# New regulations on opening and using foreign indirect investment accounts

**URL:** https://investment-insights.vn/blog/opening-foreign-indirect-investment-account-in-vietnam.md

Discover key updates on Foreign Indirect Investment Accounts in Vietnam, including multi-account exceptions, required transactions, and document rules.

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## 1. Expanded Exceptions for Opening Multiple FIIAs (Article 5)

While maintaining the general principle that a foreign investor may only open 01 account at 01 authorized bank, Circular 03 allows opening additional accounts corresponding to assigned STC for 03 categories of entities:

- **_Foreign Securities Companies:_** Permitted to open up to 02 accounts (01 for proprietary trading and 01 for client brokerage).
- **_Foreign Investment Funds/Entities Managed by Multiple Fund Management Companies: _**Permitted to open 01 account for each investment portfolio managed by a fund management company, or for a self-managed portfolio with a distinct STC.
- **_Foreign Governmental Investment Entities/International Financial Institutions: _**Permitted to open 01 account for each investment portfolio deposited at a custodian bank with a distinct STC.

## 2. Mandatory Transactions Conducted via FIIA (Article 4)

All foreign indirect investment activities in Vietnam belonging to the following 04 groups must strictly utilize an FIIA:

- Purchase and sale of securities on the Vietnamese securities market and other valuable papers.
- Capital contributions, purchases of shares or capital contributions in unlisted enterprises (excluding those subject to Direct Investment Capital Accounts under Circular No. 06/2019/TT-NHNN).
- Investment entrustment in VND via fund management companies or other authorized entities.
- Trading of other types of securities as prescribed by securities law.

## 3. Operational principles & Documentation requirements

| Criteria | Notable Regulatory Highlights under Circular No. 03/2025/TT-NHNN |
| --- | --- |
| Expanded Inflow Transactions (Article 6.1) | - Interests/other lawful revenues arising from Non-Pre-Funding (NPF) share purchases by foreign institutional investors. - Receipt and refund of security deposits/escrow funds. - Account transfers from an old FIIA to a new FIIA when changing authorized banks. | Compulsory provide all required information in full. |
| Expanded Outflow Transactions (Article 6.2) | - Payment of losses/costs arising from NPF share purchases by foreign institutional investors. - Payment of taxes, fees, charges, and administrative fines. - Security deposits/escrow payments, or overseas remittances of refunded deposits. - Account transfers to a new FIIA when changing authorized banks. |  |
| Removal of Generic Inflow/Outflow Categories | Completely eliminates broad categories such as "payment of legitimate expenses arising in Vietnam" and "other legal cash flows". |
| Account Principles & Remittance Orders (Article 3.6, 3.7) | • Joint FIIAs (co-owned by two or more entities) are strictly prohibited. • Payment orders must explicitly state the specific remittance purpose as a basis for bank verification and document retention. |
| Account Opening Documentation (Article 5.4) | • Foreign-issued documents/data must be notarized or consularly authenticated within 12 months prior to bank submission. • Banks may agree not to translate foreign documents into Vietnamese but remain responsible for verifying the content and must provide certified Vietnamese translations upon request by competent state authorities. |

## Strategic actions

To ensure full compliance with foreign exchange regulations and optimize operational efficiency, foreign investors should execute the following 03 steps:

1. **Review & Restructure Accounts by STC** — Foreign brokerages and multi-managed funds should review their STC allocations and register separate FIIAs for each portfolio or business line in accordance with the new rules.
2. **Update Payment Workflows & Remittance Descriptions** — Adjust internal treasury controls to ensure payment instructions explicitly state valid remittance purposes compliant with the statutory scope of Circular 03.
3. **Verify Legal Validity Windows for Account Dossiers** — Audit all corporate dossiers and power-of-attorney documents issued by foreign authorities to ensure notarization/legalization falls strictly within the 12-month validity period before submission to local/custodian banks.

### **OPTIMIZING OPERATIONS WHILE TIGHTENING INDIRECT CAPITAL CONTROLS**

  
Operational flexibility is now expanded through STC-based multi-account structures for international financial institutions, while market transparency is simultaneously enhanced by standardizing permissible cash flows and strictly enforcing a 12-month legal validity window for foreign documentation.