Management of Foreign Exchange (FDI)
Recently, the State Bank of Vietnam (“SBV”) published Circular No. 06/2019/TT-NHNH (“Circular 06”) for detailing the policies in the management of foreign exchange with reference to foreign direct investment in Vietnam. This Circular 06 will take effect as from 06 September 2019. In this update, we will list out the most notable points in Circular 06 for your reference:
- Enterprises set up under the form of establishing economic organizations, with at least one of the members or shareholders are foreign, and granted an Investment Registration Certificate;
- Enterprises whose foreign capital accounts for 51% and above of their charter capital; and
- Project enterprises established by foreign investors to implement PPP (Public-Private Partnership) projects.
(b) Foreign party in a BCC contract, a foreign investor who directly implements a PPP project instead of setting up a project enterprise.
- Establishment and operation license (for enterprises established and operating under specialized laws);
- Notice of satisfaction of conditions for capital contribution, share purchase, share acquisition capital contributed by foreign investors;
- PPP contracts signed with competent state agencies; and
- Other documents proving the legal capital contribution of foreign investors.
In case a foreign investor is involved in more than 01 BCC contracts or implement more than 1 PPP projects, that foreign investor must open separate DICAs corresponding to each BCC contract or PPP project.
- Enterprises whose foreign investors own less than 51% of their charter capital, except for enterprises established under Investment Registration Certificate required by law;
- Enterprises whose procedures for issuance of Investment Registration Certificate not required but they have undergone such procedure and been granted an Investment Registration Certificate;
- Enterprises invested by foreign direct investment have stocks listed on the stock exchange or registered for trading on the Stock Exchange; and
- If an enterprise specified in points a, b, and c above is borrowing and repaying foreign loans through its direct investment capital account, it may continue to maintain this account for borrowing purposes, repayment of foreign debts in accordance with the law on foreign loans and debt repayment of enterprises.
- Direct investment capital when reducing investment capital; transfer investment projects; ending, liquidating, terminating the operation of investment projects, BCC contracts, PPP contracts;
- Principal, interest, and expenses for foreign loans (except in case enterprises invested by foreign direct investment are allowed to open a loan account when the loan’s currency does not correspond to the currency of the opened DICA); profits and lawful revenue sources related to direct investment in Vietnam;
- Between non-Vietnam-based-in investors or between non-Vietnam-based-in investors and Vietnam-based-in investors in BCC contracts;
- Between non-Vietnam-based-in investors or between non-Vietnam-based-in investors and Vietnam-based-in investors directly implementing PPP projects
- The conversion between the DICA and IICA must be made within 01 year as from the effective date of this Circular 06 (i.e. no later than 6 September 2020);
- Enterprises whose foreign investors own more than 51% of their charter capital but only opened IICA, they need to close IICA and open DICA.
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