You are using an outdated browser and your browsing experience will not be optimal. Please update to the latest version of Microsoft Edge, Google Chrome or Mozilla Firefox. Install Microsoft Edge

January 22, 2025

Vietnam’s Draft Resolution on Financial Centers: Implications for Fintech and Banking

Tasked with implementing the Politburo’s policy outlined in Notice No. 47-TB/TW dated November 15, 2024, the prime minister of Vietnam issued Decision No. 1718/QD-TTg on December 31, 2024, appointing himself as the head of a steering committee dedicated to the establishment of an international financial center in Ho Chi Minh City and a regional financial center in Da Nang by 2025. The Ministry of Planning and Investment has subsequently drafted an outline for the National Assembly’s Resolution on the Establishment of Regional and International Financial Centers in Vietnam (“Draft Resolution”).

This Draft Resolution introduces two key policy groups: (i) policies governing the quantity, location, structure, organization, functions, and responsibilities of the financial centers; and (ii) policies applicable to various areas and matters within the financial centers.

Notably, under the Draft Resolution, fintech has been identified as a key sector, with a specific focus on the implementation of a “controlled sandbox” policy for business models involving virtual assets and cryptocurrencies. Under this framework, transactions related to virtual assets and cryptocurrencies will be permitted from July 1, 2026, subject to licensing, management, impact assessment, and risk oversight by the financial centers’ Management and Operations Committee.

Scope of Application and Key Principles

The Draft Resolution applies to a wide range of stakeholders, including investors, regulatory agencies, organizations, and individuals involved in the establishment, organization, and operation of regional and international financial centers in Vietnam. These financial centers will have clearly defined geographical boundaries and specific locations, which will be further specified and detailed by the People’s Committees of Ho Chi Minh City and Da Nang.

Companies successfully registered as members of these financial centers will benefit from special investor-friendly policy principles, which may differ from the general legal and regulatory framework applicable in other parts of Vietnam.

Most notably, the state will implement mechanisms and policies to encourage capital inflows, facilitate the adoption of advanced technology and modern management practices, and promote infrastructure development within the financial centers. The management agencies of the financial centers will apply specialized administrative procedures to meet investors’ needs in accordance with international standards and best practices. Additionally, where provisions of the Draft Resolution differ from existing laws, resolutions, or ordinances, the provisions of the Draft Resolution will prevail.

Policy Framework for Establishment and Governance of Financial Centers

The Draft Resolution outlines the framework for the establishment and governance of financial centers in Vietnam, which will include a comprehensive international financial center in Ho Chi Minh City and a regional-scale financial center in Da Nang. To ensure effective management and operations, the financial centers will be overseen by dedicated agencies, including a (i) management and operations committee, (ii) financial supervision committee, and (iii) international arbitration center.

The management and operations committee will be responsible for the overall administration and strategic oversight of the financial center. Its organizational structure will consist of a board of directors and several key departments, including strategic management, financial management, operations supervision, and management coordination.

The financial supervision committee will focus on ensuring compliance with international financial standards and regulations, fostering a transparent and integrity-driven environment. This committee will also comprise a board of directors supported by specialized departments, such as audit, legal, welfare, risk management, and governance and human resources.

Additionally, each financial center will host an international arbitration center, which will facilitate the resolution of disputes arising from investment and business activities within the financial ecosystem.

Specific Policies for Financial Centers

The Draft Resolution also sets forth specific policies that will govern key areas within the financial centers. These policies cover the membership registration system; currency, banking, and foreign exchange management; fintech; capital markets; personal and corporate income tax; immigration and residency; human resource training and development; labor, employment, and social security; strategic investments; land use and infrastructure development; and trade and business regulations. Furthermore, policies related to dispute resolution mechanisms for investment and business activities are also included.

A significant feature of the Draft Resolution is the introduction of a controlled sandbox policy for fintech enterprises, particularly those engaged in virtual assets and cryptocurrency-related business models. Under this framework, transactions involving virtual assets and cryptocurrencies will be clearly permitted within the financial centers starting from July 1, 2026. These transactions will be subject to licensing, regulatory oversight, impact assessment, and risk management measures administered by the Management and Operations Committee. Additionally, issues concerning anti-money laundering measures related to crypto assets and cryptocurrencies; the issuance, ownership, and trading of non-fungible tokens (NFTs) and utility tokens; and regulatory measures for crypto-asset mining activities (to limit risks to energy security and the environment) will be further regulated by the government.

In the domain of currency, banking, and foreign exchange management, the Draft Resolution proposes policies that reflect international best practices and address the practical needs of the financial centers. These policies include (i) anti-money laundering regulations, including those related to crypto assets; (ii) allowing financial transactions within the centers in both VND and freely convertible foreign currencies; and (iii) procedures and processes for priority areas in the financial centers for some traditional products in commercial banking activities.

The Draft Resolution also provides a streamlined regulatory framework for establishing and managing the operations of foreign credit institutions within the financial centers. Notably, banks and credit institutions headquartered in the centers will not be subject to foreign ownership restrictions or investment conditions when providing financial services within the centers or across borders. In addition, to align with international financial standards, the implementation of Basel III regulations is scheduled to commence on January 1, 2026. Furthermore, a digital banking model will be introduced, enabling commercial banks to offer advanced digital services within the financial centers from the same date.

Outlook

By establishing a structured regulatory framework, the forthcoming resolution aims to attract investment, drive financial innovation, and position Vietnam as a competitive player in the global financial landscape. A key highlight of the resolution is its focus on the fintech sector, particularly through initiatives such as the controlled sandbox for virtual assets and cryptocurrencies. This demonstrates Vietnam’s commitment to advancing digital transformation in financial services, fostering opportunities for fintech enterprises, and driving innovation across the industry.

RELATED INSIGHTS​ 

August 23, 2024
Thailand’s Securities and Exchange Commission (SEC) amended its utility token supervisory framework by issuing seven notifications that came into effect on August 13, 2024. Ready-to-use utility tokens (tokens that can be used immediately to acquire specific goods or services), which were previously unregulated, are now subject to the supervisory scheme set forth by the seven new notifications in both primary and secondary markets. This is intended to provide an investor protection mechanism that responds to the characteristics, risks, and usage of the different types of ready-to-use utility tokens. Under the new notifications, ready-to-use utility tokens are categorized into two groups. These are detailed below. Group 1 Utility Tokens Group 1 utility tokens include ready-to-use utility tokens issued for consumption purposes or as a digital representation of a certificate. Examples include loyalty points, digital movie or concert tickets, NFTs, and carbon credits, among others. Principally, there is no change in the regulation of group 1 utility tokens under the new notifications. In the primary market, issuance of this type of token is not subject to the initial coin offering (ICO) requirements. In the secondary market, providing services related to group 1 utility tokens is not considered to be the same as operating a digital asset business with licensing requirements under the Emergency Decree on Digital Asset Businesses B.E. 2561 (2018). Licensed digital asset operators (including exchanges, brokers, and dealers) are not permitted to list or trade group 1 utility tokens. To provide services in relation to group 1 utility tokens, these licensed digital asset operators must establish a separate entity to provide those services and must not use names or messages that could cause the public to misunderstand that the separate entity is engaged in a digital asset business under SEC supervision. Group 2 Utility Tokens Group 2 utility tokens
August 22, 2024
The Personal Data Protection Committee (PDPC) of Thailand’s Ministry of Digital Economy and Society (MDES) has announced the first administrative fine under the Personal Data Protection Act B.E. 2562 (2019) (PDPA). A major private company was fined THB 7 million for noncompliance with specific PDPA requirements, resulting in the unauthorized disclosure of personal data to a call center gang (phone scam fraudsters). Key Findings of Noncompliance The PDPC determined that there were three key violations of specific requirements of the PDPA: Failure to appoint a data protection officer (DPO): Despite processing personal data for over 100,000 individuals as part of its core operations, the company did not appoint a DPO. Inadequate security measures: The company lacked the required security measures, leading to a data breach involving a call center gang, causing widespread damage. Delayed data breach notification: The company did not notify authorities of the data breach within the required timeframe and failed to address the breach promptly, making it impossible to remedy the situation. In addition to the monetary fine, the PDPC, along with the PDPA’s Expert Committee, issued a corrective order requiring the company to undertake the following actions and notify the Office of the PDPC of the relevant correction measures within seven days of receiving the order: Implement up-to-date security measures: The company must improve its current security measures to prevent future breaches and ensure that the security measures are up-to-date with changing technologies. Raise awareness of personnel: The company must provide training to relevant personnel to ensure awareness of data compliance and protection practices. This significant administrative action establishes a precedent for addressing data breaches in both governmental and commercial sectors in Thailand. It also confirms the importance of PDPA compliance, particularly the need for robust security measures, timely breach notifications, and the appointment of
August 15, 2024
On August 9, 2024, Thailand’s Electronic Transactions Development Agency (ETDA) opened a period for public feedback regarding the 2022 Royal Decree on Digital Platforms and its subregulations. To collect this feedback, the ETDA has prepared a 44-question survey on specific attributes of the royal decree and its requirements, covering issues such as the definition of digital platform services (DPSs), types of services that are subject to notification requirements, information that must be submitted annually, and the royal decree’s extraterritorial scope. Business operators that fall within the scope of the royal decree and wish to provide feedback on its effectiveness should prepare and submit the survey online to the ETDA by the end of August 2024. Royal Decree on Digital Platforms Thailand’s Royal Decree on Digital Platforms was published in the Government Gazette on December 22, 2022. It defines a DPS as any service that facilitates or mediates transactions between users through a digital platform, such as e-commerce, food delivery, ride-hailing, online travel agency, online payment provider, or social media platform. The decree requires DPS operators to notify the ETDA before commencing operations, with some limited exemptions. The decree also empowers the ETDA to issue notifications (i.e., subregulations) and guidelines for implementing the decree and to monitor and enforce compliance by DPS operators. The ETDA may impose administrative sanctions, such as warnings, fines, service suspension, or revocation of notification, for any violation of the royal decree or the ETDA’s subregulations. In-scope DPS operators should take this opportunity to provide comments to the ETDA in order to voice their opinions on the practicality of the requirements and support the regulator in shaping the requirements of the royal decree and its subregulations. For more information on this initiative from the ETDA, or on any aspect related to the Royal Decree on Digital
August 5, 2024
On June 28, 2024, Thailand’s Board of Investment (BOI) updated its list of promoted activities to include data hosting, which is listed as “Activity 8.2.4 Data Hosting Services.” Qualifying data hosting services are eligible for a corporate income tax exemption (capped) for eight years, along with other tax and nontax incentives, such as import duty exemption on imported machinery to be used in the project, the right for foreigners to own land, and work permit and visa facilitation for expats, among others. To be eligible for these BOI incentives, projects must: Provide services for leasing host servers for data storage (data hosting); Have at least two data centers located in Thailand that meet or exceed the ISO/IEC 27001 data center standards; and Have an investment amount (excluding cost of land and working capital) of at least THB 5 billion. Apart from the above specific criteria, projects also need to comply with the general BOI criteria, such as a debt-to-equity ratio no higher than 3:1, submission of a feasibility study report, and use of new machinery, among others. For more details on BOI incentives for software and data center activities, or on any aspect of investment promotion in Thailand, please contact Athistha (Nop) Chitranukroh at [email protected], Nopparat Lalitkomon at [email protected], or Napassorn Lertussavavivat at [email protected].