Tổ chức và hoạt động của quỹ đầu tư chứng khoán theo pháp luật việt nam hiện nay tt tiếng anh

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Tổ chức và hoạt động của quỹ đầu tư chứng khoán theo pháp luật việt nam hiện nay tt tiếng anh

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VIETNAM ACADEMY OF SOCIAL SCIENCES GRADUATE ACADEMY OF SOCIAL SCIENCES NGUYEN THI HONG PHUOC ORGANIZATION AND OPERATION OF THE SECURITIES INVESTMENT FUND UNDER THE CURRENT LAW OF VIETNAM Major: Economic Law Code: 38 01 07 SUMMARY OF DOCTORAL THESIS IN LAW HANOI - 2019 The Doctoral thesis was completed at: GRADUATE ACADEMY OF SOCIAL SCIENCES Supervisor: Assoc Prof Dr Nguyen Duc Minh Reviewer 1: Prof Dr Nguyen Thi Mo Reviewer 2: Assoc Prof Dr Duong Dang Hue Reviewer 3: Dr Nguyen Van Cuong The thesis is defended before the thesis appraisal board of the Academy at the Graduate Academy of Social Sciences at: hours, date month 2019 The doctoral thesis can be found at: - National Library of Vietnam; - Library of Graduate Academy of Social Sciences LIST OF PUBLISHED SCIENTIFIC WORKS OF AUTHOR Nguyen Thi Hong Phuoc (2018), Management and supervision rights of securities investment fund, Industry and Trade magazine No 12, September 2018; Nguyen Thi Hong Phuoc (2018), Current legal status of organization and operation of securities investment companies in Vietnam today, Industry and Trade magazine No 12, September 2018; INTRODUCTION The urgency of the subject The stock market creates opportunities for investors to seek profits With the diversity and richness of the securities market, investors can choose for themselves the most effective investment methods However, in parallel with profits, there are always potential risks In order to limit the risk to the lowest possible level, investors can jointly invest capital into a securities investment fund As a collective investment, securities investment fund has positive effects on investors in the securities market such as: Diversifying investment portfolio; specialize investment activities because the securities investment fund operates under the professional management of organized investors (Fund Management Company); orient investment in the market and save transaction costs In Vietnam, the Government's Decree No 48/1998/ND-CP dated July 11, 1998 on securities and securities market is the first legal document directly adjusting the securities investment fund Accordingly, the first securities investment fund was officially established in 2004 Development process of securities investment fund has been gradually adjusted by high-value legal documents such as: Law on Securities of 2006, Law on amending and supplementing a number of articles of the Securities Law of 2010 This solid legal basis has facilitated the creation of fund management companies and securities investment fund After more than 12 years of implementing the Law on Securities, the securities investment fund has not shown its role and positive effect in the securities market, has not yet a reliable investment method of investors This is reflected in the context: securities investment fund is mainly established as closedend fund, open-ended fund, ETF fund, real estate investment fund; no additional retirement fund and securities investment company (securities investment fund in the of joint stock company model); the number of securities investment fund is still low (39 securities investment funds); operational efficiency of securities investment fund is not high; the number of investors participating in the securities investment fund is not much and declining; Some large-scale securities investment fund have terminated their operation Considering the causes of operational institutions affecting the operation results of the securities investment fund, there are still limitations and shortcomings of the law on organization and operation of securities investment fund and issues of management of securities investment fund Continue to restructure according to Decision No 242/2019/QD-TTg of the Prime Minister on February 28, 2019 approving the scheme "Restructuring the securities market and insurance market by 2020 and orientating by 2025 ”, in which: Continue comprehensive restructuring the securities market to become an important medium and long-term capital channel for the economy; improve governance capacity of fund management companies; ensure a reasonable structure between individual investors and institutional investors, and at the same time promoting the development of professional investors (securities investment fund) In order to assess the legal provisions on organization and operation of securities investment fund in terms of comprehensiveness, uniformity, appropriateness, efficiency and propose solutions to complete the law and to improve the operational efficiency of securities investment fund for restructuring process, I chose the topic of "Organization and operation of the Securities Investment Fund under the current law of Vietnam" for the PhD thesis of Jurisprudence, majoring in Economic Law, code 9.38.01.07 Purposes and research tasks of the thesis - Thesis purposes: The purposes of the thesis are to analyze the current Vietnamese legal provisions on organization and operation of securities investment fund; assess practical application of law on organization and operation of securities investment fund; point out limitations and shortcomings in terms of laws and governance mechanisms; then propose solutions to fulfill the law and solutions to improve the law enforcement mechanism on organization and operation of the securities investment fund in the security market in Vietnam - Thesis tasks: In order to achieve the above-mentioned purposes, the thesis tasks are set out in detail: Firstly, the thesis clarifies the general theory of securities investment fund and the argument of law adjustment for organization and operation of securities investment fund Secondly, the thesis analyzes the status of Vietnamese securities laws on organization and operation of securities investment fund; assess the results of the law, the results in the operation of the securities investment fund; points out the limitations and shortcomings in the organization and operation of the securities investment fund in terms of laws and governance mechanisms reducing the effectiveness of law enforcement Thirdly, the thesis proposes recommendations and solutions to fulfill the law and law enforcement mechanism on organization and operation of securities investment fund These recommendations and solutions must stem from the requirements and orientations of the Communist Party of Vietnam and the State's policies in perfecting the law on the securities market in general and the securities investment fund in particular Subjects and scope of research of the thesis - Thesis subject: Organization and operation of securities investment funds placed in the context of law and practice of Vietnam - Thesis research scope: + Scope of content: Securities investment fund in accordance with Vietnamese securities law including Securities investment fund (contract model) and Securities investment fund with model of joint stock company (Securities Investment Company) established, function and operate under Vietnamese law + Scope of space: The thesis focuses on researching according to Vietnamese law Legislation on Securities investment fund of some countries in the world is mentioned for analysis, comparison and comparison with Vietnamese law as a basis for proposals + Scope of time: The thesis studies the system of legal regulations on organization and operation of Securities investment fund in Vietnam since the Law on Securities of 2006 so far Methodology and research methods of the thesis - Methodology: The thesis is based on the policies and guidelines of the Communist Party of Vietnam on "continuing to build and fulfill the socialist rule of law" [46, p175], including perfecting the legal system in general and securities law in particular - Research method: The thesis has used the following specific research methods: + Method of systematizing scientific arguments, synthesizing, analyzing and evaluating used to study the theoretical issues of the law on organization and operation of securities investment fund + Methods of analysis, comparison and statistics are used to study, make comments and assess the status of law and practice of law application on organization and operation of securities investment fund in Vietnam today + Methods of synthesizing, analyzing and comparing to determine the requirements set for perfecting the law in general, orientations to improve the law on organization and operation of securities investment fund in particular, from there proposes specific recommendations and solutions New scientific contributions of thesis Firstly, in terms of general theory, the thesis has clarified the concept of securities investment fund, the role of securities investment fund; identified the characteristics of the securities investment fund to see the differences with other investment funds; applied scientific theories in determining the organizational mechanism and operation of each type of model of the securities investment fund Secondly, on the theory of legal adjustment on organization and operation of securities investment fund, the thesis has identified the content of the law on organization and operation of securities investment fund from principles of regulating the law, identifying legal subjects, legal relations among the participants in the securities investment fund and thereby give the legal concept of organization and operation of securities investment fund Thirdly, the thesis has identified the role of law for the management of securities investment fund, because for investment funds to operate effectively not only the legal environment is needed but also the governance issue is required In addition, the thesis has pointed out the factors affecting the law on organization and operation of securities investment fund that have meaning to consider the requirements set out in the process of completing the law Fourthly, the thesis has analyzed the current status of Vietnamese law on organization and operation of securities investment fund and securities investment companies (securities investment fund under model of Joint Stock Company) The thesis has made assessments on the legal situation, synthesized and statistics data to demonstrate the practical operation of the securities investment fund in Vietnam today Thereby, it points out limitations, inadequatations in the provisions of the law adjusting the organization and operation of the securities investment fund; Assesses that law enforcement practices still has limitations Fifthly, the thesis has identified the factors affecting the completion of law and orientations improving securities law on organization and operations of securities investment fund based on the views and policies of The State of Vietnam on restructuring the securities market in general and under the request of amending of the Securities Law Thus, the thesis has made recommendations and solutions to improve the law on organization and operation of securities investment fund; solutions to improve the effectiveness of law enforcement on the organization and operation of the securities investment fund in Vietnam today Theoretical and practical significances of thesis In terms of theory, it added to the general argument system about securities investment fund, the organization and operation models of securities investment fund, legal theory on organization and operation of securities investment fund; providing a scientific approach to legal theory and practice in the direction of legal economics In practice, the research results of the thesis will contribute to improving the law on organization and operation of securities investment fund in the amended Securities Law At the same time, this is also a reference source for the research and study of laws on the securities in general and the law on securities investment fund in particular Thesis structure In addition to the introduction, abbreviated list, list of diagrams, tables, appendices, conclusions, published works related to the topic and references, the structure of the thesis consists of chapters Chapter OVERVIEW OF RESEARCH SITUATION, RESEARCH QUESTIONS AND STUDY THEORY 1.1 Overview of research situation 1.1.1 General theoretical research works on securities investment fund and law on organization and operation of securities investment fund - Research works on the concept of securities investment fund - Research works on characteristics of securities investment funds - Research work on classification of securities investment fund - Research works on the theory of law on organization and operation of securities investment funds 1.1.2 Works studying the legal status and implementation of law on organization and operation of securities investment fund - Research on the current legal status of organization of securities investment fund - Research on the current operation of the securities investment fund - Research on practical implementation of the law on organization and operation of securities investment fund 1.1.3 Research works have proposed recommendations and solutions related to perfecting the law on organization and operation of securities investment fund 1.1.4 Research status assessment 1.1.4.1 Results that thesis will inherit and continue to research and develop Firstly, the thesis will inherit the above views and further clarify the concept of securities investment fund; characteristics of the securities investment fund to distinguish it from other types of investment funds; categorize securities investment fund and clarify the role of securities investment fund to complete the general theory of securities investment fund Secondly, continuing to study the organization and operation model of the securities investment fund in the world is necessary to have experience for completing the model of securities investment fund in Vietnam Thirdly, consider the nature of the relationship and its dominance to the entities involved in the organizational and operational relationship of the securities investment fund (investors, fund management companies, supervisory banks) Fourthly, the determination of the content of the law on organization and operation of securities investment fund is studied by the author in accordance with the Law on Securities in 2006 and the current guidelines documents 1.1.4.2 The issues that have not been mentioned and continued to be studied Firstly, build a theoretical legal system on organization and operation of securities investment fund In specific: The adjustment of the organizational and operational relations of the securities investment fund by law must base on basic principles, determine the content of the law for the organization and operation of the securities investment fund On that basis, clarify the role of law for the management of securities investment fund as well as factors affecting the law on organization and operation of securities investment fund Secondly, the organizational model of securities investment fund according to Vietnamese law; the mechanism of separation between management Trust fund investment model has the following characteristics: (i) The nature of the fund is shown as a collection of capital from investors; (ii) The purchase of fund certificates means entrusting the Investor's money to the manager; (iiI) Investors not have shareholder status to participate in fund management; (iv) The legal basis of this model is the Trust Law 2.1.2.2 Investment fund in form of contract model Trust fund investment model and contract model have many similarities in: the subject involved; the basis of the relationship and the operational mechanism The difference between the trust fund model and the contract fund model is the legal basis for establishing the relationship between the parties participating in the securities investment fund Therefore, some research works consider the form of contract fund is trust fund [47, p250], [71, p12] 2.1.2.3 Investment fund under legal entity model The difference from the above two models is that the legal entity model is organized in a legal form such as a joint stock company [102] or a limited partnership form established based on joint funding of the two groups and also a member of the fund, that are: partners and finite members [89] Investment funds established in form of companies are full legal entities, independent, with regulations, contracts signed with fund management company and supervisory bank 2.1.2.4 Some comments on the models of the Securities Investment Fund Firstly, the development history of securities investment funds shows that the first model is collective securities investment fund which is not legal entity (trust or contract) Next is the development period of securities investment funds in the form of legal entities (companies) This is explained based on business theory (Ronald Coase, 1937), the problem of reducing transaction costs when members gather together to share capital, to compete together and to establish businesses Secondly, there is the presence of a special entity participating in the management of the securities investment fund - that is the fund management company 10 Thirdly, rights of investors participating in each different model Fourthly, the nature of the relationship and legal basis related to the process of forming the securities investment fund in form of different models will be different: the model of trust and contract (trust, contract, fund certificates); Company model (ownership relations, company administration, stocks) Fifthly, each model of securities investment fund has its own advantages and disadvantages, but all securities investment funds have one thing in common, both are professional investors The selection of the securities investment fund model depends on the development of investment activities in the economy, the level of development of the economy and in order to meet the investment requirements of investors well 2.1.3 The nature of the relationship among the entities participating in the securities investment fund and its domination of the organization and operation of the securities investment fund 2.1.3.1 Identify the nature of relations between the entities participating in the Securities Investment Fund First of all, the securities investment fund expresses the social relationship, which is the gathering of small, less experienced investors together to share investment capital through experienced investors who understand the market to achieve the highest profit with the lowest cost and risk Next, the operational nature of the the securities investment fund is the type that provides financial services Therefore, the the securities investment fund also shows the economic relationship Economic relationships are formed on the basis of the assignment and coordination of capital ownership relations, governance relations and the management of investment capital in an organized manner 2.1.3.2 The dominance of the nature of the relationship among entities to the organization and operation of the Securities Investment Fund Securities investment fund is built on the theory of representative relationship or trust relationships Trust, speaking in the simplest way, is an 11 arrangement recognized by the law whereby an entity (trustee) holds property for the benefit of another entity (beneficiary) [101, p304] According to the theory of the firm, Ronald Coase (1937) stated: The nature of firm is an agreement among members to reduce their transaction fee in a competitive economy [72, p143] Determining the nature of the relationship between the securities investment fund and the investor will help determine the mechanisms to protect investor when participating in the securities investment fund 2.2 Comprehension, role of law and factors affecting law on organization and operation of securities investment fund 2.2.1 Comprehension of law on organization and operation of securities investment fund 2.2.1.1 Principles for adjusting laws on organization and operation of securities investment funds Firstly, the law on organization and operation of securities investment fund must respect the right to freely buy, sell and trade securities of organizations and individuals Secondly, the law on organization and operation of securities investment fund must ensure freedom of competition Thirdly, the law on organization and operation securities investment fund must acknowlege and have regulations to protect the legitimate rights and interests of investors - one of the prerequisites to attract investors invest in this collective investment model Fourthly, the law on organization and operation of the securities investment fund must stipulate the conditions to ensure that the fund mangment company and supervisory bank are capable of managing and monitoring the securities investment fund 2.2.1.2 The subject of the law on organization and operation of securities investment fund In terms of external operation mechanism, the entities mainly participate in securities investment fund: Investors contribute capital to establish funds; Fund 12 management company manage fund; The bank supervises asset preservation and supervises fund operations In addition, the existence of the securities investment fund (securities investment fund in form of company model) is associated with a series of relationships among internal entities such as: Shareholders' Meeting, Board of Directors, Administrative council 2.2.1.3 Legal relations among entities of the Securities Investment Fund Legal relations among entities of the securities investment fund are determined according to the contents related to the establishment and organization of the departments to carry out the activities of the securities investment fund Firstly, the legal relationship between investors and securities investment fund Secondly, the legal relationship between securities investment fund and fund management company Third, the legal relationship between fund management company and supervisory bank Fourthly, the legal relationship among entities constituting the organizational structure and administration of securities investment fund Therefore, the law on organization and operation of securities investment fund is understood as the overall legal regulations governing social relations arising in the process of mobilizing capital to establish securities investment fund, organize securities investment fund, administer securities investment fund and operate securities investment fund to protect investors 2.2.2 The role of law on managing securities investment fund Firstly, law is a tool to institutionalize the general company governance rules; provide instructions for the securities investment fund during the organization and operation process Secondly, the law plays a role as model for the organization and operation of the securities investment fund, which regulates the governance model of securities 13 investment fund; prescribing the tasks and powers of the entities participating in the management of the securities investment fund Third, the law plays a role in controlling and resolving conflicts of interest, preventing and dealing with negative issues related to the entities managing the securities investment fund 2.2.3 Factors affecting the law on organization and operation of securities investment fund Law on securities investment fund of each country reflects specific conditions in the development of that country The factors identified by the author affect the law on organization and operation of securities investment fund as follows: (i) Political, economic and social conditions (ii) The development of the stock market (iii) International cooperation on the stock market (iv) Investors' qualifications 14 Chapter CURRENT SITUATION AND PRACTICE OF APPLICATION OF LAW ON ORGANIZATION AND OPERATION OF SECURITIES INVESTMENT FUNDS IN VIETNAM 3.1 Legal status of organization of securities investment fund 3.1.1 Organization model of Securities Investment Fund 3.1.1.1 Securities investment fund (without legal status) Public fund and member fund Public fund includes open-ended funds and close-ended funds Real estate investment fund, target investment fund, bond fund, index fund, exchange – traded fund (ETF) 3.1.1.2 Securities investment fund has legal status, called a securities investment company At Clause 11, Article of Decree No 58/2012/ND-CP regulates: “Securities Investment Company is a securities investment fund organized in form of a joint stock company” 3.1.2 Conditions for establishment and participation in securities investment fund 3.1.2.1 Mobilize capital to establish public funds Firstly, carry out procedures for issuing certificates of registration for offering fund certificates to the public Secondly, carry out procedures for granting Certificate of registration of fund establishment 3.1.2.2 Mobilize capital to establish member funds The Fund Management Company that wants to set up a member fund must report to the State Securities Committee (SSC) about the establishment Only need to be informed in writing by the SSC that the establishment is confirmed, the fund is allowed to operate 3.1.2.3 Conditions for participation in securities investment funds 15 3.1.3 Conditions for establishing a securities investment company 3.1.4 Organizational structure of securities investment funds and the distribution of power in securities investment companies 3.1.4.1 Organizational structure of securities investment fund (i) General Meeting of Investors of securities investment fund (ii) Representative board of securities investment funds 3.1.4.2 Organizational structure and the distribution of power in securities investment company (i) General Meeting of Shareholders of securities investment company (ii) Board of Directors of securities investment company 3.2 Actual operation status of securities investment fund 3.2.1 Investment activities and investment limitations of securities investment fund 3.2.2 Information disclosure activities of securities investment fund (i) Information disclosure principles of public fund (ii) Information disclosure means of public fund (iii) Content of information disclosure of public fund 3.2.3 Internal management activities of securities investment fund 3.2.3.1 The right to manage securities investment fund of fund management company Managing securities investment fund is the main business operation of fund management company 3.2.3.2 Supervision right of securities investment fund of supervisory bank The Supervisory Bank has main responsibility to preserve the fund's assets, inspect and supervise fund management activities of the fund management company 3.2.4 Management in securities investment companies 3.2.4.1 Capital management in securities management company Capital management activities of securities management company implemented by the fund management company must be supervised by the 16 supervisory bank Capital sources in securities management company include: (i) Mobilized capital; (ii) Share capital; (iii) Loans 3.2.4.2 Human resource management in securities investment company (i) Member of the Board of Directors of securities investment company (ii) Director or General Director of securities investment company 3.2.4.3 Managing investment activities in securities investment company Like the securities investment fund, the securities investment company is allowed to invest in financial assets in Vietnam and must comply with investment restrictions When conducting asset transactions for securities investment company, fund management company must comply with the provisions of law 3.3 Practical application of the law on organization and operation of securities investment fund 3.3.1 The results has been achieved in the organization and operation of the securities investment fund under Vietnamese law since 2006 to present 3.3.1.1 Achievements of the law-making process on organization and operation of securities investment fund Firstly, about the organizational model of securities investment fund With the advent of securities investment company, the organization and operation model of securities investment fund has been completed corresponding to the model of securities investment fund of other countries in the world Secondly, the types of securities investment fund are increasingly rich and diverse Thirdly, the Law on Securities has specified the conditions, order and procedures for mobilizing capital to establish a securities investment fund and establishing a securities investment company At the same time, supplement the regulation on capital mobilization, establishing securities investment fund and list up the fund certificate abroad Fourthly, the Law on Securities and guiding documents have defined more clearly the organizational structure and management of securities investment fund Thereby, it is clearer to see the separation mechanism between 17 the right to manage the securities investment fund and the right to supervise the securities investment fund; more specifical definition of rights and obligations of investors participating in securities investment fund Fifthly, the operation of securities investment fund is no longer limited in proportion when investing in securities to diversify investment portfolio Sixthly, by the prohibition rules, securities law stipulates the limits of investment activities of each type of securities investment fund, limitations in the operation of the fund management company and supervisory bank to protect the investors 3.3.1.2 Achievements in the operation of the securities investment fund 3.3.2 Limitations and shortcomings in the organization and operation of the securities investment fund in terms of law and management In term of model, the securities investment funds are mainly established under the contract model, in the form of closed-end fund, open-ended fund, ETF fund; In term of quantity, the number of securities investment funds in Vietnam is still small (39 securities investment funds) with decreasing scale; In term of effectiveness, Business performance of securities investment fund is not high; The number of investors participating in securities investment fund is not much and declining; the right to receive dividends from the profits of the securities investment fund is not achieved In addition, there is also a dissolution phenomenon of large-scale securities investment funds Considering the causes of the operational institution of the securities investment fundaffecting the operation results of the securities investment fund, that are; Firstly, limitations and shortcomings stem from the provisions of securities law and related laws regulating the organization and operation of securities investment fund Firstly, limitations and shortcomings in the regulations on securities investment company 18 Secondly, the conditions for establishing a securities investment fund are so strict that they reduce the attraction of investors to set up a securities investment fund Thirdly, shortcomings in the provisions of the amended law regulating the fund management company related to management activity of the securities investment fund Fourthly, on the supervision rights of supervisory bank toward securities investment fund Fifthly, a number of regulations of amended laws on the organization and operation of securities investment fundare not consistent and conflicting Sixthly, limitations in the regulations on information disclosure of securities investment fund Secondly, limitations arise from the operation of the fund management company, the operation of the supervisory bank and the management of the securities investment fund Thirdly, the limitations stem from the law enforcement mechanism on organization and operation of securities investment fund 19 Chapter ORIENTATION AND SOLUTIONS TO COMPLETE THE LAW ON ORGANIZATION AND OPERATION OF SECURITIES INVESTMENT FUNDS IN VIETNAM 4.1 Factors affecting and orienting to improve the law on organization and operation of the securities investment funds in Vietnam today 4.1.1 Factors affecting the completion of the law on organization and operation of securities investment fund 4.1.2 Orientation to improve the law on organization and operation of securities investment fund in Vietnam Firstly, perfecting the legal regulations on organization and operation of securities investment fund is to ensure the legal basis for restructuring the goods base, improving the transparency and product quality of securities investment fund Secondly, perfecting the legal regulations on organization and operation of securities investment fund is to ensure the legal basis for restructuring the structure of investor base, develop organizationa, professional investors and attract foreign investors Thirdly, perfect the legal regulations on organization and operation of securities investment fund in the direction of improving the professionalism of fund management companies and management capacity of securities investment fund Fourthly, perfecting the law on organization and operation of securities investment fund must be attached and contributes to protecting legitimate rights and interests of investors 4.2 Solutions to improve the law and perfect the law enforcement mechanism on organization and operation of the Securities Investment Fund 4.2.1 Solution to complete the fundamental legal provisions on organization and operation of Securities Investment Fund Firstly, adding the concept of securities investment company; revise the concept of securities investment fund in the amended Law on Securities to ensure 20 a high level of generalization of the models of the securities investment fund in Vietnam Secondly, perfecting the regulations on organization and operation of securities investment fund Firstly, the conditions for establishment need to be reviewed on the basis of ensuring attracting investors to participate in securities investment fund Secondly, modify the points that are inadequate to ensure the consistency of the law on organization of securities investment fund Thirdly, continue to improve the regulations on management of securities investment fund on the basis of the law on this content and comply with company governance rules of OECD Fourthly, to amend and supplement the types of assets permitted for investment by the securities investment fund; continue to maintain and improve regulations on investment limits, limits on investment activities of securities investment fund Fifthly, supplement the provisions on reorganizing the securities investment fund, allowing the conversion of legal form from securities investment fund to securities investment company and from securities investment company to securities investment fund Thirdly, amendments and supplements to regulations related to securities investment company Firstly, the conditions for establishment need to be reviewed and revised on the basis of ensuring the attractiveness of investors participating in the establishment of securities investment company Secondly, the organization and administration issues of securities investment company and the authority of the General Meeting of Shareholders of securities investment company Thirdly, investment activities of securities investment company Fourthly, amend and supplement regulations on information disclosure for securities investment funds and securities investment companies 21 Firstly, addition of securities investment fund as subject to disclosure of information in the amended Securities Law Secondly, supplement the means of information disclosure for public funds and public securities investment companies Thirdly, supplement the content of information to be disclosed of securities investment funds and principles of compulsory information disclosure in English Fifthly, amend and supplement regulations on fund management companies in management of securities investment fund and securities investment companies Firstly, supplement the function of managing securities investment companies of Fund Management Company Secondly, amend the regulations on fund administrator to improve the performance of securities investment funds when the law does not prohibit the management company from managing many different securities investment funds Thirdly, it is necessary to supplement provisions in legal documents on conflict control of benefits to affirm the independence of the fund management company when managing many securities investment funds Sixthly, regulate in detail conditions for becoming a supervisory bank; detailed instructions on the right to inspect and supervise the management of the securities investment fund of the supervisory bank 4.2.2 Solutions to improve the governance mechanism of securities investment fund and mechanism to support law enforcement on organization and operation of securities investment fund Firstly, fund management companies need to improve their capacity and qualifications, increase the professionalism in creating and in managing securities investment fund Secondly, enhance monitoring activities of securities investment fund, fund management companies and supervisory banks; strictly check the provisions of the Regulations and Prospectus of securities investment fund 22 Thirdly, it is necessary to strengthen the quality supervision of fund certificate issuers and auditing companies when auditing the Financial Statements of the securities investment fund Fourthly, it is necessary to develop a synchronous policy to attract foreign investment, especially the policy to encourage the participation of foreign investors in the securities investment fund Fifthly, study tax mechanism and policy to encourage and support activities of various types of securities investment fund, encourage investors to invest in new fund products Sixthly, it is necessary to enhance legal propaganda on securities investment fund, popularizing the role and benefits of investment through securities investment fund to strengthen investor's confidence in the securities market in general and investment activities through securities investment fund in particular 23 CONCLUSIONS Vietnam stock market is a fast-growing market with many investment opportunities Investors are very interested and willing to invest in securities investment fund that have appropriate investment strategies, managed by the fund management company with professional capacity and based on solid legal foundation Based on the research subject, combining harmonious use of research methods, the content of the thesis has solved the basic issues set by the purpose and tasks The thesis clarifies the nature of the securities investment fund as a professional investor; identifis the role of securities investment fund for investors, securities market and the economy Currently, there are many models of securities investment fund with advantages and disadvantages Choosing which model of securities investment fund to suit the economic conditions, the legal system of each country is a meaningful and important job affecting the process of formation and development of the securities investment fund The thesis defines the content of the law, points out the factors affecting the law on organization and operation of securities investment fund, determining the role of law in the management process of securities investment fund This is the basis for the thesis to deeply analyze the content of Vietnamese law on the organization and operation of the securities investment fund Through analysis and evaluation of the achieved results, PhD student has pointed out the limitations and shortcomings of the legal situation, the management restrictions on securities investment fund which affect the efficiency of activities of securities investment fund Stemming from the orientation of perfecting the law on organization and operation of securities investment fund in association with the current situation in Vietnam, the thesis proposes the following solution: Solutions to complete the law; solutions to complete management mechanism of securities investment fund and mechanism to support law enforcement on organization and operation of securities investment fund 24 ... following research theories: (i) Theory of trust relationship or representative relations of Berle and Means (1932); (ii) Business theory of Ronald Coase (1937) and Samuelson (1954); (iii) Theory of information... organization and operation of the securities investment fund in Vietnam today Theoretical and practical significances of thesis In terms of theory, it added to the general argument system about securities... Investment Company) established, function and operate under Vietnamese law + Scope of space: The thesis focuses on researching according to Vietnamese law Legislation on Securities investment fund of

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