Circular No. 03/2025/TT-NHNN on indirect investment account (IIA) has been publicly available since April 29, 2025 and would enter into force as from June 16, 2025 (“Circular 03”) by The State Bank of Vietnam.
Hiccups are cured!
* No requirement for trading code certificates unless investors are foreign securities firms, foreign investment firms, foreign organizations managed by different fund managers, government-linked organizations, or foreign investment organizations who are permitted to open the second IIA.
This was a real issue under the draft circular published several months back.
* Circular 03 clearly lays down the formality of the application documents with respect to translation, notarization and legalization. Although no consularly legalization is obligated, the notarization and certification will be executed according to the prevailing laws and translation will be subject to the agreements between IIA banks and customers.
We will see which banks will be the first ones accepting the original languages of the documents without asking for the translation to Vietnamese.
* The allowable inflows and outflows of capital to/from IIAs are expanded including profits/losses and other legal incomes/expenses arising from non-prefunding stock purchases when placing orders by foreign institutional investors following securities regulations and deposits, escrow deposits, and margin payments, respectively.
* There will be 12 12-month transitory period for companies in which more than 50% but less than 51% are owned by foreign investors to open direct investment capital accounts (DICAs) and channel capital flow through DICAs.
In parallel, The Ministry of Finance of Vietnam issued Circular No. 20/2025/TT-BTC to revise the Circular No. 51/2021/TT-BTC to align with IIA regulations.
