Regulations on charter of credit institution in Vietnam as of July 1, 2024

Regulations on charter of credit institution in Vietnam as of July 1, 2024 (Internet image) 

Regarding this matter, LawNet would like to answer as follows:

1. Regulations on charter of credit institution in Vietnam as of July 1, 2024

Regulations on charter of credit institution in Vietnam according to Article 39 of the Law on Credit Institutions 2024 are as follows:

- Charter of a credit institution that is a joint-stock or limited liability company shall contain the following principal contents:

+ Its name and place of its head office;

+ Operation contents;

+ Duration of operation;

+ Charter capital, methods of capital contribution and increase and decrease in charter capital;

+ Tasks and powers of General Meeting of Shareholders, Board of Directors, Board of Members and Board of Controllers, and rights and obligations of Director General (Director);

+ Methods of election, appointment and dismissal of members of the Board of Directors, Board of Members, and Board of Controllers and Director General (Director);

+ Name and address of its head office, nationality of each owner and capital contributor, for the credit institution that is a limited liability company;

+ Rights and obligations of owners and capital contributors, for the credit institution that is a limited liability company; and those of shareholders, for the credit institution that is a joint-stock company;

+ Legal representative (s);

+ Principles of finance, accounting, control and internal audit;

+ Methods of ratifying decisions made by the credit institution; principles of settlement of internal disputes;

+ Bases and methods of determining remuneration, salaries and bonuses paid to managers, executives and members of the Board of Controllers;

+ Cases of and procedures for dissolution;

+ Procedures for amendment to the Charter.

- Charter of a cooperative bank or a people's credit fund shall contain the following contents:

+ Contents specified in points a, b, c, d, e, i, k, l, m, n and o Clause 1 of Article 39 of the Law on Credit Institutions 2024;

+ Tasks and powers of General Meeting of Members, Board of Directors, and Board of Controllers, and rights and obligations of Director General (Director);

+ Cases of and produces for termination of membership;

+ Rights and obligations of each member;

+ Methods of convening the General Meeting of Members, rectifying decisions made by the General Meeting of Members, and electing delegates to attend and vote at the General Meeting of Members in case it is organized in the form of a delegate meeting;

+ Principle of dividing interest in proportion to the extent of service use or stake of each member;

+ Financial management, use and settlement of assets, capital, funds and losses;

- The credit institution's charter and its amendments shall be sent to the State Bank within 15 days from the date on which they are approved.

2. Organizational structure of credit institution in Vietnam as of July 1, 2024

Organizational structure of credit institution in Vietnam according to Article 40 of the Law on Credit Institutions 2024 is as follows:

- Organizational structure of a credit institution established as a joint-stock company comprises General Meeting of Shareholders, Board of Directors, Board of Controllers and Director General (Director).

- Organizational structure of a credit institution established as a single-member limited liability company or a limited liability company with two or more members comprises the Board of Members, the Board of Controllers and Director General (Director).

- Organizational structure of a cooperative bank or people's credit fund shall comply with Article 82 of the Law on Credit Institutions 2024.

More details can be found in the Law on Credit Institutions 2024, which takes effect from July 1, 2024, except for Clause 3, Article 200 and Clause 15, Article 210 of the Law on Credit Institutions 2024, which takes effect from January 1, 2024. 2025.

The Law on Credit Institutions 2010 will expire from July 1, 2024, except for the provisions in Clauses 1, 2, 3, 4, 8, 9, 12 and 14, Article 210 of the Law on Credit Institutions 2024.

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