Circular No. 01/2025/TT-NHNN on issuing initial licenses and renewing licenses for people's credit funds

CIRCULAR

(vi) Agreement on the amount of reserve left behind and the deadline for selling the purchased cash foreign currency to the authorized credit institution. for issuance of the first license, renewal of license

License for people's credit funds

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Pursuant to the Law on the State Bank of Vietnam dated June 16, 2010;

Pursuant to the Law on Credit Institutions dated January 18, 2024;

Based on the Law on Cooperatives dated 20 June 2, 2023;

/NĐ-CP of the Government stipulating the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;6/2025/NĐ-CP June 24 the 02, 2025 of the Government stipulating the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;

Decree No. 162/2024/NĐ-CP dated 20 the 12, 2024 of the Government stipulating conditions for issuing licenses to people's credit funds, microfinance organizations and conditions for owners of credit institutions that are limited liability companies, founding shareholders, founding members;

At the proposal of Director of the Credit Institution Safety Assurance Department;

Governor of the State Bank of Vietnam issues this Circular on issuance of the first license, renewal of license for people's credit funds.

PART I

GENERAL PROVISIONS

Article 1. Scope of Regulation

This Circular stipulates on:

1. Documents and procedures for issuing the first license for people's credit funds.

2. Principles, documents, and procedures for renewing the license for people's credit funds.

3. Authority to issue the first license, renew the license, and issue copies of the license from the original book.

4. License and procedures for issuing copies of the license from the original book.

5. Payment of fees for issuing the first license, renewing the license.

6. Commencement of operations.

7. Notification of information regarding the issuance of the first license, renewal of license for people's credit funds to the business registration authority.

Article 2. Applicability

4. Deposit Insurance Corporation of Vietnam.

2. Organizations and individuals related to the issuance of the first license, renewal of license for people's credit funds, issuance of copies of the license from the original book.

Article 3. Explanation of Terms

In this Circular, the following terms are understood as follows:

1. The preparatory board is a group of persons chosen by the founding members to represent the founding members in carrying out tasks related to requesting the issuance of the license. The preparatory board must have at least three members, including one member as the Chairman.

2. The State Bank Regional Branch is the State Bank branch in the regions where the headquarters of the people's credit fund is located.

3. The establishment meeting is a meeting of the founding members of the people's credit fund with the task of:

a) Approving the draft Charter of the people's credit fund; Proposal for establishing the people's credit fund; List of personnel proposed to be elected and appointed as Chairperson and other members of the Board of Directors, Head and other members of the Supervisory Board, Director of the people's credit fund for the first term;

b) Electing the preparatory board and the Chairman of the preparatory board from among the founding members who are listed in the proposed list of candidates to be elected and appointed as Chairperson and other members of the Board of Directors, Head and other members of the Supervisory Board, Director of the people's credit fund for the first term and some other members to represent the founding members in carrying out tasks related to requesting approval of the principles of establishment of the people's credit fund and amending and supplementing the application for issuance of the license when the State Bank Regional Branch requests it;

c) Deciding on other matters related to the establishment of the people's credit fund.

4. The license is the license for establishment and operation of the people's credit fund issued by the State Bank Regional Branch. The license is simultaneously the Certificate of Registration of the Cooperative. The document of the State Bank regarding amendment and supplementation of the license is an integral part of the license.

5. The first member assembly is the assembly of all founding members of the people's credit fund organized after the State Bank Regional Branch approves the principles of establishment, with the task of:

a) Approving the Charter of the people's credit fund;

b) Electing the Chairperson and other members of the Board of Directors, Head and other members of the Supervisory Board for the first term according to the list of personnel approved by the State Bank Regional Branch;

c) Approving regulations on the organization and operation of the Board of Directors, Supervisory Board of the people's credit fund;

d) Approving the policy of having a member of the Board of Directors兼任总经理或聘请总经理；

e) Deciding on other matters related to the establishment of the people's credit fund.

Article 4. Authority to Issue Initial Licenses, Replace Licenses, and Provide Copies of Licenses from Original Registers

The Director of the State Bank of Vietnam Region shall decide on issuing initial licenses, replacing licenses, and providing copies of licenses from original registers for people's credit funds whose main offices are located within their jurisdiction.

1. Documents in the application for an initial license must be signed by the Head of the Preparatory Board, except where otherwise provided in this Circular. Documents signed by the Head of the Preparatory Board must bear the title "Preparatory Board for Establishing People's Credit Fund ... (name of the people's credit fund) requests permission."

2. Documents in the application for replacing a license or providing a copy of a license from an original register must be signed by the legal representative or authorized representative (hereinafter referred to as the authorized representative). In cases of signing by an authorized representative, the application must include a power of attorney document prepared in accordance with the provisions of the law.

3. The application for an initial license, replacement of a license, and provision of a copy of a license from an original register of a people's credit fund shall be prepared in one set in Vietnamese.

4. For parts of the application that are copies, the people's credit fund must submit copies issued from the original register or certified copies or copies accompanied by presentation of the original for comparison. In cases where the applicant submits copies accompanied by presentation of the original for comparison, the person conducting the comparison must sign confirmation on the copy and be responsible for the accuracy of the copy compared to the original.

5. Each set of application files must contain a list of documents.

Article 6. License

1. The State Bank of Vietnam Region shall specify the content of operations, operational area, and duration of operations in the License according to the model prescribed in Appendix No. 01 promulgated together with this Circular.

Within four working days from the date of receipt of the application, the State Bank of Vietnam Region will examine and issue a copy of the License from the original register to the people's credit fund.

Article 7. Payment of Licensing Fees

1. People's credit funds granted an initial license or replaced license must pay the licensing fee for the initial license or replaced license at the State Bank of Vietnam Region or make online payment on the National Public Service Portal within fifteen days from the date of issuance of the initial license or replaced license.

2. The amount of the licensing fee for the initial license or replaced license shall be in accordance with the provisions of the law on fees and charges.

Chapter II

SPECIFIC PROVISIONS

Section 1

PROVISIONS ON ISSUING INITIAL LICENSES

Article 8. Application for Issuing an Initial License

1. An application for issuing a license according to the model prescribed in Appendix No. 03 promulgated together with this Circular.

2. Draft Charter of the people's credit fund approved by the Founding Conference.

3. A proposal for establishing the people's credit fund approved by the Founding Conference, which clearly states:

a) The necessity of establishing the people's credit fund;

b) Name of the people's credit fund, operational area, proposed location of the main office, duration of operation, registered capital upon establishment, content of operations consistent with the provisions of the Law on Credit Organizations and related laws;

c) Organizational structure;

d) Provisions on risk management, including types of risks that may occur during operations, methods and measures to prevent and control these risks;

đ) Procedures and policies for lending to members, depositors at the people's credit fund, and poor households in the area who are not members of the people's credit fund;

e) Information technology: Proposed information technology system ensuring safety, confidentiality of information, supporting business operations, management, and reporting requirements; capability to apply information technology systems in banking activities and investment in information technology systems;

(i) Principles of operation of the internal control system;

(ii) Draft internal regulations on the organization and operation of the people's credit fund, at least including internal regulations stipulated in Clause 2 of Article 101 of the Law on Credit Organizations and regulations on the organization and operation of the Board of Directors, Supervisory Board, and Management Personnel;

(iii) Content and procedures for internal audit operations;

h) Business plan expected for the first three years consistent with the content and scope of operations, including analysis and explanation of the effectiveness and feasibility of the plan each year.

4. List of personnel proposed to be elected or appointed as Chairman and members of the Board of Directors, Head and members of the Supervisory Board, and Director of the people's credit fund.

5. Documentation proving the qualifications and conditions of those proposed to be elected or appointed as Chairman and members of the Board of Directors, Head and members of the Supervisory Board, and Director of the people's credit fund, including:

a) Curriculum vitae according to the model prescribed in Appendix No. 04 promulgated together with this Circular;

b) Copies of certificates proving qualifications and expertise;

c) Criminal record certificate, ensuring the following:

(i) Must contain complete information about criminal records (including expunged and unexpunged criminal records) and information about holding positions, establishing, and managing enterprises and cooperatives;

(ii) Must be issued by the competent authority before the date of submitting the application for a license not more than six months prior.

Proposed personnel may present the electronic criminal record certificate obtained through the VNeID digital identity and authentication application or submit the electronic criminal record certificate in accordance with the law.

d) A list declaring related persons of the proposed candidates for election or appointment; a document assessing the professional ethics of the proposed candidates for election or appointment from the credit institution or foreign bank branch where such candidates have worked or are working, in accordance with the Governor's regulations on approving the list of proposed personnel.

6. List of founding members of the people's credit fund. The list must be confirmed by all founding members and must include at least the following contents:

a) Full name (for individual members or household representatives); Name and main office address (for corporate members);

b) Personal identification number for individual members; personal identification number of the household representative for household members; business registration number or establishment decision number or other equivalent documents and personal identification number of the representative of contributed capital for corporate members;

c) Amount of capital contribution and percentage of contribution of each member.

7. Copy of the Business Registration Certificate or Establishment Decision or other equivalent documents (for corporate members).

8. Power of attorney from the corporation to its representative participating in capital contribution.

9. Power of attorney from the household to its representative participating in capital contribution.

10. Financial report of the most recent year preceding the application date and financial report up to the nearest date but not more than 90 days prior to the application date (for corporate members).

11. Financial capability report for participation in the capital contribution to establish the people's credit fund for corporations according to the form prescribed in Appendix No. 05 issued together with this Circular.

12. Application for membership in accordance with the Governor's regulations on people's credit funds.

13. Minutes of the Founding Meeting adopting the draft Charter; Proposal for establishing the people's credit fund; list of proposed candidates for election or appointment as Chairman and members of the Board of Directors, Head and members of the Supervisory Board, Director of the people's credit fund, and selection of the Preparatory Committee, Head of the Preparatory Committee.

14. After receiving the principle approval document, the Preparatory Committee must submit the following additional documents:

a) The Charter of the people's credit fund approved by the first General Assembly of Members;

b) Minutes of the meeting and Resolution of the first General Assembly of Members regarding the approval of the Charter, election of the Chairman and other members of the Board of Directors, Head and other members of the Supervisory Board; policy on Board of Directors' member兼任总经理或聘请总经理。第一届成员大会关于通过章程的决议必须获得至少75%的出席成员表决权的同意。第一届成员大会关于选举董事会主席和其他董事会成员、监事会主席和其他监事会成员；董事会成员兼任总经理或聘请总经理的决议必须获得超过50%的出席成员表决权的同意；

c) Decision of the Board of Directors of the people's credit fund on the appointment of the Director of the people's credit fund according to the list of proposed personnel already approved by the State Bank Regional Office;

d) Document proving legal ownership or lawful right to use the location of the main office;

đ) Internal regulations on the organization and operation of the people's credit fund stipulated in point g(ii) Clause 3 Article 8 of this Circular, which have been approved by the first General Assembly of Members and the Board of Directors.

Article 9. Procedure for Issuing the First License

1. The State Bank Regional extracts necessary information from the National Population Database when considering and reviewing residence-related information. In cases where necessary information cannot be extracted from the National Population Database, the State Bank Regional has the right to request the Preparatory Board to provide a copy of one of the documents with legal value proving residence information according to the laws on extracting and using residence-related information to handle administrative procedures and provide public services.

2. The Preparatory Board prepares the application file for the License in accordance with the provisions from Clause 1 to Clause 13 of Article 8 of this Circular and sends it to the State Bank Regional.

Within thirty days from the date of receipt of the application file for the License under this clause, the State Bank Regional shall send a document to the Preparatory Board confirming that all valid files have been received for preliminary approval. If the application file for the License is incomplete, the State Bank Regional shall send a document to the Preparatory Board requesting additional documentation.

3. Within five working days from the date of confirmation of having received all valid files as stipulated in Clause 2 of this Article, the State Bank Regional shall send a document seeking opinions from:

a) People's Committee of commune, ward, or the grassroots-level People's Committee directly under the province or centrally-run city (hereinafter referred to as the People's Committee of commune) where the proposed cooperative credit institution intends to establish its main office regarding the establishment of the cooperative credit institution in the area;

b) People's Committee of commune where the proposed personnel intend to be elected or appointed reside regarding the list of proposed personnel to be elected or appointed as Chairman and other members of the Board of Directors, Head and other members of the Supervisory Board, and Director of the proposed cooperative credit institution;

c) Another State Bank Regional to provide information according to the form prescribed in Appendix No. 06 issued together with this Circular (if deemed necessary);

d) Cooperative Bank regarding the list of proposed personnel to be elected or appointed as Chairman and other members of the Board of Directors, Head and other members of the Supervisory Board, and Director of the proposed cooperative credit institution (if deemed necessary).

4. Within fifteen days from the date of receipt of the document requesting opinions from the State Bank Regional, the units requested to provide opinions shall submit their opinions in writing.

5. Within forty-five days from the date of sending the document confirming receipt of all valid files, the State Bank Regional shall issue a document approving the principle of establishing the cooperative credit institution. If not approved, the State Bank Regional shall send a document to the Preparatory Board explaining the reasons for non-approval. The content of the document approving the principle includes: approval of the principle of establishing and operating the cooperative credit institution; approval of the list of proposed personnel of the cooperative credit institution.

6. Within sixty days from the date of receipt of the document approving the principle of establishing the cooperative credit institution:

a) The Preparatory Board organizes the first General Meeting of Members to approve the contents as prescribed in Clause 5 of Article 3 of this Circular;

b) The Preparatory Board prepares additional documents as prescribed in Clause 14 of Article 8 of this Circular and sends them to the State Bank Regional. Beyond the aforementioned period, if the State Bank Regional does not receive or receives incomplete documents, then the document approving the principle will lose its validity.

Within five working days from the date of receipt of all additional documents, the State Bank Regional confirms in writing that all documents have been received. Within thirty days from the date the State Bank Regional confirms in writing receipt of all additional documents, the State Bank Regional issues the License according to regulations. If the License is not issued, the State Bank Regional shall send a document specifying the reasons for not issuing the License.

Article 10. Commencement of Operations

1. People's Credit Funds must post at the headquarters of the People's Committee of the commune where they are located, announce on the commune radio station (if applicable) for three consecutive days, publish on at least one media outlet of the State Bank and in at least one printed newspaper for three consecutive issues or on at least one Vietnamese online newspaper for at least thirty days prior to the planned commencement date the following information:

a) Name and address of the main office;

b) Number and date of issuance of the License;

c) Content of activities, duration of operation, operational area;

d) Charter capital;

đ) Legal representative;

e) List and corresponding contribution ratios of each founding member of the People's Credit Fund;

g) Planned commencement date of operations.

2. To commence operations, People's Credit Funds that have been issued a License must meet the following conditions:

a) Have submitted to the State Bank the Bylaws of the People's Credit Fund approved by the first General Meeting of Members;

b) Have sufficient charter capital. The charter capital in Vietnamese dong must be fully deposited into a frozen account without interest at the State Bank Region at least thirty days before the commencement date. The charter capital will be unfrozen when the People's Credit Fund has commenced operations;

c) Have a main office meeting the following conditions:

(i) It is the workplace of the Board of Directors and Management Board, recorded in the License according to the provisions of the law and transactions with customers can be conducted there;

(ii) Located within the operational area specified in the License, with a defined address including the building name, house number, alley, lane, street, village, commune, district, city, province, telephone number, fax number, and email address (if any);

(iii) Belongs to the lawful ownership or use of the People's Credit Fund;

(iv) Ensures convenience for customer transactions and has a secure cash storage facility meeting technical standards as prescribed by the Governor of the State Bank;

(v) Ensures asset safety and is suitable for the operational requirements of the People's Credit Fund;

d) Have a management structure, internal control system, and internal audit system appropriate to the type of activity as stipulated by the Law on Credit Organizations and other relevant laws;

đ) Have an information technology system meeting the requirements set out in point e, Clause 3, Article 8 of this Circular;

e) Have internal regulations regarding the organization and operation of the Board of Directors, Supervisory Board, Director, specialized departments; internal regulations on risk management;

g) Have announced information about the commencement of operations as prescribed in Clause 1 of this Article.

3. People's Credit Funds must commence operations within twelve months from the date of issuance of the License, except in cases of force majeure; if not commenced within this period, the issued License becomes invalid. The State Bank will announce on its official website that the License of the People's Credit Fund has become invalid.

4. At least fifteen days before the planned commencement date, People's Credit Funds that have been issued a License must notify in writing of the conditions for commencing operations as prescribed in Clause 2 of this Article, directly or through postal services to the State Bank Region. The State Bank Region will suspend the commencement of operations of the People's Credit Fund if it does not meet the conditions prescribed in Clause 2 of this Article.

Section 2

PROVISIONS ON LICENSE ISSUANCE

Article 11. Principles for Renewing Licenses

1. The State Bank Regional Branch shall not renew licenses for activities that credit cooperatives are not permitted to carry out according to the law at the time of renewal.

2. The State Bank Regional Branch adjusts the name of the permitted activities in accordance with the provisions of the Law on Credit Organizations. The renewed license shall be issued in accordance with the form prescribed in Appendix No. 07 attached hereto, replacing all previous licenses and related amendments issued by the State Bank prior to the renewal date.

3. In cases where credit cooperatives request to add new activities to their licenses simultaneously with the renewal process, the State Bank Regional Branch will consider issuing a renewed license including the additional activities based on the credit cooperative's full compliance with the required documentation stipulated in Clause 1 of Article 12 of this Circular.

Article 12. Documentation and Procedure for Requesting License Renewal

1. Documentation for requesting license renewal:

a) A request for license renewal in the format prescribed in Appendix No. 08 attached hereto;

b) Documentation for requesting changes to the scope of activities (in cases where credit cooperatives request to add new activities simultaneously with license renewal):

(i) Resolution of the Members' Congress approving the change in the scope of activities;

(ii) Implementation plan for the new activities, including at least: Description of the activity, implementation procedures, analysis of effectiveness and risk prevention measures, risk control measures, and plans for implementing the activities; solutions for ensuring compliance with safety ratio requirements in the operation of credit organizations (in cases where the request is to narrow the scope of activities);

(iii) Internal regulations governing the implementation procedures to ensure management and risk control;

(iv) Documents proving compliance with conditions related to the requested activities according to the law (if applicable).

2. Procedure for requesting license renewal:

a) Credit cooperatives requiring license renewal shall prepare the documentation as prescribed in Clause 1 of this Article and submit it to the State Bank Regional Branch;

Section 3

ANNOUNCEMENT OF INFORMATION ON LICENSE ISSUANCE AND LICENSE RENEWAL

LICENSE RENEWAL

Article 13. Announcement of Information on Initial License Issuance and License Renewal to Business Registration Authorities

1. Within five working days from the date of initial license issuance, the State Bank Regional Branch shall be responsible for providing a written notice along with the license and information about the legal representative of the credit cooperative to the business registration authority in accordance with the regulations on cooperative registration to update the national cooperative registration information system.

2. Within five working days from the date of license renewal, the State Bank Regional Branch shall be responsible for providing a written notice along with the renewed license to the business registration authority in accordance with the regulations on cooperative registration to update the national cooperative registration information system.

Chapter III

RESPONSIBILITIES OF ORGANIZATIONS AND INDIVIDUALS INVOLVED

Article 14. Responsibilities of the Preparatory Board

1. Prepare and submit the application dossier for the initial issuance of the License in accordance with this Circular.

2. After receiving the principle approval document, the Preparatory Board shall be responsible for:

a) Organizing the first General Meeting of Members in accordance with point a, Clause 6, Article 9 of this Circular;

b) Notifying the founding members to deposit funds into the account opened by the Preparatory Board at a commercial bank in Vietnam.

3. Guide the founding members in capital contribution and review the dossiers of the founding members.

4. Bear responsibility for the completeness and accuracy of the contents of the submitted dossier to the State Bank Regional Branch.

5. Notify the founding members of the reasons for not being granted the License if it is not approved by the State Bank Regional Branch.

Article 15. Responsibilities of the Head of the Preparatory Board

1. Convene the first General Meeting of Members in accordance with the law.

2. Sign relevant documents within his authority concerning the establishment of the credit cooperative until the State Bank Regional Branch issues the License.

Article 16. Responsibilities of organizations and individuals related to the establishment of the credit cooperative

Organizations and individuals related to the establishment of the credit cooperative must provide complete, accurate, and timely information as required by the State Bank Regional Branch and the Preparatory Board in accordance with this Circular and bear full legal responsibility for such information.

Article 17. Responsibilities of the credit cooperative

1. Provide complete, accurate, and timely information as required by the State Bank Regional Branch in accordance with this Circular regarding the issuance and replacement of the License and bear full legal responsibility for such information.

2. The credit cooperative must post at the headquarters of the People's Committee of the commune, announce on the commune radio station (if applicable) for three consecutive days, publish on one media outlet of the State Bank and in one printed newspaper for three consecutive issues or on one Vietnamese online news site about the issuance and replacement of the License within seven working days from the date of issuance and replacement of the License by the State Bank Regional Branch, and implement amendments and supplements to the Charter in accordance with the content of the replaced License.

3. Implement other contents as prescribed in this Circular.

Article 18. Responsibilities of the State Bank Regional Branch

1. Review the completeness and validity of the application dossier for the issuance of the credit cooperative License before giving principle approval and issue a document to the Preparatory Board confirming that the dossier is complete and valid or requesting additional documents.

2. Issue the License to the credit cooperative if it meets the conditions and has a complete dossier in accordance with this Circular or issue a document refusing to grant the License (specifying the reasons).

3. Bear responsibility for managing and storing the initial issuance dossier, subsequent replacement dossier after the initial issuance, and replacement dossier.

4. Inspect, direct, and supervise the credit cooperative to comply with and ensure the conditions stipulated by law and the State Bank before commencing operations.

5. Suspend the credit cooperative from commencing operations if it does not meet the operational commencement conditions.

6. Review the dossier for the replacement of the License of the credit cooperative. Replace the License for the credit cooperative or issue a document refusing to replace the License (specifying the reasons).

7. Send a document to the State Bank to publish on the State Bank's electronic portal regarding the expiration of the credit cooperative's License in accordance with Clause 3, Article 10 of this Circular.

Article 19. Responsibilities of cooperative banks

Provide written comments on the list of personnel proposed for election or appointment as Chair and other members of the Board of Directors, Head and other members of the Supervisory Board, and Director of the People's Credit Fund when requested by the State Bank Regional Branch.

Chapter IV

IMPLEMENTING PROVISIONS

Article 20. Effective Date

This Circular takes effect from June 15, 2025.

Article 21. Organization of Implementation

Heads of units under the State Bank, Directors of the State Bank Regional Branches, cooperative banks, and people's credit funds are responsible for organizing the implementation of this Circular./.