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Circular 06/2009/tt-Nhnn: Instructions On The Organization, Management, Operating, Capital, Transfer Of Shares, Supplement, Modify, License, Charter Of Commercial Bank

Original Language Title: Thông tư 06/2010/TT-NHNN: Hướng dẫn về tổ chức, quản trị, điều hành, vốn điều lệ, chuyển nhượng cổ phần, bổ sung, sửa đổi Giấy phép, Điều lệ của ngân hàng thương mại

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Circular on organizing, managing, operating, capital, transfer of shares, Supplement, modify, license, Charter of commercial bank _ _ _ _ _ _ _ _ _ _ _ _ _ _ pursuant to the law the State Bank of Vietnam in 1997, the law on amendments and supplements to some articles of the law on the State Bank of Vietnam in 2003;
Pursuant to the law on credit institutions in 1997, the law on amendments and supplements to some articles of the law on credit institutions in 2004;
Pursuant to the law of 2005 business;
Pursuant to Decree No. 96/2008/ND-CP dated 26/8/2008 of the Government functions, tasks, powers and structure of the State Bank of Vietnam;
Pursuant to Decree No. 59/2009/ND-CP dated 16/7/2009 of the Government on the organisation and operation of the commercial banks;
The State Bank of Vietnam (hereinafter the Bank) guide implementation issues regarding the Organization, management, operating, capital, transfer of shares, Supplement, modify, license, commercial bank's Charter, as follows: chapter I GENERAL PROVISIONS article 1. Scope 1. This circular detailed instructions on organizing, managing, operating, capital, transfer of shares, Supplement, modify, license, commercial bank's Charter stipulated in Decree No. 59/2009/ND-CP dated 16/7/2009 on the organisation and operation of the commercial banks (hereinafter the "Decree No. 59).
2. for commercial banks and joint-venture banks 100% foreign trade; apply the provisions of this circular with regard to matters not specified in circular No. 01/2007/TT-NHNN dated Jan. 5/6/2007 of the Governor of the State Bank of instructions No. 22/2006/ND-CP on February 28, 2006 by the Government on the organisation and operation of the foreign bank branch banking, venture, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam.
Article 2. Application object 1. The commercial bank (hereinafter called the Bank);
2. Organizations and individuals related to the Organization and operation of the Bank provided for in article 1 of this circular.
Article 3. The rule set and send 1. The profile must be set up by the South Vietnamese. The Vietnamese copies and translations from English to Vietnamese competent agencies to be certified under the provisions of the law.
2. The text proposed State Bank approval, the medical standards on issues related to the provisions in this circular by the Chair of the Board or the legal representative of the Bank. The case of the Chairman of the management board or the person legally authorized representative for the others signed, records must have written authorization is established in accordance with the law. The signed text is responsible for the accuracy, the integrity of the record.
3. the Bank's records were sent to the State Bank of India, State Bank of India branch with one of the forms: send directly; sent by post; sent via fax or e-mail (call to confirm), then the original submission for the State Bank to check and save.
Chapter II of the REGULATION ABOUT the ORGANIZATION, management and administration category 1 BANKING HEADQUARTERS article 4. Head Office 1. The Bank's headquarters to ensure eligible prescribed in clause 1 5 of this circular.  Changing the location of the headquarters of the Bank must be approved by the State Bank in writing before implementation.
2. in case the Bank wishing to transfer one or some parts not dealing directly with clients outside Headquarters must ensure the conditions specified in clause 2 5 of this circular and inform the Bank branch in the central cities, where the Bank is headquartered (hereinafter the State Bank branch) Inspection Agency, bank supervision (hereinafter the supervision, inspection bodies) in the minimum time limit of 15 working days before implementation.
The case of the bank transfer some parts not dealing directly with clients in other locations to headquarters located outside the province, the city where the Bank is headquartered, the Bank at the same time inform the Bank branch in the central cities, where to place the parts in addition to the headquarters in the same time limit mentioned above.
3. in case of emergency, the unforeseen events, the Bank was allowed to move to a new location to ensure continuous operation, stable. In the time of up to five (5) working days from the date of the bank transfer the emergency headquarters, banks has written notice to the Bank branch, the monitoring, inspection agencies. This location to ensure the minimum conditions specified in point a of paragraph 1 article 5 of this circular. Within a maximum of 90 days from the date of the emergency switch places, banks must resolve, stabilize operations at the old headquarters location, or proceed with the proposed procedure was altered locations are located as specified.
Article 5. Conditions for head office 1. For head: a) to stay on the territory of Vietnam, in an address to determine the number of rooms (if any), number of floors, the building name (for Office buildings), house number, street name (cities) or name of the communes, wards, town, district, County, town, and city in the province, the province, the central cities; phone number, Fax number; electronic information page of the Bank (website address). The case of the registration bank headquartered in more than one of the home or building with different addresses, the number of houses or buildings are adjacent to each other;
b) meet the conditions of security; conditions, standard on safety Vault (Bank case set the vault at Headquarters), store vouchers, prevention of fire and explosion in accordance with the law;
c) management information systems online connection between the unfortunate headquarters branches and the Bank's Business Department.
2. in case the Bank wishing to transfer one or some parts not dealing directly with clients in other locations to headquarters located outside the headquarters, this location must meet the following conditions: a) To stay on the territory of Vietnam, at an address determine room number (if available) , number of storeys, the building name (for Office buildings), house number, street name (cities) or name of the communes, wards, town, district, County, town, and city in the province, the province, the central cities; phone number; Fax number;
b) meet the conditions of security; conditions, the standards of store vouchers, explosions and other related regulations under the provisions of the law with respect to the specific business division was moved out of its headquarters;
c) management information systems connected online with headquarters;
d) at this location, the Bank traded and not perform any business activity, hanging or the form of misleading advertising as the Bank has added new trading venues.
self Bank) is responsible for the implementation and management of the Department outside the headquarters in accordance with the provisions of the law.
Article 6. Records suggest the Central Bank approved the change of the venue located 1. The text of the proposed Bank State Bank Governor approved the change of venues are located, which must have the following minimum content: a) the reasons and the need to change places are located;
b) ability to meet the conditions as specified for location based expected move to;
c) plans to maintain operations during moving the headquarters to ensure continuity in the Bank's activities.
2. The resolution of the general shareholders meeting (for the joint stock commercial bank); The decision of owner (for the Bank to be held in the form of a limited company members), the resolution of the meeting of the Board (for the Bank to be held in the form of two company members) through the change of location is headquartered; at the same time through the amendment of the licence, banking Charter on this issue.
3. Documents, documents that the Bank has the right to use legitimate or lawful possession for headquarters in new locations.
Article 7. The approval procedure for changing the location of the Bank's main headquarters 1. The case of the Bank change location based on the province, central cities: a) the bank file (2 sets) as defined in article 6 of this circular, sent State Bank (through State Bank branch).
b) within a maximum of fifteen (15) working days from the date of the full profile of banks specified in point a of this paragraph, the State Bank branch has the responsibility to verify the expected location of the Bank's headquarters, reviews the Bank meet the conditions as specified in clause 1 5 of this circular; text with 1 full profile sets proposed State Bank Governor (through monitoring, inspection agency) review decision. The case review to see the profile and conditions to ensure the provisions of this circular and the provisions of relevant laws, the State Bank branch have guidance documents the Bank made provisions of the law.
c) within a maximum of ten (10) working days from the date of receipt of the State Bank branch and fully enclosed records referred to in paragraph 2 of this article, the Governor of the State Bank have written approval or disapproval recommendation to change locations of the Bank's headquarters; the case is not approved, the text must clearly state the reason.
2. in case the Bank changes the location headquartered to the province, and city in other Central: a) Bank to profile (2 sets) as defined in article 6 of this circular, sent State Bank (through monitoring, inspection bodies).
b) within a period of up to five (5) working days from the date of the full profile of the Bank referred to in point a of this paragraph, the State Bank (surveillance, inspection bodies) are responsible for obtaining the written comments the following units:-State Bank branch to take comments on the proposal to change the location of the Bank's headquarters;

-State Bank branch in the province, the city where the Bank is expected to put the new headquarters (with 1 set of full profiles) to take comments on the proposal to transfer the headquarters of the Bank; Verify the expected location is headquartered, reviews the Bank meet the conditions as specified in clause 1 5 of this circular;
-People's Committee, the central city where the Bank is headquartered and where the Bank expects the new headquarters to take comments on the proposal to change the location of the Bank's headquarters.
c) within a maximum of fifteen (15) working days from the date of receipt of the State Bank, which stated on comments about the proposal to change the location of the Bank's headquarters to send the State Bank (through monitoring, inspection bodies).
d) within a maximum of ten (10) working days from the date of expiry of opinions, in accordance with point c of this paragraph, the Governor of the State Bank have written approval or disapproval recommendation of the Bank; the case is not approved, the text reply stating the reason.
3. The decision of the Governor of the State Bank to approve the change location headquarters is integral parts of the license of the Bank; at the same time as the decision to amend the Charter of the content related to the change of location of the Bank's headquarters.
4. After being approved by the State Bank, the Bank made the change of Headquarters, settling the obligation, for the benefit of clients, personal, relevant organizations; perform the procedures for business registration, newspaper and other relevant procedures prescribed by the law about changing the location headquarters.
5. within 180 days from the date of approval in writing by the State Bank of the change of location is headquartered, had the report text Bank State Bank branch (where the Bank is headquartered and where the Bank is headquartered) and the State Bank (through inspection agencies monitoring,) accompanied by a copy of the business registration certificate, a capture page report has posted the content location change notification.
Section 2 of the COMMITTEE of the BOARD of article 8. Structure of the Committee of the Board 1. The Board must establish a minimum of two committees under the provisions of clause 9 Article 16 of Decree 59, including the Committee on risk management issues and the Committee on personnel issues.
2. Each Commission must have a minimum of three members, including the Chairman and the members of the Committee. A member of the Board may be members of one or more of the Commission. With regard to the Bank there were members of the independent Board, Committee on the issue of risk management must have a minimum of a member of the independent Board.
3. The Chairman of the Committee must be a member of the Board. The Board appointed, dismissed the Chairman and the members of the Committee according to the Bank's internal regulations.
4. Pursuant to the functions and tasks, the Committee may include one or a number of members are not members of the Board (as independent consultants, officials at the Department of banking expertise or in other cases by the Board of the decision).
5. The Board must enact internal rules of working mechanisms and functions, the task of the Committee referred to in article 9, article 10 of this circular. Within a period of five (5) business days after the issuance, the Board sent the internal regulations to the State Bank branch and the State Bank (through monitoring, inspection bodies) to report.
Article 9. The working mechanism of the committees of the Board 1. The Committee is the Agency for the Board, advised the Board on the implementation of the tasks and powers of the Board and perform a number of tasks as assigned by the Board (if any).
2. The Board specifies the working mechanism of the committees, at a minimum include the following issues:-The regular session of the Committee;
-The meetings of the Committee;
-The decision of the Commission;
-The mechanism of ruling of the Board with respect to the proposals of the Commission.
Article 10. The mission, the function of the Committee 1. The Board is responsible for the internal procedures of the mission, the function of the Committee. This provision includes the minimum content: the establishment, functions, tasks, number of members of each Committee, the responsibility of each Member of the Committee. The functions and tasks of the Committee on risk management issues and the Committee on personnel matters including the minimum content referred to in paragraph 2 and paragraph 3 of this article.
2. The functions and duties of the Committee on the issue of risk management: a) advised the Board in issuing the process, his jurisdiction policy relating to risk management in banking activities under the provisions of the law and the Charter of the Bank.
b) analysis, given the warning of the level of safety of the Bank before the underlying risks, risk can influence and precautions against the risks in the short term as well as long term.
c) review, assess the suitability and effectiveness of the processes, the risk management policy of the Bank to take the recommendations, proposals to the Board regarding the request to change the current policies, processes, operational strategies.
d) advised the Board in deciding whether to approve the investment account, the transactions concerned, governance policies and process risks within the scope of the functions and tasks assigned by the Board.
3. The functions and duties of the Committee on human issues: a) advised the Board on the scale and structure of the Board, who runs consistent with the scale of operations and strategic development of the Bank.
b) advised the Board process the human problems arise in the process of conducting the procedure of election, appointment, recall, dismissed the titles of members of the Management Board, supervisory board members and executives of the Bank in accordance with the provisions of the law and the Charter of the Bank.
c) research, advised the Board in issuing the Bank's internal regulations in the jurisdiction of the Board on remuneration, salary, bonus, the personnel selection procedures, training and the remuneration policy for executive officers employees of the Bank.
Section 3 of the medical STANDARDS, PERSONNEL APPOINTMENT of JOINT STOCK COMMERCIAL BANK article 11. Process, procedures for election to the position of members of the Management Board, supervisory board members 1. Before conducting the meeting of the General Assembly of shareholders a minimum of thirty (30) days, the Board of the Bank must inform the shareholders have the right to attend the meeting of the General Assembly of shareholders regarding the number of members is expected to be elected to the Board, the Board of control; in which the expected number of members of the Board of the independent (the case not yet elected members of the Board are independent or not enough for at least 2 members according to regulations); at the same time announce the conditions, standards must meet for the title was elected to the nominated shareholder who holds this titles under the provisions of the law.
2. On the basis of the list of nominees of shareholders with respect to the Office, the Board assessed the conditions and standards; make a list of candidates for the title expected vote. The case is not enough number of nominations of candidates for Board members (including Board members), the Control Board members or candidates does not guarantee eligibility, the prescribed standard, the Board will nominate additional candidates the alternative, for the title.
For candidates who do not guarantee the conditions prescribed, the Board reported to shareholders or groups of shareholders to nominate this candidate knows the reason.
3. After the establishment of the list of candidates, the Board has recommended text State Bank branch review, approve this list.
4. The General Assembly of shareholders to decide on the number of members of the Management Board, supervisory board members are elected and proceeded to elect the person named in the list of candidates was State Bank branches approved in paragraph 3 of this article. The Bank may set up the list of nominees and proceed to elect Board members own independence. In this case, the elected members of the Board are conducted independently as the elected members of the Board.
5. members of the Management Board, supervisory board members began the task since the shareholders General Assembly elected this titles and taking over the work; responsible individuals with respect to their duties in time.
Article 12. Records suggest the Central Bank approved the list of candidates for membership of the Management Board, supervisory board members 1. The text of the proposed Bank State Bank approved the list of candidates, which must have the following principal contents: a) the reason for electing additional Board members, administrators, members of the Control Board;
b) confirmed the candidates sure enough standard, the conditions as stipulated in Decree No. 59.
2. The resolution of the Board approving the list of candidates. The case of elected members of the Board, Member Board of supervisors, in resolutions clearly state the number of members of the Management Board, supervisory board members are scheduled to elect the supplement;
3. The list of candidates for membership of the Board (which stated the title candidate Board members independent of management, if applicable), member Supervisory Board, which must have some content primarily to the following: your full name, current titles, titles projected at the Bank summary, to meet the conditions, criteria for each candidate according to the provisions of Decree 59.
4. personal history (according to the model in annex 1 to this circular), the votes of the judicial history of the candidate.
5. copy of diploma proves the professionalism of the candidates according to the rules.

6. Public report related interests of the candidates as stipulated in article 27 of the Decree 59.
7. The text of the Board of the credit institution approves the Manager in his units was involved as a member of the Management Board of the Bank (in case people are nominated as members of the Management Board of the credit institution to another).
8. Affidavit of person related to the candidate as prescribed in clause 9 Article 5 of Decree 59 (according to the model in annex 2 to this circular);
9. Other documents proving the candidate conditions standard, as stipulated in Decree No. 59 (if available).
10. The case of stateless persons elected Vietnam, in addition to the texts mentioned above, the record also includes criminal Votes (or equivalent value text) by the competent authority of the country of which the alien resided before coming to Vietnam. This voucher must be legalized consuls. Alien cases currently resides in Vietnam from over, 06-enough Votes by the Criminal Justice Department of Vietnam where foreigners are granted residency.
Article 13. Process, procedures for approved list of candidates for membership of the Management Board, supervisory board members 1. Within a period of a minimum of ten (10) working days before the meeting the shareholders General Assembly elects members of the Management Board, the Supervisory Board members, the Bank created the profile (1 set) as defined in article 12 of this circular sent State Bank (through State Bank branch) the proposal, approved the list of candidates.
2. within a maximum of seven (7) working days from the date of receiving the full dossier referred to in paragraph 1 of this article, the State Bank branch is responsible for reviewing, testing procedures, the profile, the conditions as stipulated in Decree No. 59 and this circular. The case resumes ensures the conditions prescribed, the State Bank branch has accepted the candidate list as suggested; at the same time submit the State Bank (through monitoring, inspection bodies) to report. The case review to see the profile and conditions to ensure the provisions of this circular and the provisions of relevant laws, the State Bank branch have guidance documents the Bank made provisions of the law.
Article 14. Standard medical procedures, process titles of Chairman and members of the Management Board, head of Department and member of the Supervisory Board 1. Within a maximum of fifteen (15) working days from the date the shareholder General Assembly elects the members of the Management Board, the Supervisory Board members, the Bank completed the election procedure, the assignment titles in the Board, the Board of control; The Board has the text and the accompanying records suggest the Governor State Bank (through Agency inspections, monitoring) medical standards, the title of Chairman and members of the Management Board, the Chairman and members of the Control Board. The attached profile include: a) the minutes of meetings of the General Assembly of shareholders to elect the members of the Management Board, supervisory board members;
b) resolutions of the Board, resolutions of the Supervisory Board about the vote, assigned to the titles of the Management Board, the Supervisory Board (if any).
c) The above mentioned text from paragraph 4 to Article 10 paragraph 12 of this circular for the members elected.
2. within a maximum of fifteen (15) working days from the date of receipt of the full records of the Bank, the Governor of the State Bank in writing about the decision to elect the titles of members of the Board, Member Board of control as proposed by the Bank. The case of the Governor not additional or required medical standard profile, the text must clearly state the reason.
3. within a maximum of 30 days from the day the Governor of the State Bank signed written request additions, the Board had complete responsibility for bank records submitted State Bank. The case of the Board does not perform the addition of records time, Governor of the State Bank has no medical standard text for the absence of a full complement of records upon request.
4. Since the time of receipt by the Governor of the State Bank of non-standard medicine titles according to the proposal of banks, Board members, Committee members will not continue to perform the duties of the position.
5. for the cases referred to in paragraph 4 of this article, the Bank should conduct the procedures for electing the members of the Management Board, supervisory board members if not sure number of members according to regulations.
Article 15. The recommended procedure for record bank to appoint the Director General 1. Before the appointment of the Director General, the Board has included text records suggest the State Bank branch to approve the expected personnel appointed as General Director, which must have a minimum of content: the reason for appointment; confirm who was appointed to the position Of Director, sure enough the standards, the conditions as stipulated in Decree No. 59. The attached profile include: a) the agreement of principle between the Bank and the expected appointment as Director General of the who position Of Director at the Bank, which stated the deadline took on the title of ceo.
b) the texts referred to in paragraph 4, 5, 6, 8 and 9 Article 12 this circular with regard to the expected appointment as General Director.
c) where the person to be appointed who have no nationality Vietnam, in addition to the texts mentioned above, the record also includes:-slip the criminal provisions in paragraph 10 article 12 this circular;
-Passport valid for at least 6 months from the date of submission and other documents to prove this person will be residing and working in Vietnam if the Bank approved.
2. within a maximum of five (5) working days from the date of receiving the full dossier referred to in paragraph 1 of this article, the State Bank branch is responsible for reviewing, appraising records, under the conditions stipulated in Decree No. 59 and this circular. The case make sure the prescribed conditions, the State Bank branch has accepted the expected personnel appointed as General Director of the proposal; at the same time submit the State Bank (through monitoring, inspection bodies) to report. The case review to see the profile and conditions to ensure the provisions of this circular and the provisions of relevant laws. State Bank branch has no approved text (reason) or guide the Bank made provisions of the law.
3. After you have accepted the principle of a State Bank branch, the Bank Board decides to appoint the Director General.
4. the Director-General to start implementing the mission when the Board has decided to appoint the Director General and the takeover of work; responsible individuals with respect to their duties in time.
5. within a maximum of five (5) working days from the date of appointment of the Director General, the Board has the text and the accompanying records suggest the Governor State Bank (through Agency inspections, monitoring) medical standards, the title General Manager. The attached profile include: a) the decision of the Board on the appointment of the new Director General titles;
b) the documents referred to in points a, b, c paragraph 1 of this article;
6. within a maximum of ten (10) working days from the date of receipt of the full records of the Bank, the State Bank Governor writing to decide on the title Director General health standards as proposed by the Bank. The case of the Governor not yet standard y, not y or standard text stating the reason.
7. The case of the Governor of the State Bank non-y standard title Of Director as proposed by the Bank, the incumbent President will not be continuing the work done since the time of receipt of State Bank Governor not to this appointment.
8. where the Director General was appointed, within fifteen (15) days before the term of the Director General, the Board has included the text of resolution of the Board, the report of the State Bank Governor and Director of State Bank branch about the appointment. The decision of the medical standards, the title Director General for appointment continued to be effective in the new term, except in the case of the Governor of the State Bank have written not to re-appoint or lost as Director General of course or is the Board dismissed Mission, or suspended under the provisions of the current law.
Section 4 of the medical STANDARDS, PERSONNEL APPOINTMENT of JOINT STOCK COMMERCIAL BANKS by the STATE OWNS over 50% of the CHARTER CAPITAL article 16. Processes, procedures, medical standards the titles of members of the Management Board, the Supervisory Board members, the Director General 1. Before conducting the meeting of the General Assembly of shareholders a minimum of thirty (30) days, the Board of the Bank must inform the shareholders have the right to attend the meeting of the General Assembly of shareholders regarding the number of members is expected to be elected to the Board, the Board of control; in which the expected number of members of the Board of the independent (the case not yet elected members of the Board are independent or not enough for at least 2 members according to regulations); at the same time announce the conditions, standards must meet for the title was elected to the nominated shareholder who holds this titles under the provisions of the law.
2. The General Director of joint-stock commercial bank owned by the State on 50% of the Charter capital must be members of the Management Board and members of the Board by the Governor of the State Bank to join the candidate (called members of the Board and ceo).
3. The owner of the stake of the State (represented by the Governor of the State Bank) sent the nomination of members of the Management Board, members of the Management Board and ceo, members of the Board of control was carried out according to current regulations.

4. On the basis of the list of nominees of shareholders with respect to the Office, the Board assessed the conditions and standards; make a list of candidates for the title expected vote. The case is not enough number of nominations, nominee for Board members (including Board members), the Control Board members or candidates does not guarantee eligibility, the prescribed standard, the Board will nominate additional candidates the alternative, for the title.
For candidates who do not guarantee the conditions prescribed, the Board reported to shareholders or groups of shareholders to nominate this candidate knows the reason.
5. After the establishment of the list of candidates, the Board has recommended text State Bank (via Service personnel) consider, approve this list. The recommended procedure for record, the Bank approved a list of candidates to follow the current regulations on the work of officers.
6. The General Assembly of shareholders to decide on the number of members of the Management Board, supervisory board members are elected and proceeded to elect the person named in the list of candidates has been approved by the State Bank in paragraph 4 of this Article. The Bank may set up the list of nominees and proceed to elect Board members own independence. In this case, the elected members of the Board are conducted independently as the elected members of the Board.
7. members of the Management Board, members of the Management Board and ceo, members of the Control Board began the task since the shareholders General Assembly elected this titles and taking over the work; responsible individuals with respect to their duties in time.
8. within a maximum of fifteen (15) working days from the date the shareholder General Assembly elects the members of the Management Board, members of the Management Board and ceo, Control Board members, the Bank completed the election procedure, the assignment titles in the Board , The Control Board; The Board has the text and the accompanying records suggest the Governor State Bank (through Agency inspections, monitoring) medical standards, the title of Chairman and members of the Management Board, members of the Management Board and ceo, head and members of the Control Board. The attached profile include: a) the minutes of meetings of the General Assembly of shareholders to elect the members of the Management Board, members of the Management Board and ceo, members of the Control Board;
b) resolutions of the Board, resolutions of the Supervisory Board about the vote, assigned to the titles of the Management Board, the Supervisory Board (if any).
c) The above mentioned text from paragraph 4 to Article 10 paragraph 12 of this circular for the members elected.
9. within a maximum of fifteen (15) working days from the date of receiving the full profile of the Bank stated in paragraph 7 of this article, the State Bank have written decision about medical standards the titles of members of the Management Board, members of the Board and ceo Control Board members, as proposed by the Bank. The case of the Governor not additional or required medical standard profile, the text must clearly state the reason.
10. next process is done according to the provisions in clause 3, clause 4, clause 5 article 14 of this circular.
Article 17. Profile, the procedure of appointment, dismissal, Deputy General Director, Chief Accountant of the Bank Board appointment, dismissal, Deputy General Director, chief accountant after the approval of the State Bank. The recommended procedure for record State Bank approval made prevailing regulations of Bank about the work of the officers.
Section 5 of the medical STANDARD, appointed PERSONNEL of COMMERCIAL BANKS by the STATE OWNS 100% of the CHARTER CAPITAL Article 18. Process, procedures for appointment, medical standards the titles of members of the Management Board, the Supervisory Board members, the Director General, Deputy Director, Chief Accountant 1. The General Director of joint-stock commercial bank by State owned 100% of the Charter capital must be members of the Board (known as members of the Board and ceo).
2. State Bank Governor appointment, resignation and recall of members of the Management Board, members of the Management Board and ceo, member Supervisory Board, Deputy Director, Chief Accountant.
3. the required base management, State Bank Governor appointed by the decision, dismissing the Papacy, who represented himself as a member of the Management Board, members of the Management Board and ceo, Control Board members without comments on the recommendation of the Board of the Bank.
4. sequence, procedures, records suggest that the Governor of the State Bank (through Service Organization officers) the appointment, resignation and recall of members of the Management Board, members of the Management Board and ceo, member Supervisory Board, Deputy Director, Chief Accountant made according to the current rules on the work of officers.
5. Decides to appoint the members of the Management Board, members of the Management Board and ceo, Member Board of Governor of the State Bank also decided this titles of medical standards.
Item 6 OTHER PROVISIONS article 19. Dedicated Control Board members 1. Dedicated Control Board member Board of control permanent work between the sessions of the Board and is responsible for one or more of the tasks assigned by the Board of control 2. Dedicated Control Board members are not at the same time assume the Office, working at other credit institutions.
3. Control Board regulates the working mechanism and specific duties, the responsibility of each Member of the Supervisory Board are dedicated.
Article 20. Dismissed, of course, lose the status of members of the Management Board, supervisory board members 1. Within a maximum of fifteen (15) working days from the day the President of the Board being naturally take as prescribed in clause 1 Article 23 of Decree 59, the members of the Management Board is responsible for the Organization of the meeting of the Board members to elect a Chairman of the Board.
2. within a maximum of fifteen (15) working days from the date the Secretary of the Board of control was naturally take as prescribed in clause 1 Article 23 of Decree 59, the Control Board members have a responsibility to the organization meeting of supervisory board members to elect a head of the Board of control.
3. within a maximum of sixty (60) days from the date of the application for the resignation of the Chairman of the Board, the Board is meeting to consider the decision and the procedure of dismissal and elected Chairman of the Board.
4. within a maximum of sixty (60) days from the date of the application for the resignation of the head of supervisory board, the Supervisory Board is meeting to consider, decide and proceed with the procedure of dismissing and electing the Chief control instead.
5. after the Bank elected Chair of the Board, head of the new Control Board under the provisions of this Article, the Board has proposed text to State Bank Governor (through Agency inspections, monitoring) medical standards Office, accompanied by the resolution of the Board of the elected Chairman of the Board or of resolutions of the Supervisory Board of the Chief elected control.
6. for the cases dismissed, mission members of the Management Board, supervisory board members in accordance with paragraph 1 article 24 of Decree 59, the Board may hold meetings extraordinary shareholders General Assembly or the Assembly of shareholders near for the decision.
7. The dismissal, mission President of the Management Board, members of the Management Board, members of the Management Board and ceo, head of the Supervisory Board, Member Board of joint-stock commercial bank owned by the State on 50% of the Charter capital is made according to the provisions of this Article after the approval of the State Bank. The recommended procedure for record State Bank approval made prevailing regulations of Bank about the work of the officers.
Article 21. Replace the General Manager in case of emergency 1. Within a period of one (1) working day from the date the Director General be determined naturally take as prescribed in clause 1 Article 23 of Decree 59 or as specified in clause 8 article 16 of this circular, or been dismissed, recall when no replacement, the Board must have decided elections now a Deputy Managing Director of banking operations to ensure stable operation, the Bank constantly and have written the State Bank report (through Agency inspections, monitoring and State Bank branch). The Bank executives personally responsible for tasks in time assumed this task.
2. within a maximum of sixty (60) days from the date the Director General were naturally lose, were dismissed, the Mission in paragraph 1 of this article, the Board should conduct the procedure recommended to State Bank Governor appointed or to appoint a new Director-General as a rule.
Article 22. The meeting of the Supervisory Board 1. Control Board meetings periodically at least once each quarter and may convene an extraordinary meeting to promptly resolve the irregular work.
2. Control Board Chief to convene extraordinary meetings as proposed by: a) for at least 2 members of the Board of control;
b) Director of State Bank branch (for joint-stock commercial bank, except for joint stock commercial banks by the State owns over 50% of the Charter capital); The Governor of the State Bank (for the type of banks).
c) other cases specified by the Bank from 3. The Board of control issued an internal regulation of the content (other than the content referred to in paragraph 1, item 2 of this) are related to control board meetings (Notification Protocol, to convene a meeting, organizational meetings, practices, meeting minutes, taking the comments of the members in writing) on the basis of the provisions with regard to the meeting of the Board referred to in Article 49 , Article 50, article 52 of Decree 59.
Article 23. The other issue related to the tasks and powers of the Management Board, the Supervisory Board

1. The Management Board, the Supervisory Board is responsible on matters related to internal audit, test systems, internal control within the range specified in decision No. 36/2006/QĐ-NHNN dated Jan. 12/8/2006 by the Governor of the State Bank, enact regulations check , internal control of credit institutions and decision No. 37/2006/QĐ-NHNN dated Jan. 12/8/2006 State Bank Governor's issued internal audit regulation of credit institutions.
2. in case the Bank has not had a member of the Board of independence, when the Board took the comments of members of the Board in writing according to the provisions of article 51 of Decree 59, Secretary of the Board and record-setting tally tally under the supervision of at least one control board members.
3. for members of the incumbent Board has to ensure standards, provided that the members of the Board are independent as defined in article 22 of Decree 59, can be re-elected as a member of the Board of the Bank's independence. A individuals as members of the Board are independent 02 term of the Board of a bank.
4. The Board of the Bank internal regulation of the Board of management and the internal regulations relevant to the Organization, management and operation of the Bank within the scope of the authority of the Board in accordance with the provisions of the law and Decree No. 59.
5. The Board of commercial banks by the State owns 100% of the Charter capital is responsible for proposing recommendations with the Governor of the State Bank on issues of jurisdiction decided by the owner specified in article 56 of Decree 59. Pursuant to the proposed content, opinion of the Board, the owners (represented by the Governor of the State Bank) review, decided by the authority.
Chapter III CAPITAL; PURCHASE, SALE, TRANSFER OF SHARES;
 ACQUISITION of SHARES of CAPITAL CONTRIBUTION MEMBERS section 1 CHARTER CAPITAL article 24. The Bank's Charter capital 1. Capital is capital that was the real owner of the level or which are the shareholders, members and real capital contribution stated in the Charter of the Bank.
2. the Bank's Charter Capital may be increased from the following sources: a) the Supplemental Reserve Fund capital; Equity surplus funds; profit and other funds under the provisions of the law;
b) issued stock to the public, individual stocks;
c) transition from the bonds convert into common stock;
d) due to Capital owners, members further capital contribution;
DD) other sources as provided by law.
Article 25. Change the level of capital 1. The text approved the change of the Bank's capital levels in effect within a period of 12 months from the date of signing. The case of the capital increase has not completed in the time limit, if the shareholders General Assembly (for the joint stock commercial bank) or the owner (for 100% foreign-owned bank to be held in the form of a limited company members) or the Board (for the Bank to be held in the form of limited liability company two members) through changing increase of capital projects have been approved by the State Bank, the text on the legal effect.
2. After you complete the change of the level of capital, banks have written the State Bank report (through monitoring, inspection bodies) of the results of change capital, attach a copy of the business registration certificate of the level of the new capital. With regard to joint stock commercial bank, in addition to the texts mentioned above, include a list of shareholders; at the same time send a State Bank branch to the entire paragraph.
Section 2 CHANGE CAPITAL of JOINT STOCK COMMERCIAL BANK Article 26. Records suggest the Central Bank approved the increase in the Charter capital of a joint stock commercial bank.
1. The text proposed is increasing the Charter capital of the Bank, which stated the reason, the need of increasing the Charter capital.
2. Resolutions of the General Assembly of shareholders approved the capital increase.
3. capital increase approach has been the General Assembly shareholders, which are stated to be the minimum of the following: a) changing needs capital levels (stating the use of which for each respective needs);
b) expected business activity plan after change capital, which stated the indicators, including: the level (the absolute number and proportion) the growth of assets, credit, mobilize deposits of customers; deposits and loans of credit organizations; the guaranteed rate of safety in the operation of the Bank; the rate of profit after tax on average equity (ROE), the rate of profit after tax on average total assets (ROA);
c) plans to increase Charter capital is stated to be the minimum of the following content: (i) the total capital level is expected to increase further; The sources used to increase the Charter capital;
(ii) in case of capital increase from its shares to the public or individual stocks:-the expected release in years;
-Release schemes for each batch, including the content: the type of stock issued, the types of objects to be bought; the price offered for each type of object (unspecified cases, the burn is not yet determined, but the price of the shares offered for sale must conform to the regulations of the corporate law), the time of release, and the conditions relating to the rights and obligations of each type of object (if any);
(iii) the case of capital gains from the conversion of convertible bonds into common shares:-information on the issuance of convertible bonds, includes: total value of bonds issued, the release, the term of the bonds, the interest rate, conversion rate bonds bonds into stocks, the object released , plans to convert the bonds into shares;
-Information on the proposed bond conversion, includes: total value of bonds have been converted into stock in the period before and the time switch (if available), the total value of the bonds was offered this semester conversion, the conversion rates the bonds into shares, the conversion time.
(iv) expected changes in the structure and rate of equity of the shareholders owning shares critical level, shareholders are members of the Management Board, the Supervisory Board members, the Director General of the Bank after each change in the level of capital (if any).
4. The report lists existing shareholders own stock level, shareholders are members of the Management Board, the Supervisory Board members, the Director General of the Bank, including the following: name, address, shareholders number of shares of each type, the total number of shares, the proportion owning shares compared with total capital of the Bank.
5. With regard to the case of capital increases from its shares to the public or individual stocks, in addition to the documents mentioned above, the record also includes the following text: a) text recommended buying shares of shareholders owning key stock levels expected to buy shares of the Bank (according to the model in annex No. 3 to shareholders was held or no. 4 for shareholders as individuals);
b) text recommended buying shares of the members of the Management Board, the Supervisory Board members, the Director General is expected to purchase shares of the Bank (according to the model in annex No. 4).
Article 27. Buying back stock reduces the capital for joint stock commercial bank 1. The acquisition of the shares of the main Bank must be approved if the State Bank which leads to reduction of capital.
2. Conditions for the Bank to be bought back shares: a) the conditions prescribed in article 40 of Decree 59;
b) business continuity with interest in the adjacent year two years suggested buying back shares and no estimated losses;  
c) Not being the State Bank sanctioning administrative violations in the field of money and banking activities in the two years up to the time of the proposed State Bank approves the acquisition of shares.
Article 28. Records suggest the State Bank to approve the acquisition of shares reduces the capital of joint stock commercial bank 1. The Bank's proposed text, which States a minimum of the following: a) reason to buy back shares, the method of acquisition, the purchase price back, the object was acquired, the percentage of shares acquired compared with capital, the procedure and the time of payment to shareholders;
b) reviews the impact of the reduction of registered capital to the Organization and operation of the Bank.
2. The resolution of the meeting of the General Assembly of shareholders through the reduction of the Charter capital of the Bank.
3. capital reduction approach has been the General Assembly of shareholders including the following principal contents: a) detailed the contents defined in art. 1 of this article;
b) content referred to in point b of paragraph 3 to article 26 of this circular for cases of capital reduction.
4. List of shareholders holding critical stock levels, list of members of the Management Board, supervisory board members and executives of the Bank before and after capital reduction, which States the following information: – for individuals: Personal Name, ID or passport number or other legitimate authentication , on level, where level;
-For organization: organization name, address, headquarters of the business registration certificate, date of issue, where the level; the representative shares of shareholders, number of identity card or passport or other legal endorsement, on level, where level;
-The number of shares owned, value of shares ownership, stock ownership rate compared to the capital before and after the capital reduction.
5. List of shareholders sell shares back to the Bank with the information of shareholders stipulated in paragraph 4 of this Article (the case of the acquisition of shares of a number of shareholders).
Article 29. Process, the procedures to approve the change in the level of capital of joint stock commercial bank 1. Joint-stock commercial bank established records (2 sets) according the sending Bank (through State Bank branch). Joint stock commercial bank by the State owns over 50% of the Charter capital set records (1 set) according to the rules of sending State Bank (through monitoring, inspection bodies).
2. within a maximum of ten (10) working days from the date of application of the joint stock commercial bank as defined in paragraph 1 of this article, the State Bank branch is responsible for: a) appraisal of records as prescribed in this circular;

b) reviews ways to change the level of capital: effectively, the impact of changing the level of capital for the Bank's activity, the need of changing the level of capital;
c) where banks buy back shares leads to reduced capital: reviews the Bank meet the conditions of the commercial bank under the provisions of clause 2 article 27 of this circular;
d) report in writing to State Bank Governor (through Agency inspections, surveillance) results evaluation profiles, reviews of conditions in which specific opinion stated about the need of changing the capital level, efficiency, impact of changing capital level; have to agree, disagree with the suggestion of the Bank.
3. within a maximum of ten (10) working days from the date of the text report on the change of the level of capital stock of the bank branches listed in point d item 2 this and accompanying records, inspection agency, responsible for monitoring opinions related units (monetary policy) , evaluation, General and Governor of the State Bank.
4. within a maximum of fifteen (15) working days from the date of receipt of the full profile of joint stock commercial banks by the State owns over 50% of the Charter capital as specified in paragraph 1 of this article, the Ombudsman, the agency responsible for monitoring opinions related units (monetary policy) , evaluation, General and Governor of the State Bank.
5. within a maximum of five (5) working days from the date of the inspection agency's Newspaper, the monitor, the Governor of the State Bank have written approval or disapproval recommendation to change the Bank's capital level; the case is not approved, the text reply stating the reason.
Category 3 CHANGE CAPITAL of VENTURE BANK, 100% foreign-owned BANK in article 30. Records suggest that approved the change of the Bank's capital levels, 100% foreign banks 1. Text of the proposal is to change the Bank's capital levels, which stated the reason, the need of changing the level of capital;
2. The decision of the owner (for 100% foreign-owned bank to be held in the form of a limited company members) or the resolution of the Board (for the Bank to be held in the form of limited companies from two members) approved the change of the Bank's capital level;
3. the written commitment of capital contribution of members (for the joint venture Bank, the Bank of 100% of capital held in the form of limited companies from two members);
4. Option to change the level of capital was the owner (for 100% foreign-owned bank to be held in the form of a limited company members), Management Board (for the Bank to be held in the form of limited companies from two or more members) are stated to be a minimum of the following contents : a) changing needs capital levels (stating the use of which for each respective needs); the sources used to increase the Charter capital;
b) content referred to in point b of paragraph 3 to article 26 of this circular.
Article 31. Process, the procedures to approve the change of the Bank's capital levels, 100% foreign banks 1. The Bank created a profile (1 set) as stipulated in article 30 of this circular sent State Bank (through monitoring, inspection bodies).
2. within a maximum of twenty (20) working days from the date of receipt of the full profile of the Bank referred to in paragraph 1 of this article, the Governor of the State Bank have written approval or disapproval recommendation to change the Bank's capital level; the case is not approved, the text reply stating the reason.
Section 4 ACQUISITION of CAPITAL CONTRIBUTED by a MEMBER of the BANK'S VENTURE CAPITAL CONTRIBUTION, 100% foreign-owned BANK to BE HELD in the FORM of LIMITED COMPANIES FROM TWO MEMBERS to article 32. Condition to the bank acquired equity capital contribution of members 1. The Bank acquires shares of members, which must be approved by the State Bank in writing.
2. eligibility: a) the conditions prescribed in paragraph 7 to article 68 of Decree 59;
b) business continuity with interest in the adjacent year two years suggested buying back shares and no estimated losses;
c) Not being the State Bank sanctioning administrative violations in the field of money and banking activities in the two years up to the time of the proposed State Bank approved to buy back shares of the members.
Article 33. The recommended procedure for record, the Bank approved the Bank buy back equity capital contribution of members 1. Records suggest the Central Bank approved the acquisition of the bank capital contributed by a member which: a) the text of the proposed Bank, which States a minimum of the following:-the reason for buying back shares, method of acquisition, the purchase price, the sale, the object acquires capital than capital procedure and time payment for membership.
-Reviews the impact of the reduction of registered capital to the Organization and operation of the Bank.
b) resolutions of the meeting members had approved the acquisition of capital contributed by a member which reduce the Charter capital of the Bank.
c) plans to buy back shares were members had unanimously adopted, including a minimum of the following:-detailed the contents specified in point a of this paragraph;
-The content referred to in point b of paragraph 3 to article 26 of this circular;
-List of members, which before and after capital reduction, which stated the organization name, legal representative, business registration number, date of issue, where the level; the value of capital contributions, the rate of capital versus capital before and after the capital reduction.
2. Processes, procedures for proposed State Bank approved the acquisition of the bank capital contributed by a member which: a) the bank file (1 set) send the Bank (through monitoring, inspection bodies).
b) within a maximum of twenty (20) working days from the date of receipt of the full records of the Bank as defined in point a of this paragraph, the Governor of the State Bank have written approval or decision not to approve the Bank acquires shares of capital contribution of members; the case is not approved, the text reply stating the reason.
Section 5 TRANSFER of SHARES Article 34. The transfer of shares in the case must be approved by the State Bank of 1. For stock transfer transactions prescribed in paragraph 3 Article 36 of Decree 59: State Bank branch approves the transfer transactions of shares of joint stock commercial bank; State-approved bank transfer transactions of shares of joint stock commercial banks by the State owns over 50% of the Charter capital.
2. The level of traded shares is the major traded shares of shareholders owning 5% or more voting.
3. With regard to supplement Bank stock: the transfer of shares made in accordance with the provisions of the law on securities and stock market; at the same time the members of the Management Board, the Supervisory Board members, the Director General should ensure ownership of shares prescribed in paragraph 4 to article 36 of Decree 59.
4. within five (5) working days from when making stock transfer transactions prescribed in paragraph 3, paragraph 4 Article 36 of Decree 59, banks (including the Bank has listed securities) have written a report on the transfer of shares to send the State Bank branch (for joint stock commercial bank) or the State Bank (for banks trading of the shares the State owns over 50% of the Charter capital).
Article 35. Stock transfer records in the case must be approved by the State Bank of 1. The text suggested by the Board, which has a minimum of the following content: object assignment, the assignee of the shares; number of shares transfer, the total face value of shares transfer, the rate of transfer of shares denominations than the capital.
2. List of shareholders holding critical stock levels before and after the transfer, which stated the new shareholders holding critical stock levels after the assignee. The list of shareholders including the information:-individual shareholder's name, ID number, date of issue, where the level;
-Institutional shareholder Name, address of head office, business registration number, date of issue, the issuer, the shareholder representative is held, number of identity card, passport or other legal endorsement;
-The number of shares owned, the total face value of shares ownership, ownership rate than capital.
3. The text proposed was the transfer of shares between the parties, which must raise a minimum of information transfer and party-party assignee as follows: – for individuals: Personal Name, ID or passport number or other legitimate certificate, date of issue, where the level;
-For organization: organization name, address, headquarters of the business registration certificate, date of issue, where the level; the representative shares of shareholders, number of identity card or passport or other legal endorsement, on level, where level;
-Number of shares transfer, the total face value of shares the transfer;
-The number of shares owned, value of shares ownership, stock ownership rate compared to the capital before and after the assignment, the assignee;
-Expected trading day;
-Signature of the two parties (specify name).
4. the relevant declaration of the transfer of shares (Appendix 2).
5. where the parties to the assignee of the shares is held, foreign individuals: follow the provisions of Decree No. 69/2007/ND-CP of the Government on 20/4/2007 on the foreign investors who buy shares of commercial bank of Vietnam (Decree No. 69) and circular No. 01/2007/TT-NHNN of State Bank on 29/11/2007 guidelines for implementing some of the content Decree No. 69/2007/ND-CP dated 19/4/2007.
Article 36. Process, the procedure recommends the State Bank approved the transfer of shares

1. joint-stock commercial bank established records (1 set) according to the rules of sending State Bank branch. Within a maximum of seven (7) working days from the date of receiving the full records as defined in article 35 of this circular, the State Bank branch is responsible for the review, appraisal records; the decision to approve the transfer of shares of shareholders or have text requires additional bank records, explain the less obvious content on file or do not approve the transfer. The case of the State Bank branch not approved (if it deems the transfer of shares has the risk of causing instability in the banking operations), replying to a text stating the reason.
2. joint-stock commercial bank owned by the State on 50% of the Charter capital set records (1 set) according to the rules of sending State Bank (through monitoring, inspection bodies). Within a maximum of seven (7) working days from the date of receiving the full records as defined in article 35 of this circular, the State Bank has accepted the transfer of shares of shareholders or have text requires additional bank records, explain the less obvious content of records or documents are not accepted. The State Banking case not approved (if it deems the transfer of shares has the risk of causing instability in banking activities), the text reply stating the reason.
Article 37. Perform the transfer dealings of shares with respect to members of the Management Board, the Supervisory Board members, General Director of joint-stock commercial bank 1. Before performing the transactions prescribed in paragraph 4 to article 36 of Decree 59 a minimum of fifteen (15) working days, the Board of the Bank have written reports of the State Bank (commercial bank for the shares owned by the State on 50% of the Charter capital) or State Bank branch (for joint stock commercial bank) , which stated the following: – for individuals: Personal Name, ID or passport number or other legitimate certificate, date of issue, where the level;
-For organization: organization name, address, headquarters of the business registration certificate, date of issue, where the level; the representative shares of shareholders, number of identity card or passport or other legal endorsement, on level, where level;
-The number of shares owned, the total face value of shares ownership, stock ownership, the percentage of the total face value of shares transfer compared with capital at the present time;
-The number of shares owned, the total face value of shares ownership, stock ownership rate compared with the capital at the time of the General Assembly of shareholders elected or appointed by the Board of this title;
-Number of shares transfer, the total face value of shares transfer, the rate of transfer of shares compared with the total number of shares owned at the time of the General Assembly of shareholders elected or appointed by the Board of this title;
-Expected trading day;
-The attached report written commitment of the transfer of the shares of compliance prescribed in paragraph 4 to article 36 59 Decree.
2. where the members of the Management Board, the Supervisory Board members, the Director General made stock transfer transactions prescribed in paragraph 3 Article 36 of Decree 59, made according to the provisions in paragraph 4 of Decree 59 36 Articles and the provisions of article 35, article 36 of this circular.
3. in case it deems the risk stake changes cause instability in banking operations, within a maximum of ten (10) working days from the date of receiving the written report referred to in paragraph 1 of this article, State Bank (commercial bank for the shares owned by the State on 50% of the Charter capital) or State Bank branch (for Bank stock trading) have written asking banks not made this transfer transaction and stating the reason. So the time limit on, if there is no required text, considered as the State Bank or State Bank branch does not oppose the transfer of stock transactions by the Bank's proposal.
Chapter IV MODIFICATION, additional RULES, content LICENSE and OPERATION Article 38. Jurisdiction to decide 1. The amendments and supplements the content recorded in terms of organization and operation (hereinafter the Charter), in the operating licence or permit the establishment and operation of the Bank by the Governor of the State Bank (hereinafter licence) which was the Governor of the Bank of State consent in writing.
2. Decides to amend and supplement the Statute of the Bank is an integral parts of Standard Chartered medical decision.
3. Decides to amend and supplement the contents of the license of the Bank is an integral parts of the license.
Article 39. Active duration and extension of the term of operation 1. The duration of the Bank's activity are recorded in the Charter of the Bank and in the license but not exceeding 99 years adjacent from being licensed.
2. Before the end of operation period 180 days minimum, if wishing to continue operation, the Bank can apply to extend the time limit for the operation. The extension of the term of activity of the Bank by the State Bank review each time. Each time the maximum extension by the deadline stated in the operating licence.
Article 40. Records suggest the State Bank to amend and supplement the Statute; approved amendments and supplements the content of license 1. The Bank's proposed text, which stated the reason, the need of changing the content, the license (enclosed Appendix details the content in the current Charter, suggested content be modified, added and legal base to modify, complement).
2. The resolution of the meeting of the General Assembly of shareholders (for the joint stock commercial bank), the decision of owner (for 100% foreign-owned bank to be held in the form of a limited company members), the resolution of the Board (for commercial banks by the State owns 100% of the Charter capital the Bank, to be held in the form of two company members) through the amendments, additional content, license.
3. detailed explanatory text professional nature please deploy, purpose, benefits, risks, the Bank's performance after the duration of the proposed additional services, systems, facilities, information technology, personnel required in the deployment and other related content (Bank case suggest additional content works in paper allowed).
4. Other documents required by the Bank to clarify the proposed additional issues (if any).
Article 41. Process, the procedure recommends the State Bank to amend and supplement the Statute; approved amendments and supplements the content of license 1. With regard to joint stock commercial bank (not including joint stock commercial banks by the State owns over 50% of the Charter capital): a) the bank file (2 sets) according the sending Bank (through State Bank branch).
b) within a maximum of fifteen (15) working days from the date of application specified in point a of this paragraph, the State Bank branch appraisal records, the Governor of the State Bank (through surveillance inspection agency) review, the decision of the medical standards or approved; or the bank instructions in writing done as prescribed by law.
c) within a maximum of ten (10) working days from the date of receipt of the State Bank branch referred to in point b of this clause and the attached profile, inspection bodies, monitoring review, opinions of the relevant units (if they deem it necessary), General and Governor of the State Bank.
2. With regard to the type of other commercial bank (commercial bank State, Bank venture, 100% foreign bank): a) the bank file (1 set) according to the rules of sending State Bank (through monitoring, inspection bodies).
b) within a maximum of twenty-five (25) working days from the date of the proposed text and the attached profile of the Bank referred to in point a of this paragraph, the Agency inspection, monitoring, review, opinions of the relevant units (if they deem it necessary), General and Governor of the State Bank.
3. within a maximum of five (5) working days from the date of the Agency's inspection Sheet, monitoring referred to in paragraph 1, item 2 of this article, the Governor of the State Bank has the text to amend and supplement the Statute; approved amendments, additional content license as proposed by the unit or have a non-standard text y or not approved; case of non-medical or non-approved standard, writing a reply stating the reason.
4. After the Bank approved additional amendments to content license, the Bank conducts business registration procedures, posted the report in accordance with the law. Banks have written the State Bank report (through monitoring, inspection bodies) attached to the certificate of registration of business content modification, Supplement. Joint stock commercial bank stipulates in paragraph 1 of this article at the same time submit a report to the State Bank branch.   
Chapter V RESPONSIBILITIES of the RELEVANT UNITS of Item 1 Article 42 BANK'S RESPONSIBILITY. With regard to the establishment and compliance with the proposed procedure, process State Bank approval, the medical standards 1. To profile a full, valid under the provisions of this circular.
2. After the State Bank has accepted, Standard Bank which issues medical recommendations as specified in this circular, the Bank should conduct business registration procedures, post newspapers and comply with other relevant provisions of the current law.
43 things. Make the report mode

1. At the latest until 31/3 and annually, the Bank sent the State Bank (through Agency inspections, monitoring) reports a list of the key staff of the Bank, including: President, Vice President, Director of the Exchange, Branch Manager, Director, Chief Accountant of the Bank and the other executive positions as defined in the Charter of the Bank; with the text, the proven record to meet the standards, the conditions specified in paragraph 4 of Decree 59-21 Things for the new case was appointed as compared with the previous reporting period. Joint stock commercial bank at the same time send this report to the State Bank branch.
2. The State Bank report (through monitoring, inspection bodies) changes related to the structure, assigned the duties of the Management Board, the Supervisory Board of the Bank within a period of five (5) working days from the date of arising of change. Joint stock commercial bank at the same time submit a report to the State Bank branch. 
3. report the transfer of shares of the members of the Management Board, supervisory board members and the Director General specified in clause 5 Article 36 of Decree 59, attach related documents of State bodies are competent to decide on the transfer of shares.
4. Prepare a report with regard to the other issue under the provisions of this circular.
5. joint stock commercial bank State Bank report (inspection bodies, monitoring and State Bank branch) the situation of shareholders structure, stock ownership rate (according to the model in annex No. 5) at the time of the June 30 and December 31 every year and within 30 days from the date of reporting.
Item 2 STATE BANK BRANCH in the PROVINCE, the CITY Article 44. Attend meeting of the General Assembly of shareholders of joint stock commercial bank 1. State Bank of India branch is responsible for the election of officers authorized to attend the meeting of the General Assembly of shareholders of the Bank (except for joint stock commercial banks by the State owns over 50% of the Charter capital); follow the passage of the resolution of the general shareholders meeting and the resignation, recall, elected to the position of members of the Management Board, the Supervisory Board members.
2. within a maximum of fifteen (15) working days after the meeting of the General Assembly of shareholders, the Board of the Bank must send the State Bank branch to the resolutions of the General Assembly of shareholders.
Article 45. Receive, consider and decide on the transfer of shares in joint-stock commercial bank State Bank of India branch is responsible to receive, consider and decide whether to approve the transfer of shares of shareholders of joint stock commercial bank under the provisions of article 34, article 37 of this circular.
Article 46. Receive, consider and handle the records suggest the State Bank approval, the medical standards of the changes of joint stock commercial banks according to the assigned authority after receiving the text of the joint stock commercial bank approved proposal, the standard of medicine prescribed matters, within the time limit specified in this circular , Director of the State Bank branch has the responsibility to: 1. Review, evaluation procedures, the profile, the conditions as prescribed in this circular;
2. is there a written request, additional bank records, modify the content if it deems the record, yet conditions ensure prescribed in this circular; the report of the State Bank Governor suggested guidelines (if found necessary).
3. report in writing to the State Bank Governor (through monitoring, inspection bodies), which reviews to meet the conditions, the Bank's record, stating the views of State Bank branch, the Governor of the State Bank review, decide to accept or standard of medicine. Article 47. Test, inspection, monitoring, after the Governor of the State Bank has accepted medical standards, the problem of joint stock commercial bank headquartered in the State Bank, the branch is responsible for monitoring, testing, inspection, monitoring the banks made the content has been approved standard, y within the jurisdiction assigned to it. The case of the troubled bank in deployment or do not comply with the provisions of the law, the State Bank reported writing branch Governor State Bank, which had proposed measures for handling these issues stuck.
Article 48. Reviewing the report State Bank branch to check the reports of joint stock commercial bank stated in article 43 of this circular. After examining the case, the information stated in the Bank's report has not been accurate, yet consistent with the requirements of this circular, the State Bank branches are responsible to request bank statements or explanations. After the case has been checked, the information in the Bank's report is accurate, consistent with the provisions of this circular, the State Bank branch reported that the Governor of the State Bank (through Agency inspections, surveillance) results and attach the relevant report.
Section 3 INSPECTION AGENCY, BANK SUPERVISION Article 49. Look, the Governor approved the decision, the standard of health of the Bank's proposed changes after receiving the text of the State Bank branch or the Bank's proposed text and the attached profile, according to the procedures specified in this circular, the Agency inspected responsible for monitoring, evaluation, opinions of related units as prescribed in this circular, the General and the Governor of the State Bank of the decision:-Have accepted medical standards, the Bank's proposed changes; or-there's written request the Bank State branch or additional bank records, explain the unclear content; or-have text refused, stating the reasons.
Article 50. Test, inspection, monitoring, after the Governor of the State Bank has accepted medical standards, the problems at the suggestion of the Bank, the Agency inspectors are responsible for monitoring, tracking, test, inspect, supervise the banks made the content has been approved, the medical standards mentioned above. The case of the troubled bank in deployment or do not comply with the provisions of the law, the Agency inspection, monitoring reports to the State Bank Governor, including proposed measures to handle the issue of jurisdiction.
Article 51. Reviewing the report the Agency inspection, monitoring, reviewing the report of the State Bank branch, the Bank sent according to the provisions of article 43 and article 48 of this circular. After reviewing the case, the information provided in the report of the Bank and the State Bank branch has not been accurate, yet consistent with the requirements of this circular, inspection agency, responsible for monitoring the Governor asked the State Bank branches, bank statements or explanations.
Section 4 OTHER RELEVANT UNITS Article 52. Monetary policy within a maximum of five (5) working days from the date of the proposed text of the inspection agency overseeing banks (include the profile to change the level of Bank's capital), monetary policy is responsible for taking the written opinion , reviews the impact of changing the level of capital to the Bank's activities and the banking system (if any); agree or disagree with the change of the Bank's capital levels sent the Agency inspection, monitoring.
Article 53. Service personnel Guide and coordinate with the State commercial bank made processes, procedures related to personnel holding the titles of members of the Management Board, members of the Management Board-General Director, member Supervisory Board, Deputy Director, Chief Accountant of the Bank's regulations on the work of the officers.
Article 54. Other relevant units within a maximum of five (5) working days from the date of receiving the written recommendation of the Ombudsman, monitoring bodies, relevant units have the responsibility to participate in writing, agree or disagree with the proposal of sending Bank Inspection Agency monitoring.  
Chapter VI IMPLEMENTATION Article 55. Text effect 1. This circular is effective from 25/4/2010.
2. Decision No. 1122/2001/QĐ-NHNN dated Jan. 4/9/2001 of the Governor of the State Bank issued regulations regarding shareholders, shares, stock capital stock of joint stock commercial bank State and people; Decision No. 797/2002/QĐ-NHNN dated Jan. 29/7/2002 amending and supplementing some articles of the decision No. 1122/2001/QĐ-NHNN dated Jan. 4/9/2001 of the Governor of the State Bank; Decision No 20/2004/QĐ-NHNN dated Jan. 4/7/2008 amending and supplementing some articles of the decision No. 1122/2001/QĐ-NHNN dated Jan. 4/9/2001 of the Governor of the State Bank; Decision No 163/2001/QĐ-NHNN dated Jan. 27/8/2001 of the Governor of the State Bank issued the regulation on organization and operation of the Management Board, supervisory board, General Director of joint-stock commercial bank State and people; Decision No. 383/2002/QĐ-NHNN dated Jan. 24/4/2002 of the Governor of the State Bank of issuing the Charter form of commercial bank shares by the State and the people, the most effective.
Article 56. The Organization made State Bank Chief, Chief Inspector, bank supervision, the heads of the relevant units in the State Bank, Director of the State Bank of India branch of the province, the city, the President and the members of the Management Board, the Chairman and members of the Supervisory Board and the General Director of the commercial bank is responsible for the implementation of this circular.