Circular 32/2026/TT-NHNN provision of loans by credit institutions and foreign bank branches for offshore investment

CIRCULAR

On the provision of loans by credit institutions and foreign bank branches to their clients for outward investment^[1]

Pursuant to Law No. 46/2010/QH12 on the State Bank of Viet Nam;

Pursuant to Law No. 32/2024/QH15 on Credit Institutions, which is amended and supplemented by Law No. 96/2025/QH15;

Pursuant to Law No. 143/2025/QH15 on Investment;

Pursuant to Ordinance No. 28/2005/PL-UBTVQH11 on Foreign Exchange, which is amended and supplemented by Ordinance No. 06/2013/UBTVQH13;

Pursuant to Decree No. 70/2014/ND-CP detailing a number of articles of the Ordinance on Foreign Exchange, and the Ordinance Amending and Supplementing a Number of Articles of the Ordinance on Foreign Exchange;

Pursuant to Decree No. 103/2026/ND-CP on outward investment;

Pursuant to Decree No. 26/2025/ND-CP defining the functions, tasks, powers and organisational structure of the State Bank of Viet Nam, which is amended and supplemented by Decree No. 198/2026/ND-CP;

At the proposal of the Director of the Credit Department;

The Governor of the State Bank of Viet Nam promulgates the Circular on the provision of loans by credit institutions and foreign bank branches to their clients for outward investment.

Article 1. Scope of regulation

This Circular prescribes the provision of loans by credit institutions and foreign bank branches to their clients for outward investment in the forms specified in Points a, b, c and dd, Clause 1, Article 39 of the Law on Investment.

Article 2. Subjects of application

1. Commercial banks; non-bank credit institutions; foreign bank branches (below referred to as credit institutions).

2. Clients being investors as prescribed by the Law on Investment and guiding documents (excluding credit institutions).

3. Other related organisations and individuals.

Article 3. Application of relevant legal documents

Credit institutions shall provide loans to their clients for outward investment in accordance with this Circular. For the contents not mentioned in this Circular, credit institutions shall comply with regulation of the State Bank of Viet Nam (SBV) on the provision of loans by credit institutions to their clients, prudential limits and ratios in the operations of credit institutions, foreign exchange management, anti-money laundering, internal control, statistical reporting, and risk classification, provisioning and handling, and other relevant legal documents.

Article 4. Demands for loans for outward investment

A credit institution may provide loans to clients that need loans for:

1. Contributing capital to establish an economic organisation in accordance with the law of the host country.

2. Making outward investment under an overseas contract.

3. Contributing capital, purchasing shares, or purchasing capital contributions of an overseas economic organisation to participate in managing such economic organisation.

4. Making investment in other forms in accordance with the law of the host country.

Article 5. Lending conditions

Credit institutions shall consider and decide on the provision of loans for outward investment to clients that meet the following conditions:

1. Having civil legal capacity in accordance with law, for clients being legal persons. Reaching at least full 18 years of age, having full civil act capacity in accordance with law and being entitled to make outward investment under the law on investment, for individual clients.

2. Having obtained outward investment registration certificates, and having the registration of foreign exchange transactions relating to outward investment activities certified in accordance with the law on foreign exchange (for projects not required to carry out procedures for issuance of outward investment registration certificates).

3. Having investment activities approved or licensed by competent authorities of host countries. In case the law of a host country does not provide investment licensing or approval, the concerned investor shall produce a paper proving its/his/her right to carry out investment activities in the host country.

4. Having outward investment projects evaluated as feasible by credit institutions, and being assessed as capable of repaying debts to such credit institutions.

5. Having no non-perfoming loans for 24 consecutive months by the time of loan request.

Article 6. Dossiers of loan request

When wishing to borrow loans, clients shall send documents proving their satisfaction of the lending conditions specified in Article 5 of this Circular and other documents to credit institutions under the latter’s guidance.

Article 7. Loan amounts

1. Loan amounts shall be agreed by credit institutions and clients on the basis of loan demands, outward investment projects, financial capacity of clients, credit limits for clients and capital sources of credit institutions.

2. The maximum loan commitment under a loan contract or agreement between a credit institution and a client for an outward investment project must not exceed 70% of the client’s outward investment capital in such project. If the client borrows from multiple credit institutions for the same outward investment project, the total loan commitments under all loan contracts or agreements must not exceed 70% of the client’s outward investment capital in such project.

Article 8. Lending terms

The lending term shall be agreed by a credit institution and a client based on the client’s solvency, the credit institution’s capacity to provide medium- or long-term capital, investment duration of the project, and the remaining validity of the outward investment registration certificate (for projects required to carry out procedures for issuance of outward investment registration certificates) or another paper of equivalent validity.

Article 9. Currency used in loan provision and debt repayment

1. Credit institutions and clients shall agree on the currency used in loan provision in accordance with the law on provision of loans by credit institutions to clients and relevant laws.

2. The currency used in debt repayment is the currency of the loan. In case of debt repayment in another currency, the agreement between the credit institution and the client shall be applied in accordance with relevant laws.

Article 10. Loan security

1. The application of loan security measures must comply with the law on provision of loans by credit institutions to clients and relevant laws.

2. The application of measures to secure loans with overseas assets shall be agreed upon by the parties in conformity with the principle of selection and application of law in civil relations involving foreign elements as specified in Part 5
of the Civil Code.

Article 11. Examination and supervision of use of loans

1. Credit institutions have the rights and obligations to examine and supervise the use of loans and repayment of debts by clients in accordance with law.

2. Credit institutions may request their clients to report on the results of operations and use of loans or provide information, documents and data to prove that the loans are properly used.

3. Clients shall use loan capital for proper purposes as committed, make full and punctual payment of loan principals, interests and charges as agreed; report on operation results and the use of loans, and provide information, documents and data to prove that the loans are properly used at the request of credit institutions.

Article 12. Responsibilities of SBV units

1. The Credit Department shall:

a/ Act as the focal point in monitoring, summarising and examining the provision of loans by credit institutions to their clients for outward investment;

b/ Assume the prime responsibility for, and coordinate with related SBV units in, handling problems related to the provision of loans for outward investment as specified in this Circular.

2. The SBV Inspectorate shall inspect the provision of loans by credit institutions to their clients for outward investment in accordance with this Circular and relevant legal documents; and handle violations according to its competence in accordance with law;

3. The Credit Institutions Supervision Department shall supervise credit institutions in implementing this Circular according to its functions and tasks.

4. The Anti-Money Laundering Department shall supervise and examine credit institutions in complying with the anti-money laundering regulations concerning the provision of loans for outward investment.

 5. The Foreign Exchange Management Department shall assume the prime responsibility for, and coordinate with related SBV units in, handling foreign exchange management problems related to the provision of loans for outward investment.

6. The Monetary Policy Department shall assume the prime responsibility for, and coordinate with related SBV units in, handling problems related to the provision of foreign-currency loans for outward investment.

7. The SBV Regional Branches shall inspect, examine and supervise credit institutions in their localities in implementing this Circular according to their competence.

Article 13. Implementation provisions

1. This Circular takes effect on August 18, 2026.

2. This Circular annuls Circular No. 36/2018/TT-NHNN, guiding the provision of loans by credit institutions and foreign bank branches to their clients for outward investment.

3. For loan contracts/agreements signed before the effective date of this Circular, credit institutions and clients shall continue to comply with the signed contracts/agreements until such contracts/agreements expire. In case the loan contracts/agreements are amended and supplemented, the amended and supplemented contents must comply with this Circular.

Article 14. Responsibility for organisation of implementation

Heads of related SBV units, credit institutions and foreign bank branches shall organise the implementation of this Circular.-

For the State Bank Governor
Deputy Governor
NGUYEN NGOC CANH