Circular No. 14/2025/TT-BTC amends and supplements certain Articles of Circular No. 119/2020/TT-BTC dated December 31, 2020, issued by the Minister of Finance on securities registration, custody, netting, and settlement activities, and Circular No. 58/2021/TT-BTC dated July 12, 2021, issued by the Minister of Finance guiding certain provisions of Decree No. 158/2020/NĐ-CP dated December 31, 2020, of the Government on derivative securities and the derivative securities market.

CIRCULAR

Amending and supplementing certain articles of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of Finance on securities registration, custody, settlement, and trading activities and Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of Finance guiding certain provisions of Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market

Pursuant to the Securities Law promulgated on November 26, 2019;

Pursuant to the Law amending and supplementing certain articles of the Securities Law, the Accounting Law, the Independent Audit Law, the State Budget Law, the Management and Use of Public Assets Law, the Tax Administration Law, the Personal Income Tax Law, the National Reserves Law, and the Administrative Violations Handling Law dated November 29, 2024;

Pursuant to the Law on Identity Cards dated November 27, 2023;

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;

Pursuant to Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market;

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

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

The Minister of Finance hereby promulgates this Circular amending and supplementing certain articles of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of Finance on securities registration, custody, settlement, and trading activities and Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of Finance guiding certain provisions of Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market.

Article 1. Amending and supplementing certain articles of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of Finance on securities registration, custody, settlement, and trading activities

1. Amending and supplementing Point h Clause 3 Article 6 as follows:

"h) License for establishment and operation or Business Registration Certificate or equivalent documents of the parties transferring ownership that are organizations."

2. Amending and supplementing Point c Clause 2 Article 17 as follows:

"c) Individual identification number for individual customers who are Vietnamese citizens or Vietnamese expatriates whose nationality has not been determined but are residing in Vietnam; number and date of issuance of Business Registration Certificate, License for establishment and operation or equivalent documents for domestic organization customers; number and date of issuance of Securities Trading Account Registration Certificate for foreign investor customers;"

Article 2. Replacing Model No. 01 and Model No. 02 Appendix issued together with Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of Finance guiding certain provisions of Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market with Model No. 01 and Model No. 02 Appendix issued together with this Circular.

Article 3. Implementation Provisions

1. This Circular shall take effect from June 1, 2025.

2. The State Securities Commission, Vietnam Stock Exchange, Hanoi Stock Exchange, Ho Chi Minh City Stock Exchange, Vietnam Securities Depository and Central Counterparty Company, and other relevant organizations and individuals shall be responsible for implementing this Circular.

SOCIALIST REPUBLIC OF VIET NAM

Independence - Freedom - Happiness

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POWER OF ATTORNEY FOR SETTLEMENT AND PAYMENT

The power of attorney for settlement and payment between non-settlement members and common settlement members includes at least the following contents:

1. Legal basis

Pursuant to the Securities Law promulgated on November 26, 2019;

Pursuant to the Civil Code on November 24, 2015;

Pursuant to Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market;

Based on Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of Finance guiding certain provisions of Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market;

Based on Circular No. 14 dated April 4, 2025 of the Minister of Finance amending and supplementing certain articles of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of Finance on securities registration, custody, settlement, and trading activities and Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of Finance guiding certain provisions of Government Decree No. 158/2020/NĐ-CP dated December 31, 2020 on derivative securities and the derivative securities market.

2. Parties involved in signing the agreement

Name, address, telephone number, license number for establishment and operation of the non-settlement member; Full name, middle name, given name, date of birth, individual identification number (for Vietnamese citizens, Vietnamese expatriates whose nationality has not been determined but are residing in Vietnam, foreigners who have been assigned an individual identification number), passport number (for foreigners without an individual identification number), position, authorization decision of the representative and authorized person according to the law of the non-settlement member;

Name, address, telephone number, license number for establishment and operation of the common settlement member; Full name, middle name, given name, date of birth, individual identification number (for Vietnamese citizens, Vietnamese expatriates whose nationality has not been determined but are residing in Vietnam, foreigners who have been assigned an individual identification number), passport number (for foreigners without an individual identification number), position, authorization decision of the representative and authorized person according to the law of the common settlement member.

3. Specific terms and agreements

Opening an investor account at the non-settlement member;

Opening a margin account at the common settlement member;

The non-settlement member represents the investor in relation to the common settlement member;

Three-party agreement between the investor - non-settlement member - common settlement member;

Provisions regarding deposit/withdrawal of margin assets by the investor;

Provisions regarding pre-trade margin verification before placing orders for derivative securities trading;

Provisions regarding monitoring the quantity of held contracts to ensure margin usage ratio and permissible position limits.

4. Terms regarding rights and obligations of the parties involved

The common settlement member accepts the power of attorney from the non-settlement member to perform settlement guarantees for derivative securities transactions through settlement mechanisms and risk management measures.

The clearing member provides to the non-clearing member and their clients services related to clearing and settlement activities, including: securities derivatives transactions clearing and settlement; monitoring and managing the margin assets of the non-clearing member and their clients; ensuring separate management of accounts and assets of the non-clearing member and their clients.

Other rights and obligations of the parties (if any).

5. Provisions on other agreements

Entrusted fees as prescribed (if any) or agreed upon by the parties;

Resolution of disputes arising;

Measures for handling cases where the non-clearing member or their clients lose their ability to pay;

Measures for handling cases where the non-clearing member or their clients go bankrupt;

Handling issues related to errors of the non-clearing member (incorrect orders...) and errors of the clearing member (incorrect margin information, contract books...);

Amending, supplementing, terminating the contract;

6. Other matters affecting the rights and obligations of the parties.

SOCIALIST REPUBLIC OF VIET NAM

Independence - Freedom - Happiness

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..., day..., month..., year...

SECURITIES DERIVATIVES TRADING ACCOUNT OPENING CONTRACT

The securities derivatives trading account opening contract between the securities company and the client shall include at least the following contents:

1. Parties entering into the contract

Name, address, telephone number, establishment and operation license number of the securities company; Full name, middle name, given name, date of birth, personal identification number (for Vietnamese citizens, Vietnamese origin persons not yet determined nationality residing in Vietnam, foreigners who have been issued a personal identification number), passport number (for foreigners without a personal identification number), authorization decision of the representative and authorized person according to the law of the securities company;

Full name, middle name, given name, date of birth, address, telephone number, personal identification number (for Vietnamese citizens, Vietnamese origin persons not yet determined nationality residing in Vietnam, foreigners who have been issued a personal identification number), passport number (for foreigners without a personal identification number) of individual clients; Name, address, business registration certificate of organizational clients, full name, middle name, given name, date of birth, position, personal identification number (for Vietnamese citizens, Vietnamese origin persons not yet determined nationality residing in Vietnam, foreigners who have been issued a personal identification number), passport number (for foreigners without a personal identification number), authorization decision of the representative and authorized person according to the law of the organizational client (if any).

2. Provisions on specific agreements

a) Methods of receiving orders from the company;

b) Margin ratio applicable to securities;

c) Agreement on interest rate on the balance of margin deposits at the bank;

d) Time limit and method of handling assets in case the client loses their ability to pay;

đ) Agreement on the time and method of converting foreign currency to Vietnamese Dong in the case of transferring securities derivatives transaction funds in foreign currency;

e) Clearly stating the risks arising in case the clearing member loses their ability to pay or is suspended, temporarily halted, dissolved, or declared bankrupt.

3. Provisions on rights and obligations of participating parties

a) Rights and obligations of the client (ownership of money, securities derivatives and profits, lawful rights and interests attached to that amount of money and securities derivatives; providing information as required by the company, paying transaction fees...);

b) Rights and obligations of the securities company (collecting transaction fees, performing other lawful mandates agreed upon with the client; holding and managing money and securities derivatives for the client, executing transactions, protecting confidential information, providing information as requested by the client...);

c) Rights of the clearing member (using the investor's margin assets to collateralize with the Vietnam Securities Depository and Clearing Corporation for the investor's open positions; having the right to close positions and use the investor's margin assets in case the investor loses their ability to pay...).

4. Provisions on other agreements

a) Liability for breach of contract, this provision clearly states:

The client is entitled to compensation for losses if the company breaches its obligations stipulated in this Contract;

Amount of compensation: As specifically agreed upon by the parties or as prescribed by law;

b) Method of handling accounts in case the company is suspended from operations, revoked of membership status, adjusted to withdraw brokerage business, dissolved, or had its establishment and operation license revoked;

c) Cases of early termination of the contract;

d) Effective period of the contract;

d) Resolution of disputes arising;

Other agreements in accordance with the provisions of the law.