July 27, 2026 | 16:30

Expectations for easier IPO listing requirements

Bao Binh

Draft amendments to the Law on Securities are aimed at easing the listing requirements for IPOs that have been holding back technology startups.

Expectations for easier IPO listing requirements

According to the Vietnam Innovation and Private Capital Report 2026, co-authored by the Vietnam Private Capital Agency, the National Innovation Center, and Boston Consulting Group, 2025 marked a strong year for Vietnam’s capital market, with the stock market surging 41 per cent; the highest rate in ASEAN. Venture capital (VC) investment rebounded to $509 million, while private equity (PE) investment reached a record $3.96 billion.

Behind these impressive figures, however, lies a major gap in Vietnam’s innovation ecosystem. Over the past five years, not a single technology startup backed by venture capital or private equity has successfully completed an IPO on Vietnam’s domestic stock market.

Lacking tech startups

The absence of technology startups from the IPO market means the investment cycle remains incomplete. While investors can finance startups during their early stages, they have few opportunities to exit through the stock market, traditionally considered the ultimate destination for VC investments.

The Report described this as the only structural “bottleneck” in Vietnam’s capital market. Assessing the four key pillars of the country’s capital ecosystem - VC, PE, IPOs, and the stock market - it concluded that most segments are moving in the right direction. IPOs, however, remain the weakest link, with no VC- or PE-backed technology company successfully listing on the domestic exchange.

Data shows that Vietnam recorded only three IPOs in 2025, with a combined value of $1.35 billion, all from the financial sector. None involved technology startups backed by VC or PE funds. Between 2026 and 2027, Vietnam’s stock market is projected to see annual IPOs worth $3-$5 billion; the highest level in roughly a decade. Yet the companies expected to go public are primarily from the retail, consumer, and financial sectors, including Highlands Coffee, the Golden Gate Group, TCBS, VPBankS, VPS Securities, F88, and Dien May Xanh.

Meanwhile, the technology startup ecosystem continues to face its biggest unresolved challenge: the lack of mature technology companies capable of going public after years of VC backing.

Profitability requirements

Mr. Christopher B. Beselin, Founding Partner of Endurance Capital, said Vietnam’s stock market has made remarkable progress over the past five to ten years. However, taking VC-backed technology companies public remains far from straightforward, largely because of the country’s current listing requirements. “In Vietnam, companies are required to demonstrate a sustained track record of profitability and stable positive cash flow over multiple years,” he explained. “That is precisely the challenge for high-growth companies.” 

Under the current Law on Securities, companies seeking an IPO must satisfy nine listing requirements. These include reporting profits for two consecutive years before the offering, having no accumulated losses, maintaining at least VND30 billion ($1.15 million) in paid-in charter capital, and offering at least 15 per cent of voting shares to a minimum of 100 investors who are not major shareholders in order to qualify as a public company.

Technology companies, however, typically undergo extended periods of heavy investment and rapid expansion, often accepting losses for many years before becoming profitable. According to Mr. Beselin, requirements for three to five consecutive years of profitability create a significant barrier for companies that have only recently entered their profit-making stage.

In comments on draft amendments to the Law on Securities, the Ministry of Science and Technology (MoST) has proposed relaxing IPO requirements by removing the obligation for innovative startups to record profits for two consecutive years.

The Ministry argues that innovative startups typically spend their first three to five years investing heavily in R&D, product development, technology testing, business model validation, and user acquisition. During this period, companies intentionally prioritize long-term growth over short-term profits, making profitability requirements difficult to meet.

If current regulations remain unchanged, many rapidly-growing startups and technology companies will remain ineligible to list domestically, increasing the likelihood that promising endeavors will seek overseas listings and shift investment capital abroad.

Mr. Beselin acknowledged that the existing regulations are intended to protect investors from high-risk businesses, but argued that investors should be given greater freedom to assess risks themselves and decide whether to invest in technology companies entering their early profitability stage.

Rather than relying solely on profitability, MoST has proposed evaluating startups based on more suitable criteria, including revenue growth, R&D spending as a share of revenue, company valuation, and backing from VC funds.

Ms. Le Hoang Uyen Vy, Co-founder and General Partner of Do Ventures - an early-stage VC fund focused on technology investments in Vietnam and Southeast Asia - noted that, globally, nearly every major technology company, from Meta to Google, followed a path from private funding to public listing.

International experience demonstrates that this is the standard growth trajectory for successful technology companies. In 2025, total IPO value in the US stood at $39 billion, up 90 per cent from the previous year. Of the 90 operating companies that went public, 63, or 70 per cent, had previously received VC or PE funding.

Eight of today’s ten largest companies worldwide were backed by VC or PE investors prior to going public. Nvidia received funding from Sequoia and Sutter Hill before its 1999 IPO, when it was valued at $600 million; today its market capitalization stands at around $5.5 trillion. Amazon received investment from Kleiner Perkins before its 1997 IPO, when it was valued at $400 million; it is now worth approximately $2.9 trillion. Alphabet, Microsoft, Apple, Tesla, and Meta all followed a similar path, with private capital nurturing early growth, IPOs unlocking broader financing, and public markets accelerating expansion.

According to Ms. Vy, Vietnam’s own success story is The Gioi Di Dong, which evolved from a privately-owned company backed by PE into one of the country’s largest listed enterprises.

Completing the capital cycle

Notably, the Vietnam Innovation and Private Capital Report 2026 argued that today’s IPO bottleneck is not caused by a lack of reform or inadequate market infrastructure. On the contrary, Vietnam’s public capital market has undergone extensive reforms in recent years across technology, regulation, and market operations.

The KRX trading system began operating in 2025, modernizing trading infrastructure and significantly increasing order-processing capacity, thereby improving liquidity and enabling greater product diversification.

On the regulatory front, new policies, including Decree No. 245/2025/ND-CP, have streamlined issuance and listing procedures, making capital markets more accessible and transparent for businesses. At the same time, regulators and the stock exchanges have focused on addressing longstanding issues surrounding foreign ownership limits, clearing and settlement mechanisms, and disclosure standards to support Vietnam’s market upgrade and align with international practices.

Stock market liquidity has also improved substantially compared to 2019, with average daily trading value rising sharply and placing Vietnam among ASEAN’s more liquid equity markets, according to multiple research and ratings organizations.

A major milestone came when FTSE Russell officially confirmed that Vietnam had met the requirements to be upgraded from Frontier Market to Secondary Emerging Market status, with inclusion in global benchmark indices scheduled to begin in multiple phases from September.

“In other words, the playing field is ready and the infrastructure meets regional standards,” Mr. Beselin said. “What is still missing are mature technology companies emerging from the VC and PE ecosystem that are ready to enter the public market.”

The report identified unlocking the IPO market for VC- and PE-backed technology companies as the next major policy priority. Doing so would help Vietnam achieve its target of raising stock market capitalization to 120 per cent of GDP by 2030 while creating the country’s next generation of leading enterprises.

Reaching that target, up from roughly 78 per cent of GDP today, will require structural transformation rather than relying solely on the organic expansion of existing industries. That transformation can only happen if technology startups, supported by an estimated cumulative $3.5 billion in venture capital over the past five years, gain access to the public market. This is not merely an issue for investors seeking exits; it is also critical to Vietnam’s ambition to strengthen its position on the global financial map.

According to the Ministry of Finance, policymakers are studying a dedicated capital market mechanism for innovative startups, alongside a specialized trading platform designed specifically for such companies.

Ms. Vy believes that establishing a dedicated exchange would allow capital to flow seamlessly from early-stage venture investors to public market financing once companies reach sufficient scale.

Mr. Beselin similarly argued that creating a separate listing board for startups would open opportunities for high-growth companies and venture-backed businesses while attracting a broader pool of investors. “This would create a dedicated source of capital for high-growth domestic companies and, over the long term, become an important competitive advantage for Vietnamese startups,” he said. “For larger startups, the ability to evolve into public companies and continue growing is essential.”

The government recently issued the National Strategy for Innovative Entrepreneurship, which targets 5 million business entities and at least 10,000 innovative startups by 2030. By 2045, Vietnam aims to have one business for every 35 citizens, one innovative startup for every 5,000 citizens, and around 10 per cent of the population engaged in entrepreneurial activities.

Achieving those ambitions may ultimately depend on opening the IPO market to technology companies, completing what many see as the final and most critical link in Vietnam’s innovation capital cycle. 

Attention
The original article is written and published on VnEconomy in Vietnamese, then translated into English by Askonomy – an AI platform developed by Vietnam Economic Times/VnEconomy – and published on En-VnEconomy. To read the full article, please use the Google Translate tool below to translate the content into your preferred language.
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