On April 29, 2025, the State Bank of Vietnam issued Circular No. 02/2025/TT-NHNN ("Circular 02") regulating the issuance of domestic certificates of deposit by credit institutions and foreign bank branches, replacing Circular No. 01/2021/TT-NHNN ("Circular 01") which previously governed the issuance of promissory notes, treasury bills, certificates of deposit, and domestic bonds by credit institutions and foreign bank branches. Under the new provisions of Circular 02, several notable changes have been introduced as follows:
1. Addition of electronic methods for purchasing and paying for certificates of deposit by credit institutions and foreign bank branches
To reflect current practices and optimize digital transformation policies, Circular 02 introduces new provisions allowing credit institutions, foreign bank branches, and buyers to issue and settle certificates of deposit via electronic means.
For electronic issuance of certificates of deposit, the payment and settlement must be carried out through the buyer’s own payment account at a credit institution or foreign bank branch, or via their payment account at the State Bank of Vietnam, if the buyer is a credit institution or a foreign bank branch.
Certificates of deposit issued electronically must still display at least the mandatory information as required by regulations, including details on how the buyer can access information about the certificate. The issuing credit institution or foreign bank branch must implement technical solutions to ensure that the buyer confirms having read and understood the full content of the certificate of deposit.
2. Addition of mandatory information required to be displayed on certificates of deposit
According to Circular 02, in line with the digital transformation model and transactions conducted via electronic means, certificates of deposit issued after the effective date of the Circular must include additional information related to the methods by which buyers can access information about the certificate.
Credit institutions and foreign bank branches must provide at least one method for buyers to retrieve information about purchased certificates of deposit and must notify buyers of any changes related to those certificates. The parties may also agree on additional means of information retrieval.
Furthermore, credit institutions and foreign bank branches are required to retain, in accordance with applicable laws, all information related to the issuance and settlement of certificates of deposit, as well as any information pertaining to their use as collateral (if applicable) or the transfer of ownership. This is to meet buyers’ needs for information retrieval, verification, and dispute resolution.
3. Complete abolishment of the capital mobilization method in the form of promissory notes and treasury bills issued by credit institutions and foreign bank branches
This content is consistent and aligned with the provisions of the newly promulgated Law on Credit Institutions 2024, which takes effect from July 1, 2024.
For promissory notes and treasury bills that were issued and still have outstanding balances as of July 1, 2024, credit institutions, foreign bank branches, and the purchasers of such promissory notes and treasury bills shall continue to implement the agreed terms until full payment of the promissory notes and treasury bills is completed.
4. Credit institutions and foreign bank branches are not allowed to issue electronic certificates of deposit to non-residents who are organizations or individuals, and to resident foreign individuals
Circular 02 introduces specific provisions regarding the issuance, transfer of ownership, and payment of certificates of deposit to non-residents who are organizations or individuals, and to resident foreign individuals purchasing certificates of deposit. Specifically:
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Issuance regulations: Credit institutions and foreign bank branches may only issue certificates of deposit at the transaction location directly to the purchaser. This means that they are not allowed to issue electronic certificates of deposit to non-residents or to foreign individuals.
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Ownership transfer procedures: The procedure for receiving the transfer of ownership of certificates of deposit by non-residents (organizations or individuals) and resident foreign individuals must be carried out directly at the transaction location of the credit institution or foreign bank branch that issued the certificate.
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Payment regulations: In cases where non-residents (organizations or individuals) and resident foreign individuals purchase certificates of deposit using cash, the credit institution or foreign bank branch may only make principal and interest payments in cash accordingly.
This regulation is considered to be introduced to ensure transaction security for certificates of deposit involving non-residents and resident foreign individuals, who are generally more difficult to monitor and manage.
Circular 02 shall take effect from June 16, 2025. For certificates of deposit that have been issued and remain outstanding as of the effective date of Circular 02, credit institutions, foreign bank branches, and purchasers of such certificates of deposit shall continue to comply with the agreed terms until the certificates of deposit are fully settled. Certificates of deposit issued after June 16, 2025, shall be governed by the new regulations under this Circular.
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