The DECREE on the Organization and operation of the foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ the GOVERNMENT pursuant to the law on organization of the Government of 25 December 2001;
Pursuant to the law the State Bank of Vietnam no. 01/1997/QH10 on December 12, 1997 and amended Laws, supplementing a number of articles of the law on the State Bank of Vietnam number 10/2003/QH11 on 17 June 2003;
Pursuant to the law of credit institutions number 02/1997/QH10 on December 12, 1997 and amended Laws, supplementing a number of articles of the law of credit institutions number 20/2004/QH11 on October 15, 2004-06;
According to the proposal of the Governor of the State Bank of Vietnam, the DECREE chapter I GENERAL PROVISIONS article 1. Scope of this decree regulating the Organization and functioning of the foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam. 
Article 2. The legal application of the Organization and operation of the foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam have to comply with the provisions of the law on credit institutions, the provisions of this Decree and other relevant provisions of the law of Vietnam , in the case of international treaties to which Vietnam signed or otherwise with the aforesaid provisions shall apply the provisions of international treaties.
Article 3. Form of organization 1. Foreign banks are allowed to operate in Vietnam under the form of the following organizations: a) the foreign bank branch;
b) venture Bank;
c) 100% foreign-owned banks.
2. Credit institutions abroad make the capital contribution, purchase of shares of credit institutions operating in Vietnam in accordance with the instructions of the Government and the State Bank of Vietnam (hereinafter the Bank).
3. Credit institutions abroad are placed representative offices in Vietnam.
Article 4. The rights and obligations of foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions and people working in these organizations are protected the rights, legitimate interests and are obliged to comply with the law of Vietnam.
Article 5. Licensing Authority 1. The State Bank's competent authority granted the license to establish and operate joint venture Bank, 100% foreign bank; Open License foreign bank branches, representative offices of foreign credit institutions in Vietnam.
2. State Bank made the licensing under the provisions of this Decree, the relevant provisions of the law of Vietnam.
Article 6. State management, inspection, monitoring, 1. The State Bank is performing State management functions, organizational monitoring, inspection and operation of the foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam.
2. Ministries, ministerial agencies, people's committees of all levels within the mission, his powers are responsible for the governance of the foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam under the provisions of the law.
Article 7. Explanation of terms In this Decree, the terms below are interpreted as follows: 1. "foreign bank" is the organization established under the law of a foreign country, have mostly and regular activity is the activity of the Bank. 
2. "Bank" is a foreign bank that owns over 50% of the capital stock of 100% foreign-owned banks operating in Vietnam or have branch operations in Vietnam.
3. "water resources of" for a foreign credit institution is the country where the foreign credit institution was founded.
4. "foreign bank branch", is the dependence of the mother Bank, does not have legal personality under the law of Vietnam, to be the mother bank guarantee in writing on the responsible for all obligations and commitments of the branch in Vietnam. 
5. "Bank" is a Bank founded in Vietnam, with which Vietnam party (consisting of one or more Bank of Vietnam) and foreign Parties (including one or more foreign bank) on the basis of joint venture agreement. Venture Bank established in the form of limited liability company, is the legal person have its head office in Vietnam, Vietnam. 
6. "100% foreign-owned banks" as the Bank was established in Vietnam with 100% foreign-owned; which must be a foreign bank that owns over 50% of the Charter capital (Bank). 100% foreign-owned bank to be established in the form of limited liability company, is the legal person have its head office in Vietnam, Vietnam. 
  7. "representative offices of credit institutions outside the country" is the dependent of foreign credit organizations, located in Vietnam, operating under a license to open a representative office and the relevant provisions of the law of Vietnam. Representative offices of foreign credit institutions not made business activities in Vietnam.
8. "license" refers to collectively or referred to the type of license: a license to open a branch of foreign bank, license and banking ventures, license and works 100% foreign-owned bank, license to open representative offices of foreign credit institutions by the State Bank.
9. "capital" is the parent bank capital levels for foreign bank branches operating in Vietnam.
10. "capital" is the number which is recorded in the Bank's Charter, the Charter of the Bank 100% foreign capital.
11. "the real value of capital, capital" is determined by capital, the real capital contributions plus (minus) the profit not distributed (losses not yet processed), funds from profit after tax.
12. "transaction" is located outside the headquarters of the foreign bank branch to make a limited number of transactions with the customer in accordance with the State Bank. 
Article 8. Licensing conditions 1. To be granted a license to open a foreign bank branch license and banking ventures, license and works 100% foreign bank, the foreign bank must meet the following general conditions: a) the foreign bank is not serious violation of regulations on bank operations and other legal provisions of the country of resources within 3 years before the adjacent level licenses;
b) foreign banks have experience in international activities, the Organization of the international credit rating rated at levels likely to make financial commitments and normal operation even when the situation, the economic trend change not favorable;
c) foreign banks achieved a safe minimum capital ratio, the ratio of security according to international practices;
d) watchdog, Inspector of water resources made available the ability to monitor all activities of foreign banks on an aggregate basis according to international practices; the collaborative commitment of management, monitoring and exchange of information with the State Bank. 
2. In addition to the General conditions stated in paragraph 1 of this article, to be granted a license to open branches, foreign banks must meet the following conditions: a) the conditions specified in paragraph 2 to article 106 of the law of credit institutions;
b) foreign banks have total assets have at least the equivalent of 20 billion u.s. dollars in the year before the year of application licenses.

3. In addition to the General conditions stated in paragraph 1 of this article, to be granted a license to establish and operate a joint venture Bank, license and works 100% foreign bank, the foreign bank must meet the following conditions: a) the conditions set forth in paragraph 1 to article 22 of the law on credit institutions;
b) foreign bank be competent bodies of water resources of lets join venture Bank established, established 100% foreign-owned bank in Vietnam;
c) foreign banks have total assets of at least the equivalent of 10 billion us dollars in the year before the year please license;
d) foreign banks must have a written commitment with the State Bank of the ready support in finance, technology, management, administration, works for 100% foreign-owned bank, Bank venture; make sure to maintain the real value of capital not lower the level of capital and meet all the regulations on safe operation as defined by the State Bank.
4. To be granted a license to open a representative office, foreign credit institutions must meet the conditions specified in paragraph 3 to article 106 of the law of credit institutions.
Article 9. Procedures and licensing application 1. Application for licensing of foreign banks, foreign credit organizations must establish two sets, one set by the Vietnamese and a Foreign Ministry. The records in a foreign language must be common consular legalization. The Vietnamese copies and translations from foreign languages out of Vietnamese to be certified agency Vietnam confirmed according to the provisions of the law on notary.
2. Pursuant to article 108 and other related provisions of the law on credit institutions, the rules on licensing conditions referred to in article 8 of this Decree, the State Bank for specific instructions on the procedure, the application for license.
3. Within a period of 90 days from the receipt of the full application for a license, the State Bank to grant or refuse to grant the license. In case of refusal to license, the State Bank have text explaining the reason.
Article 10. Content license and modify, supplement the license content 1. State Bank specifies the content license issued to a foreign bank branch, joint venture Bank, 100% foreign-owned banks, representative offices of foreign credit institutions.
2. All amendments, supplements the content license by the State Bank of the decision in writing. The decision of the State Bank of the amendments and supplements the content license is an integral part of the license.
Article 11. The duration of operation 1. The time limit for the operation of foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions are specified in the license and is calculated from the date of signing the license.
2. maximum operating duration of foreign bank branches, Bank venture, 100% foreign-owned bank not exceeding 99 years; the time limit for the operation of foreign bank branches do not exceed term of operation of the parent bank.
3. Term of activity of the representative offices of foreign credit institutions, must not exceed the time limit for the operation of foreign credit institutions.
Article 12. The extension of the duration of operation 1. When there is the need to extend the duration of activities, foreign bank branches, Bank venture, 100% foreign-owned banks are applying for State Bank before ending operation period 180 days minimum, particularly for representative offices of foreign credit institutions before 60 days minimum. Application for extension of the time limit for the operation was established under the provisions of the State Bank.
2. The extension of the time limit for the operation because the State Bank review each time. Each extension of the maximum time limit of earlier activities are specified in the license.
3. Within a period of 90 days from the receipt of the full application for the extension of the time limit for the operation, the State Bank has accepted or rejected the extension of the time limit for the operation. In case of refusal to extend the time limit for the operation, the State Bank have text explaining the reason.
Article 13. Licensing fees and renewal fees for the duration of operation 1. Foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions must pay a licensing fee and the fee for the extension of the time limit for the operation specified by the Ministry of finance. 
2. The procedure of licensing fees and renewal fees for the duration of the operation is done under the guidance of the State Bank.
Article 14. Minimum notice posted 30 days before the scheduled opening day of activities, foreign bank branches, Bank venture, 100% foreign-owned banks must complete the post reported three (3) times in a row on a newspaper of Central and a local newspaper of the seat. Posted content composed mostly of information recorded in the licence, business registration certificate and the projected opening day activities.
Article 15. Opening conditions of operation To inaugurate the operation, foreign bank branches, Bank venture, 100% foreign-owned banks must meet the conditions specified in paragraph 1 Article 28 of law of credit institutions and the regulation of the State Bank. Private foreign bank branches do not have to make inquiries about the Charter defined in art. 1 Article 28 the law on credit institutions.
Article 16. Opening works 1. Within a period of 12 months from the date of license, foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions are launching activities.
2. In no case may the opening of operation within the time limit specified in paragraph 1 above, representatives of foreign banks, by the parties in the venture, foreign credit organizations must have written recommendations please extend the time limit for launching operations to send State Bank before the end of this period a minimum of 30 days.
3. State Bank can consider the extension of the time limit for launching operation but renewed time limit not exceeding six months, particularly for representative offices of foreign credit institutions extended period not exceeding 3 months. 
Article 17. The Charter 1. The content of the joint venture Bank, 100% foreign banks follow paragraph 1 to article 30 of the law on credit institutions and regulation of the State Bank.
2. The Charter of the Bank, 100% foreign bank; as well as any modification, additional rules are only made after the State Bank of the medical standards. Article 18. Languages translations delivered text is official transactions of foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions with individuals, organizations must use Vietnam Vietnamese or Vietnamese and foreign languages at the same time.
Article 19. Management, operating and control 1. Foreign bank branches, Bank venture, 100% foreign-owned banks make the governance, administration and control under section 3 chapter II credit institutions Act, the specific regulations in this Decree and guidance of State Bank.
2. Private foreign bank branches do not have to implement the provisions of article 37, 38 the law on credit institutions; at the same time, the provisions in articles 36, 40 and in the other provisions of the law on credit institutions relevant to the Board or Control Board is also not applicable to foreign bank branches.
Article 20. The system of internal control, test

Foreign bank branches, Bank venture, 100% foreign-owned bank established the system of internal control, test and implement internal control, test as specified in section 4 of chapter II of the law of credit institutions and the Central Bank's guidelines.
Article 21. Operating safety regulations 1. During the operation, foreign bank branches, Bank venture, 100% foreign-owned banks must comply with the rules on the restrictions to ensure the safe operation of the credit institution are specified in section 5 of chapter III of the law on credit institutions, the specific regulations in this Decree and guidance of State Bank.
2. foreign bank branch was made, guarantee loan limit prescribed in article 79 of the law on credit institutions, based on own capital base of the Bank when the foreign bank branch to fulfill the provisions in paragraph 1 above about the limitations to ensure safety and parent bank also meet the guaranteed rate safe according to international practices. 
Article 22. Actual values of the capital, Charter capital 1. Foreign banks, venture banking, 100% foreign bank must guarantee to maintain the real value of the capital of a foreign bank branch, the Bank's capital venture, 100% foreign-owned bank to a minimum by prescribed capital levels.
2. State Bank of concrete regulations on the handling of the case when the real value of the capital of a foreign bank branch, the Bank's capital venture, 100% foreign-owned banks decreased to lower the level of capital. 
Article 23. Transfer of profits, property abroad for The transfer of profits, property transfer abroad of foreign bank branches, 100% foreign bank, the foreign party in the joint venture Bank made under article 112 of the law on credit institutions, the relevant provisions of the law of Vietnam.
Article 24. Finance, accounting, reporting, financial accounting regime, report of foreign bank branches, Bank venture, 100% foreign banks follow the provisions of chapter IV and article 110, article 111 of law of credit institutions, the specific regulations in this Decree and guidance of State Bank.
Article 25. The content must inform foreign bank branches, Bank venture, 100% foreign-owned banks must report in writing to the State Bank of the following: 1. The financial situation, the annual activities of the parent bank, the foreign bank in the venture;
2. The separation, merger, consolidation, acquisition, liquidation, bankruptcy, dissolution of the parent bank, the foreign bank in the venture;
3. Rename, move the headquarters of the parent bank, the foreign bank in the venture;         
4. Change of major shareholders, the Management Board, the Executive Committee of the parent bank, the foreign bank in the venture;   
 5. Any abnormal changes have a major influence on the Organization, the activities of the parent bank, the foreign bank in a joint venture.
Article 26. Inspection, monitoring of foreign parties 1. Monitoring bodies, competent inspectors of the water resources of the Bank, the foreign bank parent, be inspected, inspection activities of foreign bank branches, Bank venture, 100% foreign-owned banks operating in Vietnam. Prior to the inspection, testing, monitoring bodies, inspection of water resources of parent banks, foreign banks, to notify in writing to the Bank in terms of content, time expected to start and finish the inspection, check. 
2. Within a period of 90 days from the end of the inspection, test, mother Bank, foreign banks, foreign bank branches, Bank venture, 100% foreign bank must send inspection reports, test and report to the State Bank results the inspection check.
3. where in the course of the inspection, test, detected the violations, the unusual activities likely to affect the operation of harmful foreign bank branches, Bank venture, 100% foreign-owned bank in Vietnam, the parent bank, the foreign bank must immediately notify in writing to the Bank.
Article 27. Special control, bankruptcy, dissolution, liquidation 1. The special control, bankruptcy, dissolution, liquidation of the foreign bank branch, joint venture Bank, 100% foreign banks follow the chapter V of the law on credit institutions, the specific regulations in this Decree and guidance of State Bank.
2. Before the bankruptcy, dissolution, the end of operation, foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions must follow the regulation of the State Bank and the relevant provisions of the law of Vietnam.
Article 28. Information security and foreign bank branches, Bank venture, 100% foreign-owned bank made the exchange of information and the security of information under the provisions of Chapter VI of the credit institutions Act, the provisions of the relevant laws and guidelines of the State Bank.
Article 29. Independent audit of foreign bank branches, Bank venture, 100% foreign-owned bank to perform independent audits as defined in section 2 Chapter IX the law of credit institutions, the relevant legal provisions and guidelines of the State Bank.
Article 30. Changed the Organization 1. Venture Bank could convert into 100% foreign-owned banks or vice versa.
2. conditions, procedures, records changed the organization specified in clause 1 of this article by the State banking regulations.
Article 31. Reorganized 1. Reorganization of foreign bank branches, Bank venture, 100% foreign banks include: split, split, merger, consolidation, the acquisition must be approved by the State Bank in writing.
2. Records procedure, please share, split, merger, consolidation, acquisition referred to in paragraph 1 of this article follow the regulation of the State Bank.
Chapter II FOREIGN BANK BRANCH Article 32. Active network opening transaction points out the location of the branches of foreign banks follow regulations of the Bank.
Article 33. Moved the location of foreign bank branch 1. Foreign banks are moving the location of the branch in or outside the province, central cities.
2. conditions, procedures, transfer records the location of foreign bank branches by State Bank regulations.
Article 34. Conditions for opening more branches 1. The conditions for foreign banks to open more branches: a) the conditions set forth in paragraph 1, article 8 2 of this Decree;
b) branch or the branch of a foreign bank in Vietnam operate effectively, does not violate the rules of safe in Bank operations.
2. Profile, adds procedures follow the provisions of the State Bank.
Article 35. Use the capital using the capital of foreign bank branches are made according to the regulations of the State Bank.
Article 36. Capital contribution, purchase of shares of foreign bank branch only made the capital contribution, purchase of shares of the enterprises and of other credit institutions when the mother Bank authorization and funding to make capital contribution, purchase of shares. State specific instructions the capital contribution, purchase of shares of the foreign bank branch.
Article 37. Finance, accounting, General report

The case of foreign banks have two or more branches of activity in Vietnam, finance, accounting, report of foreign bank branches in Vietnam including the Declaration, filing and tax is done on an aggregate basis in a foreign bank branch selected and registered with the State Bank.
Article 38. Administrator, operator 1. General Manager (Director) of the foreign bank branch to represent the foreign bank branch before the law, as the person responsible for all activities of the foreign bank branch and operated daily activity according to the tasks, powers consistent with the provisions of the law of credit institutions and the other provisions of the law.
2. the Director-General (Director) of the foreign bank branches do not participate in management, operating credit institutions or other economic organizations.
3. the Director-General (Director) of the foreign bank branch must meet the criteria specified in paragraph 2 to article 39 of the law on credit institutions, by the authorized foreign bank's appointment, dismissal and to be Governor of the State Bank of medical standards. 
4. where the foreign bank has two or more branches of activity in Vietnam and perform financial, accounting, General report, the foreign bank must authorize a Director-General (Executive Director) responsible before the law of all activities of the foreign bank branches in Vietnam. 
Article 39. Active content 1. Foreign bank branch is made the active business of the kind of commercial banks, development banks, investment banks, or of the type of the other banks under the provisions of the law on credit institutions, the rule of law on the activity of the type Bank.
2. State Bank of specific regulations regarding the type and content of the activity in the license issued to a foreign bank branch pursuant to the provisions of the law on credit institutions, in line with the scale, the type, the field activities of the parent bank. Foreign bank branches in Vietnam cannot be made the Bank that services the mother also was not made under the provisions of the water resources.
Article 40. Blockade of capital assets 1. In the event of need to protect the interests of depositors, the Bank can require the foreign bank branches posted a part or the whole of the capital, the assets of the foreign bank branch to the Bank or to a credit institution or other organization in Vietnam State Bank indicated make and manage capital section , that property.
2. State Bank of concrete provisions about cases of State Bank has the right to blockade the capital and assets of the foreign bank branch.   
Article 41. Dissolved, ending the activity of foreign bank branches in Vietnam, the end of operation in the following cases: 1. The expiry of activity: before the expiry of the activity recorded in the 180-day license, not mother Bank applying for renewal or applying for renewal but not State Bank approved;
2. Voluntary termination of activities: in this case, a minimum of 180 days before the expected termination of the activity of foreign bank branches, the Bank must have the recommended single mother sent the State Bank;
3. foreign bank branch license revoked in the following cases: a) in the event of a in cases stipulated in points a, b, e clause 1 Article 28 the law on credit institutions;
b) When there is not enough the conditions prescribed in points b, c, d paragraph 1 Article 28 of the law on credit institutions;
c) ceased operation in continuous time of 12 months.
4. the parent bank is dissolved or went bankrupt.    
Chapter III Article 42 VENTURE BANK. Active network venture Bank was allowed to open a transaction at the headquarters locations; to open a branch, Representative Office, established companies as defined in article 32, 33 of the credit institutions Act and the regulations of the State Bank.
43 things. The Board 1. The Board is the highest leadership body of the Bank. The Board consists of the Chairman, Deputy Chairman and members. The President, the Vice-President and the other members of the Board must be the standard State Bank Governor y. 2. The Board has a minimum of 3 members. The number of members of the Board by the parties to the venture decided on the basis of the amount of capital contributed by foreign Parties and party in Vietnam joint venture Bank. 
3. members of the Board who is reputable, professional ethics and understanding banking activities under the provisions of the State Bank and not the object prescribed in article 40 of the law on credit institutions.
4. The Chairman and the other members of the Board are not authorized for those who are not members of the Board perform the task, their powers. Chairman of the Board is not at the same time is the Director-General (Executive Director) or Vice President (VP) of venture Bank and are not allowed to join the administrator or other credit institutions operating, unless that organization is a subsidiary of the Bank.
5. duties and powers of the Management Board, members of the Management Board and the work of the Board are specified in the Charter of the Bank.
6. The term of Board members by the parties to the joint venture Bank in the deal, but not more than 5 years.
Article 44. Control Board 1. The Board of control of the joint venture Bank has the task of checking the financial operations, monitoring the observance of accounting mode, the safety in operation of venture Bank, performing internal audit activities each period, each sector to assess business activities and the financial situation of the Bank.
2. Control Board of venture Bank has a minimum of 3 members; in a person's head and at least half of the members are professional. Case control board only 3 members, the minimum required 1 dedicated members.
3. the Control Committee members must meet the qualification requirements and professional ethics by State Bank regulations, not in the object prescribed in article 40 of the law of credit institutions, and to be Governor of the State Bank of medical standards. 
4. Control Board has the parts and test systems are used, the internal control of the Bank to perform its tasks.
5. duties and powers of the Secretary of the Board and the Control Board members are specified in the Charter of the Bank.
Article 45. The Director General 1. General Manager (Director) is the legal representative of the joint venture Bank unless the Bank Charter venture otherwise, responsible to the Executive Board of daily activities according to the duties and powers in accordance with the provisions of the law on credit institutions , the other provisions of the law and should be the standard State Bank Governor y. ceo (Director) of the joint venture Bank is not the title Chief General Manager (Director) or the Chairman of the Management Board of the credit organization, unless the organization is a subsidiary of the Bank.

2. the Director-General (Executive Director), Vice President (VP) of venture Bank must meet the criteria specified in paragraph 2 to article 39 of the law of credit institutions, and not the object prescribed in article 40 of the law on credit institutions.
3. duties and powers of the Director-General (Executive Director) must be recorded in the Bank's Charter.
Article 46. The rate, the method of capital contribution ratio, the method of capital contribution of foreign Parties and party in Vietnam joint venture Bank by the parties to the agreement and has to be clearly stated in the Charter. The level of foreign capital contribution must not exceed 50% of the Charter capital of the Bank, except for the special case due to the Prime Minister to decide.
Article 47. Capital transfers 1. Vietnam-party and the foreign Party in the joint venture Bank is entitled to transfer his shares and must transfer priority for the party in the joint venture Bank. 
 2. The transfer of the capital to be State Bank approval prior to implementation. Profile approval procedure, the transfer of capital by the State banking regulations.
3. In the case of the transfer of capital arises profit, on assignment must pay tax according to the provisions of the law of Vietnam.
Article 48. Division of profit and loss of the parties to the joint venture Bank split profit and loss under the capital contribution rate of each party, unless the parties have agreed otherwise stipulated in the contract.
Article 49. The management role of the parties to the joint venture 1. The parties to the joint venture Bank governance through the members represented in the Board, according to the regulation by the Board of venture Bank issued; not directly interfering in the governance, the Bank operating the venture.
2. The parties to the venture made the inspection, check the operation of the joint venture Bank, asking banking joint venture to provide information, reports under regulation by the Board of venture Bank issued in accordance with the law.
Article 50. Active content 1. Venture Bank made the business activities of the type of commercial banks, development banks, investment banks, or of the type of the other banks under the provisions of the law on credit institutions, the rule of law on the activity of the type Bank.
2. State Bank of specific regulations regarding the type and content of the activity in the license issued to the joint venture Bank pursuant to the provisions of the law of credit institutions and the relevant provisions of the law of Vietnam.
Article 51. Dissolve, end banking joint venture dissolved, ending the activity in the following circumstances: 1. The expiry of activity: before the expiry of the activity recorded in the phộp Paper on the joint venture Bank, 180 not applying for renewal or applying for renewal but not State Bank approved;
2. Voluntary dissolution please if have the ability to pay off debt and State Bank was approved: in this case, a minimum of 180 days before the expected termination of the Bank's operation venture, the joint venture Bank must have the application send State Bank;
3. joint venture banking license revoked in the following cases: a) in the event of a in cases stipulated in points a, b, d, e clause 1 Article 29 of the law on credit institutions;
b) When there is not enough of the conditions specified in paragraph 1 Article 28 of the law on credit institutions;
c) ceased operation in continuous time of 12 months.
Chapter IV 100% foreign BANKING Article 52. Network activity 100% foreign banks be allowed to open a transaction at the headquarters locations; to open a branch, Representative Office, established companies as defined in article 32, 33 of the credit institutions Act and the regulations of the State Bank.
Article 53. Capital transfers 1. The capital contribution of members (including banks) owned capital of 100% foreign banks have the right to transfer a part or the whole of its equity owned capital contribution for the members or other foreign organizations, but to make sure there's always a foreign bank that owns over 50% of the Charter capital of the Bank 100% foreign capital.
2. The transfer of the capital to be State Bank approval prior to implementation. Profile approval procedure, the transfer of capital by the State banking regulations.
3. In the case of the transfer of capital arises profit, that capital transfer members must pay tax according to the provisions of the law of Vietnam.
Article 54. The Board 1. The Board is the highest management body of the Bank 100% foreign capital. The Board consists of the Chairman of the Board, Deputy Chairman and members.  
2. The Board 100% foreign banking activities under article 37 of the law on credit institutions.
3. duties, powers and mode of work of the Chairman, Deputy Chairman and members of the Board are specified in terms of 100% foreign-owned bank, in accordance with the law on credit institutions and related provisions of the law.
4. members of the Board who is reputable, professional ethics and understanding banking activities under the provisions of the State Bank, not in the object prescribed in article 40 of the law of credit institutions, and to be Governor of the State Bank of the medical standards. 5. Chairman of the Board is not at the same time is the Director-General (Executive Director) or Vice President (VP) of 100% foreign-owned banks and are not allowed to join the administrator or other credit institutions operating, unless that organization is a subsidiary of 100% foreign-owned banks.
Article 55. Control Board 1. Control Committee of 100% foreign-owned banks are operating under Article 38 of the law on credit institutions.
2. duties, powers and working mode of the Control Board are defined in terms of 100% foreign-owned bank, in accordance with the law of credit institutions and the relevant provisions of the law.
3. Control Board of 100% foreign-owned banks have minimum 3 members; in a person's head and at least half of the members are professional. Case control board only 3 members, the minimum required 1 dedicated members.
4. the Chairman and members of the Supervisory Board must meet the qualification requirements and professional ethics by State Bank regulations, not in the object prescribed in article 40 of the law on credit institutions.
5. The appointment and dismissal of Secretary of the Board and the Control Board members follow the Charter of 100% foreign bank and to be Governor of the State Bank of the medical standards. Article 56. Director-General (Executive Director) 1. General Manager (Director) is the legal representative of the 100% foreign banks unless the Charter 100% foreign-owned banks have other rules, responsible for daily operations of 100% foreign-owned banks.
2. the Director-General (Executive Director) of 100% foreign-owned bank not concurrent position Of Director (Director) or the Chairman of the Management Board of the credit organization, unless the organization is a subsidiary of 100% foreign-owned banks.
3. duties and powers of the Director-General (Executive Director) are defined in terms of 100% foreign-owned bank, in accordance with the law of credit institutions and the relevant provisions of the law of Vietnam.

4. the Director-General (Executive Director) 100% foreign-owned banks must meet the standards specified in the credit institutions Act and the regulations of the State Bank. The appointment and dismissal Of the Director made under the Charter of the Bank 100% foreign capital and to be Governor of the State Bank of the medical standards. Article 57. Active content 1. 100% foreign-owned banks made the business activities of the type of commercial banks, development banks, investment banks, or of the type of the other banks under the provisions of the law on credit institutions, the rule of law on the activity of the type Bank.
2. State Bank of specific regulations regarding the type and content of the activity in the license grant for 100% foreign banks pursuant to the provisions of the law of credit institutions and the relevant provisions of the law of Vietnam.
Article 58. Division of profit and loss of the members had established 100% foreign banking division of profit and loss in proportion to their capital contribution in the Bank's Charter capital is 100% foreign capital, unless the Member has agreed otherwise.  
Article 59. Dissolved, ending the operation 100% foreign-owned banks dissolve, end activity in the following circumstances: 1. The expiry of activity: before the expiry of the activity licence in 180 days, 100% foreign banks not applying for renewal or applying for renewal but not State Bank approved;
2. Voluntary dissolution please if have the ability to pay off debt and State Bank was approved: in this case, a minimum of 180 days before the expected termination of the operation, 100% foreign banks must have the application send State Bank;
3. License revoked in the following cases: a) in the event of a in cases stipulated in points a, b, d, e clause 1 Article 29 of the law on credit institutions;
b) When there is not enough of the conditions specified in paragraph 1 Article 28 of the law on credit institutions;
c) ceased operation in continuous time of 12 months.
Chapter V REPRESENTATIVE OFFICES of FOREIGN CREDIT INSTITUTIONS Article 60. Organization of foreign credit institutions are allowed to put representative offices in the province, central cities on the territory of Vietnam. In each province, the central cities, foreign credit institutions are only allowed to place a representative office. 
Article 61. Moved the location of representative offices of foreign credit institutions 1. Foreign credit institutions are moving location of representative office in or outside the province, central cities.
2. conditions, procedures, records the transfer place of representative offices of foreign credit institutions by the Central Bank regulations.
Article 62. Active content of representative offices of foreign credit institutions is done in whole or in part the following activities according to content recorded in the license issued by the State Bank: 1. Make contact Office functions;
2. Market research;
3. Promotion of investment projects on construction of foreign credit organizations in Vietnam;
4. Promote and monitor the implementation of the contract, the agreement signed between credit institutions abroad with credit institutions in Vietnam and the Vietnam business, projects by foreign credit institutions funded in Vietnam;
5. other activities in accordance with the law when the State Bank of Vietnam;
Article 63. The termination of activity of Representative Office of foreign credit organizations operating in Vietnam ended activity in the following circumstances: 1. The expiry of activity: before the expiry of the activity recorded in the 60 day license, foreign credit organizations not applying for renewal or applying for renewal but not State Bank approved;
2. Voluntary termination of activities: in this case a minimum of 60 days before the expected termination of the activity of the representative offices of foreign credit institutions, must have the application send State Bank;
3. License revoked when occurs a in the case of provisions recorded at points a, b, e clause 1 Article 29 credit institutions Law or when a foreign credit institution bankrupt, dissolved;
Chapter VI PROVISIONS Enacted 64. Effect 1. The Decree has effect after 15 days from the date The report.
2. Decree No. 13/1999/ND-CP dated 17 March 1999 from the Government about the Organization, the activities of foreign credit organizations, representative offices of foreign credit institutions in Vietnam; Decree No. 189/dated 15 June 1991 of the Council of Ministers (the Government) issued regulations foreign bank branch, joint venture banks operating in Vietnam and the provisions in the previous text contrary to this Decree, enforceable.
Article 65. Adjustment of organization and active during 1 year from the date of the Decree has effect, foreign bank branches, Bank venture, 100% foreign banks and representative offices of foreign credit institutions have to adjust organization and activities consistent with this Decree and the regulations of the State Bank.
Article 66. Handle violation of foreign bank branches, Bank venture, 100% foreign-owned banks, representative offices of foreign credit institutions in Vietnam have violations of the provisions of this Decree, the nature and extent of the violation will be handled in accordance with the law of Vietnam.
Article 67. Enforcement instructions 1. The Governor of the State Bank is responsible for guiding the implementation of this Decree.
2. Ministers, heads of ministerial agencies, heads of government agencies, the Chairman of people's Committee of the central cities, is responsible for the implementation of this Decree.