Legal basis
- Clause 9 Article 4 of the Law on the State Bank of Vietnam No. 46/2010/QH12;
- Articles 18, 20, 21 and 50 of the Law on Credit Institutions No. 47/2010/QH12;
- Decree 141/2006/ND-CP;
- Decree No. 10/2011/ND-CP;
- Clause 27, Article 1 of the Ordinance amending and supplementing the Ordinance on Foreign Exchange No. 06/2013/UBTVQH13;
Content
Pursuant to Article 2 of Circular No. 40/2011/TT-NHNN explaining the term as follows:
- Bank with 100% foreign capital is a commercial bank established in Vietnam with 100% charter capital owned by a foreign credit institution; is a Vietnamese legal entity with its head office in Vietnam. A bank with 100% foreign capital is established or organized in the form of a single-member limited liability company whose owner is a foreign bank or a limited liability company with two or more members. there is a foreign bank owning 50% of charter capital.
- Joint venture bank is a commercial bank established in Vietnam, with capital contribution of the Vietnamese party (including one or more Vietnamese banks) and foreign party (including one or more foreign banks) on the basis of joint-venture contract; is a Vietnamese legal entity with its head office in Vietnam. A joint venture bank is established or organized in the form of a limited liability company with two or more members but has no more than 5 members, of which one member and his/her related person may not own more than 50% of the capital. regulations.
Conditions for establishing a joint venture bank, a bank with 100% foreign capital in Vietnam
Firstly, having a charter capital, the capital allocated at least equal to the legal capital of 3,000 billion VND;
Second, the owner of the credit institution is a one-member limited liability company, the founding member is a legal entity that is operating legally and has sufficient financial capacity to contribute capital; founding members are individuals with full civil act capacity and sufficient financial capacity to contribute capital.
Thirdly, the manager, operator, member of the Supervisory Board must fully meet the criteria and conditions as prescribed:
– A member of the Members’ Council must fully meet the following criteria and conditions:
+ Not falling into the categories specified in Clause 1, Article 33 of the Law on Credit Institutions;
+ Having professional ethics;
+ Being an individual owner or an authorized representative owning at least 5% of the charter capital of a credit institution, except for the case of a member of the Members’ Council, an independent member of the Board of Directors or a member of the Board of Directors. University degree or higher in one of the fields of economics, business administration, law or have at least 03 years as a manager of a credit institution or an enterprise operating in the insurance, securities, accounting industry, Auditor or have at least 05 years working directly in professional departments in the field of banking, finance, auditing or accounting.
– A member of the Supervisory Board must fully meet the following criteria and conditions:
+ Not falling into the categories specified in Clause 1, Article 33 of the Law on Credit Institutions;
+ Having professional ethics;
+ Having a university degree or higher in one of the fields of economics, business administration, law, accounting or auditing; have at least 03 years working directly in the field of banking, finance, accounting or auditing; duty.
+ Not being a related person of the credit institution’s manager;
Full-time members of the Supervisory Board must reside in Vietnam during their tenure.
– The General Director (Director) must fully meet the following criteria and conditions:
+ Not falling into the categories specified in Clause 1, Article 33 of the Law on Credit Institutions;
+ Having professional ethics;
+ Having a university degree or higher in one of the fields of economics, business administration, or law;
+ Having at least 5 years working as an executive of a credit institution or at least 5 years working as an administrator
General Director (Director), Deputy General Director (Deputy Director) of an enterprise whose equity capital is at least equal to the legal capital for each type of credit institution as prescribed by law or has at least 10 years working directly in the field of finance, banking, accounting or auditing;
+ Residing in Vietnam during the term of office.
– Deputy General Director (Deputy Director), Chief Accountant, Branch Director, Director of Subsidiaries and equivalent titles must fully meet the following criteria and conditions:
+ Not falling into the categories specified in Clause 2, Article 33 of the Law on Credit Institutions; for the Deputy General Director (Deputy Director) other than those specified in Clause 1, Article 33 of the Law on Credit Institutions;
+ Having a university degree or higher in one of the fields of economics, business administration, law or the professional field that he or she will undertake; or have a university degree or higher outside of the above-mentioned fields and fields and have at least 03 years of working directly in the banking, financial or professional fields that they will be in charge of;
+ Residing in Vietnam during the term of office.
Fourth, Having a Charter consistent with the provisions of the Law on Credit Institutions 2010 and other relevant laws;
Fifth, Having an establishment scheme and a feasible business plan that does not affect the safety and stability of the credit institution system; does not create a monopoly or restrict competition or unfair competition in the credit institution system.
Sixth, the foreign credit institution is allowed to conduct banking activities in accordance with the law of the country where the foreign credit institution’s head office is located;
Seventh, the activity expected to apply for a permit to perform in Vietnam must be the activity that the foreign credit institution is currently permitted to perform in the country where the foreign credit institution’s head office is located;
Eighth, foreign credit institutions must have healthy operations, meet the conditions on total assets, financial situation, safety ratios as prescribed by the State Bank;
Ninth, the foreign credit institution must make a written commitment to provide financial, technological, administrative, operational and operational support to the joint-venture credit institution or 100% foreign-owned credit institution; ensure that these organizations maintain the actual value of their charter capital not less than the legal capital level and comply with the provisions on safety assurance of this Law;
Finally, the foreign competent authority has signed an agreement with the State Bank on banking inspection and supervision, exchanging information on banking safety supervision and has a written commitment to supervision. consolidated in accordance with international practices for operations of foreign credit institutions.
Above is our consultancy about this issue. If you need more detailed advice and answers as well as how to access this service, please contact directly the Deputy Director of Sales: Lawyer Nhat Nam via hotline: 0912.35.65.75, 0912.35.53.53 or call the free legal consultation hotline 1900.6575 or send a service request via email: lienheluathongbang@gmail.com
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