least 06 consecutive months or a smaller propotion which is prescribed by company’charter, shall have the following rights:
a) Nominate candidates for the Board of Directors and the Control Board.
b) Examine and cpoy minutes and resolution of the Board of Directors, mid-year and annual financial satements using the form of Vietnam’s Accouting System and reports of the Control Board.
c) Request to convocate General meeting of shareholders in cases prescribed in Section 3
d) Request the Control Board check out each specific issue relate to the management and operation of company when necessary. The request shall made in writing, have full name, address, nationality, ID/passport number if shareholder is an individual; full name, address, nationality, establishment decision/business registration number if shareholder is an organization; the amount of stocks and time of shares registration of each shareholders, the total of shares of group shareholders and the rate of shares to the company’s total shares; issue need check, checking purpose.
e) Other rights prescribed by Enterprise Law and company’s charter.
3. Any Shareholders or group of shareholders who holds at least 10% of total ordinary shares in at least 06 consecutive months or a smaller propotion which is prescribed by company’s charter, shall have the right to convocate the General meeting of shareholders in cases below:
a) The Board of Directors commits serious violations agiants the right of shareholders, obligations of manager or make decision beyond assigned authority.
b) The term of the Board of Directors has exceeded 06 months and the new Board of Directors is not elected.
c) Other cases prescribed by company’s charter.
