Circular No. 61/2025/TT-NHNN on the network operation of commercial banks

CIRCULAR

Regulations on the network of operations of commercial banks

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

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

Pursuant to 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. 26/2025/NĐ-CP of the Government stipulating the functions, tasks, powers, and organizational structure of the State Bank of Vietnam;

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

The Governor of the State Bank of Vietnam issues this Circular regulating the network of operations of commercial banks.

PART I
GENERAL PROVISIONS

Article 1. Scope of Regulation

1. This Circular regulates the network of operations of commercial banks, including:

a) Establishing, opening for operation, changing name, changing location, ceasing operations, dissolving branches, transaction offices, representative offices, affiliated units within the country; overseas branches, representative offices, subsidiary banks;

b) Changing branch management of transaction offices;

c) Converting domestic branches into transaction offices; converting domestic transaction offices into branches of commercial banks implementing restructuring plans approved by competent authorities;

d) Changing the legal form of overseas subsidiary banks of commercial banks.

2. This Circular regulates the notification of information regarding establishment, change of location, dissolution, cessation of operations of branches, transaction offices, representative offices within the country and related information to the business registration authority.

3. The network of operations of Commercial Joint Stock Bank Loc Phat Vietnam shall be implemented in accordance with the provisions of this Circular and the regulations of the State Bank of Vietnam on postal transaction offices under the Commercial Joint Stock Bank Loc Phat Vietnam.

Article 2. Applicability

1. Commercial banks.

2. Organizations and individuals related to the network of operations of commercial banks.

Article 3. Explanation of Terms

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

1. The network of operations of commercial banksincludes branches, transaction offices, representative offices, affiliated units within the country; overseas branches, representative offices, subsidiary banks of commercial banks as prescribed by law.

2. Branch in province A are dependent units of commercial banks, subject to dependent accounting, have seals, and have the task of performing one or more functions of commercial banks according to the classification of commercial banks and in compliance with the provisions of the law.

3. Transaction office is a type of branch managed by a domestic branch of a commercial bank, subject to bookkeeping, has a seal, and has its headquarters located in the province or centrally administered city where the managing branch is located. A transaction office may not perform:

a) Approving, deciding to provide credit to a customer exceeding two (02) billion Vietnamese dong (hereinafter referred to as dong) or equivalent foreign currency, except in cases where the credit is fully guaranteed by cash, savings certificates, securities issued by the same commercial bank, government bonds, treasury bills, unless otherwise provided by law;

b) Providing international payment services, international money transfers.

4. Managing branch of transaction offices is a branch entrusted to manage certain aspects of transaction offices within the same province or centrally administered city according to internal regulations of the commercial bank and in compliance with the provisions of this Circular.

5. Representative Office is a dependent unit of a commercial bank, has a seal, and performs the function of representing the commercial bank by proxy. Representative offices may not engage in business activities.

6. Public services is a dependent unit of a commercial bank, has a seal, and performs one or more support activities for the business operations of commercial banks, including:

a) Researching and applying banking technology for commercial banks;

b) Training and enhancing skills for employees of commercial banks;

c) Liaison offices; researching and understanding markets;

d) Storing databases, collecting, processing information to serve the business operations of commercial banks;

e) Other activities supporting the business operations of commercial banks in compliance with the provisions of the law.

7. Overseas subsidiary bank of a commercial bank (hereinafter referred to as overseas subsidiary bank) is a bank that a commercial bank or a commercial bank and related parties of the commercial bank own over 50% of the charter capital or over 50% of the voting shares, established abroad in accordance with foreign laws.

8. Date of application is the date, month, year recorded on the document proposing the establishment of branches, transaction offices, representative offices, affiliated units within the country; overseas branches, representative offices, subsidiary banks of commercial banks.

9. Inner city area of Hanoi and Ho Chi Minh City includes wards of Hanoi and Ho Chi Minh City.

10. Outer city area of Hanoi and Ho Chi Minh Cityincludes remaining areas of Hanoi and Ho Chi Minh City not covered by the provisions of Clause 9 of Article 9 herein.

11. Rural area is the administrative boundary of communes, special economic zones (excluding special economic zones where local authorities at the special economic zone level perform tasks and powers corresponding to those of local authorities at the ward level).

12. Head ofis the Branch Manager, Transaction Office Director, or equivalent position, the head of the representative office.

13. Information about the headincludes full name, gender, date of birth, ethnicity, nationality, type of legal document of the individual, identification number, issuance date, issuing authority, permanent address, and contact address.

14. Information about the nameincludes full name in Vietnamese, name in foreign language, abbreviated name (if any).

15. Information about the addressincludes address, telephone, fax, email, website.

Article 4. Authority to Approve Bank Network

1. The Governor of the State Bank of Vietnam shall consider and approve commercial banks' establishment, cessation of operations, dissolution (except in cases of voluntary cessation of operations) of domestic branches; establishment of overseas branches, representative offices, subsidiaries; conversion of the legal form of overseas subsidiaries of commercial banks.

2. The Director of the Credit Institution Management and Supervision Department shall consider and approve commercial banks' establishment, cessation of operations, dissolution (except in cases of voluntary cessation of operations) of domestic transaction offices, representative offices, public service units.

3. The Director of the State Bank of Vietnam Regional Branch shall consider and approve:

a) Changes in the location of branch headquarters, transaction offices;

b) Voluntary cessation of operations of branches, transaction offices.

4. In certain specific cases, the Governor of the State Bank of Vietnam shall consider and decide to approve:

a) Establishment of domestic branches, representative offices, public service units, transaction offices; overseas branches, representative offices, subsidiaries of commercial banks based on the application materials, procedures stipulated in this Circular and in accordance with actual conditions for the purpose of:

(i) Serving economic, social, political, security, defense, diplomatic goals and monetary policy management during each period;

(ii) Supporting commercial banks in participating in the resolution of people's credit funds under special control;

b) Conversion of transaction offices into domestic branches of commercial banks based on application materials, conditions, procedures, and formalities for establishing domestic branches stipulated in this Circular, in accordance with actual conditions to implement restructuring plans for credit institutions that have been approved by competent authorities;

c) Contents regarding the network activities of commercial banks to implement restructuring plans for commercial banks under special control based on application materials and procedures stipulated in this Circular.

Article 5. Principles for Preparation, Submission, and Return of Application Materials

1. Commercial banks shall prepare one set of application materials in Vietnamese. Vietnamese documents submitted must be certified copies from original books or notarized copies or copies accompanied by presentation of the originals for verification; in cases where applicants submit copies accompanied by presentation of the originals for verification, the verifier has the responsibility to confirm the accuracy of the copies compared to the originals. Translations of documents from foreign languages into Vietnamese must be notarized or authenticated according to the provisions of the law.

2. Documents of commercial banks sent to the State Bank of Vietnam (hereinafter referred to as the State Bank) and the State Bank Regional Branches as stipulated in this Circular must be signed by the legal representative or a person authorized by the legal representative of the commercial bank. The legal representative authorizing another person must do so through a power of attorney document in compliance with the law.

3. Application materials of commercial banks shall be submitted to the State Bank and the State Bank Regional Branches in one of the following forms:

a) Submitting online through the National Public Service Portal;

b) Submitting directly at the One-Stop Service Desk of the State Bank and the State Bank Regional Branches;

c) Sending through postal services.

4. When submitting application materials online through the National Public Service Portal, electronic signatures in accordance with the law on administrative procedures in the electronic environment shall be used. In cases where the National Public Service Portal encounters technical issues or errors preventing the reception and exchange of electronic information, the declaration, submission, receipt of results, exchange, and feedback of information shall be conducted through postal services or directly at the One-Stop Service Desk of the State Bank and the State Bank Regional Branches.

5. Documents in electronic application materials are scanned copies of original documents (PDF format files).

Chapter II
ESTABLISHMENT OF UNITS IN THE NETWORK OF

COMMERCIAL BANKS

Article 6. Conditions for Establishing Domestic Branches of Commercial Banks

To be eligible to establish domestic branches, commercial banks must satisfy all of the following conditions:

1. For commercial banks that have been operating for at least 12 months from the date of commencing operations to the time of application:

a) Operating with profitability according to the consolidated financial report and individual financial report audited for the preceding year immediately before the year of application;

b) Adhering to restrictions to ensure safety in the operation of credit institutions as stipulated in Articles 134, 135, 136, 137; Clause 1 of Article 138 and Article 142 of the Law on Credit Institutions No. 32/2024/QH15 amended and supplemented by Law No. 96/2025/QH15 (hereinafter referred to as the Law on Credit Institutions) and the guidelines of the State Bank of Vietnam regarding these provisions during the 12 months immediately preceding the month of application;

c) Properly and fully implementing regulations on asset classification, provisioning levels, provisioning methods for risk, and the use of provisions to address risks in operations as prescribed by law during the 12 months immediately preceding the month of application;

d) Having a non-performing loan ratio not exceeding 3% or another ratio as determined by the Governor of the State Bank of Vietnam for each period, according to the asset classification regulations of the State Bank of Vietnam at December 31 of the year immediately preceding the year of application and at the end of the month immediately preceding the month of application;

đ) At the time of application, the commercial bank has the number and structure of the Board of Directors, Board of Members, Supervisory Board; an internal audit department and an internal control system in compliance with the Law on Credit Institutions and guidelines of the State Bank of Vietnam, and does not lack a General Director;

e) Not being administratively penalized for organizational, governance, and management violations (except for internal regulation violations) or credit issuance within the 12 months immediately preceding the month of application;

g) Not being subject to measures prohibiting expansion of the network;

h) Meeting the quantity conditions for branches permitted to be established as stipulated in Article 7 and Article 8 of this Circular;

i) In cases where the application is for establishing a branch in an area that is not a rural area, the commercial bank must be rated A or B based on the latest rating results announced by the State Bank of Vietnam at the time of application and at the time of approval (except for commercial banks that are not subject to rating according to the Governor's regulations on rating credit institutions and foreign bank branches);

2. For commercial banks that have been operating for less than 12 months from the date of commencing operations to the time of application:

a) Operating with profitability up to the month immediately preceding the time of application;

b) Adhering to restrictions to ensure safety in the operation of credit institutions as stipulated in Articles 134, 135, 136, 137; Clause 1 of Article 138 and Article 142 of the Law on Credit Institutions and the guidelines of the State Bank of Vietnam from the month immediately preceding the start of operations until the time of application;

c) Properly and fully implementing regulations on asset classification, provisioning levels, provisioning methods for risk, and the use of provisions to address risks in operations as prescribed by law in the quarter immediately preceding the time of application; the non-performing loan ratio according to the asset classification regulations of the Governor of the State Bank of Vietnam at the end of the month immediately preceding the time of application does not exceed 3% or another ratio as determined by the Governor of the State Bank of Vietnam for each period;

d) Not being administratively penalized for organizational, governance, and management violations (except for internal regulation violations) or credit issuance from the start of operations until the time of application;

đ) The provisions at points đ, g, and h of Clause 1 of this Article.

Article 7. Formula for determining the total number of branches and transaction offices to be established

1. The number of branches and transaction offices of a commercial bank that can be established must ensure:

300 billion VND x N1 + 100 billion VND x M1 + 50 billion VND x N2 + 20 billion VND x M2 < C

Where:

- C where C is the actual value of the charter capital of the commercial bank determined according to the provisions of Clause 3, Article 28 of the Law on Credit Institutions at the end of December of the year immediately preceding the year of application for banks with more than 12 months of operation (counted from the date of opening operations to the date of application) and in the month immediately preceding the month of application for banks with less than 12 months of operation (counted from the date of opening operations to the date of application).

- N1 is the number of branches already established and proposed to be established in the inner city areas of Hanoi and Ho Chi Minh City.

- N2 is the number of branches already established and proposed to be established in the suburban areas of Hanoi, suburban areas of Ho Chi Minh City; and other provinces and centrally-administered cities.

- M1 is the number of transaction offices already established and proposed to be established in the inner city areas of Hanoi and Ho Chi Minh City.

- M2 is the number of transaction offices already established and proposed to be established in the suburban areas of Hanoi, suburban areas of Ho Chi Minh City; and other provinces and centrally-administered cities.

2. The determination of the location of branches and transaction offices already established and proposed to be established in the areas specified in points N1, N2, M1, M2 under Clause 1 of this Article shall be based on the administrative boundaries at the time of application and at the time of approval.

Article 8. Number of branches to be established

In addition to meeting the requirements regarding the total number of branches stipulated in Article 7 of this Circular, commercial banks must also meet the following requirements:

1. A commercial bank may establish a maximum of ten branches in each inner city area of Hanoi or Ho Chi Minh City.

2. A commercial bank with less than 12 months of operation (counted from the date of opening operations to the date of application) may establish no more than three branches, and these branches cannot be established in the same province or centrally-administered city within a fiscal year.

3. A commercial bank with 12 months or more of operation (counted from the date of opening operations to the date of application) may establish no more than five (05) branches, and the number of branches in rural areas must account for at least 50% of the total number of branches established in a fiscal year.

4. In addition to the number specified in Clause 3 of this Article, a commercial bank that has completed the procedures for voluntarily ceasing operations of branches in the inner city areas of Hanoi and Ho Chi Minh City may establish additional branches in other provinces and centrally-administered cities corresponding to the number of branches that have ceased operations.

Article 9. Conditions for establishing overseas branches, foreign subsidiary banks

To establish an overseas branch or foreign subsidiary bank, a commercial bank must satisfy all of the following conditions:

1. The conditions stipulated in points b, c, d, đ, e, and g of Clause 1 of Article 6 of this Circular.

2. Ranked A or B according to the latest rating results announced by the State Bank of Vietnam at the time of application and at the time of approval (except in cases not subject to rating according to the State Bank of Vietnam's regulations on rating credit institutions and foreign bank branches).

3. Have a minimum operating period of three years (counted from the date of opening operations to the date of application).

4. Have consolidated assets of 100,000 billion VND or more according to the audited consolidated financial statements of the immediately preceding year.

5. Operate profitably according to the audited consolidated financial statements and individual financial statements over the past three years immediately preceding the year of application.

Article 10. Conditions for Establishing Representative Offices and Domestic Public Service Units and Overseas Representative Offices

To establish representative offices and domestic public service units and overseas representative offices, commercial banks must satisfy the following conditions:

1. Have at least 12 months of operation (counted from the date of commencing operations to the date of application).

2. In the case of establishing a representative office, in addition to satisfying the conditions stipulated in Clause 1 of this Article, commercial banks must also meet the conditions specified in Point g of Clause 1 of Article 6 of this Circular. Clause 1 of Article 6 of this Circular.

Article 11. Conditions for Establishing Transaction Rooms

To establish transaction rooms, commercial banks must satisfy the following conditions:

1. The conditions prescribed in Points a, b, c, d, đ, e, and g Clause 1 of Article 6 of this Circular.

2. In cases where commercial banks propose to establish transaction rooms in areas that are not rural areas, they must be ranked A or B based on the latest ranking results announced by the State Bank at the time of application and approval (except in cases not subject to ranking according to the State Bank's regulations on ranking credit organizations and foreign bank branches).

3. The branch expected to manage the transaction room must meet the following conditions:

a) Have at least 12 months of operation (counted from the date of commencing operations to the date of application);

b) Have a non-performing loan ratio, as defined by the State Bank's classification of assets at December 31 of the preceding year and the last day of the month immediately preceding the application date, not exceeding 3% or another ratio determined by the Governor of the State Bank during each period;

c) Not have been administratively fined in the field of currency and banking in the form of a monetary penalty within the 12-month period immediately preceding the application month;

d) Have a positive net income in the preceding year compared to the application year.

4. Meet the requirements regarding the number of transaction rooms established as prescribed in Articles 7 and 12 of this Circular.

Article 12. Number of Transaction Rooms Established

In addition to meeting the total number of transaction rooms prescribed in Article 7 of this Circular, commercial banks must also meet the following requirements:

1. The number of transaction rooms of commercial banks in the inner city area of Hanoi and the inner city area of Ho Chi Minh City shall not exceed twice the number of branches currently existing in each of these areas and shall not exceed 20 transaction rooms.

2. The number of transaction rooms of commercial banks in each province or centrally governed municipality shall not exceed three times the number of branches currently existing in that province or municipality.

3. In cases where the number of transaction rooms established before the effective date of this Circular exceeds the number prescribed in Clauses 1 and 2 of this Article or the number of transaction rooms at the time of application equals the number prescribed in Clauses 1 and 2 of this Article, commercial banks may establish up to two additional transaction rooms in rural areas in each province or centrally governed municipality in each fiscal year. The total number of additional transaction rooms established under this provision shall not exceed the number of branches currently existing in each province or centrally governed municipality at the time of application for establishment.

4. Commercial banks with at least 12 months of operation from the date of commencing operations to the date of application may establish no more than ten transaction rooms, with at least 50% of the transaction rooms located in rural areas in one fiscal year.

5. The number of transaction rooms managed by one branch is determined by the commercial bank itself, in accordance with the management capacity of each branch.

Article 13. Documents for requesting approval to establish branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, and subsidiary banks

1. The commercial bank's document requesting the State Bank to approve the establishment of branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, and subsidiary banks according to the model attached as Appendix I to this Circular.

2. Resolutions or decisions of the Board of Directors or the Board of Members regarding the establishment of branches, transaction offices, representative offices, domestic public service units; foreign branches and representative offices.

For the establishment of transaction offices, the resolutions or decisions of the Board of Directors or the Board of Members must clearly state the full name, the proposed location of the headquarters (information down to the commune level), the branch expected to manage the transaction office, the business activities that the transaction office will carry out, the geographical scope of operation, and the main customer base.

3. Resolutions or decisions of the Shareholders' Meeting (for joint-stock commercial banks); resolutions or decisions of the Board of Members (for limited liability commercial banks with two or more members); the owner's consent (for limited liability commercial banks with one member) on the establishment of foreign subsidiary banks.

4. Project for establishing domestic branches, which must include at least the following contents:

a) Full name in Vietnamese, abbreviated name in Vietnamese; proposed location of the headquarters (information down to the commune level); business content; main customer base;

b) Reasons for establishment and reasons for choosing the establishment area;

c) Organizational structure: organizational chart including departments and divisions of the branch;

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

đ) Proposed business plan for the first three years, which must minimally include: projected balance sheet; profit and loss statement; basis for developing the plan and explanation of the feasibility of implementing the plan each year.

5. Project for establishing foreign branches and foreign subsidiary banks, which must include at least the following contents:

a) Full name in Vietnamese and in the local language, abbreviated name in Vietnamese and in the local language (if applicable), legal form (for foreign subsidiary banks);

b) Location (name of country and specific address (if applicable));

c) Capital contribution level for foreign branches and foreign subsidiary banks;

d) Business content; duration of operation; main customer base;

đ) Reasons for establishment and reasons for choosing the host country;

e) Organizational structure and network: organizational chart including the main headquarters and departments at the main headquarters; network operations of foreign subsidiary banks (if applicable);

g) Relevant legal information: list of relevant regulations of the host country allowing foreign credit institutions to establish and operate branches and subsidiary banks there (name, number, date of the document);

h) Feasibility study: analysis of the business environment, target market, business opportunities to be seized, and market penetration plans;

i) Control methods of the commercial bank over foreign branches and foreign subsidiary banks, which must minimally include the following contents: method (outsourcing or self-execution) and reason for choosing the method; organization to implement the method; estimated costs to implement the method; anticipated difficulties and solutions;

k) Proposed business plan for the first three years, which must minimally include: projected balance sheet; profit and loss statement; cash flow statement (for foreign subsidiary banks); basis for developing the plan and explanation of the feasibility of implementing the plan each year;

l) Expected impact and effectiveness of establishing foreign branches and foreign subsidiary banks, issues (if any) related to ensuring operational safety for commercial banks and solutions; minimum capital adequacy ratio and limits on equity investment and share purchases of commercial banks after establishing foreign subsidiary banks;

m) Plan and measures of the commercial bank in case foreign branches and foreign subsidiary banks have significant impacts on the commercial bank;

n) Information about founding members and founding shareholders (name, address); projected amount of capital contribution, percentage of capital contribution, number of shares, percentage of share ownership of founding members and founding shareholders of foreign subsidiary banks.

6. In cases where requests are made to establish domestic branches and transaction offices; foreign branches and subsidiary banks, commercial banks must provide reports and commitments not to be administratively penalized for violations of regulations concerning restrictions to ensure safety in the operation of credit institutions and classification of assets, off-balance-sheet items, provision setting aside, and risk reserve usage to handle risks according to the law within the last twelve months before the request month.

7. Other documents proving compliance with conditions for establishing branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, and subsidiary banks as stipulated in this Circular.

Article 14. Procedures for approving the establishment of branches, transaction offices, representative offices, and public service units within the country; branches, representative offices, and foreign subsidiaries of commercial banks

1. Commercial banks submit files to the State Bank of Vietnam once before September 30 each year, except in cases stipulated in Clause 4 of Article 4 of this Circular.

2. Commercial banks prepare one set of files in accordance with Article 13 of this Circular and submit them to the State Bank of Vietnam. In case the files are incomplete or invalid, within five working days from the date of receipt of the files, the State Bank of Vietnam shall issue a document requesting the commercial bank to supplement and complete the files.

3. Within five working days from the date of receiving the complete files as prescribed in Article 13 of this Circular, the Credit Institution Management and Supervision Department shall issue a document to seek opinions from the following entities:

a) The People's Committee of the province or centrally governed city shall provide comments on the necessity of establishing additional branches in the province or centrally governed city (in the case of requesting to establish a branch within the country);

b) The State Bank of Vietnam Branch in the Region where the commercial bank plans to establish a branch or transaction office within the country shall provide comments on the necessity of establishing additional branches or transaction offices in the provincial area where the commercial bank requests to establish a branch or transaction office; comments on the proposed areas for opening branches or transaction offices; compliance with the conditions stipulated in this Circular for managing transaction offices in the proposed area by the planned branch (in the case of requesting to establish a transaction office).

4. Within seven working days from the date of receiving the document from the Credit Institution Management and Supervision Department, the People's Committee of the province or centrally governed city, and the State Bank of Vietnam Branch in the Region as stipulated in Clause 3 of this Article, shall provide written comments on the matters requested.

5. Within ten days from the date of receiving all participation opinions from the relevant agencies, the State Bank of Vietnam shall issue a document approving or not approving whether the commercial bank meets the conditions to establish branches or transaction offices within the country. If approved, the State Bank of Vietnam shall issue an approval document for each branch or transaction office..If not approved, the State Bank of Vietnam shall issue a document to the commercial bank specifying the reasons.

6. Within thirty days from the date of receiving the complete files as prescribed in Article 13 of this Circular, the State Bank of Vietnam shall issue a document approving or not approving the commercial bank to establish branches, representative offices, and foreign subsidiaries; representative offices and public service units within the country. If approved for a representative office within the country, the State Bank of Vietnam shall issue an approval document for each representative office within the country. If not approved, the State Bank of Vietnam shall issue a document to the commercial bank specifying the reasons.

7. Within twelve months from the date the State Bank of Vietnam issues the approval document as stipulated in Clauses 5 and 6 of this Article, the commercial bank must commence operations of the branches, transaction offices, representative offices, and public service units within the country that have been approved for establishment. If the commercial bank does not commence operations beyond this period, the approval document of the State Bank of Vietnam shall automatically become ineffective.

8. Within twenty-four months from the date the State Bank of Vietnam issues the approval document as stipulated in Clause 6 of this Article, the commercial bank must commence operations of the branches, representative offices, and foreign subsidiaries that have been approved for establishment. If the commercial bank does not commence operations beyond this period, the approval document of the State Bank of Vietnam shall automatically become ineffective.

Chapter III
OPENING OF OPERATIONS, CHANGING THE NAME AND LOCATION OF UNITS IN THE NETWORK OF COMMERCIAL BANKS; CHANGING THE MANAGING BRANCH OF TRANSACTION OFFICES, CONVERTING DOMESTIC BRANCHES INTO TRANSACTION OFFICES

Article 15. Opening branch operations within the country, transaction offices

1. Requirements for opening branch operations within the country, transaction offices:

a) Possessing ownership or lawful use rights to the branch office premises, transaction office premises; the premises must ensure storage of documents, convenience and safety for transactions, assets, and have a complete security, protection system, uninterrupted power supply and communication systems, meeting fire prevention and explosion control requirements. The transaction office premises do not need to meet the requirement for document storage;

b) In case the branch office has a cash vault, the cash vault must ensure safety according to the technical standards prescribed by the State Bank regarding technical standards for cash vaults and money transport vehicles of credit organizations, foreign bank branches;

c) In case the branch office does not have a cash vault, the branch must transfer funds to the branch with a cash vault after the end of each working day's transactions if the commercial bank has a branch with a cash vault or has a contract to use treasury services with a treasury service provider organization in accordance with the State Bank's regulations on treasury services for credit organizations, foreign bank branches;

d) The branch and transaction office must have an information technology system connected online to the headquarters and transaction offices connected online to the managing branch; ensuring continuous, secure, and confidential operation of the information technology system and database for business activities;

đ) The branch and transaction office must have a full management staff including at least the Branch Manager, Transaction Office Manager or equivalent positions and a team of employees performing business activities at the transaction office and branch, where these Branch Manager and Transaction Office Manager cannot concurrently hold other Branch Manager or Transaction Office Manager positions, and the Branch Manager cannot concurrently hold a Transaction Office Manager position;

e) The Branch Manager or equivalent positions (in the case of opening branch operations) must meet the criteria and conditions stipulated in Clause 5, Article 41 of the Law on Credit Organizations;

2. Commercial banks shall submit a report to the State Bank Regional Branch where the domestic branch office or transaction office is located at least 20 days before the planned opening date of the domestic branch office or transaction office, containing the following contents:

a) The planned opening date and compliance with the requirements for opening domestic branch operations, transaction offices;

b) Information about the head, name, and address of the domestic branch office, transaction office;

3. Within five working days from the date of receipt of the commercial bank's document as stipulated in Clause 2 of this Article, the State Bank Regional Branch shall check compliance with the requirements set forth in Clause 1 of this Article and issue a confirmation document regarding compliance or non-compliance sent to the commercial bank;

4. Commercial banks shall proceed with the opening of domestic branch operations, transaction offices after receiving the confirmation document from the State Bank Regional Branch regarding compliance with the requirements set forth in Clause 1 of this Article, completing the legal procedures for branch and transaction office operations in accordance with regulations.

Article 16. Opening representative offices, public service units within the country; branches, representative offices, subsidiary banks abroad

1. Commercial banks decide on opening representative offices, public service units within the country and submit a report in writing to the State Bank of Vietnam branch in the region where the representative office or public service unit is located at least 07 working days before the opening date. The report on opening activities of the representative office includes information about the expected opening date; information about the head, name, and address of the representative office.

2. Commercial banks carry out the opening of branches, representative offices, and subsidiary banks abroad according to the laws of foreign countries; submit a report in writing to the State Bank of Vietnam (through the Credit Institution Management and Supervision Department) at least 07 working days before the opening date.

Article 17. Changing the name of domestic branches, transaction rooms

1. Commercial banks decide on changing the name of domestic branches and transaction rooms.

2. Within 05 working days from the date the domestic branch or transaction room operates under its new name, the commercial bank submits a report in writing to the State Bank of Vietnam branch in the region where the domestic branch or transaction room is located regarding the change of information about the name of the domestic branch or transaction room, except for cases provided for in Clause 3 of this Article.

3. In case of changing the name of a domestic branch or transaction room before the opening activity, the commercial bank shall comply with the provisions of Clause 2 of Article 15 of this Circular.

Article 18. Converting domestic branches into transaction rooms

1. Commercial banks decide on converting domestic branches into transaction rooms; submit reports in writing to the State Bank of Vietnam (through the Credit Institution Management and Supervision Department) and the State Bank of Vietnam branch in the region where the transaction room is located about the conversion of domestic branches into transaction rooms and the managing branch of the transaction room within 05 working days from the decision date of the conversion and from the completion date of procedures for putting the transaction room into operation.

2. The conversion of domestic branches into transaction rooms does not need to comply with the provisions of Clauses 1 and 2 of Article 12 of this Circular.

3. Commercial banks that convert domestic branches into transaction rooms in the inner city areas of Hanoi and Ho Chi Minh City shall not establish additional branches in these areas within 03 years from the year of implementing the conversion.

Article 19. Changing the location of the headquarters of domestic branches, transaction rooms

1. Commercial banks may change the location of the headquarters of branches and transaction rooms within the province or centrally administered city and between provinces or centrally administered cities, except for the following provisions:

a) Commercial banks are not allowed to change the location of the headquarters of branches and transaction rooms from rural areas to non-rural areas. The determination of the location of branches and transaction rooms in rural areas is based on the administrative boundaries at the time of requesting the change and at the time of approval;

b) Commercial banks are not permitted to change the location of the headquarters of branches and transaction rooms from suburban areas of Hanoi or Ho Chi Minh City or other centrally administered cities to the inner city areas of Hanoi or Ho Chi Minh City.

2. Documents for changing the location of the headquarters of branches and transaction rooms:

a) A document from the commercial bank requesting approval to change the location of the headquarters of branches and transaction rooms according to the model attached as Appendix II to this Circular;

b) A plan for resolving assets, rights, obligations, and related interests (for cases of changing the location of the headquarters of domestic branches and transaction rooms between provinces or centrally administered cities);

c) In cases of changing the location of the headquarters of transaction rooms between provinces or centrally administered cities, in addition to the documents specified in points a and b of this clause, the commercial bank sends reports on compliance with the provisions of Clause 2 of Article 12 of this Circular and the change of the managing branch of the transaction room as stipulated in Article 22 of this Circular.

3. Approval procedure for cases of changing the location of the headquarters of branches and transaction rooms within the province or centrally administered city:

a) The commercial bank prepares 01 set of documents according to the provisions of Clause 2 of this Article and sends it to the State Bank of Vietnam branch in the region where the branch or transaction room is located;

b) Within 05 working days from the date of receiving complete documents as prescribed in this Circular, the State Bank of Vietnam branch in the region where the branch or transaction room is located sends a written notice to the commercial bank approving or not approving the change of the location of the headquarters of the branch or transaction room; if not approved, the notice sent to the commercial bank clearly states the reasons. from the date of receiving complete files in accordance with this Circular, the State Bank branch for the Region where the branch or transaction office is located shall issue a document to the commercial bank approving or disapproving the change of location for the branch or transaction office; in case of disapproval, the document sent to the commercial bank shall specify the reasons.

4. Approval procedure for cases of changing the location of the headquarters of branches and transaction rooms between provinces or centrally administered cities:

a) The commercial bank prepares 01 set of documents according to the provisions of Clause 2 of this Article and sends it to the State Bank of Vietnam branch in the region where the branch or transaction room is planned to be located;

b) Within 03 working days from the date of receiving complete documents as prescribed in this Circular, the State Bank of Vietnam branch in the region where the branch or transaction room is planned to be located sends a written notice seeking opinions:

(i) The State Bank branch in the Region where the branch or transaction office is currently located shall provide a plan for handling assets, rights, obligations, and related interests, and the reasons for changing the location. In cases where the location of the branch or transaction office is changed between provinces or centrally governed cities under the same management area of the State Bank branch in the Region, this content does not need to be implemented;

(ii) The People's Committee of the province or centrally governed city where the proposed location of the branch is situated shall provide opinions on the necessity of adding a branch in the locality in cases where the location of the branch is changed between provinces or centrally governed cities;

Within five working days from the date of receipt of the request document from the State Bank branch in the Region where the proposed location of the branch or transaction office is situated, the People's Committee of the province or centrally governed city where the proposed location of the branch or transaction office is situated, and the State Bank branch in the Region where the branch or transaction office is currently located shall provide written opinions on the requested contents;

Within five working days from the date of receiving complete participation opinions from relevant agencies, the State Bank branch in the Region where the commercial bank is expected to locate its branch or transaction office shall issue a document to the commercial bank approving or disapproving the change of the location of the branch or transaction office; if disapproved, the document sent to the commercial bank shall clearly state the reasons;

5. The approval document of the State Bank branch in the Region at point b clause 3 and point d clause 4 of this Article shall be effective within twelve months from the date of signature.

6. The commercial bank shall submit a report to the State Bank branch in the Region specified in point b clause 3 or point d clause 4 of this Article regarding compliance with the requirements stipulated in clause 1 of Article 15 of this Circular, at least twenty days before the anticipated operation date at the approved location.

Within five working days from the date of receipt of the document from the commercial bank, the State Bank branch in the Region shall verify compliance with these requirements and issue a confirmation document on whether the conditions have been met or not, sending it to the commercial bank, and simultaneously sending it to the State Bank branch in the Region where the branch or transaction office is currently located in cases where the location of the branch or transaction office is changed between provinces or centrally governed cities outside the management area of the State Bank branch in the Region where the branch or transaction office is currently located.

The implementation of changing the location of the branch or transaction office prior to commencing operations shall be carried out in accordance with the provisions of clauses 1, 2, and 3 of this Article and clauses 2, 3, and 4 of Article 15 of this Circular.

7. In cases where the address of the branch or transaction office is changed but there is no change in location, the commercial bank shall notify the State Bank branch in the Region where the branch or transaction office is located about the change in information regarding the domestic address of the branch or transaction office within seven working days from the date of the change.

Article 20. Changing the name, location of the representative office headquarters, domestic public service unit; branch, representative office, foreign subsidiary bank

1. A commercial bank decides on changing the name, location of the representative office headquarters, domestic public service unit; branch, representative office, foreign subsidiary bank.

2. Within five working days from the date the representative office, domestic public service unit operates under a new name or new location of the representative office headquarters or changes its address without changing the location, the commercial bank shall submit a report to the State Bank of Vietnam (Department of Credit Institutions Management and Supervision) and the State Bank of Vietnam Branch in the Region where the representative office, domestic public service unit is located regarding such change. The report on the change of the name and location of the domestic representative office includes information about the name and address of the representative office.

In case the location of the representative office headquarters, domestic public service unit changes to a different province or centrally-administered city, the commercial bank shall be responsible for reporting to the State Bank of Vietnam Branch in the Region where the representative office headquarters, domestic public service unit was previously located and where it will be newly located.

Article 21. Changing the name of branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, subsidiary banks in the event of restructuring a commercial bank

The change of the name of branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, subsidiary banks in the event of restructuring a commercial bank shall be carried out in accordance with the guidelines of the State Bank of Vietnam on restructuring credit institutions.

Article 22. Changing the branch managing the transaction office

1. A commercial bank decides to change the branch managing the transaction office when ensuring the conditions stipulated in Clause 3 of Article 11 of this Circular and submits a report to the State Bank of Vietnam Branch in the Region where the branch headquarters is located within five working days before the commercial bank implements the change of the branch managing the transaction office. The report includes at least the following contents:

a) Name and location of the current managing branch and the branch that will take over management of the transaction office;

b) Reason for the change;

c) Compliance with the conditions for the branch managing the transaction office stipulated in Clause 3 of Article 11 of this Circular.

2. Within five working days from the date the commercial bank implements the change of the branch managing the transaction office, the commercial bank shall submit a report to the State Bank of Vietnam Branch in the Region where the managing branch headquarters is located regarding the completion of procedures for changing the branch managing the transaction office, including information to be sent to the business registration authority.

Article 23. Announcing Information on Changed Contents

1. Within seven working days prior to the planned opening date specified in Article 15 of this Circular or within seven working days from the date the State Bank of Vietnam Branch in the Region approves according to the provisions of Clauses 3 and 4 of Article 19 of this Circular, the commercial bank must announce the following information:

a) Number, date, and content of approval in the approval document of the State Bank regarding the establishment of branches, transaction offices, and changes in the location of branch headquarters, transaction offices;

b) Name, location, planned opening date for operation or old name, old location, new location of branch headquarters, transaction offices, and other necessary information.

2. Within seven working days from the date of converting a transaction office into a domestic branch, implementing changes as prescribed in Articles 17, 18, Clause 7 of Article 19, Articles 20, 21, and 22 of this Circular, the commercial bank must announce the decision of the commercial bank on these matters.

3. The commercial bank must publish the information prescribed in Clauses 1 and 2 of this Article on the commercial bank's website, headquarters of domestic branches, and related transaction offices of the commercial bank.

4. The commercial bank must submit a request to the State Bank (State Bank Office) to post on the State Bank's electronic portal, on one printed newspaper for three consecutive issues, or on one Vietnamese online newspaper for the contents prescribed in Clause 1 of this Article. Within three working days from the date of receipt of the commercial bank's request, the State Bank (State Bank Office) shall implement the announcement of information on the State Bank's electronic portal.

Chapter IV
TRANSFORMATION OF THE LEGAL FORM OF FOREIGN SUBSIDIARY BANK OF COMMERCIAL BANK

Article 24. Conditions for converting the legal form of a foreign subsidiary bank

A commercial bank may convert the legal form of its foreign subsidiary bank from a limited liability company to a joint-stock company and vice versa; from a single-member limited liability company to a multi-member limited liability company and vice versa when meeting the following conditions:

1. Ensuring that it is a subsidiary bank of a commercial bank as stipulated in Clause 7, Article 3 of this Circular after the conversion of the legal form.

2. In cases where a commercial bank increases capital in its subsidiary bank when the subsidiary bank converts its legal form, in addition to the conditions specified in Clause 1 of this Article, it must also meet the following conditions:

a) The conditions stipulated in points b, c, d of Clause 1, Article 6 of this Circular;

b) The conditions stipulated in Clauses 4, 5 of Article 9 of this Circular.

Article 25. Documents for requesting approval to convert the legal form of a foreign subsidiary bank

1. A document from the commercial bank requesting the State Bank to approve the conversion of the legal form of its foreign subsidiary bank according to the model attached as Appendix III to this Circular.

2. Resolution of the Shareholders' Meeting (for joint-stock commercial banks); resolution of the Board of Members (for multi-member limited liability commercial banks); consent of the owner (for single-member limited liability commercial banks) on the conversion of the legal form of the foreign subsidiary bank.

3. Proposal for converting the legal form of a foreign subsidiary bank, which must include at least the following contents:

a) Full name in Vietnamese and in the foreign language, abbreviated name in Vietnamese and in the foreign language (if any);

b) Location (name of country and specific address);

c) Level of capital already provided to the foreign subsidiary bank;

d) Business content; duration of operation; main customer base;

d) Reason for converting the legal form;

e) Expected additional capital level or reduced capital level at the foreign subsidiary bank when converting the legal form;

g) Organizational structure and network of the foreign subsidiary bank after converting the legal form: organizational chart including headquarters and departments at the headquarters; network of operations of the foreign subsidiary bank (if any);

h) Relevant legal information: list of relevant regulations of the host country allowing foreign credit institutions to convert the legal form of their subsidiaries in that country (name, number, date of the document);

i) Feasibility study: analysis of business environment, target market, business opportunities to be seized, and plans to capture the market after converting the legal form;

k) Method of control by the commercial bank over the foreign subsidiary bank, which must include at least the following contents: method (outsourcing or self-execution) and reason for choosing the method; organization implementing the method; estimated cost of executing the method; anticipated difficulties and solutions;

l) Proposed business plan of the foreign subsidiary bank for the first three years after converting the legal form, which must minimally include: projected balance sheet; income statement; cash flow statement; basis for developing the plan and explanation of the feasibility of implementing the plan each year;

m) Anticipated impact and effectiveness of converting the legal form of the foreign subsidiary bank, issues (if any) regarding ensuring safe operation for the commercial bank and solutions; minimum capital adequacy ratio and limits on investment in shares of the commercial bank after converting the legal form of the foreign subsidiary bank;

n) Plan and measures of the commercial bank in case the foreign subsidiary bank has significant impacts on the commercial bank;

o) Information on changes in shareholders, major shareholders; expected amount of investment, investment ratio, number of shares, shareholding ratio of shareholders, major shareholders of the foreign subsidiary bank when converting the legal form.

4. Other documents proving compliance with the conditions for converting the legal form of a foreign subsidiary bank as stipulated in Article 24 of this Circular.

Article 26. Procedure for Approval to Meet Conditions for Legal Form Conversion of Overseas Subsidiary Banks

1. Commercial banks shall prepare documents in accordance with Article 25 of this Circular and submit them to the State Bank.

2. Within forty-five days from the date of receipt of complete documents in accordance with Article 25 of this Circular, the State Bank shall issue a document approving or not approving the commercial bank's conversion of the legal form of its overseas subsidiary bank; in case of non-approval, the document sent to the commercial bank must clearly state the reasons.

The approval document of the State Bank shall be effective for twenty-four months from the date of signing.

Chapter V
TERMINATION OF OPERATIONS AND LIQUIDATION OF UNITS IN THE NETWORK OF COMMERCIAL BANKS

Article 27. Termination of operations and liquidation of branches, transaction offices, representative offices, and public service units within the country; branches, representative offices, and subsidiary banks abroad of commercial banks

1. Branches, transaction offices, representative offices, and public service units within the country of commercial banks shall terminate operations and be liquidated in the following cases:

a) Automatic termination of operations and liquidation;

b) Voluntary termination of operations and liquidation;

c) Compulsory termination of operations and liquidation.

2. Branches, representative offices, and subsidiary banks abroad of commercial banks shall terminate operations and be liquidated in accordance with the laws of the host country where the branch, representative office, or subsidiary bank is located.

3. Commercial banks shall be responsible for:

a) Resolving assets, rights, obligations, and related interests of branches, transaction offices, representative offices, and public service units within the country; branches, representative offices, and subsidiary banks abroad that terminate operations and are liquidated;

b) Storing relevant documents and records concerning the termination of operations and liquidation of branches, transaction offices, representative offices, and public service units within the country; branches, representative offices, and subsidiary banks abroad;

c) Implementing legal procedures for the termination of operations and liquidation of branches, transaction offices, representative offices, and public service units within the country; branches, representative offices, and subsidiary banks abroad in accordance with the provisions of the law.

Article 28. Automatic Termination of Operations and Liquidation of Branches, Transaction Offices, Representative Offices, and Public Service Units within the Country; Branches and Representative Offices Abroad

1. Branches, transaction offices, representative offices, and public service units within the country; branches and representative offices abroad shall automatically terminate operations and be liquidated in the event that the commercial bank terminates operations and is liquidated.

2. Procedures for automatic termination of operations and liquidation of branches, transaction offices, representative offices, and public service units within the country; branches and representative offices abroad shall be carried out in accordance with the provisions of the law on the termination of operations and liquidation of commercial banks.

Article 29. Voluntary Termination of Operations of Branches, Transaction Offices, Representative Offices, and Public Service Units within the Country

1. Documents for voluntary termination of operations of branches and transaction offices within the country:

a) A document of the commercial bank requesting the termination of operations of the branch or transaction office according to the model attached as Appendix IV to this Circular;

b) Resolution or decision of the Board of Directors or Board of Members of the commercial bank regarding the termination of operations of the branch or transaction office;

c) Plan for resolving assets, rights, obligations, and related interests of the branch or transaction office terminating operations.

2. Procedure for voluntary termination of operations of branches within the country:

a) The commercial bank shall prepare one set of documents in accordance with Clause 1 of this Article and submit it to the State Bank branch in the Region where the branch is located;

b) Within twenty days from the date of receipt of complete documents in accordance with this Circular, the State Bank branch in the Region where the branch is located shall issue a document approving or not approving the request of the commercial bank; in case of non-approval, the document sent to the commercial bank must clearly state the reasons.

3. Procedure for voluntary termination of operations of transaction offices:

a) The commercial bank shall prepare one set of documents in accordance with Clause 1 of this Article and submit it to the State Bank branch in the Region where the transaction office is located;

b) Within seven working days from the date of receipt of complete documents in accordance with this Circular, the State Bank branch in the Region where the transaction office is located shall issue a document approving or not approving the request of the commercial bank; in case of non-approval, the document sent to the commercial bank must clearly state the reasons.

4. Within forty-five days from the date of issuance of the approval document of the State Bank branch in the Region where the branch or transaction office is located as stipulated in point b of Clause 2 and point b of Clause 3 of this Article, the commercial bank must carry out legal procedures in accordance with the law to terminate the operations of the branch or transaction office; at least seven working days before the expected date of termination of operations, the commercial bank must submit a report to the State Bank (Credit Institution Management and Supervision Department) and the State Bank branch in the Region where the branch or transaction office is located about the date of termination of operations.

5. For voluntary termination of operations of representative offices and public service units, within five working days from the date of termination of operations of the representative office or public service unit, the commercial bank must submit a report to the State Bank (Credit Institution Management and Supervision Department) and the State Bank branch in the Region where the representative office or public service unit is located, clearly stating the reasons and the date of termination of operations.

Article 30. Compulsory Termination of Operations, Dissolution of Branches, Representative Offices, and Domestic Units

1. The Governor of the State Bank of Vietnam has the authority to compel the termination of operations of domestic branches of commercial banks.

2. The Director of the Credit Institution Management and Supervision Department has the authority to compel the termination of operations of domestic representative offices, business units of commercial banks.

3. Domestic branches, representative offices, and business units of commercial banks shall be subject to compulsory termination of operations if they fall under any of the following circumstances:

a) There is evidence proving that the application documents for establishing branches, representative offices, and business units contain false information leading to a misjudgment regarding the fulfillment of conditions for establishing such entities of commercial banks.

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

4. Domestic branches of commercial banks shall be compelled to terminate operations in cases where there is a negative balance in income and expenditure for three consecutive years, except for the following situations:

a) The domestic branch of a commercial bank established in rural areas.

b) A new branch that has been operational for less than three years.

5. Domestic branches and representative offices of commercial banks shall be compelled to terminate operations in cases where the location of the headquarters of the domestic branch or representative office is changed without prior written approval from the Regional Branch of the State Bank of Vietnam.

6. Based on the circumstances stipulated in Clause 3, 4, and 5 of this Article, the Regional Branch of the State Bank of Vietnam where the headquarters of the branch, representative office, or business unit of the commercial bank is located shall issue a document detailing the reasons and submit it to the State Bank of Vietnam (Credit Institution Management and Supervision Department) requesting the termination of operations of the branch, representative office, or business unit of the commercial bank.

7. Within 14 days from the date of receipt of the document from the Regional Branch of the State Bank of Vietnam as prescribed in Clause 6 of this Article, or during the process of inspection and supervision when discovering the circumstances stipulated in Clause 3, 4, and 5 of this Article, the Credit Institution Management and Supervision Department shall issue a document or request the Governor of the State Bank of Vietnam to issue a document requiring the commercial bank to terminate operations of the branch, representative office, or business unit.

8. Within 90 days from the date the State Bank of Vietnam issues the document as prescribed in Clause 7 of this Article, the commercial bank must complete the termination of operations of the branch, representative office, or business unit; and issue a report to the State Bank of Vietnam and the Regional Branch of the State Bank of Vietnam where the headquarters of the branch, representative office, or business unit is located, indicating the date of termination of operations.

Article 31. Termination of Operations, Dissolution of Overseas Branches, Representative Offices, and Subsidiaries

1. Commercial banks shall implement the termination of operations and dissolution of overseas branches, representative offices, and subsidiaries in accordance with the laws of the host country and relevant laws of Vietnam.

2. At least 14 days before the date of termination of operations or dissolution of overseas branches, representative offices, and subsidiaries, the commercial bank must issue a report to the State Bank of Vietnam (Credit Institution Management and Supervision Department), clearly stating the reasons and the date of termination of operations or dissolution.

Article 32. Disclosure of Information

Within seven working days from the date of termination of operations or dissolution of branches, transaction offices, representative offices, domestic public service units; foreign branches, representative offices, and overseas banks, except for cases where operations terminate or dissolution occurs automatically under Article 28 of this Circular, commercial banks must publicly disclose and post information about the termination of operations or dissolution on their electronic information websites, at their headquarters, branch management offices (for the termination of transaction offices), and publish in central and local newspapers in the province or centrally-administered city where the branches, transaction offices, representative offices, or public service units are located. The minimum contents to be disclosed and posted publicly include:

1. Name and address of branches, transaction offices, representative offices, and domestic public service units that have terminated operations or been dissolved; foreign branches, representative offices, and overseas banks that have terminated operations or been dissolved.

2. Date of termination of operations and dissolution.

3. Responsibilities of commercial banks regarding assets, rights, obligations, and related interests of branches, transaction offices, representative offices, and domestic public service units that have terminated operations or been dissolved; foreign branches, representative offices, and overseas banks that have terminated operations or been dissolved.

Chapter VI
NOTIFICATION TO BUSINESS REGISTRATION AUTHORITIES

Article 33. Commercial banks provide information to the State Bank of Vietnam Regional Branches to notify business registration authorities

Within five working days from the date the commercial bank decides to change the head or when there is a change in the information of the head of domestic branches, transaction offices, representative offices, commercial banks shall report in writing to the State Bank of Vietnam Regional Branches where the domestic branches, transaction offices, representative offices are located, about the change in information regarding the head.

Article 34. Notification of information to provincial business registration authorities to update the national business registration information system

1. Within three working days from the date of receipt of the document from the commercial bank as stipulated in Clause 2 of Article 15 and Clause 1 of Article 16 of this Circular, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing the information about the head, name, and address of branches, transaction offices, representative offices, along with the document approving establishment or change of location of domestic branches, transaction offices, representative offices (if applicable) to the provincial business registration authority.

2. Within three working days from the date of receipt of the document from the commercial bank as stipulated in Clauses 6 and 7 of Article 19 and Clause 2 of Article 20 of this Circular, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing the change in information about the address of branches, transaction offices, representative offices, along with the document approving the change of location of branches, transaction offices to the provincial business registration authority.

3. Within three working days from the date of receipt of the document from the commercial bank as stipulated in Clause 2 of Article 17, Clause 2 of Article 20, and Article 33 of this Circular, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing the change in information about the head, name of branches, transaction offices, representative offices to the provincial business registration authority.

4. Within three working days from the date of receipt of the document from the commercial bank as stipulated in Clauses 4 and 5 of Article 29 and Clause 8 of Article 30 of this Circular, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing along with the report from the commercial bank to the provincial business registration authority.

5. Within three working days from the date of receipt of the document from the commercial bank reporting completion of procedures for bringing transaction offices into operation as stipulated in Clause 1 of Article 18 of this Circular and from the date of receipt of the document from the commercial bank as stipulated in Clause 2 of Article 22 of this Circular, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing the above information to the provincial business registration authority.

In case commercial banks have information belonging to business registration content not yet updated on the national business registration information system according to the law on business registration of network units, commercial banks shall report in writing such information to the State Bank of Vietnam Regional Branches where the branches, transaction offices, representative offices are located.

Within three working days from the date of receipt of the document from the commercial bank, the State Bank of Vietnam Regional Branches shall be responsible for notifying in writing the above information to the provincial business registration authority.

Chapter VII
IMPLEMENTATION

Article 35. Responsibilities of Commercial Banks

1. Shall be responsible under the law for the accuracy, completeness, and truthfulness of the information provided in the application dossier.

2. Shall have plans for developing branches, transaction offices, representative offices, and non-business units within the country; overseas branches, representative offices, and subsidiary banks outside the country, to be submitted annually to the competent authority of the commercial bank.

3. Shall prepare reports according to the model attached as Appendix V of this Circular on a six-monthly and annual basis. The report shall be prepared electronically and sent through the State Bank of Vietnam's reporting system.

4. Shall implement the information disclosure requirements as stipulated in this Circular.

5. Shall be responsible for the organization and operation of branches and transaction offices; report to the State Bank of Vietnam branch in the region where the branch or transaction office is located on the handling of issues related to the organization and operation of such branches and transaction offices within its jurisdiction.

6. Shall manage and supervise the activities of branches and transaction offices regularly.

7. Shall maintain the actual value of the registered capital at a minimum level equal to the statutory capital requirement.

8. Shall comply with other provisions set forth in this Circular.

Article 36. Responsibilities of the State Bank of Vietnam Branch in the Region Where the Commercial Bank's Branches, Transaction Offices, and Representative Offices Are Located

1. Shall be responsible to the Governor of the State Bank of Vietnam when implementing matters within their authority as prescribed in this Circular.

2. Shall accept applications, approve or disapprove cases within the authority of the Director of the State Bank of Vietnam Branch in the Region as stipulated in Article 4 of this Circular.

3. Shall manage, inspect, audit, and supervise the activities of branches, transaction offices, non-business units, and representative offices of commercial banks within their jurisdiction.

4. Shall issue a written report and propose to the Governor of the State Bank of Vietnam to terminate the operations of branches, transaction offices, representative offices, and non-business units of commercial banks in cases as specified in Clauses 3, 4, and 5 of Article 30 of this Circular.

5. The State Bank of Vietnam Branch in the Region where the commercial bank intends to establish a branch or transaction office as stipulated in Clause 5 of Article 19 of this Circular shall notify in writing the State Bank of Vietnam Branch in the Region currently hosting the branch or transaction office of the approval to change the location of the branch or transaction office between provinces or centrally-administered cities (in cases where the branch or transaction office falls under the management of another State Bank of Vietnam Branch in the Region).

Article 37. Responsibilities of the Credit Institution Management and Supervision Department

1. Shall be responsible to the Governor of the State Bank of Vietnam when implementing matters within their authority as prescribed in this Circular.

2. Shall be the focal point for receiving, reviewing, and submitting to the Governor of the State Bank of Vietnam for approval or disapproval as prescribed in Articles 14, 26, and 30 of this Circular for cases within the authority of the Governor of the State Bank of Vietnam as stipulated in Article 4 of this Circular.

3. Shall receive applications, approve or disapprove as prescribed in Articles 14 and 30 of this Circular for cases within the authority of the Director of the Credit Institution Management and Supervision Department as stipulated in Article 4 of this Circular.

4. Shall be the focal point for reviewing and submitting to the Governor of the State Bank of Vietnam for handling issues arising from the establishment, termination of operations, dissolution of branches, transaction offices, representative offices, and non-business units within the country; overseas branches, representative offices, and subsidiary banks of commercial banks.

5. Shall provide the approval document for establishing branches, transaction offices, and representative offices as stipulated in Article 14 of this Circular to the State Bank of Vietnam Branch in the Region where the commercial bank intends to establish a branch, transaction office, or representative office for notification to the business registration agency.

6. Shall compile reports from relevant agencies and units as prescribed in this Circular.

7. Shall monitor the commercial bank's maintenance of the actual value of the registered capital at a minimum level equal to the statutory capital requirement.

Article 38. Responsibilities of the State Bank of Vietnam Inspectorate

1. The State Bank of Vietnam Inspectorate shall provide information on administrative penalty situations for violations as specified in Point e, Clause 1, Article 6 of this Circular to the Credit Institution Management and Supervision Department for consideration to approve or submit to the Governor of the State Bank of Vietnam for approval of the establishment of branches, transaction offices, representative offices, and affiliated units.

2. During the inspection process, if cases as stipulated in Clauses 3, 4, and 5, Article 30 of this Circular are discovered, the State Bank of Vietnam Inspectorate shall immediately provide information to the Credit Institution Management and Supervision Department so that the Credit Institution Management and Supervision Department can issue a document or submit to the Governor of the State Bank of Vietnam for issuance of a document requiring commercial banks to cease operations of branches, transaction offices, representative offices, and affiliated units.

Article 39. Responsibilities of Relevant Departments and Bureaus within the State Bank of Vietnam

1. Within three working days from the date of receipt of the request document of commercial banks as prescribed in Clause 4, Article 23 of this Circular, the State Bank of Vietnam Office shall be responsible for publishing the information on the State Bank of Vietnam's electronic portal.

2. Other Departments and Bureaus within the State Bank of Vietnam shall participate in providing opinions on related issues upon the Governor of the State Bank of Vietnam's directive based on the proposal of the Credit Institution Management and Supervision Department.

Article 40. Implementation Responsibilities

Heads of units under the State Bank of Vietnam and commercial banks shall be responsible for implementing this Circular.

Article 41. Provisions on Implementation

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

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

a) Circular No. 32/2024/TT-NHNN of the Governor of the State Bank of Vietnam on the network operation of commercial banks;

b) Article 3 of Circular No. 08/2025/TT-NHNN of the Governor of the State Bank of Vietnam amending and supplementing some articles of Circular No. 43/2015/TT-NHNN dated December 31, 2015 of the Governor of the State Bank of Vietnam on the organization and operation of postal transaction offices directly under the Vietnam Post Joint Stock Commercial Bank, Circular No. 29/2024/TT-NHNN dated June 28, 2024 of the Governor of the State Bank of Vietnam on people's credit funds, and Circular No. 32/2024/TT-NHNN dated June 30, 2024 of the Governor of the State Bank of Vietnam on the network operation of commercial banks.

Article 42. Transitional Provisions

1. Commercial banks are not required to adjust the number of branches and transaction offices established before the date this Circular takes effect. In the case of newly establishing network units, they must comply with the provisions of this Circular.

2. Commercial banks that have submitted approval requests for meeting conditions to establish domestic branches and transaction offices; approval for establishing domestic representative offices and affiliated units, overseas branches, and representative offices prior to the effective date of this Circular shall continue to be processed according to Circular No. 32/2024/TT-NHNN of the Governor of the State Bank of Vietnam on the network operation of commercial banks (as amended and supplemented).