What is the application for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam? What are the procedures?
- What is the application for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
- What are the procedures for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
- How long does it take to settle the issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
What is the application for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
Based on the regulations in Section 1 of Part A of the Administrative Procedures issued with Decision 2183/QD-NHNN 2023, the application for the issuance of the establishment and operation licenses of joint-stock commercial banks should include the following documents:
- Request for the issuance of establishment and operation licenses of a commercial bank, signed by the founding shareholders, owners, and founding members according to the prescribed form in Annex 02a of Circular 13/2023/TT-NHNN.
- Draft Charter.
- Plan for the establishment of commercial banks, including at least the following contents:
+ The necessity of establishing commercial banks.
+ Name of the commercial banks, the province/city directly under the central government where the main headquarters is planned to be located, operating period, charter capital at the time of establishment, and business activities.
+ Financial capacity of the shareholders contributing to the establishment, contributing members.
+ Organizational structure and operational network of the bank in the first 3 years.
+ List of anticipated personnel, including detailed descriptions of their professional qualifications, work experience in the fields of finance, banking, and risk management, meeting the requirements for each position and title:
++ Chairman, members, independent members of the Board of Directors, Board of Members; Heads of Committees under the Board of Directors, Board of Members.
++ Heads, members, specialized members of the Board of Control.
++ CEO (General Director), Deputy CEOs (Deputy General Directors), Chief Accountant, and heads of subordinate units in the organizational structure.
+ Risk management policy: Identification, measurement, prevention, management, and control of credit risk, operational risk, market risk, liquidity risk, and other risks during operation.
+ Information Technology:
++ Expected financial investment for information technology.
++ The information technology system must ensure compliance with the management and risk management requirements of commercial banks and regulations of the State Bank.
++ The ability to apply information technology, including specifying: the timeline for technology investment implementation; the types of technology expected to be applied; the anticipated personnel and their capabilities in applying information technology; ensuring that the information system can be integrated and connected to the State Bank's management system to provide information as required by State Bank management.
++ Documentation on information technology infrastructure serving the operations of commercial banks.
++ Solutions to ensure safety and security corresponding to the types of services expected to be deployed.
++ Identification, measurement, and implementation of risk management plans for the expected technology application in the activities of commercial banks.
++ Anticipated assignment of reporting responsibilities and control of information technology system operations.
+ The ability to sustain and develop the bank in the market:
++ Analyzing and evaluating the banking market, including stating the current situation, challenges, and prospects.
++ The ability to participate in and compete in the market, demonstrating the bank's advantages when participating in the market.
++ Development strategy, expanding the operational network and activities of the bank, types of customers, and number of customers. This includes a detailed analysis of meeting the conditions for activities that require specific conditions.
+ Internal control and audit system:
++ Principles of operation of the internal control system.
+++ Drafting basic internal regulations on the organization and operation of the bank, including at least internal regulations stipulated in Article 2, Clause 93 of the Law on Credit Institutions 2010 and the following regulations:
+++ Regulations on the organization and operation of the Board of Directors, Board of Members, Board of Control, and Executives.
+++ Regulations on the organization and operation of the head office, branches, and other subordinate units.
++ Content and procedures for internal auditing operations.
+ Business plan for the first 3 years, including the following minimum contents: Market analysis, strategy, objectives, and action plans, financial reports for each year (balance sheet, income statement, cash flow statement, minimum capital adequacy ratio, operational efficiency indicators, and explanations of the ability to achieve financial indicators each year).
+ Documentation proving the expected capacity of the management, control, and operation system:
+ Curriculum vitae according to the form prescribed in Appendix 03 of Circular 13/2023/TT-NHNN; Judicial record sheet:
++ For individuals with Vietnamese nationality: Judicial record sheet issued by the managing agency of the judicial record database, which must contain complete information about the criminal record status (including both cleared and uncleared records) and information about the prohibition of holding positions, establishing, managing enterprises, and cooperatives;
++ For individuals without Vietnamese nationality: Judicial record sheet or equivalent valid document (containing complete information about the criminal record status, including both cleared and uncleared records; information about the prohibition of holding positions, establishing, managing enterprises, and cooperatives) issued by the competent authority of Vietnam or the competent authority of a foreign country according to regulations;
++ The judicial record sheet or equivalent valid document must be issued by the competent authority before the submission of the application dossier for the issuance of the License does not exceed 06 (six) months;
++ The confirmation of the Curriculum vitae is conducted based on the exploitation of citizen residence data on the National Population Database or checking the VNeID application as guided by the Ministry of Public Security; it does not require organizations or individuals to submit or present household registration books, temporary residence cards as prescribed in Article 14 of Decree 104/2022/ND-CP.
+ Copies of diplomas and certificates proving professional qualifications;
+ Other documents proving compliance with the conditions and standards prescribed in the Law on Credit Institutions and relevant legal regulations;
+ In case the expected members of the Board of Directors, Board of Members, Board of Control, General Director (Director) do not have Vietnamese nationality, in addition to the above-mentioned documents, they must have a written commitment to fully meet the conditions for residence and work in Vietnam.
- Minutes of the founding shareholders' meeting, founding member, or owner's document regarding the selection of the backup board, backup board chairman, approval of the draft charter, establishment plan of the bank, and list of expected management, control, and operational positions.
- List of founding shareholders and the expected list of contributing shareholders according to the form prescribed in Appendix 04 of Circular 13/2023/TT-NHNN.
- Documentation of contributing shareholders:
+ For individuals:
++ Share purchase application for individuals according to the form prescribed in Appendix 05a of Circular 13/2023/TT-NHNN;
++ List of related persons according to the form prescribed in Appendix 06;
++ In addition to the above-mentioned documents, founding shareholders must also have the following documents:
+++ Curriculum vitae according to the form prescribed in Appendix 03 of Circular 13/2023/TT-NHNN; Judicial record certificate issued by the judicial record database management agency, which must include complete information on the status of criminal records (including expunged and non-expunged records) and information on prohibitions on holding positions, establishing, managing businesses, and cooperatives;
+++ The judicial record certificate must be issued by the competent authority before the submission of the application for the issuance of the License and must not be older than 06 (six) months;
+++ The verification of the curriculum vitae of organizations and individuals shall be based on the exploitation of citizen residence data on the National Population Database or checking the VNeID application according to the instructions of the Ministry of Public Security; organizations and individuals are not required to submit or present household registration books, temporary residence books in accordance with the provisions of Article 14 of Government Decree 104/2022/ND-CP.
+++ Financial statements for the past 03 consecutive years from the year of submitting the application for the License of the enterprise managed by the founding shareholder or a certified copy of a university degree or above in economics or law;
+++ List of assets valued at VND 100 million or more, debts, and related documents of the individual according to the form prescribed in Appendix 07 of Circular 13/2023/TT-NHNN;
+ For organizations:
++ Share purchase application according to the form prescribed in Appendix 05b of Circular 13/2023/TT-NHNN.
++ List of related persons according to the form prescribed in Appendix 06.
++ Establishment license or business registration certificate or equivalent document (except for Vietnamese enterprises);
++ Authorization document for the representative of the capital contribution at the bank according to the provisions of the law;
++ Organization's charter and operational regulations;
++ Copy of passport of the legal representative according to the law and the representative of the capital contribution by the organization at the bank (for non-Vietnamese nationals);
++ Document of the competent authority approving the organization's capital contribution to establish the bank;
++ Financial statements for the past consecutive year from the year of submitting the application for the License and the financial statements up to the most recent date calculated from the time of submitting the application for the License, which have been independently audited by an auditing firm included in the list of auditing organizations announced by the Ministry of Finance and have no exceptions in the audit reports;
++ In addition to the above-mentioned documents, founding shareholders must also have the following documents:
+++ Curriculum vitae according to the form prescribed in Appendix 03 of Circular 13/2023/TT-NHNN; Judicial record certificate:
For Vietnamese nationals: Judicial record certificate issued by the judicial record database management agency, which must include complete information on the status of criminal records (including expunged and non-expunged records) and information on prohibitions on holding positions, establishing, managing businesses, and cooperatives;
For non-Vietnamese nationals: Judicial record certificate or equivalent valid document (with complete information on the status of criminal records, including expunged and non-expunged records; information on prohibitions on holding positions, establishing, managing businesses, and cooperatives) must be issued by the competent authority of Vietnam or the competent authority of a foreign country according to regulations;
The judicial record certificate or equivalent valid document must be issued by the competent authority before the submission of the application for the License and must not be older than 06 (six) months;
The verification of the curriculum vitae of organizations and individuals shall be based on the exploitation of citizen residence data on the National Population Database or checking the VNeID application according to the instructions of the Ministry of Public Security; organizations and individuals are not required to submit or present household registration books, temporary residence books in accordance with the provisions of Article 14 of Government's Decree 104/2022/ND-CP;
+++ Financial statements for the past 05 consecutive years from the year of submitting the application for the License, which have been independently audited by an auditing firm included in the list of auditing organizations announced by the Ministry of Finance and these financial statements have no exceptionsin the audit reports;
+++ List of assets valued at VND 100 million or more, debts, and related documents of the organization according to the form prescribed in Appendix 07 of Circular 13/2023/TT-NHNN.
What is the application for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam? What are the procedures?
What are the procedures for issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
Pursuant to the provisions in subsection 1, Section A, Part 2, the administrative procedures issued with Decision 2183/QD-NHNN 2023 clearly state the latest procedures for issuance of the Establishment and operation licenses of joint-stock commercial banks. is done as follows:
- Step 1: The Preparatory Committee sends directly or by post to the State Bank the application for a License prepared in accordance with the provisions of Circular 40/2011/TT-NHNN.
- Step 2: Within 60 days from the date of receiving the application for a License, the State Bank shall send a document to the Preparatory Committee confirming receipt of all valid documents for in-principle approval. In case the application for a License is incomplete, the State Bank shall send a document to the Preparatory Committee requesting to supplement and complete the dossier according to regulations.
- - Step 3: Within 90 days from the date of sending the written confirmation of receipt of complete and valid documents, the State Bank shall issue a written approval in principle for the establishment of commercial banks and foreign bank branches. In case of disapproval, the State Bank will send a written response to the Preparatory Committee, clearly stating the reasons for disapproval
- Step 4: Within 60 days from the date of receiving the in-principle approval document for establishing commercial banks, foreign bank branches, the Preparatory Committee sends directly or by post to the State Bank additional documents specified in Circular 40/2011/TT-NHNN.
- Step 5: Within 02 days from the date of receiving all additional documents, the State Bank confirms in writing the receipt of all documents.
- Step 6: Within 30 days from the date of receiving all additional documents, the State Bank shall issue the License according to regulations. In case the License is not granted, the State Bank shall send a written response to the Preparatory Committee, clearly stating the reasons for not granting the License.
- Implementation methods:
+ Head office of the State Bank of Vietnam (directly at the Single-window Department); Or
+ Postal service.
How long does it take to settle the issuance of the Establishment and operation licenses of joint-stock commercial banks in Vietnam?
Pursuant to the provisions in subsection 1, Section A, Part 2, Administrative procedures issued with Decision 2183/QD-NHNN 2023.
Accordingly, the processing time for issuance of the Establishment and operation licenses of joint-stock commercial banks is 180 days from the date the State Bank receives all valid documents.
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