What are the regulations on the rules for acquisition and consolidation of credit institutions in Vietnam? What is included in the application for approval for acquisition of credit institutions?
What are the regulations on the rules for acquisition and consolidation of credit institutions in Vietnam?
According to the provisions of Article 9 of Circular 36/2015/TT-NHNN of Vietnam:
- Follow rules of agreement; respect the normal activities of credit institutions; respect lawful rights and interests of clients during the process of acquisition or consolidation.
- Comply with this Circular and relevant laws.
- Protect confidentiality in order to ensure stable operation of credit institutions engaging in acquisition or consolidation before the project for acquisition or consolidation is ratified by the competent bodies of credit institutions. All documents and materials on acquisition or consolidation must be made in a prudent, truthful and accurate manner so as to avoid misunderstanding.
- It is strictly prohibited to disperse properties in any form. The transfer and sale of property during the process of acquisition or consolidation must be conducted publicly and transparently, in accordance with regulations of law and agreement of contracting parties, ensure the safety of property and do not affect the interests of credit institutions engaging in the acquisition or consolidation, and relevant organizations and individuals.
- The establishment and operation license of each consolidating credit institution shall become invalid on the date of opening ceremony of the consolidated credit institution. The establishment and operation license of each acquired credit institution shall become invalid on the date of enterprise registration of the post-acquisition credit institution.
What are the regulations on the rules for acquisition and consolidation of credit institutions in Vietnam? What is included in the application for approval for acquisition of credit institutions?
What are the conditions for consolidation of credit institutions in Vietnam?
According to the provisions of Article 10 of Circular 36/2015/TT-NHNN of Vietnam, a credit institution wishing to consolidate must satisfy the following conditions:
Conditions for acquisition or consolidation
1. Each credit institution engaging in acquisition or consolidation must meet all of the following conditions:
a) It does not fall into cases of banned economic concentration, except for cases of exemption from banned economic concentration as prescribed in law on competition;
b) It has a project for acquisition or consolidation as prescribed in Article 13 of this Circular which is approved by the competent body of the credit institutions engaging in acquisition or consolidation.
2. The post-acquisition credit institution or the consolidated credit institution must comply with regulations on reserves requirement, capital holding rates, share rates and conditions for banking activities.
Thus, each credit institution engaging in consolidation must meet all of the following conditions:
+ It does not fall into cases of banned economic concentration, except for cases of exemption from banned economic concentration as prescribed in law on competition;
+ It has a project for acquisition or consolidation as prescribed in Article 13 of this Circular which is approved by the competent body of the credit institutions engaging in acquisition or consolidation.
Note: The post-acquisition credit institution or the consolidated credit institution must comply with regulations on reserves requirement, capital holding rates, share rates and conditions for banking activities.
What are the regulations on the application for approval for acquisition of credit institutions?
The application approval for acquisition is specified in Clause 2, Article 11 of Circular 36/2015/TT-NHNN of Vietnam, specifically as follows:
- A written document of legal representative of the acquiring credit institution requesting for:
+ Approval for acquisition, change of charter capital; certifying registration of charter of the post-acquisition credit institution; or
+ Approval for other contents (if any);
- An application for approval by the State Bank of Vietnam prescribed in Point a (ii) of this Clause as prescribed by the State Bank of Vietnam and relevant laws;
- Minutes, resolutions or decisions of competent bodies of credit institutions engaging in acquisition that approve the modification to the project for acquisition and other issues related to acquisition (if any);
- A document of legal representative of the acquiring credit institution clarifying the modified contents in comparison with the project for acquisition submitted in order for the Governor of the State Bank of Vietnam to approve the acquisition rules (if any);
- A commitment of legal representative of the acquiring credit institution that the post-acquisition credit institution shall comply with Clause 2 Article 10 of Circular 36/2015/TT-NHNN of Vietnam.
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