Spin-Off and Commercialization of University Researches

This paper analyzes the university spin-off which is considered as a new solution to exploit and commercialize current university research. Since the func-tion of universities is research and training, not production, their researches or inventions are often academic and fundamental in nature. The need to convert research results into machines or equipment that can be used in industrial production has created a spin-off enterprise in the university. A spin-off is one of the bases for commercializing research results of universities. With the method of analyzing and synthesizing results from related studies, the study provides recommendations for effective spin of development as a useful solution for improving the commercialization of research results in universities.


Introduction
Currently, the efficiency of commercializing research results in universities is not high. The reason is that universities almost exclusively focus on training and scientific research tasks. In addition to the active communication system, modern universities in the world also focus on other jobs such as linking with the business sector and gradually play an important role in the economic development of the country ethnic. Accordingly, many universities have focused on the commercial exploitation of modern companies through scientific research activities, which not only greatly contributes to economic growth and development but also a source of economic growth economic growth provides cutting-edge technology upgrades to industry players. Among the models of commercializa-tion of scientific research, the establishment of subsidiary enterprises by universities is considered an important mechanism to improve this efficiency. This business industry first appeared in England at the end of the nineteenth century and quickly gained attention and application in developed countries around the world.

Definition of Spin-Off (or Spin-Off Enterprise)
According to Oxford Dictionary (online) a spin-off is "A subsidiary of a parent company that has been sold off, creating a new company." Similarly, the Cambridge Advanced learner's dictionary & thesarus (online) also defines a spin-off is "A new business created by separating part of company, or the act of creating such a business." In this study, spin-off is a new company formed by selling or distributing shares of an existing business or division of the parent company. Furthermore, spin-offs are expected to be more valuable as independent entities rather than parts of a larger business. Spin-off is a type of divestiture and is also known as spin out. The university is not a manufacturing enterprise, so it has to form spin-off businesses to deploy ideas, models, and results of scientific research into machinery and equipment or to cooperate with external units in the production and technology transfer. There are three different types of spin-offs with associated characteristics: equity carveouts, split-offs, and split-ups.
-Under equity carve-outs, a portion of the subsidiary's shares is offered for sale to the public. This has the effect of injecting money into the parent company without loss of control. -A split-offs occurs when shareholders exchange their parent stock for the shares of the subsidiary. These transactions give the company the opportunity to dispose of a subsidiary in a tax-free manner, and even to remove an unwanted shareholder. -Under a split-ups, the parent company distributes shares of each subsidiary, and the parent company liquidates and ceases to exist. Thus, spin-off operations are likely to yield some new results such as: -The generation of new revenue from scientific research at universities in addition to tuition fees. -The transformation of a passive perspective into an active one concerning the productive activities of society. -The implementation of real market orientation in the university's activities.
-The addition of experience from practical activities and relevant lecture updates. -The implementation of real market orientation in the university's activities.
Some of the top spin-offs in the world are shown in Table 1

Commercialization of University Researches
According to modern economic theories, national development is associated with scientific and technological capacity. National competitiveness is expressed by the preeminent characteristics of products in the market and all products are the result of scientific research and technological innovation.
Therefore, economic development must be closely linked to national technological research and innovation, and at the national level, research of universities and academies plays a decisive role in research and innovation. However, research results of universities are often solutions and applications, while industry wants new machinery and equipment, technological lines that can be evaluated for features and effectiveness of research results. To meet these industry requirements, the university must either cooperate with investors or on its own set up a new business-spin-off enterprise-to convert or transfer the results of academic research (Iacobucci & Micozzi, 2015). This is a relatively new research problem for Vietnamese universities, and lecturers and managers in Vietnamese universities have little experience in production and business activities, so the quantitative research through questionnaire survey may not be satisfactory. Therefore, the study uses the method of analysis and synthesis of results from related studies at home and abroad. On the basis of previous research results and the current situation of our country, we will propose solutions to develop spin-off in order to commercialize scientific research results of universities to meet the requirements of the industry.

Macro Environment
Each country defines its own development strategy in accordance with its own characteristics, which always includes the development strategy of Science, Technology and Innovation (STI) because STI determines competitiveness of countries in the world (Broughel & Thierer, 2019). The adoption of new technologies can improve productivity and innovation makes processes more efficient and companies can provide higher quality goods and services. Investments in research and development (R&D), and innovation boosts production capacity and support overall growth. Much empirical and theoretical work focuses on research and development as an important factor for economic growth. R&D spending leads to growth through its positive effects on innovation and total factor productivity (TFP). Due to the outstanding features of science and technology, which is to compete have to compete to win the global innovation race, so they face different challenges. In fact, the nation that can effectively manage three sides of the innovation success triangle is like to be a nation that wins the race and reap the rewards of greater economic growth and prosperity (Atkinson, 2020).
In recent years, international trade has expanded rapidly due to the rise of global value chains (GVCs goals. Innovation activity in any country is embedded in the national innovation system (NIS) and innovation is not only science and technology but also includes many other factors including economic institutions, other political and social influences that influence innovation (e.g., policies and regulations, financial systems; business organizations; labor markets; higher education systems; culture and tax incentives).
More than ever, economic stability, good governance, sound regulations and the provision of basic infrastructure remain essential to attracting the investments needed to increase regional production and support economic integration. In particular, strategic business clusters and the establishment of special economic zones, in which governments provide access to quality infrastructure and reliable regulation, can further support industrialization and regional specialization.

University
The higher education community can contribute solutions to strengthen leader-  (Ivano, 2018).
Universities play an essential role in the growth of the nation. The university's research and innovation solves technology gaps, encourages investment, promotes exports, and creates a thriving economy. University research activities train a highly skilled and innovative workforce that underpins the success of the knowledge-based economy. The UK's fastest growth stems from boosting productivity, increasing socioeconomic efficiency. This result is rooted in world-leading research and innovation by universities and policies that support the most effective collaboration between universities and industry.
The UK creates an amazing and diverse research and innovation ecosystem that is a key driver of growth and productivity: IP revenue alone generated £86,6 million in 2012-2013, £376 million from graduate start ups and another £2,7 billion from partnerships with businesses.

Cooperation Model
National innovation programs to create competitive advantage across the country require daily changes in factors affecting value-added chains such as polities and regulations, institutional actors, interactions and relationships. Practice cutting-edge research capabilities, external partnerships, quantification of scientific knowledge and output, and collective entrepreneurship that facilitate growth. To improve the quality and efficiency of their production, businesses need to partner with academic institutions to tackle technological challenges and share industry knowledge. The government acts as an assistant organization with the right policy, and the venture capitalists act as evaluators and investors to fund operations. In that context, technology innovation cooperation becomes an activity linking universities-industry-government under the model of "Triple Helix" in order to maintain the sustainable development of a country (Etzkowitz, 2021). Because the university (parent organization) does not have a production function, it is necessary to set up a business-called a spin-off enterprise-to develop ideas, solutions, and inventions into specific machines and equipment to put into production (Benassi et al., 2017).
The establishment of a spin-off is a very important activity that transforms the university mindset into an enterprise mindset in meeting industry requirements by transferring technology from the university to the industry. Spin-off may include not only members of the school but also outside members such as investors or venture capital funds. Although there are many types of spinoffs, the importance of spin-off universities as a technology transfer mechanism for creating and sustaining regional economic growth is widely recognized. Universities have established organizational mechanisms and procedures to encourage developers. More than ever, economic stability, good governance, sound regulation and the provision of basic infrastructure remain essential to attracting the investments needed to increase regional production and support economic integration.
In particular, strategic business clusters and the establishment of special economic zones, in which governments provide access to quality infrastructure and reliable regulation, can further support regional industrialization and specialization. Both the spin-off business and the parent institution (university) perceive spin-off formation as a win-win situation. Spin-off sometimes have some con- not-for-profit organizations, and small businesses to retain certain IP rights related to inventions made via federally supported R&D. Serving as the statutory foundation facilitating federally supported R&D technology transfer, the Act was designed to promote commercialization of innovations arising from such R&D through cooperation between the research community, industry, and state and local governments."

Investors
In the beginning, although there is a lot of growth potential from the exploitation of inventions and technology transfer that generates high profits, spin-off may face difficulties in business capital. Moreover, it is difficult for them to get loans from banks and credit institutions due to limited collateral and business documents. Meanwhile, venture capital has been investing in small and medium-sized enterprises _SMEs operating in the high-margin innovation sector.
With the business philosophy of "high risk and big return", the venture capital fund has invested in many manufacturing industries and achieved outstanding business results in developed countries. Venture capital has created a business

Status of Innovation Activities in Vietnam
In recent years, Vietnam's innovation activity has grown and in 2019 Vietnam became the first among the group of 29 lower-middle-income economies. Results are shown in Table 2.
The results of scientific research have contributed to good solutions such as Ton That Tung's liver surgery, frozen semen method in In Vitro Fertilisation (IVF), organ transplantation from donated tissues, stem cells from umbilical cord membranes, hematopoietic stem cell transplantation to treat blood diseases, fetal intervention techniques, wheelchairs controlled through human thought, fire suppression by sound waves, water measurement methods in agriculture, etc. However, scientific research of universities is not regular and has not met the requirements of society and national development, the added value and contribution to GDP is still very small. School officials are not familiar with the flexible operating mechanism of enterprises. The number of scientific and technological (S&T) research groups and the investment in equipment are lacking and inconsistent. The necessary policies and legal regulations to develop S&T activities are lacking and inconsistent. The results of S&T researches have not been proven through production practices, so businesses have not been persuaded to use them.

Government
First of all, the Government should incorporate the Finally, it is vital to expand cooperation with developed countries in scientific research and engage leading researchers in key government projects.

Enterprises
Enterprises should formulate a development strategy in accordance with the new requirements of the world and the national strategy, including orientations for sustainable development and green production.
In addition, it is necessary for enterprises to actively participate in the development programs of the national innovation system including the triple helix model and spin-off model, and to strengthen cooperation with the university's scientific research as well. Besides, enterprises should dynamically take part in

Universities
Firstly, universities leaders should develop a growth strategy of university in line with the national innovation system development strategy and actively participate in the development of the triple helix model, as well as the establishment of spin-offs and technology transfer office (TTO). In addition, it is important for universities to consider scientific research not only as a brand-building activity, but also as a second income-generating activity. Furthermore, universities should provide material and legal support for spin-off activities and determine appropriate income among stakeholders in exploiting research results and technology transfer according to provisions of law.
Besides, it is necessary for university to expand the spin-off operation with the guarantee, relationships and reputation of the university and resolve conflicts arising with the spin-off by negotiation on the basis of long-term benefits as well.
At the same time, universities should strengthen connection with industry associations to promptly grasp innovation requirements and periodically organize thematic activities with industries to jointly solve problems arising from enterprises.
Next, it is critical for university to engage with national laboratories in scientific research, to expand cooperation with developed countries across multiple channels of relations to share scientific research experiences as well as to promulgate regulations on attracting venture capital investment in exploiting research results and technology transfer. Moreover, universities should rationally allocate faculty activities between teaching and scientific research responsibilities and apply a special regime with top talents in science and technology in the formation and operation of strong research groups.
Finally, it is urgent for university to train legacy human resources in science and technology through practical researches, expand relationship with businesses, industry associations, provinces, cities, ministries, national programs and projects, etc. to meet the development requirements of the society.

Conclusion
COVID-19 pandemic has disrupted supply chains in the world, formed new international trade relations and sustainable development trends that require improved production conditions, technological innovation, investing in environmentally friendly production, reduction of CO 2 emissions according to the 2030 objectives of the United Nations. Green economy development requires control of pollution in industry, efficient use of natural resources, no harm to the environment and nature. Vietnam promotes exports through trade agreements and Vietnamese enterprises must innovate technology to survive in the international market. In addition, technological innovation improves productivity to avoid the middle-income trap, export barriers in the world and limits future dependence on foreign technology. In the coming time, research to develop and innovate technology in industries is an urgent requirement of research institutions and enterprises. In order to quickly put research results into production, it is necessary to form many spinoffs with strong technology transfer capacity, effective operation to increase connectivity, and quickly respond to market requirements. In fact, in the chain of value-creating activities to implement Vietnam's STI strategy, spin-off activities play a very important role. As a result, it is a bottleneck in the formation of a technology innovation ecosystem and effectively solving this bottleneck will promote the coordination between universities and industries, and develop the country's economy in the integration period. Finally, in order to achieve these issues, it is imperative to improve and synchronous coordinate between the three parties: government, business and research institutions including universities