In Vietnam In UK

Types – On the Basis of a Number of

Members:
+ Private: limits the number of
members to a certain number
specified in the relevant Companies
Act, restricts the right to transfer
shares.
+ Public: there is no upper limit on
the number of members, the
shareholders are free to purchase or
sell shares of the company.

– On the Basis of Liability

+ Unlimited Liability: the liability
of shareholders is unlimited.
+ Limited Liability: (most
common form in UK) the liability
is limited to the extent of the value
of shares held by shareholders
+ Limited by Guarantee: the
shareholders have to pay a fixed
amount in the event of liquidation
of the company.

- On the Basis of Ownership

+ Government: a company in which
not less than 51% of the shares are
held by the Central or State
Government or by a combination of
Central or State Government
+ Non-Government: a company
where the majority of the stake is
owned by private individuals/
institutions is known as a Non-
government Company.
Types of - Simple stocks - Preference shares: come in several
shares – - Preferred stocks with varieties such as cumulative or non-
stocks preferential right of vote cumulative; redeemable or non-
- Preferred stocks with redeemable, participating or non-
preferential right distribution of participating; and convertible or
the dividends non-convertible.
- Redeemable preferred stocks - Equity shares
 prescribed by the Charter of
Joint Stock Company.
The way of Within the first three years after - Fill out a Stock Transfer Form in
transferring the establishment of the order to legally transfer the shares.
or selling company, all shareholders must - If the shares you are selling are
shares approve to the sale or transfer sold for more than £:1,000 then you
of shares. However, after three will have to pay Stamp Duty. If this
years shareholders can is the case, you will have to send
independently sell, dispose of off your Stock Transfer Form to
their shares in any way without HMRC within 30 days of the
the approval of other effective date of transfer for the
shareholders. form to be stamped.
- Check the articles of association
and the shareholder's agreement to
see if there are any restrictions
listed in there, such as: Pre-emption
rights of existing shareholders, The
directors' power to authorise share
transfers, Buy-back options of the
company, The restriction of
transfers to family members
Documents The process and requirements The following three documents are
of establishing are more  essential for a company:
complicated and time- - Memorandum of Association
consuming, along with more (MOA)
stringent requirements: - Articles of Association (AOA)
- Investment project proposals - Prospectus
- Documents to apply for an The regulations to run a company
investment registration are drawn from the above
certificate documents. However, Private
- Legal status certificate for all companies do not need to prepare
founding shareholders the Prospectus of the company.
- Personal details of all
shareholders and amount of
shares
- A capital bank account
- Land use proposal
- A foreign investment
certificate
- An annual return submission
- Audited financial statements

Minimum and - Shareholders: At least 3 (Private limited company):

 maximum shareholders and no restriction - Shareholders: There is a statutory
number of to the maximum number. minimum requirement of 1
directors and shareholder, and no maximum
shareholders - Directors (eg, members of number.
BOD), the number of members - Directors: There is a statutory
ranges from 3 to 11. minimum requirement of 1 (who
must be a natural person) and no
maximum number. The company's
articles may contain additional
stipulations.
Tax presence An entity is liable to pay (Private limited company):
corporate income tax levied on Company's profits taxed at 2 levels:
its earnings, and shareholders/ - Corporation tax is applied directly
members (only individuals) are on the company's profits.
taxed on any distributed - In addition, income tax is imposed
dividends. on any dividends distributed to
shareholders. Company may be
under a duty to withhold tax (eg,
when paying interest).
Public The identity of directors (ie, (Private limited company):
disclosure of members of BOD) and Identities of directors and
identity of shareholders are not required to shareholders (together with details
directors and be public. During the of their respective shareholdings)
shareholders establishment of the entity and are publicly available.
in regard to certain changes, the
information of the members,
founding shareholders and legal
representatives might be
required to be public on the
National Business Registration
Portal.
Requirement Generally no requirement, (Private limited company):
regarding par except when listing a joint stock All allotted shares must have a
value of stock company where the par value of fixed par value. Shares must not be
the stock offered for first-time allotted at less than par value but
sale to the public is 10,000 may be issued at a premium. There
VND. is no statutory minimum par value.
Restrictions Shares are freely transferable Shares are generally capable of
on except for: being freely transferred subject to
transferability - Transferring shares of any restrictions contained in the
of shares founding shareholders within company's articles.
the first 3 years of existence. `````````````````````````````````
- Restrictions stipulated by the
 charter.

TÀI LIỆU THAM KHẢO:

1/ https://www.dlapiperintelligence.com/goingglobal/corporate
2/ https://www.wallstreetmojo.com/joint-stock-company/
3/ https://www.companywizard.co.uk/blog/how-to-transfer-shares