Preferential shares for employees when equitizing enterprises

Legal Consulting Office of Lao Dong Newspaper answers:

Clause 1, Article 43 of Decree 57/2026/ND-CP on restructuring state capital in enterprises (effective from February 13, 2026) stipulates shares sold at preferential prices to employees as follows:

a) Subjects buying shares at preferential prices include:

a1) Employees working under labor contracts and enterprise managers of equitized enterprises at the time of determining the value of equitized enterprises.

a2) Employees of equitized enterprises at the time of determining the value of equitized enterprises have been assigned to represent capital in other enterprises that have not yet enjoyed preferential share purchase policies at other enterprises.

a3) Employees working under labor contracts and business managers of level II enterprises (not yet entitled to preferential share purchase policies at other enterprises) at the time of determining the equitized enterprise value of level I enterprises.

b) Subjects specified in point a, clause 1 of this Article are allowed to buy a maximum of 100 shares for each year actually working in the state sector at a selling price equal to 60% of the value of 01 share calculated at par value (10,000 VND/share);

c) For employees representing contracted households (each contracted household appoints a representative employee) at the time of determining the value of the equitized enterprise with a long-term stable contract with an agricultural and forestry company when transferring to a joint-stock company, they are allowed to buy a maximum of 100 shares for each year actually contracted with the company at a selling price equal to 60% of the value of 01 share calculated at par value (10,000 VND/share);

d) The difference between the selling price to employees and the par value of shares as prescribed in Clause 1 of this Article is deducted from the value of the state capital when finalizing at the time the enterprise officially transforms into a joint-stock company;

d) The number of shares sold at preferential prices as prescribed in this clause, employees must hold and are not allowed to transfer within 03 years from the time of payment for preferential share purchase;

e) The total value of shares sold at preferential prices to employees calculated at par value does not exceed the value of owner's equity according to accounting books at the time of determining enterprise value.

Thus, from February 13, 2026, when enterprises are equitized, the sale of shares at preferential prices to employees is regulated as above.