Consolidated Document number 11/VBHN-NHNN on the people's credit cooperative fund

 

 

CIRCULAR

Provisions on the network of operations of non-bank financial institutions

 

Circular No. 53/2018/TT-NHNN dated December 31, 2018 of the Governor of the State Bank of Vietnam on the network of operations of non-bank financial institutions, which took effect from March 1, 2019, has been amended and supplemented by:

1. Circular No. 30/2024/TT-NHNN dated June 30, 2024 of the Governor of the State Bank of Vietnam amending and supplementing certain articles of circulars stipulating the files and procedures for approval of changes and the network of operations of non-bank financial institutions, which took effect from July 1, 2024.

2. Circular No. 69/2025/TT-NHNN dated December 31, 2025 of the Governor of the State Bank of Vietnam amending and supplementing certain articles of some circulars of the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions, simplifying administrative procedures, which took effect from February 15, 2026.

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

Pursuant to the Law on Credit Institutions dated June 16, 2010 and the Law Amending and Supplementing Certain Articles of the Law on Credit Institutions dated November 20, 2017;

Pursuant to Government Decree No. 16/2017/NĐ-CP dated February 17, 2017 on the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;

At the proposal of the Director of Banking Inspection and Supervision;

The Governor of the State Bank of Vietnam promulgates this Circular on the network of operations of non-bank financial institutions ^{[1] , [2]} .

Chapter I. GENERAL PROVISIONS

Article 1. Scope of Regulation

This Circular stipulates:

1. Conditions, files, and procedures for establishment, cessation of operations, dissolution of branches, representative offices, and affiliated units of non-bank financial institutions.

2. Changes in name, location of branch headquarters, representative office, and affiliated unit of non-bank financial institutions.

Article 2. Applicability

1. Non-bank financial institution.

2. Organizations and individuals related to the establishment, cessation of operations, dissolution of branches, representative offices, and affiliated units; changes in name, location of branch headquarters, representative office, and affiliated unit of non-bank financial institutions.

Article 3. Explanation of Terms

In this Circular, the following terms shall be understood as follows:

1. Non-bank financial institutions include comprehensive finance companies, factoring finance companies, consumer credit finance companies, and financial leasing companies.

2. The network of operations of non-bank financial institutions includes branches, representative offices, and affiliated units within the country.

3. A branch is a dependent unit of a non-bank financial institution, having a seal, with the task of performing one or more functions of the non-bank financial institution according to internal regulations and laws.

4. A representative office is a dependent unit of a non-bank financial institution, having a seal, performing the function of representation by proxy of the non-bank financial institution. A representative office shall not engage in business activities.

5. An affiliated unit is a dependent unit of a non-bank financial institution, having a seal, performing one or more support activities for the business operations of the non-bank financial institution, including:

a) Research and proposal for the application of banking technology for non-bank financial institutions;

b) Training and professional development for staff of non-bank financial institutions;

c) Storage of database, collection, and processing of information to serve the business operations of non-bank financial institutions;

d) Other support activities for the business operations of non-bank financial institutions in accordance with the provisions of the law.

6. ^[3] (Repealed).

7. The date of request is the day, month, and year recorded on the document requesting the establishment of a branch, representative office, or affiliated unit of a non-bank financial institution.

Article 4. Authority to Approve the Network of Non-Bank Credit Institutions ^[4]

1. The Governor of the State Bank of Vietnam (hereinafter referred to as the Governor) shall examine and approve the establishment, compulsory cessation of operations, and dissolution of branches of non-bank credit institutions.

2. The Director of Banking Inspection and Supervision shall examine and approve the establishment, compulsory cessation of operations, and dissolution of representative offices and affiliated units of non-bank credit institutions.

3. The Governor of the State Bank of Vietnam branch in provinces and centrally-administered cities shall examine and approve the following matters:

a) Change of location for the head office of a non-bank credit institution's branch within the jurisdiction (including cases of changing location before commencing operations).

b) Voluntary cessation of operations and dissolution of a non-bank credit institution's branch within the jurisdiction.

Article 5. Principles for Preparing Documents and Submitting Notification Letters

1. Documents must be prepared in Vietnamese. Materials in the dossier must be original copies or certified true copies from the original records or unsworn copies accompanied by original documents for verification in accordance with the provisions of the law. Each dossier must include a list of materials.

2. Request letters and notification letters of non-bank credit institutions must be signed by the legal representative or authorized representative (hereinafter referred to as the lawful representative) and submitted either directly or through postal service.

In case the letter of a non-bank credit institution is signed by an authorized representative, the dossier must include a power of attorney established in compliance with the provisions of the law.

Article 6. Regulations on Managing the Network

1. Non-bank credit institutions must establish regulations on managing the network to ensure safe and effective operations in accordance with the provisions of the law, the management capacity of each type of network unit, and include at least the following contents:

a) Organizational structure and personnel;

b) Scope and mechanism of accounting for activities;

c) Risk limits for each business activity and operational activity towards a single customer, group of customers, and all customers of the branch;

d) Management and supervision mechanisms of the headquarters over objects within the network to ensure safe and effective operations;

đ) (Repealed) ^[5]

2. The regulations must be reviewed periodically according to internal regulations and revised and supplemented (if necessary) to ensure compatibility with changes in network units and market changes.

3. Within five working days from the date of issuance or revision of the regulations on managing the network, non-bank credit institutions must submit them to the State Bank of Vietnam (through the Banking Inspection and Supervision Agency) and the State Bank of Vietnam branch in the province or centrally-administered city where the non-bank credit institution's main office is located.

Chapter II. ESTABLISHMENT OF BRANCHES, REPRESENTATIVE OFFICES, AND AFFILIATED UNITS

Article 7. Conditions for Establishing Branches ^[6]

1. Non-bank credit institutions that have been operating for twelve months or more (counted from the date of commencement of operations to the date of application) may establish no more than three branches in one fiscal year when meeting the following conditions:

a) Profitable business operations according to consolidated financial statements and individual financial statements audited for the preceding year adjacent to the year of application. This condition does not apply to non-bank credit institutions submitting applications in the second year since the date of commencement of operations;

b) At the time of application, they are not subject to measures by competent authorities prohibiting expansion of the operating area;

c) The ratio of bad debts to total outstanding loans at December 31 of the preceding year adjacent to the year of application and at the time of application does not exceed 4% or another ratio determined by the Governor during specific periods;

d) At the time of application, the non-bank credit institution has the number and structure of the Board of Directors, Board of Members, Audit Committee; an internal audit department and an internal control system in compliance with the Law on Credit Institutions and guidelines of the State Bank of Vietnam, and does not lack a General Manager;

đ) Having regulations on managing the network in accordance with Article 6 of this Circular;

e) Having a proposal for establishing a branch.

2. Non-bank credit institutions that have been operating for less than twelve months (counted from the date of commencement of operations to the date of application) may establish no more than two branches when meeting the following conditions:

a) The ratio of bad debts to total outstanding loans on the last day of the month immediately preceding the month of application does not exceed 4% or another ratio determined by the Governor during specific periods;

b) The provisions at points b, d, đ, e of Clause 1 of this Article.

  Article 8. Conditions for establishing representative offices and non-business units ^[7]

Non-bank financial organizations must meet the conditions stipulated in point b, Clause 1, Article 7 of this Circular.

Article 9. Documents for requesting approval to establish branches, representative offices, and non-business units

1. A document from the non-bank financial organization requesting the State Bank of Vietnam (hereinafter referred to as the State Bank) to approve the establishment of branches, representative offices, and non-business units according to the model attached as an appendix to this Circular.

2. The resolution of the Board of Directors or the Board of Members of the non-bank financial organization on the establishment of branches, representative offices, and non-business units or other documents from authorized bodies as provided for in the Charter of the non-bank financial organization.

3. The project for establishing a branch, which must include at least the following contents:

a) Full name in Vietnamese, abbreviated name in Vietnamese, address of headquarters, and content of activities;

b) Reasons for establishment and selection of the area for establishment;

c) Organizational structure: organizational chart of the branch, proposed key personnel (General Manager, Deputy General Manager, Heads of specialized departments);

d) Feasibility study: analysis of business environment, target market, business opportunities, and market penetration plans;

đ) Proposed business plan for the first three years, including at least: projected balance sheet; profit and loss statement; basis for formulating the plan and explanation of the feasibility of implementing the plan each year.

4. ^[8] (Repealed)

Article 10. Procedures for approving the establishment of branches, representative offices, and non-business units ^[9] 1. Procedures for approval before opening operations:

a) The non-bank financial organization prepares one set of documents corresponding to each type of network as prescribed in Article 9 of this Circular and submits it to the State Bank (through the Banking Inspection and Supervision Agency). In case the submitted documents are incomplete or invalid, within seven working days from the date of receipt of the documents, the Banking Inspection and Supervision Agency will issue a document requesting the non-bank financial organization to amend and supplement the documents; ^[10] b) The non-bank financial organization amends and supplements the documents within a maximum period of thirty days from the date the Banking Inspection and Supervision Agency issues a document requesting amendments and supplements. Beyond this period, the non-bank financial organization must resubmit the documents in accordance with this Circular for the State Bank to review and approve;

For requests to establish branches, within five working days from the date of receiving all documents, the Banking Inspection and Supervision Agency will issue a document seeking the opinion of the State Bank branch where the non-bank financial organization intends to establish a branch regarding the necessity of having an additional branch in that area;

Within five working days from the date of receiving the document from the Credit Institutions Management and Supervision Department, the entities mentioned in point c of this Clause must provide their comments in writing on the proposed contents;

c) ^[11] Within fifteen days from the date of receiving the opinions of the State Bank branch as stipulated in point c of this Clause, the Banking Inspection and Supervision Agency will submit a report to the Governor for approval or disapproval of the non-bank financial organization's request to establish a branch;

d) ^[12] Within forty days from the date of receiving all documents for the request to establish a branch or within twenty days from the date of receiving all documents for the request to establish a representative office or non-business unit of the non-bank financial organization, the State Bank will issue a document approving or not approving the request of the non-bank financial organization. In case of disapproval, the document must clearly state the reasons;

đ) ^[13] Within twelve months from the date the State Bank issues the approval document, the non-bank financial organization must open the branch, representative office, or non-business unit. If the non-bank financial organization fails to open the branch, representative office, or non-business unit beyond this period, the State Bank's approval document shall automatically become invalid.

e) ^[14] 2. Opening operations of branches:

g) ^[15] a) Requirements for opening operations of branches:

(i) Having lawful ownership or usage rights to the branch headquarters; the headquarters must ensure storage of documents, convenience and safety for transactions, asset security, and have a complete system for ensuring security, protection, uninterrupted power supply, communication systems to maintain continuous operation, meeting fire prevention requirements;

(ii) The branch headquarters must have a vault as prescribed by the State Bank or a safe deposit box ensuring safety;

(iii) The branch must have an information technology system connected online with the main headquarters, ensuring continuous, secure, and confidential operation of the information technology system and database for business activities and statistical reporting;

(iv) The branch must have sufficient management staff, including at least the General Manager, Deputy General Manager of the branch, and a team of business officers;

(v) The Branch General Manager or equivalent position must meet the standards and conditions stipulated in Clause 5, Article 41 of the Law on Credit Organizations and internal regulations of the non-bank financial organization.

At least fifteen days before the planned opening date of the branch, the non-bank financial organization must submit a report to the State Bank branch where the branch headquarters is located, containing the following contents:

(i) The planned opening date and compliance with the branch opening requirements specified in point a of this Clause; ^[16] (ii) Information about the branch (name, foreign language name, abbreviated name); branch address (address, telephone, fax, email, website); information about the Branch General Manager or equivalent position (full name, gender, date of birth, ethnicity, nationality, type of personal legal document, number of personal legal document, date of issuance, place of issuance, permanent residence address and contact address).;

b) ^[17] The non-bank financial organization will proceed to open the branch after fulfilling the requirements specified in point a of this Clause and publicly announcing the information as prescribed in

(i) The expected opening date for operations and the requirements for opening the branch as stipulated in point a of this Clause;

(ii) Information about the branch name (name, foreign language name, abbreviated name); branch address (address, telephone, fax, email, website); information about the Branch Director or equivalent position (full name, gender, date of birth, ethnicity, nationality, type of legal document of the individual, individual's legal document number, issuance date, issuing authority, place of permanent residence and contact address);

c) ^[18] Non-bank financial institutions shall commence the opening of the branch after meeting the requirements set forth in point a of this Clause and publicizing the information as prescribed in Article 11 of this Circular.

3. ^[19] Opening representative office activities, public service units:

a) Non-bank financial institutions decide to open representative offices, public service units after announcing information in accordance with Article 11 of this Circular; Article 11 of this Circular;

b) At least 15 days before the expected opening date of the representative office, public service unit, non-bank financial institution shall submit a report in writing to the State Bank branch where the representative office, public service unit is located. For representative offices, non-bank financial institutions shall report to the State Bank branch where the representative office is located the following information: the expected opening date of the representative office activity; name of the representative office (name, foreign language name, abbreviated name); address of the representative office (address, phone number, fax, email, website); head of the representative office (full name, gender, date of birth, ethnicity, nationality, type of personal legal document, personal legal document number, date of issuance, place of issuance, permanent residence address and contact address). representative office (full name, gender, date of birth, ethnicity, nationality, type of legal document of the individual, individual's legal document number, issuance date, issuing authority, place of permanent residence and contact address).

4. ^[20] Within five working days from the date of receipt of the report as stipulated in point b, Clause 2, point b, Clause 3 of this Article, the State Bank branch shall be responsible for notifying in writing the information reported by the non-bank financial institution at point b, Clause 2, point b, Clause 3 of this Article along with the approval document for establishing a branch, representative office to the provincial business registration authority.

Article 11. Announcing information on the establishment of branches, representative offices, public service units

Within seven working days prior to the expected opening date of the branch, representative office, public service unit, non-bank financial institutions must announce information about the establishment of branches, representative offices, public service units on one communication medium of the State Bank and non-bank financial institutions (if any) and one printed newspaper in three consecutive issues or on one online newspaper of Vietnam. ^[21] .

Chapter III. CHANGE OF NAME, LOCATION OF BRANCH HEADQUARTERS, REPRESENTATIVE OFFICE, PUBLIC SERVICE UNIT

Article 12. Change of branch name ^[22]

1. Non-bank financial institutions decide to change the branch name (name, foreign language name, abbreviated name) in accordance with the provisions of the law. Within five working days from the date the non-bank financial institution makes the decision to change, the non-bank financial institution shall submit a report in writing to the State Bank branch where the branch headquarters is located regarding this change. written in a foreign language, abbreviated name) in accordance with the provisions of the law. Within five working days from the date the non-bank financial institution makes a decision to change, the non-bank financial institution shall submit a report to the State Bank of Vietnam branch where the branch headquarters is located regarding this change.

2. Within five working days from the date of receipt of the report of the non-bank financial institution as stipulated in Clause 1 of this Article, the State Bank branch shall be responsible for notifying in writing the information on the change of branch name reported by the non-bank financial institution at Clause 1 of this Article to the provincial business registration authority..

Article 13. Change of location of branch headquarters ^[23]

1. Non-bank financial institutions may only change the location of the branch headquarters within the province or centrally-administered city where the branch headquarters is located, and the proposed new location must meet the requirements specified in points a(i), a(ii) and a(iii) of Clause 2 of Article 10 of this Circular.

2. Documents for requesting a change of location of the branch headquarters:

a) A document from the non-bank financial institution requesting approval to change the location of the branch headquarters, which must include at least the following contents: current location; proposed new location that meets the requirements stipulated in Clause 1 of this Article; plan for moving the headquarters to ensure continuity in operations;

b) Resolution of the Board of Members or resolution of the Board of Directors approving the change of location of the branch headquarters or other relevant document according to the Charter of the non-bank financial institution.

3. Procedures:

a) The non-bank financial institution shall prepare one set of documents as prescribed in Clause 2 of this Article and send it to the State Bank branch Regional Office where the branch headquarters is located. If the documents are incomplete or invalid, within five working days from the date of receipt of the documents, the State Bank branch Regional Office shall issue a written request for the non-bank financial institution to supplement and complete the documents;

b) Within five working days from the date of receipt of all documents as prescribed in Clause 2 of this Article, the State Bank branch Regional Office where the branch headquarters is located shall issue a written document to the non-bank financial institution approving or not approving the change of location of the branch headquarters; if not approved, the document sent to the non-bank financial institution must clearly state the reasons.

4. The non-bank financial institution shall submit a report in writing to the State Bank branch Regional Office where the branch headquarters is located on meeting the requirements stipulated in Clause 1 of this Article at least 15 days before the expected operation date at the approved location.

5. Within three working days from the date of receipt of the report as stipulated in Clause 4 of this Article, the State Bank branch Regional Office shall be responsible for notifying in writing the information on the change of location of the branch headquarters reported by the non-bank financial institution at Clause 4 of this Article along with the approval document for changing the location of the branch headquarters to the provincial business registration authority.

6. Within twelve months from the date the State Bank branch Regional Office issues the approval document, the branch of the non-bank financial institution must operate at the approved location. If the branch of the non-bank financial institution does not operate at the approved location beyond this period, the approval document of the State Bank branch Regional Office shall become automatically invalid.

7. In case of changing the address of the branch headquarters without changing the location of the branch headquarters, the non-bank financial institution shall submit a report in writing to the State Bank branch Regional Office where the branch headquarters is located on the change of the address of the branch headquarters within seven working days from the date of implementation of the change.

8. Within three working days from the date of receiving the report of the non-bank financial institution as stipulated in Clause 7 of this Article, the State Bank Branch for the Region shall notify in writing the information on the change of the branch office address reported by the non-bank financial institution under Clause 7 of this Article to the provincial business registration authority.

Article 14. Change of Name and Location of Representative Office and Non-Business Unit

1. A non-bank financial institution decides to change its name, the location of the representative office, and the non-business unit in accordance with the provisions of the law.

2. Within five working days from the date the non-bank financial institution decides to change its name and the location of the representative office and non-business unit, the non-bank financial institution shall notify the State Bank (through the Banking Inspection and Supervision Agency) and the State Bank Branch where the representative office and non-business unit are located about such changes.

In case the location of the representative office and non-business unit changes to a different province or centrally governed city, the non-bank financial institution shall notify in writing the State Bank Branch where the previous representative office and non-business unit were located and the new location of the representative office and non-business unit.

3. ^[24] Within five working days from the date of receipt of the notification from the non-bank financial institution as stipulated in Clause 2 of this Article, the State Bank Branch where the representative office is located shall notify in writing the information on the change of name and location of the representative office reported by the non-bank financial institution under Clause 2 of this Article to the provincial business registration authority.

In case the location of the representative office changes to a different province or centrally governed city, the State Bank Branch where the new representative office is located shall notify in writing the information on the change of location of the representative office reported by the non-bank financial institution under Clause 2 of this Article to the provincial business registration authority.

Article 15. Public Announcement of Information

Within seven working days from the date of changing the branch name or the date of receiving the approval document from the State Bank Branch for changing the branch office location, the non-bank financial institution shall publish the information on at least one State Bank communication medium and the non-bank financial institution's communication medium (if any) and in at least one newspaper for three consecutive issues or on one Vietnamese online news site. ^[25] upon approval of the change in the location of the branch headquarters, the non-bank financial institution shall publish the information on one communication medium of the State Bank of Vietnam and the non-bank financial institution (if any) and in one printed newspaper for three consecutive issues or on one online newspaper of Vietnam ^[26] .

Chapter IV. TERMINATION OF OPERATIONS, LIQUIDATION OF BRANCHES, REPRESENTATIVE OFFICES, AND NON-BUSINESS UNITS

Article 16. Termination of Operations and Liquidation of Branches, Representative Offices, and Non-Business Units

1. Branches, representative offices, and non-business units shall terminate operations and be liquidated in the following cases:

a) Automatic termination of operations and liquidation;

b) Voluntary termination of operations and liquidation;

c) Compulsory termination of operations and liquidation.

2. The non-bank financial institution shall be responsible for:

a) Settling assets, rights, obligations, and related interests of branches, transaction offices, representative offices, and non-business units that have terminated operations and been liquidated in accordance with the law;, transaction office, b) Storing documents, records, and files of branches, representative offices, and non-business units that have terminated operations and been liquidated and all documents related to the termination of operations and liquidation;

c) Completing legal procedures for terminating operations and liquidating branches, representative offices, and non-business units in accordance with the law.

c) Carry out the legal procedures to terminate operations, dissolve the branch, representative office, and affiliated unit in accordance with the provisions of the law.

Article 17. Automatic cessation of operations and dissolution of branches, representative offices, and non-business units

1. Branches, transaction offices, representative offices, and non-business units shall automatically cease operations and be dissolved when the non-bank financial institution ceases operations and dissolves.

2. The procedures for automatic cessation of operations and dissolution of branches, representative offices, and non-business units shall be carried out in accordance with the provisions of the law.

Article 18. Voluntary cessation of operations and dissolution of branches, representative offices, and non-business units ^[27]

1. Documents for voluntary cessation of operations and dissolution of branches:

a) A document from the non-bank financial institution proposing to cease operations and dissolve the branch, specifying the reasons for ceasing operations and dissolving the branch, the name and address of the branch being ceased and dissolved, and commitments to resolve the assets, rights, obligations, and related interests of the branch being ceased and dissolved;

b) A resolution of the Board of Directors or Board of Members of the non-bank financial institution regarding the cessation of operations and dissolution of the branch or another authorized document according to the Articles of Association of the non-bank financial institution;

c) A plan to resolve the assets, rights, obligations, and related interests of the branch being ceased and dissolved.

2. Procedure for voluntary cessation of operations and dissolution of branches:

a) The non-bank financial institution shall prepare one set of documents as stipulated in Clause 1 of this Article and submit it to the State Bank branch in the region where the branch's headquarters is located;

b) Within twenty days from the date of receipt of the complete documents as stipulated in Clause 1 of this Article, the State Bank branch in the region shall issue a written approval or disapproval of the non-bank financial institution's proposal; if not approved, the document must specify the reasons.

3. Within forty-five days from the date of receiving the State Bank branch in the region's written approval on the cessation of operations and dissolution of the branch, the non-bank financial institution must carry out the legal procedures as prescribed by law to cease operations and dissolve the branch and submit a written report to the State Bank (Credit Institution Management and Supervision Department) and the State Bank branch in the region where the branch's headquarters is located on the results of ceasing operations and dissolving the branch.

4. Voluntary cessation of operations and dissolution of representative offices and non-business units: The non-bank financial institution decides to cease operations and dissolve the representative office and non-business unit. Within five working days from the date of ceasing operations and dissolving the representative office and non-business unit, the non-bank financial institution shall submit a written report to the State Bank (Credit Institution Management and Supervision Department) and the State Bank branch in the region where the representative office and non-business unit's headquarters is located, detailing the reasons, cessation date, and dissolution.

5. Within three working days from the date of receiving the reports as stipulated in Clauses 3 and 4 of this Article, the State Bank branch in the region shall have the responsibility to notify in writing the information about the cessation of operations and dissolution of branches and representative offices reported by the non-bank financial institution in Clauses 3 and 4 of this Article to the provincial business registration authority.

Article 19. Compulsory Termination of Operations and Dissolution of Branches, Representative Offices, and Non-Business Units ^[28]

1. A non-bank financial organization's branch, representative office, or non-business unit shall be subject to compulsory termination of operations and dissolution when it falls under one of the following circumstances:

a) There is evidence proving that the application documents for establishing the branch, representative office, or non-business unit contain false information leading to a misassessment of the conditions for establishing such entities of the non-bank financial organization;

b) Operating activities not in accordance with the permitted scope as stipulated by law.

2. Upon discovering that a non-bank financial organization falls under any of the circumstances specified in Clause 1 of this Article, the State Bank of Vietnam branch where the branch, representative office, or non-business unit of the non-bank financial organization is located shall issue a document detailing the reasons and submit it to the State Bank of Vietnam (through the Banking Inspection and Supervision Agency) requesting the termination of operations and dissolution of the branch, representative office, or non-business unit of the non-bank financial organization.

3. Within fifteen days from the date of receipt of the State Bank of Vietnam branch's request for termination of operations and dissolution of the branch, representative office, or non-business unit of the non-bank financial organization as prescribed in Clause 2 of this Article, or during the inspection and supervision process if a case as stipulated in Clause 1 of this Article is discovered, the Banking Inspection and Supervision Agency shall issue a document or propose the Governor to issue a document requiring the non-bank financial organization to terminate operations and dissolve the branch, representative office, or non-business unit within their authority.

4. Within ninety days from the date the State Bank of Vietnam issues a document requesting the non-bank financial organization to terminate operations and dissolve the branch, representative office, or non-business unit as prescribed in Clause 3 of this Article, the non-bank financial organization must complete all legal procedures as required by law to terminate operations and dissolve the branch, representative office, or non-business unit; and issue a report to the State Bank of Vietnam (through the Banking Inspection and Supervision Agency),the State Bank of Vietnam branch where the branch, representative office, or non-business unit is located on the results of terminating operations and dissolving the branch, representative office, or non-business unit.

5. Within five working days from the date of receipt of the report as prescribed in Clause 4 of this Article, the State Bank of Vietnam branch has the responsibility to notify in writing the information about the termination of operations and dissolution of the branch, representative office as reported by the non-bank financial organization at Clause 4 of this Article to the provincial business registration agency.

Article 20. Public Announcement of Information Regarding Termination of Operations and Dissolution of Branches, Representative Offices, and Non-Business Units ^[29]

Within seven working days from the date of termination of operations and dissolution of the branch, representative office, or non-business unit (except in cases of automatic termination of operations and dissolution pursuant to Article 17 of this Circular), the non-bank financial organization must publicly announce and post notices at its headquarters, the premises of the entity being terminated or dissolved, and publish information regarding the termination of operations and dissolution on at least one State Bank of Vietnam and non-bank financial organization (if applicable) media outlet and in at least one newspaper for three consecutive issues or on at least one Vietnamese online news site. The minimum content of the public announcement and posting includes:

1. Name and address of the branch, representative office, or non-business unit being terminated or dissolved.

2. Date of termination of operations and dissolution.

3. Responsibilities of the non-bank financial organization concerning assets, rights, obligations, and related interests of the branch, representative office, or non-business unit being terminated or dissolved.

Chapter V. IMPLEMENTATION

Article 21. Responsibilities of Non-Bank Credit Institutions

1. Develop plans for the development of branches, representative offices, and affiliated units to be submitted annually to the competent authority of the non-bank credit institution for approval.

1a. ^[30] Within five working days from the date of decision on changing the Branch Manager or equivalent position, the head of the representative office of the non-bank credit institution shall submit a report to the State Bank branch where the non-bank credit institution's branch or representative office is located, providing information about the Branch Manager or equivalent position, and the head of the representative office (full name, gender, date of birth, ethnicity, nationality, type of legal document of the individual, number of legal document of the individual, date of issuance, place of issuance, permanent address, and contact address). or equivalent position, the head of the representative office, the non-bank financial institution shall submit a report to the State Bank of Vietnam branch where the non-bank financial institution's branch headquarters or representative office is located, providing information about the Branch Director or equivalent position, the head of the representative office (full name, gender, date of birth, ethnicity, nationality, type of legal document of the individual, individual's legal document number, issuance date, issuing authority, place of permanent residence and contact address).

Maintain the actual value of the registered capital at a minimum level equal to the statutory capital requirement. ^[31] 2. Bear legal responsibility for the completeness and accuracy of the information and documents provided in the application dossier.

3. Implement the provisions set forth in this Circular.

Article 22. Responsibilities of the State Bank Branch Where the Non-Bank Credit Institution's Branch, Representative Office, or Affiliated Unit Is Located

1. Receive applications, approve or disapprove the contents within the scope of authority stipulated in Clause 3, Article 4 of this Circular. ^[32]

Upon receiving the report of the non-bank credit institution as specified in Clause 1a, Article 21 of this Circular, the State Bank branch shall have the responsibility to notify in writing the changes in the Branch Manager or equivalent position, and the head of the representative office reported by the non-bank credit institution at Clause 1a, Article 21 of this Circular to the provincial business registration agency.

2. Within five working days from the date 2. Coordinate with the Banking Inspection and Supervision Agency to handle issues arising related to the organization and activities of the branch, representative office, and affiliated unit of the non-bank credit institution in the area. 3. Participate in discussions with the Banking Inspection and Supervision Agency as prescribed in Point c, Clause 1, Article 10 of this Circular. 4. Send a written document to the State Bank (through the Banking Inspection and Supervision Agency) as prescribed in Clause 2, Article 19 of this Circular..

5. Receive reports and notifications from the non-bank credit institution as prescribed in this Circular.

Article 23. Responsibilities of the Credit Institution Management and Supervision Department

1. Serve as the focal point for receiving, evaluating, and submitting to the Governor for approval or disapproval as prescribed in Clause 1, Article 4 of this Circular.

2. Receive applications, approve or disapprove the contents as prescribed in Clause 2, Article 4 of this Circular.

3. Send the State Bank Regional Branch the approval document for the contents in Clauses 1 and 2, Article 4 of this Circular so that the State Bank Regional Branch can notify the provincial business registration agency. ^[33]

4. Coordinate with the State Bank Regional Branch to handle issues arising related to the organization and activities of the branch, transaction office, representative office, and affiliated unit of the non-bank credit institution.

5. Receive reports and notifications from the non-bank credit institution as prescribed in this Circular.

6. Monitor the non-bank credit institution's maintenance of the actual value of the registered capital at a minimum level equal to the statutory capital requirement.

4. Cooperate with the State Bank of Vietnam regional branch to handle issues arising in relation to the organization and operation of branches, transaction offices, representative offices, and affiliated units of non-bank financial institutions.

5. Receive reports and notifications from non-bank financial institutions as prescribed in this Circular.

6. Monitor the non-bank financial institution's maintenance of the minimum statutory capital adequacy ratio.

Chapter VI. IMPLEMENTING PROVISIONS ^{[34] , [35]}

Article 24. ^[36] (Repealed)

Article 25. Effective Date

1. This Circular shall take effect from March 1, 2019.

2. The Decision No. 01/2008/QĐ-NHNN dated January 9, 2008 of the Governor of the State Bank of Vietnam promulgating regulations on the establishment and termination of operations of branches and representative offices of non-bank financial institutions is hereby repealed.

Article 26. Implementation

The Director of the Office, the Head of the Inspectorate and Supervision Department of the State Bank of Vietnam, the Heads of relevant units under the State Bank of Vietnam, the Governors of the State Bank of Vietnam Branches in provinces and centrally-administered cities, and the Chairmen of the Board of Directors, Chairmen of the Board of Members, and General Managers (Directors) of non-bank financial institutions shall be responsible for implementing this Circular.

 

ANNEX ^[37]

(Adopted together with Circular No. 69/2025/TT-NHNN dated December 31, 2025 of the Governor of the State Bank of Vietnam)

 

MODEL DOCUMENT REQUESTING APPROVAL FOR THE ESTABLISHMENT OF A BRANCH/REPRESENTATIVE OFFICE/BUSINESS UNIT OF A NON-BANK FINANCIAL INSTITUTION

 

 

Business registration number/Decision number on establishment:...

 

Respected: State Bank of Vietnam

 

Identification number of the non-bank financial institution (if any):...

Issuing authority:...date...

Name of the non-bank financial institution: ...

Foreign name (if any):...

Main office address:...

Telephone:...Fax...

Requesting the State Bank of Vietnam to approve the establishment of a branch/representative office/business unit as follows:

I. Proposed Network Unit

Establishment of a branch, representative office, business unit:

1. Name:

a. Full name in Vietnamese; abbreviated name in Vietnamese (if any).

b. Full name in foreign language (if any); abbreviated name in foreign language (if any).

2. Intended location of headquarters.

II. Assessment of the Non-Bank Financial Institution's Compliance with Conditions for Establishing a Branch

1. For non-bank financial institutions that have been operating for 12 months or more from the date of opening operations to the date of request:

1.1. Post-tax profit of the previous year before the request year:

- According to the consolidated financial statement audited:...billion VND.

- According to the individual financial statement audited:...billion VND.

1.2. At the time of request, not subject to measures by competent authorities prohibiting expansion of operating areas:

a. Ensured □

1.4. Having a network regulation in accordance with the provisions:

1.5. Having a proposal for establishing a branch in accordance with the provisions:

1.6. At the time of request, the non-bank financial institution has the number and structure of the Board of Directors, Board of Members, Audit Committee; internal audit department and internal control system in compliance with the Law on Credit Institutions and guidelines of the State Bank of Vietnam, and does not lack a General Manager:

2. For non-bank financial institutions that have been operating less than 12 months from the date of opening operations to the date of request:

2.1. Non-performing loan ratio compared to total outstanding loans at the most recent time point before the request time:

2.2. Contents at points 1.2, 1.4, 1.5, 1.6 Clause 1 Section II Appendix of this document.

III. Assessment of the Non-Bank Financial Institution's Compliance with Conditions for Establishing a Representative Office, Business Unit

At the time of request, not subject to measures by competent authorities prohibiting expansion of operating areas:

The non-bank financial institution commits to being responsible for the accuracy and truthfulness of the information provided in this document./.

Attached documents

 

 

 

 

 

[1] The Governor of the State Bank of Vietnam issues this Circular amending and supplementing certain articles of Circulars regulating the procedures for approval of changes and network activities of non-bank financial institutions.

Foreign

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

Pursuant to Decree No. 102/2022/NĐ-CP dated December 12, 2022 of the Government stipulating the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;

At the proposal of the Director of Banking Inspection and Supervision;

Circular No. 69/2025/TT-NHNN amending and supplementing certain articles of some Circulars of the Governor of the State Bank of Vietnam in the field of management and supervision of banks related to reducing business conditions and simplifying administrative procedures is based on the following grounds:

[2] The Governor of the State Bank of Vietnam issues this Circular amending and supplementing certain articles of some Circulars of the Governor of the State Bank of Vietnam in the field of management and supervision of banks related to reducing business conditions and simplifying administrative procedures.

"Pursuant to the Law on the State Bank of Vietnam No. 46/2010/QH12;

Pursuant to the Law on Credit Organizations No. 32/2024/QH15 amended and supplemented by Law No. 96/2025/QH15;

Pursuant to Decree No. 26/2025/NĐ-CP of the Government stipulating the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;

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

This provision is repealed according to point c Clause 5 Article 2 of Circular No. 27/2022/TT-NHNN amending and supplementing certain articles of Circulars regulating the delegation of administrative procedures in the fields of establishment and operation of banks (Article 2 of Circular No. 27/2022/TT-NHNN has been repealed according to point a Clause 2 Article 4 of Circular No. 30/2024/TT-NHNN amending and supplementing certain articles of Circulars regulating the procedures for approval of changes and network activities of non-bank financial institutions, effective from July 1, 2024).

[3] This Clause has been abolished pursuant to point c of Clause 5 of Article 2 of Circular No. 27/2022/TT-NHNN amending and supplementing certain articles of Circulars regulating the delegation of administrative procedures in the banking establishment and operation sector (Article 2 of Circular No. 27/2022/TT-NHNN has been abolished pursuant to point a of Clause 2 of Article 4 of Circular No. 30/2024/TT-NHNN amending and supplementing certain articles of Circulars regulating the approval of changes and network operations of non-bank financial institutions, which took effect from July 1, 2024).

[4] This provision is amended in accordance with Clause 1, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[5] This point is abolished in accordance with Article 15 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[6] This provision is amended in accordance with Article 16 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[7] This provision is amended in accordance with Article 17 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[8] This clause is abolished in accordance with Article 18 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[9] The phrase "procedure" is replaced by the phrase "procedures" in accordance with Point a, Clause 15, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[10] The phrase "procedure" is replaced by the phrase "procedures" in accordance with Point a, Clause 15, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[11] This point is amended in accordance with Clause 2, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[12] This point is amended in accordance with Clause 1, Article 19 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[13] This point is amended in accordance with Clause 2, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[14] This point is amended in accordance with Clause 2, Article 19 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, effective from February 15, 2026.

[15] This point is amended in accordance with Clause 2, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[16] This point is amended in accordance with Clause 3, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[17] This point is amended in accordance with Clause 4, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[18] This point is amended in accordance with Clause 4, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[19] This clause is amended in accordance with Clause 5, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[20] This clause is supplemented in accordance with Clause 5, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[21] The phrase “The phrase "the electronic portal of the State Bank of Vietnam and non-bank credit institutions (if any), and one daily newspaper in three consecutive issues or on one online newspaper of Vietnam" is replaced by the phrase "one communication medium of the State Bank of Vietnam and non-bank credit institutions (if any) and one printed newspaper in three consecutive issues or on one online newspaper of Vietnam" in accordance with Point b, Clause 15, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[22] This provision is amended in accordance with Clause 6, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024.

[23] This provision is amended in accordance with Article 20 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which takes effect from February 15, 2026.

[24] This clause is added in accordance with Clause 8, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024.

[25] The phrase "State Bank of Vietnam branch or Inspection and Supervision Department" is replaced by the phrase "State Bank of Vietnam branch" in accordance with Point a, Clause 5, Article 2 of Circular No. 27/2022/TT-NHNN amending and supplementing certain provisions of Circulars on the delegation of administrative procedures in the field of establishment and operation of banks (Article 2 of Circular No. 27/2022/TT-NHNN has been abolished in accordance with Point a, Clause 2, Article 4 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024).

[26] The phrase “The phrase "the electronic portal of the State Bank of Vietnam and non-bank credit institutions (if any), and one daily newspaper in three consecutive issues or on one online newspaper of Vietnam" is replaced by the phrase "one communication medium of the State Bank of Vietnam and non-bank credit institutions (if any) and one printed newspaper in three consecutive issues or on one online newspaper of Vietnam" in accordance with Point b, Clause 15, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, effective from July 1, 2024.

[27] This provision is amended in accordance with Article 21 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which takes effect from February 15, 2026.

[28] This provision is amended in accordance with Clause 10, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024.

[29] This provision is amended in accordance with Clause 11, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024.

[30] This clause is added in accordance with Clause 12, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on documents and procedures for approving changes and operating networks of non-bank credit institutions, which takes effect from July 1, 2024.

[31] This clause is added in accordance with Article 22 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which takes effect from February 15, 2026.

[32] This provision has been amended pursuant to Clause 13, Article 1 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on the files and procedures for approving changes and the network operations of non-bank credit institutions, which shall take effect from July 1, 2024.

[33] This provision has been amended pursuant to Article 23 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which shall take effect from February 15, 2026.

[34] Articles 3 and 4 of Circular No. 30/2024/TT-NHNN amending and supplementing certain provisions of Circulars on the files and procedures for approving changes and the network operations of non-bank credit institutions, which shall take effect from July 1, 2024, are hereby stipulated as follows:

“This Circular takes effect from December 25, 2025/.

The Director of the Office, the Chief Inspector, the Heads of units under the State Bank of Vietnam, and non-bank credit institutions are responsible for implementing this Circular.

Article 4. Implementation provisions

1. This Circular takes effect from July 1, 2024.

2. This Circular abolishes the following provisions:

a) Article 2 and Article 3 of Circular No. 27/2022/TT-NHNN dated December 31, 2022, issued by the Governor of the State Bank of Vietnam amending and supplementing certain provisions of Circulars on the delegation of authority to handle administrative procedures in the field of establishment and operation of banks;

b) Article 7 of Circular No. 24/2023/TT-NHNN dated December 29, 2023, issued by the Governor of the State Bank of Vietnam amending and supplementing certain provisions of Circulars related to the submission, presentation, and provision of information and documents on population when handling administrative procedures in the field of establishment and operation of banks.

[35] Articles 38 and 39 of Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which shall take effect from February 15, 2026, are hereby stipulated as follows:

“Article 38. Implementation Provisions

1. This Circular takes effect from February 15, 2026.

2. From the date this Circular takes effect, the following provisions shall cease to be effective:

a) Clause 8, Clause 14 of Article 1 of Circular No. 14/2015/TT-NHNN amending and supplementing certain provisions of Circular No. 19/2013/TT-NHNN of the Governor of the State Bank of Vietnam on the purchase, sale, and disposal of bad debts of the Asset Management Corporation of Credit Institutions of Vietnam;

b) Clause 6 of Article 1; the phrase “Clauses 2, 3, 4 of Article 10” at Clause 1 of Article 2; the phrase "Clause 2 of Article 12," the phrase "Clauses 5, 6 of Article 13" at Clause 2 of Article 2 of Circular No. 03/2024/TT-NHNN of the Governor of the State Bank of Vietnam amending and supplementing certain provisions of Circular No. 19/2013/TT-NHNN of the Governor of the State Bank of Vietnam on the purchase, sale, and disposal of bad debts of the Asset Management Corporation of Credit Institutions of Vietnam;

c) The phrase “point b Clause 3 of Article 10” at point c Clause 5 of Article 1 of Circular No. 27/2022/TT-NHNN of the Governor of the State Bank of Vietnam amending and supplementing certain provisions of Circulars on the delegation of authority to handle administrative procedures in the field of establishment and operation of banks;

d) Clause 7, Clause 9, Clause 14, point c Clause 15 of Article 1 of Circular No. 30/2024/TT-NHNN of the Governor of the State Bank of Vietnam amending and supplementing certain provisions of Circulars on the files and procedures for approving changes and the network operations of non-bank credit institutions.

Article 39. Responsibility for Organizing Implementation

The heads of units under the State Bank of Vietnam, credit organizations, foreign bank branches, and Vietnamese asset management companies shall be responsible for implementing this Circular./.”

[36] This provision is abolished pursuant to Article 24 of Circular No. 69/2025/TT-NHNN amending and supplementing certain articles of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which takes effect from February 15, 2026.

[37] This Appendix is replaced pursuant to Article 25 of Circular No. 69/2025/TT-NHNN amending and supplementing certain articles of several Circulars issued by the Governor of the State Bank of Vietnam in the field of banking management and supervision related to reducing business conditions and simplifying administrative procedures, which takes effect from February 15, 2026.