Circular No. 136/2025/TT-BTC Amending and Supplementing Certain Articles of Circular No. 98/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding the operation and management of securities investment funds

CIRCULAR

Amending and supplementing certain Articles of Circular No. 98/2020/TT-BTC dated November 16, 2020, issued by the Minister of Finance guiding the operation and management of securities investment funds

Pursuant to the Securities Law No. 54/2019/QH14 amended and supplemented by Law No. 56/2024/QH15;

Pursuant to the Enterprise Law No. 59/2020/QH14 amended and supplemented by Law No. 03/2022/QH15 and Law No. 76/2025/QH15;

Pursuant to Decree No. 155/2020/NĐ-CP dated December 31, 2020 of the Government detailing the implementation of certain provisions of the Securities Law amended and supplemented by Decree No. 245/2025/NĐ-CP;

Pursuant to Decree No. 29/2025/NĐ-CP dated February 24, 2025 of the Government stipulating the functions, tasks, powers, and organizational structure of the Ministry of Finance amended and supplemented by Decree No. 166/2025/NĐ-CP;

At the proposal of the Chairman of the State Securities Commission;

The Minister of Finance issues this Circular amending and supplementing certain Articles of Circular No. 98/2020/TT-BTC dated November 16, 2020, issued by the Minister of Finance guiding the operation and management of securities investment funds.

Article 1. Supplement Clause 30 and Clause 31 after Clause 29 of Article 2

"30. A money market instrument investment fund is an open-ended fund investing in deposits, deposit certificates, government bonds, government-guaranteed bonds, local government bonds, listed corporate bonds, and publicly offered corporate bonds, with the investment ratio in these assets accounting for 80% or more of the net asset value.

31. An infrastructure bond investment fund is a closed-end fund investing in bonds issued for infrastructure development, government bonds, government-guaranteed bonds, local government bonds, deposits, and deposit certificates, with the investment ratio in these assets accounting for 65% or more of the net asset value."

Article 2. Supplement Point d1 after Point d Clause 5 of Article 5

"d1. It is not allowed to use the capital and assets of member funds to contribute capital to members, purchase shares, equity contributions, or bonds issued by members."

Article 3. Amend and supplement Clause 2 of Article 9

"2. Member funds must organize an annual investor meeting. The investor meeting, conditions, and procedures for convening the investor meeting, and passing decisions at the investor meeting of member funds shall be carried out according to the provisions of Clauses 1, 2, 3, 4, and 5 of Article 17 and Article 18 of this Circular, except for the obligation to disclose information."

Article 4. Amend and supplement Clause 2 of Article 13

"2. Within seven working days from the date the Certificate of Registration for Public Offering of Fund Certificates becomes effective, the fund management company must publish the public offering notice in accordance with the regulations on information disclosure on the securities market, and simultaneously submit the public offering notice of fund certificates to the State Securities Commission according to the form prescribed in Appendix XI attached to this Circular."

Article 5. Amend and supplement certain Clauses of Article 17

1. Amend and supplement Clause 2 of Article 17

"2. The annual general meeting of a closed-end fund must be held within four months from the end of the fiscal year. At the request of the Fund Board, the annual general meeting may be extended but not later than six months from the end of the fiscal year and must notify the State Securities Commission. If the Fund Charter provides for it, the annual general meeting can be held in the form of a written ballot."

2. Supplement Clause 2a after Clause 2 of Article 17

"2a. The organization of the annual general meeting of an open-end fund is regulated by the Fund Charter. If the Fund Charter requires the holding of an annual general meeting, such meeting must be organized in accordance with the provisions of Clause 2 of this Article."

Article 6. Amend and supplement Clause 1 of Article 18

“1. The meeting of the investors' assembly shall be held when the number of participating investors represents more than 50% of the total voting shares. The form of participation and voting shall be direct or authorized participation and voting or remote voting (by mail, fax, email, online conference attendance, electronic voting or other electronic means) as prescribed in the Fund's Charter.”

Article 7. Amend and supplement Clause 6 of Article 20

“6. The net asset values as stipulated in Clauses 4 and 5 of this Article must be published on the websites of the Stock Exchange (in the case of listed fund certificates) and the fund management company. The publication of net asset values to investors must be completed at the latest on the next working day following the valuation date. The information content regarding net asset values shall be implemented according to the model prescribed in Appendix XXIV issued together with this Circular.”

Article 8. Amend and supplement some clauses of Article 21

1. Amend and supplement Clause 2 of Article 21

“2. For transactions in permitted investment assets through negotiation (excluding transactions in deposit contracts, deposit certificates and transactions executed on the trading system of the Stock Exchange but not including corporate bond transactions issued privately), the fund management company must ensure:

a) Written approval from the Fund Management Board for the expected price range, transaction time, transaction counterparties or criteria for determining transaction counterparties, and type of transaction assets before executing the transaction;

b) In cases where the actual purchase price is higher or the actual selling price is lower than the reference price provided by the quotation organization or the average reference price of multiple quotation organizations, or exceeds the approved price range as stipulated in Point a of this Clause, the fund management company must explain to the Fund Management Board for its decision.”

2. Supplement Clause 2a after Clause 2 of Article 21

“2a. The fund management company must obtain written approval from the Fund Management Board for the expected price range, transaction period, transaction counterparties or criteria for determining transaction counterparties, and type of transaction assets for transactions involving deposits and deposit certificates executed within three months from the date of approval by the Fund Management Board and must comply with the provisions of Point b of Clause 2 of this Article.”

Article 9. Amend and supplement Clause 6 of Article 22

“6. Information, advertising, and introduction of funds, if mentioning state management agencies, must clearly indicate that these agencies only confirm the legality during the establishment and operation of the fund, without implying guarantees about the content of the information, advertising, as well as the fund’s investment objectives and strategies, nor guarantees about the fund’s assets, unit value, profit potential, and risk level. Advertising and introduction materials of the fund shall not use the name, emblem, image, status, reputation, letters of appreciation from state management agencies or their officials to advertise, introduce the fund, or solicit purchases of fund certificates, nor shall they use investor thank-you letters to solicit purchases of fund certificates.”

Article 10. Amending and supplementing some points of Article 24

1. Amending and supplementing Point d and Point đ of Clause 2 of Article 24

“d) Listed shares, registered trading shares, listed bonds on the Stock Exchange, public fund certificates, publicly offered shares, publicly offered bonds;

đ) Single-issue corporate bonds issued by organizations operating under Vietnamese law, shares of joint-stock companies (excluding the types of shares specified in Point d, Clause 2 of this Article); capital contribution in limited liability companies;"

2. Amending and supplementing Point c of Clause 4 of Article 24

“c) Not investing more than 20% of the total value of the fund's assets in assets specified in Point đ, Clause 2 of this Article; not investing more than 10% of the total value of the fund's assets in assets specified in Point g, Clause 2 of this Article;"

Article 11. Supplementing Article 24a after Article 24

“Article 24a. Investment portfolio and investment activities of infrastructure bond funds

1. The investment portfolio and investment activities of infrastructure bond funds must comply with the provisions of this Article.

2. The investment portfolio of the fund must be consistent with the investment objectives and investment policies stipulated in the Fund Charter and disclosed in the Prospectus.

3. The fund may invest in the following types of corporate bonds issued for infrastructure development:

a) Listed bonds on the Stock Exchange, publicly offered bonds;

b) Single-issue corporate bonds.

4. Investments in assets specified in Clause 3 of this Article must meet the following requirements:

a) Specified in the Fund Charter and Prospectus;

b) Documentation proving that the purpose of issuing bonds is to develop infrastructure or to restructure debt previously borrowed for infrastructure development by the issuer. Documentation proving that the infrastructure project is a public investment project according to the law on public investment or a public-private partnership investment project according to the law on public-private partnership investment.

5. In addition to the assets specified in Clause 3 of this Article, the fund is permitted to invest in the following types of assets:

a) Deposits at commercial banks in accordance with banking laws;

b) Money market instruments including securities and transferable instruments as prescribed by law;

c) Government debt instruments, government-guaranteed bonds, local government bonds;

d) Listed shares, registered trading shares, listed bonds on the Stock Exchange, public fund certificates, publicly offered shares, publicly offered bonds;

đ) Single-issue corporate bonds issued by organizations operating under Vietnamese law; shares of joint-stock companies (excluding the types of shares specified in Point d, Clause 5 of this Article); capital contribution in limited liability companies;

e) Rights arising from securities currently held by the fund;

g) Real estate meeting conditions for business operation as prescribed by real estate business laws.

6. The fund management company can only deposit money and invest in money market instruments specified in Point a, 1 a, b of Clause 5 of this Article of credit institutions approved by the Fund Board.

7. The investment structure of the fund when investing in assets specified in Clause 3 and Clause 5 of this Article must ensure the following investment limits:

a) Investing a minimum of 65% of the net asset value of the fund in assets specified in Clause 3 of this Article and in assets specified in Points a, b, c of Clause 5 of this Article;

b) Not investing more than 10% of the total value of securities issued by an issuer in the securities of that issuer, except for government debt instruments;

c) Not investing more than 20% of the total value of the fund's assets in securities issued by an issuer and other assets (if any) specified in Points a, b of Clause 5 of this Article, except for government debt instruments;

d) Not investing more than 20% of the total value of the fund's assets in assets specified in Point b of Clause 3 and Point đ of Clause 5 of this Article; not investing more than 10% of the total value of the fund's assets in assets specified in Point g of Clause 5 of this Article;

đ) Not investing more than 30% of the total value of the fund's assets in assets specified in Clause 3 and Points a, b, d, đ of Clause 5 of this Article issued by companies within the same group of companies with ownership relationships in the following cases: parent company, subsidiary; companies holding over 35% of each other's shares; groups of subsidiaries with the same parent company;

e) Not investing in certificates of the same fund;

g) Only investing in public fund certificates, public securities investment companies managed by another fund management company and ensuring the following limits:

Not investing more than 10% of the total number of certificates of a public fund or the number of shares of a public securities investment company currently issued;

- Not investing more than 20% of the total value of the fund's assets in certificates of a public fund or the shares of a public securities investment company;

- Not investing more than 30% of the total value of the fund's assets in public fund certificates or shares of public securities investment companies.

8. The investment structure of the fund can exceed the investment limits specified in Points b, c, d, đ and g of Clause 7 of this Article only due to the following reasons:

a) Market price fluctuations of assets in the fund's investment portfolio;

b) Implementing fund payments as prescribed by law;

c) Activities of merging, splitting, consolidating issuers;

d) A newly established fund or a fund resulting from the merger of a fund that has been operating for less than six months since the issuance of the Certificate of Fund Establishment or the Certificate of Fund Establishment Amendment;

đ) The fund is in the process of liquidation.

9. The fund management company has the obligation to report, disclose information, and adjust the fund's investment structure in accordance with the provisions of Clause 6, 7, 8 of Article 24 of this Circular.

10. Infrastructure bond funds investing indirectly abroad shall comply with the provisions of Clause 9 of Article 24 of this Circular.”.

Article 12. Amending and supplementing Clause 6 of Article 30

“6. Prior to the allocation of the results of certificate fund transactions, if the distributor discovers transaction errors due to mistakes or omissions during the process of compiling information, receiving orders, transferring, and entering orders into the system, the distributor must notify the fund management company, related service providers, and request correction of the transaction errors. Beyond the aforementioned deadline, the distributor shall be liable to investors for any transaction errors.”

Article 13. Amending and supplementing some points and clauses of Article 31

1. Amending and supplementing point a of Clause 1 of Article 31

“a) The investor's purchase order must be accompanied by confirmation that the investor has completed payment into the fund account or a bank supervisor confirming with the fund management company, distributor, or related service provider that they have received the full amount of money for purchasing fund certificates from the investor, nominee. The completion of payment confirmation shall be made in writing, email, or through the electronic information system of the bank supervisor approved by the fund management company;"

2. Amending and supplementing Clause 4 of Article 31

“4. In cases where the purchase order for fund certificates and the payment for the purchase order are executed by individuals or organizations other than the investor, the order form and payment confirmation must clearly state the name, trading account number, sub-account number, or individual identification number or Passport or other lawful personal identification or Business Registration Certificate number and the value of the investor’s payment.”

Article 14. Amending and supplementing point d of Clause 1 of Article 32

“d) Proceeds from the sale of fund certificates shall be transferred by the fund into the bank account of the investor, nominee registered or the bank account designated by the investor or the securities trading account of the investor designated by the investor."

Article 15. Amending the name of Article 33; amending and supplementing some points and clauses of Article 33

1. Amending the name of Article 33

“Article 33. Partial repurchase, suspension of open-ended fund certificate trading, liquidity protection level."

2. Supplementing clause la before Clause 1 of Article 33

"la. If the Fund Charter, Prospectus provides for it, the fund management company may apply methods to manage the liquidity of open-ended funds including: partially fulfilling investor orders, suspending fund certificate trading, applying a liquidity protection level."

3. Amending and supplementing point a of Clause 1 of Article 33

“a) The total value of sell orders (including sell orders from conversion activities) minus the total value of buy orders (including buy orders from conversion activities) on the day of fund certificate trading exceeds or equals 5% of the net asset value of the fund;"

4. Supplementing point d after point c of Clause 4 of Article 33

“d) The fund management company restructures the fund portfolio to reduce the deviation from the benchmark index when the deviation from the benchmark index exceeds the maximum allowable deviation specified in the Fund Charter."

5. Amending and supplementing Clause 6 of Article 33

"6. The suspension period for fund certificate trading shall be implemented according to the provisions of the Fund Charter but not exceeding 90 days from the date of suspension of fund certificate trading for cases stipulated in point a, b, c of Clause 4 of this Article, not exceeding 30 days from the date of suspension of fund certificate trading for the case stipulated in point d of Clause 4 of this Article."

6. Supplementing Clause 9 after Clause 8 of Article 33

"9. The liquidity protection level is applied to investors when executing open-ended fund certificates under conditions where the liquidity of the open-ended fund decreases due to force majeure reasons. The application of the liquidity protection level ensures the following principles:

a) The fund management company must establish a policy on the application of the liquidity protection level for each fund, which must minimally include contents regarding the circumstances for applying the liquidity protection level, the maximum liquidity protection level, the impact of applying the liquidity protection level on investors, and the circumstances for not applying the liquidity protection level. This policy must be approved by the Investor General Meeting and updated in the Prospectus. The application of the liquidity protection level in specific cases must be decided by the Investor General Meeting or delegated to the Fund Management Board to decide according to the policy on the application of the liquidity protection level. All proceeds from the liquidity protection level mentioned above must be included in the fund's income.

b) The liquidity protection level is calculated as a percentage of the net asset value per fund certificate on the day of fund certificate trading. The maximum liquidity protection level must be specified in the Fund Charter and Prospectus. The specific liquidity protection level is specified in the Prospectus or announced on the website of the fund management company, distributor.

c) The application date of the liquidity protection level is one working day from the date the fund management company announces information on the State Securities Commission's website, fund management company, and notifies the distributor, related service providers about the application of the liquidity protection level. The announcement includes the reason for applying the liquidity protection level, the application date, the specific liquidity protection level, and the principle for determining the settlement value for investors when applying the liquidity protection level.

d) The fund management company must stop applying the liquidity protection level and announce information on the State Securities Commission's website, fund management company, and notify the distributor, related service providers about stopping the application of the liquidity protection level within 24 hours from when the event causing the decrease in the fund's liquidity ends.

đ) The distributor is responsible for providing information to investors about the application and cessation of the liquidity protection level immediately upon receipt of notification from the fund management company."

Article 16. Amending and supplementing some clauses of Article 34

1. Amending and supplementing Clause 3 of Article 34

"3. The repurchase price of one unit of the fund is the price that the fund management company must pay to the investor, determined by the net asset value per unit of the fund on the day of the certificate transaction, minus the repurchase service fee (if applicable). In cases where the fund applies a liquidity reserve ratio, the price that the fund management company must pay to the investor shall be further reduced by the liquidity reserve ratio."

2. Amending and supplementing Clause 4 of Article 34

“4. Repurchase service fees, issuance service fees, conversion service fees may be set at different levels based on the holding period of fund certificates, investment objectives, or the amount of investment. The maximum levels of these service fees must be stipulated in the Fund Charter and the Prospectus. Specific service fee levels are specified in the Prospectus, the Summary Prospectus, or published on the fund management company's website or distribution agent’s website.”

3. Amending and supplementing Clause 5 of Article 34

“5. An increase in service fees can only be implemented when the post-increase service fee does not exceed the maximum levels stipulated in the Fund Charter and the Prospectus. The earliest date for applying the new increased service fee is 30 days from the date the fund management company announces the new service fee levels on its website.”

Article 17. Amending the name of Article 35; amending and supplementing some points and clauses of Article 35

1. Amending the name of Article 35

“Article 35. Investment Portfolio and Limits of Open-ended Funds”

2. Amending and supplementing Point d and Point đ Clause 2 of Article 35

“d) Listed shares, registered-for-trading shares, listed bonds, public offering shares, public offering bonds;

3. Supplementing Point h after Point g Clause 2 of Article 35

“h) Listed warrant securities settled in cash on the stock exchange.”

4. Amending and supplementing Point c Clause 3 of Article 35 and supplementing Point d and Point đ after Point c Clause 3 of Article 35

"c) For corporate bonds issued privately by listed organizations with payment guarantees or pre-maturity repurchase commitments, proof of such guarantees or repurchase commitments from the issuer must be provided;

5. Supplementing Clause 3a and Clause 3b after Clause 3 of Article 35

“3a. In cases where privately issued corporate bonds or issuers of such bonds no longer meet the credit rating levels specified in Point đ Clause 2 of this Article or have ceased to be rated, the fund management company must sell those bonds within three months from the date of the latest updated credit rating report or the date of cessation of rating, except in cases where the bonds have a remaining maturity of up to 12 months.

6. Amending and supplementing Point d, Point đ and Point e Clause 4 of Article 35

5. Add Clause 3a and Clause 3b after Clause 3 of Article 35

“3a. In cases where corporate bonds issued privately or the issuer of corporate bonds no longer meet the credit rating level specified in Point d, Clause 2 of this Article or when the credit rating is terminated, the fund management company must sell such bonds within three months from the date of the updated credit rating result or from the date of termination of the credit rating, except for bonds with remaining maturity of twelve months or less.

3b. Investments in derivative securities as stipulated in Point c, Clause 2 of this Article must ensure compliance with the following requirements:

a) The fund must hold at least 50% of the number of securities codes constituting the underlying assets of the derivative securities;

b) The value of commitments under derivative securities contracts used for risk mitigation shall not exceed 50% of the total value of the securities portfolio constituting the underlying assets of the fund;

c) Investments in derivative securities must be carried out according to a process using derivative securities for risk mitigation established by the fund management company, which must be approved by the Fund Management Board before implementation and provided to the supervisory bank for monitoring compliance with the process. The process must specify the quantitative method for determining the correlation coefficient of volatility risk between the fund's securities portfolio underlying assets and the underlying assets of derivative securities; the correlation coefficient must be determined prior to investment in derivative securities."

6. Amend and supplement Point d, Point đ, and Point e of Clause 4 of Article 35

"d) The total value of investments in assets specified in points a, b, d, đ, e, and h Clause 2 of this Article issued by companies within the same group of companies with interrelated ownership interests in the following cases: parent company, subsidiary; companies holding more than 35% of each other's shares; a group of subsidiaries with the same parent company shall not exceed 30% of the total asset value of the fund. In this case, the investment in derivative securities is calculated based on the contract value determined according to Appendix XIV attached hereto; the investment in guaranteed warrants is equal to the total investment value of the fund in guaranteed warrants issued by the warrant issuer;"

đ) The total value of investments in assets specified in point đ Clause 2 of this Article shall not exceed 20% of the total asset value of the fund, including that the investment in privately placed shares of listed organizations or trading organizations subject to transfer restrictions for three years or more shall not exceed 5% of the total asset value of the fund. In the case of corporate bonds issued privately or the bond issuer’s credit rating no longer meets the rating level specified in point đ Clause 2 of this Article or the rating has ended but the bonds have not been sold, the fund shall not invest more than 20% of the total asset value of the fund in assets specified in point đ Clause 2 of this Article and in privately issued corporate bonds whose credit ratings no longer meet the level specified in point đ Clause 2 of this Article or whose ratings have ended but have not been sold;"

e) The total value of large investment items in the fund's investment portfolio shall not exceed 40% of the total asset value of the fund, except for bond funds. Among them, a large investment item of the fund is an investment in asset types specified in points b, d, đ, g, and h Clause 2 of this Article (excluding deposit certificates), issued by the same organization, with a total value accounting for 5% or more of the total asset value of the fund;"

7. Add point m after point 1 Clause 4 of Article 35

“m) The total value of investments in guaranteed warrants of one warrant code shall not exceed 5% of the total number of guaranteed warrants in circulation;"

Article 18. Supplement Article 35a after Article 35

“Article 35a. Investment Portfolio and Investment Activities of Index Funds

1. The investment portfolio and investment activities of index funds must comply with the provisions of this Article.

2. The investment portfolio of the fund must be consistent with the investment objectives and policies stipulated in the Fund Charter and disclosed in the Prospectus.

3. The fund is permitted to invest in the following types of assets:

a) The structured stock portfolio of the benchmark index.

b) Assets specified in points a, b, c, d, e, and g Clause 2 of this Circular. Investments in derivative securities are solely for risk management purposes and to minimize deviations from the benchmark index. The investment in derivative securities is calculated based on the contract value determined according to Appendix XIV attached hereto.

4. The fund management company may only deposit money and invest in money market instruments specified in points a, b Clause 2 of this Circular of credit institutions included in the list approved by the Fund Management Board.

5. The fund's investment structure must comply with the provisions of Clause 3 Article 45 of this Circular.

6. The fund's investment structure may exceed the investment limits specified in points a, b, c, and đ Clause 3 Article 45 of this Circular only due to the following reasons:

a) Price fluctuations in the market of assets in the fund's investment portfolio; b) Implementation of fund payments as prescribed by law, including the execution of investor trading orders;

c) Activities of merging, splitting, consolidating issuers;

d) A newly established fund or a fund resulting from the merger or consolidation of funds that has been operating for less than six months from the date of issuance of the Fund Registration Certificate or the Amended Fund Registration Certificate;

đ) The fund is in the process of liquidation.

7. The fund management company is obligated to report, disclose information, and adjust the fund's investment structure in accordance with the provisions of Clauses 6, 7, and 8 Article 24 of this Circular.

8. The fund's borrowing, lending, repurchase transactions, margin trading, and short selling activities must comply with the provisions of Article 25 of this Circular.

9. An index fund investing indirectly abroad must comply with the provisions of Clause 9 Article 24 of this Circular.

10. The deviation from the benchmark index is the difference between the net asset value per fund certificate and the benchmark index. The deviation between the net asset value per fund certificate and the benchmark index is determined according to Appendix XIX attached hereto. At least twice a month, the fund management company must publish information on its website regarding the deviation from the benchmark index.

11. The maximum allowable deviation from the benchmark index must be stipulated in the Fund Charter and disclosed in the Prospectus, and it shall not exceed the maximum allowable deviation from the benchmark index as prescribed by the Stock Exchange for ETFs. The fund management company must ensure that the deviation from the benchmark index does not exceed the maximum allowable deviation stipulated in the Fund Charter.

12. If the deviation from the benchmark index exceeds 80% of the maximum allowable deviation stipulated in the Fund Charter, the fund management company must report to the Securities Commission within 24 hours of the occurrence of the event. Within three months from the date of the occurrence of the event, the fund management company must adjust the fund's investment portfolio to ensure that the deviation does not exceed 80% of the maximum allowable deviation.

13. If the deviation from the benchmark index exceeds the maximum allowable deviation stipulated in the Fund Charter, the fund management company must report to the Securities Commission, disclose information on the Securities Commission's website and the fund management company's website within 24 hours of the occurrence of the event, clearly stating the cause of the deviation, and adjust the fund's investment portfolio within one month from the date of the occurrence of the event."

Article 19. Supplement Article 35b following Article 35a

"Article 356. Investment Portfolio and Investment Activities of Money Market Instruments Investment Fund

1. The investment portfolio and investment activities of the money market instruments investment fund must comply with the provisions of this Article.

2. The investment portfolio of the fund must be consistent with the investment objectives and investment policies stipulated in the Fund Charter and disclosed in the Prospectus.

3. The fund is permitted to invest in the following types of assets:

a) Time deposits at commercial banks in accordance with banking laws;

b) Deposit certificates of credit organizations;

c) Government debt instruments, government-guaranteed bonds, local government bonds;

d) Corporate bonds listed on the stock exchange, publicly offered corporate bonds;

đ) Other money market instruments investment fund certificates;

e) Rights arising from securities that the fund currently holds.

4. The fund management company may only deposit funds and invest in money market instruments specified in point a and b, Clause 3 of this Article of credit organizations included in a list approved by the Fund Management Board.

5. The investment structure of the money market fund must ensure:

a) At least 80% of the net asset value of the fund is invested in assets specified in point a (including funds in settlement accounts), b, c and d, Clause 3 of this Article with remaining maturity of up to 12 months, except for time deposits and government debt instruments;

b) At least 10% of the net asset value of the fund is invested in funds in settlement accounts, time deposits, and deposit certificates;

c) Not to invest more than 10% of the total value of issued securities of an issuer in the securities of that issuer, except for government debt instruments;

d) Not to invest more than 20% of the total value of the fund in circulating securities and assets (if any) specified in points a and b, Clause 3 of this Article of an issuer, except for government debt instruments;

đ) Not to invest more than 30% of the total value of the fund in assets specified in points a, b and d, Clause 3 of this Article, issued by companies within the same group of companies having ownership relationships with each other, including parent companies, subsidiaries; companies holding more than 35% of each other's shares; groups of subsidiaries with the same parent company;

e) Not to invest in certificates of the same fund;

g) Only to invest in other money market instruments investment fund certificates managed by another fund management company and ensuring:

- Not to invest more than 10% of the total number of circulating fund certificates of a money market instruments investment fund;

- Not to invest more than 20% of the total value of the fund in certificates of a money market instruments investment fund;

- Not to invest more than 30% of the total value of the fund in certificates of money market instruments investment funds.

h) Not to invest more than 10% of the total value of the fund in assets specified in point d, Clause 3 of this Article.

6. The investment structure of the fund may exceed the investment limits prescribed in points c, d, đ, g and h, Clause 5 of this Article only due to the following reasons:

a) Market price fluctuations of assets in the fund's investment portfolio;

b) Implementing fund payments as prescribed by law, including executing investor trading orders;

c) Activities of merging, splitting, consolidating issuers;

d) A newly licensed fund, or a fund resulting from splitting, merging, or consolidating funds, which has been operating for less than six months from the date of issuance of the Fund Registration Certificate or the Amended Fund Registration Certificate;

đ) The fund is in the process of liquidation.

7. The fund management company has the obligation to report, disclose information, and adjust the fund's investment structure in accordance with Clauses 6, 7, and 8 of Article 24 of this Circular.

8. The fund's borrowing, lending, repurchase transactions, margin trading, and short selling activities must comply with the provisions of Article 25 of this Circular.

9. Money market instruments investment funds investing indirectly abroad shall be governed by the provisions of Clause 9 of Article 24 of this Circular.

10. The investment structure of the fund must ensure that the weighted average age of debt of the assets in the investment portfolio does not exceed 240 days and the weighted average maturity of the assets in the investment portfolio does not exceed 120 days. The weighted average age of debt and the weighted average maturity are determined according to Appendix XXX attached to this Circular. Weekly, the fund management company must publish information on its website regarding the weighted average age of debt and the weighted average maturity.

11. The weighted average age of debt and the weighted average maturity may exceed the number of days prescribed in Clause 10 of this Article due to the reasons specified in points a, b, c, and Clause 6 of this Article. Within one month from the date when the weighted average age of debt or the weighted average maturity exceeds the prescribed number of days due to the reasons specified in points a, b, and c, Clause 6 of this Article, the fund management company must adjust the investment portfolio structure to comply with the provisions of Clause 10 of this Article.

12. In case the weighted average age of debt and the weighted average maturity exceed the number of days prescribed in Clause 10 of this Article due to the fund management company's non-compliance with the law or the Fund Charter, the fund management company must adjust the investment portfolio within 15 days from the date when the weighted average age of debt or the weighted average maturity exceeds the prescribed number of days. The fund management company must compensate for any losses suffered by the fund (if any) and bear all costs related to adjusting the investment portfolio. If profits arise, all profits must be recorded for the benefit of the fund.

13. The fund management company must notify the State Securities Commission, disclose information on the State Securities Commission’s website, and the fund management company’s website about the weighted average age of debt and the weighted average maturity exceeding the prescribed number of days, the cause, the occurrence or discovery date within 24 hours from the occurrence or discovery of the event. Within five working days from the completion of the adjustment of the investment portfolio, the fund management company must publish information on the State Securities Commission’s website and the fund management company’s website, while notifying the State Securities Commission about the excess number of days, the cause, the occurrence or discovery date, the extent of loss and compensation for the fund (if any) or profit generated for the fund (if any), remedial measures, implementation period, and results of remediation."

13. The fund management company must notify the State Securities Commission, publish information on the State Securities Commission’s electronic information website and the fund management company about the weighted average debt age and weighted average maturity exceeding the prescribed number of days, reasons, occurrence or discovery time within twenty-four hours from the time of occurrence or discovery. Within five working days from the completion of the investment portfolio adjustment, the fund management company must publish information on the State Securities Commission’s electronic information website and the fund management company, while notifying the State Securities Commission about the excess number of days, reasons, occurrence or discovery time, extent of damage and compensation for the fund (if any) or profit generated for the fund (if any), remedial measures, implementation time, and remediation results.”

Article 20. Add Point c following Point b of Clause 3 of Article 37.

"c) Costs paid to the organization managing and operating the reference index (applicable only to index funds)."

Article 21. Amend and supplement some Points and Clauses of Article 43.

1. Amend and supplement Point a, c and Clause 3 of Article 43.

“a) Before the swap trading session or at the end of the day immediately before the swap trading date, the fund management company shall notify the fund establishment member, Vietnam Securities Depository and Central Depository Corporation, and publish on its website and stock exchange website the list of underlying securities for swapping one unit of ETF certificate. The information includes the codes of underlying securities, their weights, and quantities within this list. This list of underlying securities is determined based on the closing price on the trading day immediately preceding the swap trading date of ETF certificates;

c) Prior to the closing of the order book, if errors due to mistakes or omissions during the order placement process, information consolidation, receipt, transfer, and entry into the system are discovered, the distribution agent and fund establishment member must notify the fund management company, supervisory bank, Vietnam Securities Depository and Central Depository Corporation, and request correction of the transaction according to the procedures and guidelines of Vietnam Securities Depository and Central Depository Corporation. Beyond the deadline mentioned above, the distribution agent and fund establishment member shall be responsible to investors for any transaction errors they have committed;

d) Within three working days from the swap trading date but not later than the next trading date of ETF certificates, Vietnam Securities Depository and Central Depository Corporation, supervisory bank must complete the transfer of the list of underlying securities from the investor's deposit account, fund establishment member's account to the ETF fund's deposit account or vice versa, simultaneously registering and depositing ETF certificates into the investor's and fund establishment member's accounts; receiving completion of transactions and confirming ownership rights for the fund establishment member and investor.

Within three working days from the swap trading date, the supervisory bank must complete the repayment of cash payments to the fund establishment member and investor as stipulated in Clause 4 of this Article upon the lawful request of the fund management company."

2. Amend and supplement Clause 4 of Article 43.

“4. The list of underlying securities is the main means of payment in swap transactions between the fund and the fund establishment member, investor except in the following cases:

a) When swapping the list of underlying securities for units of ETF certificates, the value of the list of underlying securities is lower than the net asset value of the units of ETF certificates. The difference arising therefrom shall be supplemented by the fund establishment member and investor through cash payment into the ETF fund's cash account opened with the supervisory bank prior to or on the settlement date. The cash payment includes the payment for odd lots of underlying securities; payment for underlying securities that the fund establishment member and investor are restricted from transferring; dividend and interest payments on underlying securities; payment for additional underlying securities purchased to execute swap transactions leading to the investor holding 25% or more of the voting shares of an entity without having completed the public tender offer procedure; payment for underlying securities held to execute swap transactions leading to the investor holding shares issued by itself without having completed the treasury stock transaction procedure; and other cash payments as specified in the Fund Charter and in accordance with relevant laws;

b) When swapping units of ETF certificates for the list of underlying securities, the value of the units of ETF certificates received by the fund management company from the fund establishment member and investor exceeds the value of the list of underlying securities. This difference shall be returned by the fund management company and supervisory bank in the form of ETF certificates to the investor's and fund establishment member's securities deposit accounts on the settlement date or in cash as specified in the Fund Charter.

In case ETF underlying securities generate rights to receive dividends in the form of shares and the ETF has been listed on the final registration date established by Vietnam Securities Depository and Central Depository Corporation, but on the swap trading settlement date, the quantity of shares generated from the rights has not been allocated to the ETF's deposit account, the ETF must use all the underlying securities already in its deposit account to repay the fund establishment member and investor. The ETF may be repaid in cash instead of the quantity of underlying securities generated from the rights that have not been allocated to the ETF's deposit account if the Fund Charter and Prospectus permit. Before the swap trading session or at the end of the day immediately before the swap trading date, the fund management company shall notify the fund establishment member, Vietnam Securities Depository and Central Depository Corporation, and publish the information on its website and stock exchange website regarding the list of underlying securities generated from rights to be settled in cash. The information includes the codes of underlying securities and the amount of cash paid for each underlying security. This list of underlying securities is determined based on the closing price on the trading day immediately preceding the swap trading date of ETF certificates."

3. Amend and supplement Clause 11 of Article 43.

“11. The maximum issuance service fee and the maximum redemption service fee applicable to the fund establishment member must be specified in the Fund Charter and Prospectus. Specific service fee levels are defined in the fund participation agreement. Adjustments to service fee levels are made through agreements between the fund management company and fund establishment members but shall not exceed the maximum service fee levels specified in the Fund Charter and Prospectus."

4. Amend and supplement Clause 12 of Article 43.

“12. The maximum issuance service fee and the maximum repurchase service fee applicable to investors must be stipulated in the Fund Charter and the Prospectus. Specific service fees are specified in the Prospectus, the Summary Prospectus, or published on the website of the fund management company or distribution agent. An increase in service fees can only be implemented when the service fee after the increase does not exceed the maximum service fee stipulated in the Fund Charter and the Prospectus. The earliest date for applying the new increased service fee is thirty days from the date the fund management company announces the new service fees on its website.”

Article 22. Amend and supplement Point e Clause 3 of Article 45

“e) Shall not invest in real estate;"

Article 23. Amend and supplement some points of Article 74

1. Amend and supplement Point e Clause 1 of Article 74

“e) A foreign sub-custodian organization has the right to re-custody assets at a securities custodian organization where it is a member, in accordance with the regulations of the host country. The fund's assets must be guaranteed by the sub-custodian organization to belong to the fund in accordance with relevant laws and regulations;"

2. Amend and supplement Point g Clause 2 of Article 74

“g) Participate in meetings of the Fund Investors' General Meeting and the Shareholders' Meeting of the Securities Investment Company but without voting rights; provide full information at meetings of the Fund Investors' General Meeting, the Shareholders' Meeting of the Securities Investment Company, and meetings of the Fund Board of Directors and the Board of Directors of the Securities Investment Company."

Article 24. Amend and supplement some clauses of Article 76

1. Amend and supplement Clause 1 of Article 76

“1. The distribution agents of closed-end funds, open-end funds, and publicly traded securities investment companies are securities companies, depository banks, commercial banks, insurance enterprises, and other economic organizations that have obtained a Certificate of Registration for Distribution of Public Fund Certificates and Shares of Publicly Traded Securities Investment Companies, and have signed distribution contracts for closed-end fund certificates, open-end fund certificates, and shares of publicly traded securities investment companies with the fund management company."

2. Amend and supplement Clause 3 of Article 76

"3. Distribution agents that are not securities companies, fund management companies, insurance enterprises, commercial banks, or depository banks shall not act as nominee agents; they must separate the distribution of fund certificates from other products at distribution locations and on programs, applications, and websites implementing the distribution of fund certificates that have been reported to the State Securities Commission; they may only use information about the Certificate of Registration for Distribution of Public Fund Certificates at distribution locations and on programs, applications, and websites implementing the distribution of fund certificates that have been reported to the State Securities Commission or provide such information to investors upon request."

3. Amend and supplement Clause 4 of Article 76

“4. The fund management company is responsible for evaluating the physical infrastructure before selecting distribution agents and distribution locations to provide services to investors. In cases where distribution agents distribute fund certificates through online platforms, the evaluation report must fully list the programs, applications, and websites implementing the distribution and assess whether these agents meet the requirements stipulated in Clause 11 of Article 78 of this Circular. The evaluation reports of distribution agents and distribution locations must be kept at the headquarters of the fund management company and provided to competent state management agencies upon request."

4. Supplement Clause 4a after Clause 4 of Article 76

"4a. The distribution agreement for fund certificates must include at least the scope of distribution activities, the rights and responsibilities of the parties to the agreement, including the responsibility of the distribution agent to comply with legal provisions. The fund management company must regularly monitor the distribution agent and ensure that the distribution activities of the distribution agent comply with the terms of the distribution agreement."

5. Amend and supplement Clause 7 of Article 76

"7. Within five working days from the date of changing, adding, or updating distribution locations for fund certificates, changing the address of distribution locations, or changing or adding distribution personnel, the distribution agent must notify the State Securities Commission, along with technical infrastructure and human resources documentation related to the distribution location. If the distribution agent plans to distribute through an online platform, it must notify the State Securities Commission in accordance with the legal provisions on electronic transactions in the securities market."

6. Amend and supplement Clause 10 of Article 76

"10. The fund management company may only carry out the distribution of public fund certificates and shares of publicly traded securities investment companies managed by itself. In this case, the fund management company must report to the State Securities Commission, update information in the Prospectus, and comply with the regulations on distribution agents. At the same time, the fund management company must ensure that distribution personnel do not concurrently work in asset management, investment analysis, or internal control departments.”

Article 25. Amend and supplement Point e Clause 1 of Article 77

“e) Aggregate and store detailed information about investors and investor transactions in accordance with laws on enterprises. Provide such information to fund management companies, related service providers, and the State Securities Commission upon request of these organizations.”

Article 26. Amend and supplement some clauses of Article 78

1. Amend and supplement Clause 6 of Article 78

“6. Distribution agents shall not discount or reduce prices for fund certificates under any form; shall not use financial benefits to solicit or entice investors to purchase fund certificates. Distribution agents may only give gifts in kind, not in cash, with a maximum value of VND 1 million per investor in each promotional program. Distribution agents must ensure that giving gifts in kind does not constitute solicitation, incitement, or inducement for investors to purchase fund certificates.

Distribution agents shall not request, demand, or accept under their personal or organizational name from fund management companies any remuneration, profit, or benefit to solicit investors to purchase fund certificates, except for service fees already announced in Prospectuses and distribution contracts signed with fund management companies.”

2. Amend and supplement Clause 7 of Article 78

“7. Distribution agents shall not distribute fund certificates at distribution locations and through programs, applications, websites on the internet without prior notification to the State Securities Commission.”

3. Supplement Clauses 9, 10, 11, and 12 following Clause 8 of Article 78

“9. Distribution agents shall be fully responsible for the activities of fund certificate distribution locations, programs, applications, websites, and fund certificate distribution staff when distributing fund certificates to investors in accordance with the law.

10. The means for distribution agents to distribute fund certificates to investors on the internet are programs, applications, and websites.

11. When distributing fund certificates to investors on the internet, distribution agents must ensure:

a) Compliance with regulations on electronic transactions in the securities market;

b) Measures, forms, and technologies to ensure information security and compliance with technical standards for providing information on the internet according to the Law on Electronic Transactions, the Law on Cybersecurity, the Law on Securities, and the Law on Anti-Money Laundering, and other relevant laws; ensuring continuous and smooth operation of the system;

c) Storing and tracking transaction logs, changes related to transactions, and customer information, ensuring integrity and non-interference of the system;

d) Issuing and updating business procedures for distributing fund certificates on the internet, including procedures for verifying information, identifying investors, distributing fund certificates, preventing late investor transactions, and ethical guidelines for distribution staff;

đ) Ensuring that investors open trading accounts for fund certificates and place orders directly through the distribution agent's own programs, applications, and websites;

e) Compliance with distribution activities stipulated in Clause 1 of this Circular, Clause 5, and Clause 6 of this Article;

g) The interface of programs, applications, and websites must be designed to provide the information specified in Clause 2 of this Article to investors. Information and documents provided to investors on programs, applications, and websites must comply with the provisions of Clause 1, Clause 3, and Clause 4 of this Article;

h) Ensuring that investors confirm having read and understood the Fund Regulations, Prospectus, and related documents on the fund's operations, and ensuring that investors are informed of any amendments and supplements to the Fund Regulations and Prospectus; ensuring that investors confirm having read and agreed to the terms of online transactions, recognizing potential risks when conducting transactions on the internet when opening a fund certificate trading account.

12. Fund management companies must update the Prospectus and post on their website a list of distribution agents and their programs, applications, and websites (if any), and update this list whenever there are changes to the list of distribution agents or their programs, applications, and websites (if any).”

Article 27. Amending and supplementing certain clauses of Article 79

1. Supplement Clause 6a following Clause 6 of Article 79

“6a. Distribution agents must submit to the State Securities Commission quarterly and annual reports on the operation of distribution agents according to the form prescribed in Appendix XXXI issued together with this Circular and comply with the reporting regime stipulated in Clauses 7, 8, 9, 10, and 11 of Article 79 of this Circular.”

2. Amending and supplementing Clause 9 of Article 79

“9. Fund management companies and individual securities investment companies managing their own capital (hereinafter referred to as the reporting entities) shall submit periodic reports to the State Securities Commission in electronic document form through the Commission’s database system. In cases where the reporting entity is unable to submit the report through the Commission’s database system due to force majeure reasons including network system failures, server malfunctions, inability to use digital certificates, and other force majeure reasons, the reporting entity shall be responsible for notifying the State Securities Commission, stating the reasons, and submitting the report via the email system or in paper form. Immediately upon resolving the force majeure situation, the reporting entity shall be responsible for submitting a full report through the Commission’s database system.”

3. Amending and supplementing Clause 11 of Article 79

“11. Fund management companies and securities investment companies must report to the State Securities Commission within 48 hours from the time they receive the reporting request specified in Clause 10 of this Article.”

Article 28. Abolishing and replacing certain contents

1. Abolish Point e Clause 2 of Article 19, Clause 10 of Article 35.

2. Replace the phrase “number of Identity Card or Citizen Identification Card number of Identity Card or Citizen Identification Card number of Identity Card or Citizen Identification Card/number of Identity Card or Citizen Identification Card/number of Identity Card or Citizen Identification Card number of Identity Card or Citizen Identification Card/Citizen Identification Card Number/CCCD” with the phrase “personal identification number” at Point c Clause 1 of Article 15, Clause 4 of Article 16, Point d Clause 4 of Article 29, Clause 4 of Article 58 of Circular No. 98/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding the operation and management of securities investment funds, Appendix I, Appendix II, Appendix VII, Appendix VIII, Appendix X, Appendix XII, Part A of Appendix XV, Appendix XXII, and Appendix XXVI issued together with Circular No. 98/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding the operation and management of securities investment funds; replace the phrase "Identity Card" with the phrase “electronic citizen identification card” at Part B of Appendix XV issued together with Circular No. 98/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding the operation and management of securities investment funds.

3. Replace Appendix III, Appendix IV, Appendix XIII, Appendix XIV, and Appendix XVI issued together with Circular No. 98/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding the operation and management of securities investment funds with Appendix III, Appendix IV, Appendix XIII, Appendix XIV, and Appendix XVI issued together with this Circular.

4. Supplement Appendix XXIX, Appendix XXX, and Appendix XXXI issued together with this Circular.

Article 29. Implementation Provisions

1. This Circular shall take effect from February 12, 2026.

2. The State Securities Commission, securities stock exchanges, Vietnam Securities Depository and Central Counterparty Corporation, investment fund management companies, supervisory banks, depositary banks, and other organizations and individuals related to investment fund activities, securities investment companies shall be responsible for implementing this Circular.

Article 30. Transitional Provisions

For member funds that have invested capital in contributing members, hold shares, equity contributions, or bonds of contributing members, the fund management company must complete the withdrawal of the member fund's capital at the contributing member within a maximum period of two years from the date this Circular takes effect./.