Circular No. 39/2025/TT-NHNN on the opening and use of foreign currency accounts abroad by resident organizations

PART I

GENERAL PROVISIONS

Article 1. Scope of Regulation and Applicability

This Circular regulates the opening and use of foreign currency accounts abroad by resident organizations, including:

1. Credit institutions and branches of foreign banks permitted to conduct foreign exchange activities (hereinafter referred to as permitted credit institutions).

2. Economic organizations (excluding credit institutions).

3. Other organizations including: state agencies, military units, political organizations, political-social organizations, political-social-professional organizations, social organizations, social-professional organizations, social funds, charitable funds of Vietnam operating in Vietnam.

Article 2. Cases of opening and using foreign currency accounts abroad by permitted credit institutions

1. Permitted credit institutions may carry out foreign exchange activities abroad according to the License of the State Bank of Vietnam (hereinafter referred to as the State Bank) and may open and use foreign currency accounts abroad to conduct foreign exchange activities consistent with the content approved by the State Bank and the laws of the country where the foreign currency account is opened, without having to go through the procedures for obtaining permission to open and use foreign currency accounts abroad as stipulated in this Circular.

2. In cases of implementing foreign loans in accordance with current laws, permitted credit institutions may open and use foreign currency accounts abroad to implement foreign loans according to contracts or agreements signed with foreign lenders regarding the need to open foreign currency accounts abroad to implement foreign loans and in accordance with the laws of the country where the foreign currency account is opened, without having to go through the procedures for obtaining permission to open and use foreign currency accounts abroad as stipulated in this Circular.

After being granted the License to open and use foreign currency accounts abroad (hereinafter referred to as the License), permitted credit institutions may open and use foreign currency accounts abroad in accordance with the contents specified in the License, decisions amending and supplementing the License (if any), provisions of this Circular, and the laws of the country where the permitted credit institution opens the account in the following cases:

a) Permitted credit institutions may open and use foreign currency accounts abroad to meet the conditions for obtaining permission to establish and operate representative offices, branches, and wholly-owned foreign banks according to the laws of the host country;

b) Permitted credit institutions may open and use foreign currency accounts abroad to serve the operations of representative offices abroad.

Article 3. Cases for opening and using foreign currency accounts abroad by resident economic organizations

After being granted a License by the State Bank, economic organizations may open and use foreign currency accounts abroad according to the contents specified in the License, Decision amending and supplementing the License (if any), provisions of this Circular, and local laws of the country where the economic organization opens its account in the following cases:

1. Economic organizations may open and use foreign currency accounts abroad to meet the conditions for obtaining permits to establish and operate branches and representative offices in accordance with the laws of the host country.

2. Economic organizations may open and use foreign currency accounts abroad to serve the activities of their branches and representative offices abroad.

3. Economic organizations, including enterprises, cooperatives, and cooperative unions (hereinafter referred to as the borrower), may open and use foreign currency accounts abroad to implement foreign loans in accordance with agreements with foreign lenders. The borrower may use one foreign currency account abroad to implement one or more foreign loans.

4. Economic organizations that are enterprises under the special important investment program of the Government; enterprises investing in public-private partnership (PPP) form may open and use foreign currency accounts abroad to fulfill commitments, agreements, and contracts with foreign parties.

5. Economic organizations may open and use foreign currency accounts abroad to implement commitments, agreements, and contracts with foreign parties, including overseas construction contracts; contracts for purchasing ships from foreign parties; other commitments, agreements, and contracts with foreign parties, excluding the use of foreign currency accounts abroad to implement foreign loans as required by foreign lenders.

Article 4. Cases for opening and using foreign currency accounts abroad by other organizations

After being granted a License by the State Bank, organizations specified in Clause 3, Article 1 of this Circular may open and use foreign currency accounts abroad according to the contents specified in the License, Decision amending and supplementing the License (if any), provisions of this Circular, and local laws of the country where the organization opens its account in cases to receive foreign aid and sponsorship or other cases permitted by competent authorities in Vietnam.

Article 5. Duration of using foreign currency accounts abroad

1. For the case stipulated in point a, Clause 3, Article 2 and Clause 1, Article 3 of this Circular, the duration of using foreign currency accounts abroad (hereinafter referred to as the duration of the License) shall be considered based on the validity period of the document issued by the competent authority of the host country allowing the establishment and temporary operation of the organization opening foreign currency accounts abroad to meet the conditions for obtaining permits to establish and operate branches, representative offices, and wholly foreign-owned banks in accordance with the laws of the host country.

In the case where the competent authority abroad does not issue a License for establishment and operation, the duration of the License is one year from the date of issuance of the License.

2. For the case stipulated in point b, Clause 3, Article 2 and Clause 2, Article 3 of this Circular, the duration of the License shall be considered based on the validity period of the document issued by the competent authority abroad allowing the organization to establish and operate branches and representative offices abroad.

In the case where the document issued by the competent authority abroad allowing the organization to establish and operate branches and representative offices abroad does not specify a validity period, the maximum duration of the License shall not exceed three years from the date of issuance of the License.

3. For the case stipulated in Clause 3, Article 3 of this Circular, the duration of the License shall be considered based on the time frame for the borrower to fulfill the obligation to repay the foreign loan according to the foreign loan agreement (including agreements to change the foreign loan) and the registration confirmation document for the foreign loan (if any).

4. For the cases stipulated in Clause 4 and Clause 5, Article 3 of this Circular, the duration of the License shall be considered based on the implementation period of the commitments, agreements, or the validity period of the contract with the foreign party.

5. For the case stipulated in Article 4 of this Circular, the duration of the License shall be considered based on the receipt period of foreign aid and sponsorship or the validity period specified in the document permitting other cases by the competent authority in Vietnam.

Article 6. Principles for the establishment, submission, receipt, and issuance of results of applications for the issuance of Licenses and Decisions to amend and supplement Licenses

1. Applications for the issuance of Licenses and Decisions to amend and supplement Licenses shall be submitted directly at the One-Stop Service Counter of the State Bank or sent through postal services to the State Bank or submitted online via the National Public Service Portal.

2. In cases where applications are submitted online via the National Public Service Portal, electronic documents must use digital signatures in accordance with the laws on administrative procedures conducted electronically.

In cases where administrative procedures have not been provided online on the National Public Service Portal or if the National Public Service Portal system encounters technical issues preventing the acceptance and exchange of electronic information, the submission of applications, acceptance, issuance of results, exchange, and feedback of information shall be carried out through postal services or directly at the One-Stop Service Counter of the State Bank.

3. Documents in the electronic application file include electronic texts, scanned copies from original documents, and originals (in PDF format), except for the Application for Issuance of License and the Application for Decision to Amend and Supplement License which are filled out on the National Public Service Portal.

4. Documents in the paper application file must be originals or certified copies from original registers, certified true copies, copies confirmed by organizations regarding copying from originals, or copies presented with originals for comparison. In cases where applicants submit certified copies along with presentation of originals for comparison, the person conducting the comparison must sign to confirm the copy and bear responsibility for its accuracy compared to the original.

5. The application for the State Bank to issue Licenses and Decisions to amend and supplement Licenses must be established in one set in Vietnamese; in cases where the original application is in a foreign language, it must be translated into Vietnamese, and the translation must be authenticated according to Vietnamese law on authentication, except as provided for in Clause 6 of this Article.

6. Organizations must legalize the consular certification of documents issued by competent authorities of foreign countries allowing the organization to open branches or representative offices abroad in accordance with current laws.

Article 7. Time limit for accepting administrative procedure applications

The time limit for checking the completeness and accuracy of applications is three working days from the date when the State Bank's Administrative Procedure Information System accepts the application online or from the date when the One-Stop Service Counter of the State Bank accepts the application directly or through postal services.

Article 8. Authority to Issue, Revoke, Amend, and Supplement Licenses

The Director of the Foreign Exchange Management Department shall examine and decide on issuing, revoking, amending, and supplementing Licenses.

Chapter II

APPLICATION PROCEDURES AND DOCUMENTS FOR LICENSE ISSUANCE

Article 9. Procedures for Issuing Licenses

1. Organizations (excluding credit institutions permitted under Clause 1 and Clause 2 of Article 2 of this Circular) that wish to open foreign currency accounts abroad shall prepare one set of application documents and submit them to the State Bank in accordance with this Circular.

2. Within ten working days from the date of receiving complete and valid applications, the State Bank shall issue Licenses to organizations in accordance with Appendix III attached to this Circular.

In cases where applications do not meet the conditions for processing, within five working days from the date of receiving the application, the State Bank shall issue a document requesting organizations to supplement their applications in accordance with this Circular.

3. In cases where the issuance of Licenses is refused, the State Bank shall issue a document refusing the issuance of Licenses and specify the reasons.

Article 10. Documents for Application to Obtain a Permit for Opening and Using Foreign Currency Accounts Abroad

1. The application form for obtaining the permit as set out in Appendix I attached hereto.

2. Documents proving the purpose of opening foreign currency accounts abroad include:

a) For cases prescribed in point a, Clause 3, Article 2 and Clause 1, Article 3 of this Circular:

(i) Documents from the foreign party certifying that the organization must transfer funds to the host country or open an account in the host country to meet the conditions for obtaining permission to establish and operate representative offices, branches, and wholly foreign-owned banks according to the laws of the host country;

(ii) Documents on the establishment of representative offices, branches, wholly foreign-owned banks issued by the Board of Directors/Board of Members of the permitted credit institution or decisions on establishing branches and representative offices abroad signed by the legitimate representatives of the economic organizations;

(iii) Documents from the competent authority of the host country allowing the temporary establishment and operation of representative offices, branches, wholly foreign-owned banks (if any);

b) For cases prescribed in point b, Clause 3, Article 2 of this Circular:

(i) Documents from the competent foreign authority allowing the establishment of representative offices abroad;

(ii) Documents on the establishment of representative offices issued by the Board of Directors/Board of Members of the permitted credit institution;

(iii) Decisions approving annual budget expenses for operating representative offices abroad signed by the legitimate representatives of the permitted credit institutions;

c) For cases prescribed in Clause 2, Article 3 of this Circular:

(i) Documents from the competent foreign authority allowing the establishment of branches and representative offices abroad;

(ii) Decisions on establishing branches and representative offices abroad signed by the legitimate representatives of the economic organizations;

(iii) Decisions approving annual expenses for operating branches and representative offices abroad signed by the legitimate representatives of the organizations;

d) For cases prescribed in Clause 3, Article 3 of this Circular:

Agreements on accounts or documents proving that the lender requires the borrower to open a foreign currency account abroad to implement foreign loans, specifying clearly the bank opening the account, the purpose of opening the account, the contents of receipts and payments on the account, the limit or basis for transferring money abroad;

đ) For cases prescribed in Clause 4, Article 3 of this Circular:

Contracts or agreements on accounts already signed with foreign parties or documents proving the purpose of opening foreign currency accounts abroad to serve the implementation of commitments, agreements, contracts with foreign parties;

e) For cases prescribed in Clause 5, Article 3 of this Circular:

(i) Commitments, agreements, contracts already signed with foreign parties and documents from foreign parties requiring the opening of foreign currency accounts abroad to implement such commitments, agreements, contracts when such commitments, agreements, contracts do not contain provisions requiring the opening of foreign currency accounts abroad;

(ii) Decisions approving annual budget expenses abroad signed by the legitimate representatives of the organizations;

(iii) Documents related to overseas tender projects in case of implementing overseas tender contracts: contracts signed between the project owner and the main contractor; contracts signed between the main contractor and the sub-contractor or other relevant documents;

(iv) Explanatory documents on expected foreign revenues transferred back home accompanied by supporting documents (if any);

(v) Inspection reports or temporary inspection certificates still valid from the competent authority in Vietnam or inspection certificates from the competent authority abroad (in case of opening foreign currency accounts abroad to implement foreign ship purchase contracts);

(vi) Documents proving the source of foreign currency to implement foreign ship purchase contracts (in case of opening foreign currency accounts abroad to implement foreign ship purchase contracts);

g) For cases prescribed in Article 4 of this Circular:

(i) Decisions of the competent Vietnamese authority regarding the establishment of the organization;

(ii) Documents from the foreign party on sponsorship or aid, which require opening an account abroad to receive sponsorship or aid;

(iii) Documents from the competent Vietnamese authority on receiving (being assigned to receive) sponsorship or aid or other relevant documents (if any).

Chapter III

PROCEDURES AND DOCUMENTS FOR APPLICATION TO AMEND OR SUPPLEMENT THE PERMIT

Article 11. Cases for Amending and Supplementing Contents in the License

1. Cases for amending and supplementing contents in the License:

a) Changing the name of the organization opening the foreign currency account;

b) Amending and supplementing the purpose of using the account;

c) Amending and supplementing the content of receipts and payments on the account;

d) Increasing (supplementing) the annual limit for transferring foreign currency from within the country to foreign foreign currency accounts;

đ) Changing the balance limit of foreign currency accounts abroad;

e) Extending the validity period of the foreign account;

g) Changing the bank where the organization opens the foreign currency account abroad when the purpose, scope, and other related contents concerning the use of foreign currency accounts abroad remain unchanged;

h) Changing the remitting bank in Vietnam;

i) Changing the currency for opening foreign currency accounts abroad.

2. Organizations (except credit institutions permitted under Clause 1 and Clause 2 of Article 2 of this Circular) must carry out procedures to request the State Bank to amend and supplement the License for one or more cases specified in Clause 1 of this Article.

For the case specified in Point e of Clause 1 of this Article, organizations must submit the dossier at least 15 working days before the License expires.

Article 12. Procedures and Formalities for Requesting Amendments and Supplements to the License

1. Organizations (except credit institutions permitted under Clause 1 and Clause 2 of Article 2 of this Circular) when they have a need to amend and supplement contents in the License, shall prepare one set of dossier and send it to the State Bank in accordance with this Circular.

2. Within ten working days from the date of receiving a complete and valid dossier, the State Bank will issue a Decision to amend and supplement the License according to Appendix IV issued together with this Circular to the organization.

In cases where applications do not meet the conditions for processing, within five working days from the date of receiving the application, the State Bank shall issue a document requesting organizations to supplement their applications in accordance with this Circular.

3. In case of refusal to issue a Decision to amend and supplement the License, the State Bank will issue a refusal letter for issuing the Decision to amend and supplement the License and clearly state the reasons.

Article 13. Dossier for Issuing a Decision to Amend and Supplement the License

1. A request form for issuing a Decision to amend and supplement the License according to Appendix II issued together with this Circular.

2. Documents proving the changes and supplements to the contents in the License including:

a) For the License that has been granted according to the cases specified in Point a of Clause 3 of Article 2 and Clause 1 of Article 3 of this Circular:

(i) The document of the competent authority abroad allowing the establishment and operation of branches and representative offices abroad (for the cases specified in Points b, c, d, e of Clause 1 of Article 11 of this Circular after the competent authority abroad has officially approved the establishment and operation of branches and representative offices abroad of economic organizations, officially approved the establishment and operation of representative offices abroad of permitted credit institutions);

(ii) The document of the competent authority abroad allowing the extension of the temporary operating period of branches and representative offices abroad, foreign banks with 100% foreign capital or an explanation about the necessity to extend the account in cases where the competent authority abroad does not issue a license for the temporary establishment and operation of branches and representative offices abroad, foreign banks with 100% foreign capital (for the case specified in Point e of Clause 1 of Article 11 of this Circular);

(iii) The decision approving the annual expenses for the operations of branches and representative offices abroad (for the cases specified in Points b, c, d, e of Clause 1 of Article 11 of this Circular after the competent authority abroad has officially approved the establishment and operation of branches and representative offices abroad of economic organizations, officially approved the establishment and operation of representative offices abroad of permitted credit institutions);

b) For the License that has been granted according to the cases specified in Point b of Clause 3 of Article 2 and Clause 2 of Article 3 of this Circular:

(i) The document of the competent authority abroad allowing the extension of the operating period of branches and representative offices abroad, except in cases where the document of the competent authority abroad allows the establishment and operation of branches and representative offices abroad does not specify the operating period (for the case specified in Point e of Clause 1 of Article 11 of this Circular);

(ii) The decision approving the annual expenses for the operations of branches and representative offices abroad signed by the legal representative of the organization (for the cases specified in Points d, đ of Clause 1 of Article 11 of this Circular);

(iii) Other necessary documents (if any) proving the cases specified in Clause 1 of Article 11 of this Circular;

c) For the License that has been granted according to the cases specified in Clause 3 of Article 3 of this Circular:

(i) Agreement on amending the content of foreign currency accounts abroad. In cases where the account is used to implement new foreign loans, the organization submits the dossier prescribed in Point d of Clause 2 of Article 10 of this Circular;

(ii) Report on the situation of using foreign currency accounts abroad up to the time of requesting the Decision to amend and supplement, accompanied by the borrower's commitment to the accuracy of the report;

d) For the License that has been granted according to the cases specified in Clause 4 of Article 3 of this Circular:

Contract/Amendment agreement or agreement to amend already signed with the foreign party related to the amendment and supplementation of the License or other documents proving the cases specified in Clause 1 of Article 11 of this Circular;

đ) For the License that has been granted according to the cases specified in Clause 5 of Article 3 of this Circular:

(i) Commitment, agreement, change contract/Amendment agreement already signed with the foreign party related to the amendment and supplementation of the License (if any);

(ii) Document of the foreign party requiring the amendment and supplementation of the content of opening foreign currency accounts abroad in cases where this clause is not included in the commitment, agreement, contract (if any);

(iii) Other necessary documents (if any) proving the cases specified in Clause 1 of Article 11 of this Circular;

e) For the License that has been granted according to Article 4 of this Circular:

Necessary documents proving the cases specified in Clause 1 of Article 11 of this Circular.

Article 14. Handling of applications for issuance of Licenses and Decisions to amend and supplement Licenses in cases where organizations have committed administrative violations in the activities of opening and using foreign currency accounts abroad.

During the process of handling applications for issuance of Licenses or Decisions to amend and supplement Licenses, if the State Bank of Vietnam discovers that an organization has committed administrative violations in the activities of opening and using foreign currency accounts abroad (including non-compliance with reporting requirements), the examination and issuance of Licenses or Decisions to amend and supplement Licenses shall be conducted after the organization has fully executed the administrative penalty decision according to the laws on handling administrative violations in the field of monetary affairs and banking.

Chapter IV

CASES OF AUTOMATIC EXPIRATION AND REVOCATION OF LICENSES

Article 15. Cases of automatic expiration of Licenses and Decisions to amend and supplement Licenses

1. The Licenses and Decisions to amend and supplement Licenses (if any) of organizations shall automatically expire in the following cases:

a) Expiration of the term of the License;

b) The organization does not open an account within one year from the date the License becomes effective;

c) Contracts, commitments, agreements with foreign parties are canceled, except when the account is still being used to implement one or more foreign loan contracts that remain valid;

d) Overseas representative offices or branches cease operations before the expiration of the License term;

đ) Confirmation documents for registration or changes in foreign loans issued by the borrower terminate their effectiveness or become automatically invalid according to the guidelines of the State Bank of Vietnam on foreign exchange management for foreign borrowing and repayment by enterprises, except when the account is still being used to implement one or more foreign loan contracts that remain valid;

e) The organization has been granted a License by the State Bank of Vietnam under the provisions of point a, Clause 3, Article 2 and Clause 1, Article 3 but the competent authority abroad issues a document refusing to grant permission during the validity period of the License;

g) The organization undergoes division, merger, consolidation, dissolution, bankruptcy as prescribed by law;

h) The organization has its Business Registration Certificate, Investment Registration Certificate, Establishment Decision or equivalent document revoked by a competent state authority.

Chapter V

RESPONSIBILITIES OF RELATED UNITS

Article 17. Responsibilities of Relevant Units and Organizations

1. Responsibilities of the Foreign Exchange Management Department:

a) Receiving applications, reviewing, issuing, and revoking Licenses and Decisions to amend and supplement Licenses of organizations;

b) Receiving and compiling reports related to the opening and use of foreign currency accounts abroad by organizations;

c) Monitoring, inspecting, and coordinating with relevant units to handle any issues arising during the implementation of this Circular.

2. Responsibilities of the State Bank Branch in the Region:

a) Conducting inspections, examinations, and handling violations against the activities of opening and using foreign currency accounts abroad by organizations within its jurisdiction;

b) Urging and reminding organizations within its jurisdiction to comply with reporting requirements.

3. Responsibilities of authorized credit institutions:

a) Verifying and controlling documents and certificates presented by organizations to ensure that the transfer of funds to foreign currency accounts abroad complies with the License, Decisions to amend and supplement the License, and relevant laws;

b) Retaining documents and certificates related to foreign exchange transactions as stipulated in this Circular and relevant laws;

c) Promptly reporting any violations of this Circular by organizations to the State Bank (Foreign Exchange Management Department) for appropriate measures;

d) Strictly implementing provisions of this Circular and relevant laws;

đ) Guiding customers to strictly adhere to the provisions of this Circular and relevant laws.

4. Responsibilities of organizations (excluding authorized credit institutions specified in Clause 1 and Clause 2 of Article 2 of this Circular):

a) Quarterly, before the tenth day of the first month of each quarter, organizations must submit written reports directly or through postal services to the State Bank (Foreign Exchange Management Department) and the State Bank branch in the Region where their main office is located on the status of foreign currency accounts abroad (according to the form in Appendix V issued together with this Circular);

The data cut-off period for the report is from the 15th of the previous month to the 14th of the last month of the quarter being reported;

b) Implementing the contents stipulated in the License and Decisions to amend and supplement the License issued by the State Bank;

c) Strictly adhering to the provisions of this Circular and relevant laws;

d) Clearly stating the purpose of fund transfers for orders to transfer funds to foreign currency accounts abroad related to capital withdrawal, debt repayment (principal and interest), and payment of fees for foreign loans;

đ) Bearing legal responsibility for the truthfulness and accuracy of the contents in the documents submitted to the State Bank.

Chapter VI

IMPLEMENTING PROVISIONS

Article 18. Effective Date

1. This Circular shall take effect from December 15, 2025, and replace Circular No. 20/2015/TT-NHNN on the opening and use of foreign currency accounts abroad by resident organizations.

2. Transitional Provisions

Article 19. Responsibility for implementation organization

The heads of relevant units under the State Bank of Vietnam, licensed credit organizations, and foreign bank branches permitted to operate foreign exchange in Vietnam shall be responsible for implementing this Circular./.