Decree No. 13/2026/TT-NHNN Amending and Supplementing Certain Articles of Decree No. 53/2018/TT-NHNN on the Network of Operations of Non-Bank Credit Institutions

BASED ON THE LAW OF THE STATE BANK OF VIETNAM No. 46/2010/QH12;

BASED ON THE LAW ON FINANCIAL INSTITUTIONS No. 32/2024/QH15, AMENDED AND ENRICHED BY LAWFUL NO. 96/2025/QH15;

BASED ON DECREE NO. 26/2025/NĐ-CP OF THE GOVERNMENT REGULATING THE FUNCTION, MISSION, POWERS, AND ORGANIZATIONAL STRUCTURE OF THE STATE BANK OF VIETNAM;

IN ACCORDANCE WITH THE PROPOSAL OF THE DIRECTOR OF THE CREDIT SYSTEM SAFETY DEPARTMENT OF FINANCIAL INSTITUTIONS;

THE GOVERNOR OF THE STATE BANK OF VIETNAM ISSUES THIS CIRCULAR TO AMEND AND ENRICH SEVERAL ARTICLES OF CIRCULAR NO. 53/2018/TT-NHNN REGULATING THE NETWORK OF OPERATIONS OF NON-BANK FINANCIAL INSTITUTIONS.

ARTICLE 1.

AMEND AND ENRICH ARTICLE 4

“ARTICLE 4. AUTHORIZATION FOR THE NETWORK OF NON-BANK FINANCIAL INSTITUTIONS 1. THE GOVERNOR OF THE STATE BANK OF VIETNAM (HEREINAFTER REFERRED TO AS THE GOVERNOR) SHALL EXAMINE AND APPROVE THE ESTABLISHMENT, MANDATORY TERMINATION OF OPERATIONS, AND LIQUIDATION OF BRANCHES OF NON-BANK FINANCIAL INSTITUTIONS.

2. THE DIRECTOR OF THE STATE BANK OF VIETNAM REGIONAL OFFICE SHALL EXAMINE AND APPROVE THE FOLLOWING MATTERS:

a) CHANGE OF THE LOCATION OF THE HEADQUARTERS BRANCH OF A NON-BANK FINANCIAL INSTITUTION ON ITS TERRITORY (INCLUDING CASES WHERE THE CHANGE OCCURS BEFORE THE COMMENCEMENT OF OPERATIONS);

b) VOLUNTARY TERMINATION OF OPERATIONS AND LIQUIDATION OF BRANCHES OF A NON-BANK FINANCIAL INSTITUTION ON ITS TERRITORY;

c) ESTABLISHMENT, MANDATORY TERMINATION OF OPERATIONS, AND LIQUIDATION OF REPRESENTATIVE OFFICES AND ENTITIES OF A NON-BANK FINANCIAL INSTITUTION.”

ARTICLE 2. AMEND AND ENRICH ARTICLE 5

“ARTICLE 5. PRINCIPLES FOR ESTABLISHMENT, SUBMISSION, RECEIPT, AND ISSUE OF RESULTS

1. THE RECORD MUST BE PREPARED IN VIETNAMESE. DOCUMENTS WITHIN THE RECORD MUST BE ORIGINALS OR COPIES FROM THE ORIGINAL RECORDS OR NOTARIZED COPIES OR COPIES ACCOMPANIED BY THE ORIGINAL FOR COMPARISON AS PER LAWFUL PROVISIONS. EACH SET OF THE RECORD MUST INCLUDE A LIST OF DOCUMENTS.

2. THE APPLICATION AND NOTIFICATION DOCUMENTS OF NON-BANK FINANCIAL INSTITUTIONS MUST BE SIGNED BY THE LEGAL REPRESENTATIVE OR AUTHORIZED PERSON (HEREINAFTER REFERRED TO AS THE LEGAL REPRESENTATIVE).

WHERE THE DOCUMENTS OF A NON-BANK FINANCIAL INSTITUTION ARE SIGNED BY AN AUTHORIZED PERSON, THE RECORD MUST INCLUDE A POWER OF ATTORNEY THAT IS PREPARED IN ACCORDANCE WITH LAWFUL PROVISIONS.

3. THE RECORD MUST BE SUBMITTED TO THE STATE BANK OF VIETNAM (HEREINAFTER REFERRED TO AS THE STATE BANK), THE REGIONAL OFFICE OF THE STATE BANK OF VIETNAM (HEREINAFTER REFERRED TO AS THE REGIONAL OFFICE OF THE STATE BANK)

BY ONE OF THE FOLLOWING MEANS:

a) SUBMIT ONLINE THROUGH THE NATIONAL E-GOVERNMENT PORTAL; b) SUBMIT IN PERSON AT THE ONE-STOP SERVICE DEPARTMENT OF THE STATE BANK, REGIONAL OFFICE OF THE STATE BANK;

c) SEND VIA POSTAL SERVICES.

4. WHERE THE RECORD IS SUBMITTED ONLINE THROUGH THE NATIONAL E-GOVERNMENT PORTAL, THE ELECTRONIC RECORD MUST BE SIGNED WITH A DIGITAL SIGNATURE IN ACCORDANCE WITH LAWFUL PROVISIONS FOR THE IMPLEMENTATION OF ADMINISTRATIVE PROCEDURES ON AN ELECTRONIC ENVIRONMENT.

WHERE THE NATIONAL E-GOVERNMENT PORTAL ENCOUNTERS TECHNICAL ISSUES OR ERRORS THAT PREVENT THE RECEIPT, EXCHANGE OF ELECTRONIC INFORMATION, THE SUBMISSION, RECEIPT, ISSUE, EXCHANGE, AND FEEDBACK OF INFORMATION SHALL BE CONDUCTED VIA POSTAL SERVICES OR IN PERSON AT THE ONE-STOP SERVICE DEPARTMENT OF THE STATE BANK, REGIONAL OFFICE OF THE STATE BANK.

5. THE RESULTS OF ADMINISTRATIVE PROCEDURES ARE ISSUED TO NON-BANK FINANCIAL INSTITUTIONS ELECTRONICALLY THROUGH ONLINE MEANS; WHERE A NON-BANK FINANCIAL INSTITUTION REQUESTS, THE RESULTS MAY BE ISSUED IN HARD COPY VIA POSTAL SERVICES OR DELIVERED IN PERSON AT THE ONE-STOP SERVICE DEPARTMENT OF THE STATE BANK,

REGIONAL OFFICE OF THE STATE BANK.

6. DOCUMENTS WITHIN THE ELECTRONIC RECORD ARE SCANNED VERSIONS FROM THE ORIGINAL, ORIGINAL (PDF FILE FORMAT) OR GENERATED FROM A SYSTEM WITH DIGITAL SIGNATURE.”

6. Electronic documents in the electronic file are scanned copies from the original, main (PDF format) document or a document created from a signed system." g) Within a period of twelve months from the date of the approval by the State Bank or the branch of the State Bank, the non-bank financial institution shall commence operations of its branch, representative office, or public service unit. If the non-bank financial institution fails to commence such operations within this period, the approval by the State Bank or the branch of the State Bank shall automatically become ineffective."

Article 3. Amend and Supplement Clause 3 of Article 6

"3. Within a period of five working days from the date of issuance or amendment, credit institutions other than banks shall submit to the State Bank (through the Department of Supervision and Management of Credit Institutions), the branch office of the State Bank in the location where such credit institution has its principal place of business, the regulations on managing the network."

Article 4. Amend and Supplement Clause 1 of Article 9

"1. The document submitted by a credit institution other than banks requesting approval from the State Bank for the establishment of a branch, requesting approval from the branch office of the State Bank for the establishment of a representative office or an entity, shall be in accordance with the format attached to this Circular."

Article 5. Amend and Supplement Clause 1 of Article 10

"1. Pre-opening approval procedures:

a) Credit institutions other than banks shall prepare one set of application documents corresponding to each type of network as stipulated in Article 9 of this Circular, which they will submit to the State Bank or its branch office where such credit institution has its principal place of business. If the submitted documents are incomplete or not in compliance with requirements, within a period of seven working days from receipt of the application, the State Bank or its branch office shall issue a written request for the credit institution other than banks to amend and supplement the documents; b) Credit institutions other than banks shall amend and supplement the documents within a maximum period of twenty-one working days from the date when the State Bank or its branch office issues a request for amendment and supplementation. After this period, the credit institution other than banks must resubmit the application in accordance with the provisions of this Circular for review and approval by the State Bank or its branch office;

c) For applications to establish branches, within five working days from receipt of complete documents,

the Department of Supervision and Management of Credit Institutionsshall seek comments fromthe Anti-Money Laundering and Compliance Department of the State Bankand the branch office of the State Bank (where such credit institution intends to establish a branch) on relevant information regarding the conditions for establishing branches of the credit institution other than banks, as well as the necessity of having additional branches in that area;d) Within five working days from receipt of the document from the Department of Supervision and Management of Credit Institutions, the units referred to at point c above shall provide written comments on the matters requested for their consideration;e) Within eleven working days from receipt of the comments from

the Anti-Money Laundering and Compliance Department of the State Bank

and the branch office of the State Bank referred to at point c above,the Department of Supervision and Management of Credit Institutionsshall submit a report to the Governor with an approval or disapproval decision on the establishment of branches by the credit institution other than banks;f) Within twenty-one working days from receipt of complete application documents for establishing a branch, representative office, or entity of a credit institution other than banks, or within eleven working days from receipt of complete application documents, the State Bank or its branch office shall issue an approval or disapproval decision on the request by the credit institution other than banks. In case of disapproval, the reasons must be stated in writing;g) Within twelve months from the date when the State Bank or its branch office issues an approval for establishment,

a credit institution other than banks shall commence operations at the branch, representative office, or entity. If such institution fails to commence operations within this period, the approval issued by the State Bank or its branch office shall automatically lapse."

g) Within a period of 12 months from the date of the approval in writing by the State Bank or the branch of the State Bank for the establishment, the non-bank financial institution shall commence operations of its branch, representative office, or public service unit. Upon expiration of this period without such commencement of operations, the approval by the State Bank or the branch of the State Bank shall ipso facto cease to be effective.”.

Article 6. Amendment and Supplement to Certain Clauses of Article 14

1. Amend and supplement Clause 2 as follows:

Replace the phrase "Supervision and Inspection Authority for Banking" with the phrase "Management and Supervision Bureau for Credit Institutions".

2. Add Clause 2a after Clause 2 as follows:

"2a. In cases where there is a change in the registered office address of a representative office or an entity but no change in location, a non-bank credit institution may submit a written notification to the People's Bank of China branch at the place of the registered office address of the representative office or the entity regarding the change in the registered office address within five working days from the date of such change."

Article 7. Amendment and Supplement to Point b of Clause 2 of Article 18 (Amended and supplemented by Article 21 of Circular No. 69/2025/TT-NHNN)

"b) Within eleven working days from the date of receipt of a complete set of documents as specified in Clause 1 of this article, the People's Bank of China branch shall issue a written approval or disapproval to the non-bank credit institution; if disapproved, the reasons must be stated in writing."

Article 8. Amendment and Supplement to Article 19

"1. A representative office, branch, or entity of a non-bank credit institution shall be deemed to have its operations terminated or dissolved under any of the following circumstances:

a) There is evidence that the application documents for establishing a representative office, branch, or entity contain false information leading to an inaccurate assessment of whether the non-bank credit institution meets the conditions for establishing such offices;

b) Engaging in activities not permitted by law.

2. Upon discovering that a non-bank credit institution falls under any of the circumstances specified in paragraph 1, the People's Bank of China branch at the place where the representative office, branch, or entity is located shall:

a) Issue a written notice specifying the reasons to the People's Bank of China (Management and Supervision Bureau for Credit Institutions) requesting the termination of operations and dissolution of the representative office;

b) Issue a written request to the non-bank credit institution to terminate its operations and dissolve the branch or entity.

3. Within eleven working days from the date of receipt of the notice requesting the termination of operations and dissolution of the representative office, as per paragraph 2 of this article, or during the course of supervision and inspection where such circumstances are discovered under paragraph 1 of this article, the Management and Supervision Bureau for Credit Institutions shall submit a written request to the Governor requiring the non-bank credit institution to terminate its operations and dissolve the representative office.

4. Within ninety days from the date that the People's Bank of China branch issues a notice requesting the termination of operations and dissolution of the branch or entity as per paragraph 2 of this article, and within ninety days from the date that the People's Bank issues a notice requiring the non-bank credit institution to terminate its operations and dissolve the representative office as per paragraph 3 of this article, the non-bank credit institution shall complete all legal procedures for terminating operations and dissolving the branch, representative office, or entity; submit a written report to the People's Bank of China (Management and Supervision Bureau for Credit Institutions) and the People's Bank of China branch at the place where the representative office, branch, or entity is located on the results of such termination.

5. Within five working days from the date

Article 9. To add Clause 2a and Clause 2b after Clause 2 of Article 21

"2a. Bear responsibility for the organization and operation of the branch; report to the local branch of the State Bank of Vietnam on matters related to the organization, operation of the branch within its jurisdiction;

2b. Manage and supervise the operations of the branch on a regular basis."

Article 10. Amend and supplement Article 22

"Article 22. Responsibilities of the local branch of the State Bank of Vietnam where a non-bank credit institution has established its branch, representative office, or unit

1. Bear responsibility before the Governor when implementing matters within the authority as specified in this Circular.

2. Receive applications and approve or disapprove according to the authority specified in Clause 2 of Article 4 of this Circular.

3. Manage, inspect, supervise, and monitor the operations of the branch, representative office, or unit of a non-bank credit institution within its jurisdiction.

4. Within five working days from the date of receipt of the report specified in Clause 1a of Article 21 of this Circular, the local branch of the State Bank of Vietnam shall notify in writing any changes to the Branch Manager or equivalent position, and the head of the representative office as reported by the non-bank credit institution under Clause 1a of Article 21 of this Circular to the provincial business registration authority.

5. Cooperate with the Department of Supervision of Credit Institutions in handling matters related to the organization and operation of the branch, representative office, or unit of a non-bank credit institution within its jurisdiction.

6. Provide comments as required under point c of Clause 1 of Article 10 of this Circular.

7. Send written communication to the State Bank (through the Department of Supervision of Credit Institutions) as specified in Clause 2 of Article 19 of this Circular.

8. Receive reports and notifications from non-bank credit institutions as specified in this Circular."

Article 11. Amend and supplement Article 23

"Article 23. Responsibilities of the Departments within the State Bank

1. Responsibilities of the Department of Supervision of Credit Institutions

a) Bear responsibility before the Governor when implementing matters within the authority as specified in this Circular;

b) Serve as the main point of contact for receiving, reviewing, and submitting to the Governor for approval or disapproval according to the provisions of Clause 1 of Article 4 of this Circular;

c) Send a written communication from the State Bank to the local branch approving matters specified in Clause 1 of Article 4 of this Circular so that the local branch can notify the provincial business registration authority;

d) Cooperate with the local branch in handling matters related to the organization and operation of the branch, sub-branch, representative office, or unit of a non-bank credit institution;

d) Receive reports and notifications from non-bank credit institutions as specified in this Circular;

e) Supervise the non-bank credit institution's maintenance of the minimum actual value of its capital adequacy ratio at the prescribed level.

2. Responsibilities of relevant Departments within the State Bank

a) Upon discovering cases as specified in Clause 1 of Article 19 of this Circular during inspections, the Banking Inspection Department shall immediately provide information to the Department of Supervision of Credit Institutions so that it can submit a written request to the non-bank credit institution for cessation of operations and liquidation of the branch;

b) Within three working days from the date of receipt of requests from non-bank credit institutions as specified in Articles 11, 15, and 20 of this Circular, the State Bank's Office shall publish relevant information on the State Bank's official website;

c) The Departments, units within the State Bank shall provide comments on related issues based on proposals from the Department of Supervision of Credit Institutions and as specified in this Circular."

Article 12. Amendment and Supplement to Article 26

“Article 26. Liability for Implementation

The heads of units under the State Bank of Vietnam, non-bank financial institutions shall bear the responsibility for organizing the implementation of this Circular.

Article 13. Amendment and Supplement to Annex Attached Hereto Circular No. 53/2018/TT-NHNN

Replace the annex attached hereto with Circular No. 53/2018/TT-NHNN by this Circular's annex.

Article 14. Provisions for Enforcement

1. This Circular shall come into force on July 3, 2026.

2. This Circular repeals:

a) Paragraphs 1 and 2, Paragraph 10, and Paragraph 13 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 several Circulars on delegation of administrative procedures in banking establishment and operation;

b) Articles 19, 23, and the annex attached to Circular No. 69/2025/TT-NHNN amending and supplementing certain provisions of several Circulars of the Governor of the State Bank of Vietnam related to reducing business conditions, simplifying administrative procedures in banking supervision.

Article 15. Liability for Implementation

The heads of units under the State Bank of Vietnam, non-bank financial institutions shall bear the responsibility for organizing the implementation of this Circular./.