For Financial Institutions: Licensing, Membership, and Operating Within the VIFC

The membership model#

The VIFC operates on a membership basis. You do not simply incorporate a company within the VIFC's geographic boundaries and begin operating. You apply for membership, meet the conditions, and receive authorisation to conduct specific activities.

This is the same model used by established international financial centres — the DIFC, ADGM, AIFC, and GIFT City all operate membership or registration systems. The VIFC's version is set out across Resolution 222 and the implementing decrees, principally Decree 324 (financial policies and membership) and Decree 323 (priority sectors and incentives).

Membership tiers#

The VIFC distinguishes between several categories of participant. While the precise tier labels and criteria are still being finalised by the IFC Management Authorities, the framework establishes clear distinctions:

Founding and strategic members. These are the anchor institutions that have committed to the VIFC from its inception. At the HCMC launch in February 2026, founding members included major Vietnamese banks (Vietcombank, BIDV, VietinBank, Agribank, MB Bank, Techcombank, HDBank, VPBank), international digital asset firms (Binance, Circle, Tether), technology companies (Viettel, TikTok/ByteDance), and aviation and financial conglomerates (Vietjet/Sovico Group, Sun Group). Founding members typically receive enhanced incentives and priority in licensing.

Registered members. Entities that apply for and receive VIFC membership to conduct permitted activities. Registration involves meeting the conditions set by the IFC Management Authority for the relevant activity category.

Recognised members. Entities already licensed by a recognised foreign regulator that seek to operate within the VIFC under a streamlined pathway. This is particularly relevant for firms regulated by authorities such as the FCA, MAS, SFC, DFSA, or AFSA — where the VIFC may recognise the home regulator's standards as equivalent, reducing duplication.

The distinction between registration and recognition matters. Recognition is faster and lighter-touch, but it depends on whether the VIFC's Supervisory Authority has established an equivalence arrangement with your home regulator. Firms from jurisdictions without such arrangements will need to go through the full registration process.

What you can do within the VIFC#

The activities permitted within the VIFC are defined by the priority sector list under Decree 323. For financial institutions, the relevant categories include:

Banking and credit#

• Deposit-taking and lending in foreign currency
• Cross-border lending and borrowing
• Trade finance: letters of credit, supply chain financing, factoring, forfaiting, export credit
• Foreign exchange services: spot, forward, swaps
• Treasury operations and cash management
• Correspondent banking and payment services

IFC member banks operate under a distinct prudential framework — they may apply IAS/IFRS accounting standards and, where part of an international banking group, may rely on parent-group prudential ratios rather than SBV domestic standards. This is detailed in our guide to Decree 329 and Circular 72.

Capital markets#

• Securities brokerage and dealing
• Investment banking: underwriting, advisory, M&A
• Fund management and distribution
• Custodial services
• Securities lending
• Market making

Insurance and reinsurance#

• Direct insurance underwriting (life and general)
• Reinsurance
• Insurance brokerage and intermediation
• Captive insurance
• Specialty lines: aviation, marine, cyber, parametric, agricultural

Asset management#

• Portfolio management (discretionary and advisory)
• Fund administration
• Alternative investment management (private equity, venture capital, hedge funds)
• Real estate investment management
• Infrastructure fund management

Market infrastructure#

• Exchange operation
• Clearing house and CCP operation
• Central securities depository
• Trade repository operation
• Market data and index provision
• Rating agency operation

Professional and advisory services#

• Legal services (including international law firms)
• Accounting and audit
• Tax advisory
• Compliance and regulatory advisory
• Management consulting (financial sector)

The breadth of this list is deliberate. The VIFC is designed as a comprehensive financial centre, not a niche hub for a single activity. Firms can conduct multiple activities under a single membership, subject to meeting the conditions for each.

Tax incentives#

The tax framework is one of the VIFC's primary competitive levers. Under Decree 323, the headline incentives are:

Corporate income tax#

10% for 30 years for entities operating in prioritised sectors. Vietnam's standard CIT rate is 20%, and many financial services activities attract a 22% rate. The VIFC rate represents a discount of roughly 50-55%.

The 30-year duration is significant. Most competing IFCs offer lower headline rates (DIFC at 9%, AIFC at 0% for many activities) but the VIFC's 10% rate combined with a three-decade lock-in provides long-term certainty that shorter-term incentive programmes do not.

Prioritised sectors include financial services (banking, capital markets, insurance, asset management), green finance and ESG, fintech and digital assets, aviation finance, maritime finance, market infrastructure, and professional services supporting the financial sector. In practice, most financial institutions operating within the VIFC will qualify.

Personal income tax#

Capped at 15% for individuals working within the VIFC. Vietnam's standard PIT rates are progressive, reaching 35% for income above VND 80 million per month. The 15% cap applies to VIFC employees regardless of income level, making it significantly more attractive for senior executives, traders, and specialists whose compensation would otherwise be taxed at the top marginal rate.

Withholding tax#

Reduced rates on dividends, interest, and royalties paid to non-resident entities and individuals. The specific rates are set out in Decree 323, and Vietnam's extensive double taxation treaty network (over 80 treaties) provides additional relief depending on the recipient's jurisdiction.

Other fiscal incentives#

• Import duty exemptions on certain goods and equipment
• Land rental incentives within the VIFC's designated areas
• VAT incentives on certain financial services transactions

The comparison with regional peers#

The VIFC's competitive position is not the lowest tax rate — it is the combination of meaningful incentives, long duration, and access to a fast-growing economy of 100 million people that is deeply integrated into global manufacturing supply chains.

The FX regime#

For international financial institutions, the foreign exchange framework is as important as the tax rate. Under Decree 329 and Circular 72:

• Member-to-member transactions can be conducted in freely convertible foreign currencies
• Cross-border transactions with offshore counterparties can be conducted in foreign currency
• Dual-track accounts: capital accounts for cross-border flows, payment accounts for operational expenses
• Profit repatriation flows through the foreign currency account without forced VND conversion
• Tiered supervision: wholly foreign-owned members receive the lightest regulatory treatment

This is a fundamental departure from Vietnam's domestic FX regime, where foreign currency transactions are heavily regulated and generally require SBV approval. Within the VIFC, the default is freedom to transact in foreign currency, with specific restrictions rather than specific permissions.

The practical implication: an international bank operating within the VIFC can lend in USD, take deposits in EUR, settle trades in JPY, and repatriate profits in any freely convertible currency — all without prior SBV approval for each transaction.

Prudential and supervisory framework#

The VIFC does not operate under the SBV's domestic prudential framework. Instead, it has its own supervisory architecture:

The IFC Supervisory Authority#

This is the VIFC's dedicated regulator — an independent body responsible for licensing, supervision, enforcement, and market surveillance within the VIFC. It is modelled on the regulatory authorities of established IFCs (the DFSA in the DIFC, the AFSA in the AIFC, the IFSCA in GIFT City).

The Supervisory Authority's powers include:

• Granting, modifying, and revoking licences
• Conducting inspections and investigations
• Imposing sanctions and penalties
• Issuing rules and guidance
• Approving new products and activities

International standards#

The VIFC framework is designed to align with international regulatory standards rather than Vietnam's domestic standards:

• Accounting: IAS/IFRS, not Vietnamese Accounting Standards (VAS)
• Prudential ratios: parent-group or international standards for banks that are part of global groups
• AML/CFT: FATF standards, with no relaxation of obligations
• Corporate governance: international best practice, including independent director requirements

Supervisory approach#

The framework signals a shift from ex ante supervision (approval before action) to ex post supervision (monitoring and enforcement after action). This means less prior approval and more ongoing reporting, compliance monitoring, and enforcement. For firms accustomed to operating in well-regulated jurisdictions, this is a familiar model. For firms accustomed to Vietnam's domestic regulatory approach, it represents a significant change.

Dispute resolution#

Commercial disputes within the VIFC can be resolved through:

• International Arbitration Centre — operated at each VIFC location, with arbitration conducted under internationally recognised rules
• Specialised Courts — established under the Law on Specialised Courts (effective 1 January 2026), with jurisdiction over VIFC-related commercial disputes
• Foreign governing law — parties can agree to have disputes resolved under the law of a foreign jurisdiction (English law, Singapore law, etc.)
• Foreign arbitrators and judges — the framework permits the appointment of foreign legal professionals

For international financial institutions, the ability to contract under English law and resolve disputes through international arbitration — rather than Vietnamese domestic courts — is a critical factor in the decision to establish operations.

Setting up: the practical pathway#

Step 1: Determine your activity scope#

Identify which activities you want to conduct within the VIFC and which priority sector categories they fall under. This determines your licensing requirements, tax treatment, and the IFC Management Authority you need to engage with (HCMC, Da Nang, or both).

Step 2: Choose your corporate structure#

Options include:

• New entity: incorporate a subsidiary or branch within the VIFC
• Existing entity: if you already have a Vietnamese presence, you may be able to register your existing entity as a VIFC member (subject to conditions)
• Branch of a foreign entity: establish a branch office within the VIFC

The structure you choose affects your prudential treatment, tax obligations, and the degree of regulatory oversight. Wholly foreign-owned entities receive the lightest FX supervision under Decree 329's tiered system.

Step 3: Engage with the IFC Management Authority#

The Management Authority in the relevant city is your first point of contact. It handles:

• Membership applications
• Licensing inquiries
• Incentive applications
• Practical support (office space, introductions, administrative guidance)

VIFC-HCMC and VIFC Da Nang both operate investor relations and business development teams. Early engagement is advisable — the authorities are actively seeking founding-phase participants and may offer enhanced terms to early movers.

Step 4: Prepare your application#

Depending on the activity, your application will typically require:

• Corporate documentation (certificate of incorporation, memorandum and articles, ownership structure)
• Business plan (activities, target market, staffing, technology, risk management)
• Financial projections and evidence of capitalisation
• Fit-and-proper documentation for directors and senior management
• Compliance framework (AML/CFT policies, risk management, internal audit)
• Regulatory references (licences held in other jurisdictions, supervisory track record)

Step 5: Licensing and authorisation#

The IFC Supervisory Authority reviews applications and grants licences. Firms seeking recognition (based on an existing foreign licence) may benefit from a streamlined process. Firms seeking fresh registration will undergo a full assessment.

Processing times have not been formally published, but the VIFC authorities have signalled an ambition for efficient turnaround — measured in weeks rather than months for straightforward applications.

Step 6: Operational setup#

Once licensed, practical setup involves:

• Opening foreign currency accounts with an IFC member bank
• Leasing office space within the VIFC's designated areas
• Hiring staff (who benefit from the 15% PIT cap and, for foreign nationals, streamlined visa and work permit processes under Decree 326)
• Connecting to market infrastructure (exchanges, clearing houses, payment systems) as these become operational
• Establishing reporting and compliance systems aligned with the Supervisory Authority's requirements

What to watch for#

Operating rulebooks are still being issued#

The legal framework is complete. The operating detail — specific capital requirements for each activity, reporting formats, conduct-of-business rules, product approval procedures — is still being developed. Firms should not wait for every detail before engaging, but should factor in regulatory uncertainty when planning timelines and budgets.

The ecosystem is in its founding phase#

The VIFC launched in January-February 2026. The first wave of members is being onboarded. Liquidity, depth, and the connective tissue of a functioning financial centre (counterparties, service providers, infrastructure, talent) will take time to develop. First movers get priority access and potentially better terms, but they also bear the execution risk of an early-stage ecosystem.

Dual jurisdiction complexity#

VIFC members operate under VIFC rules for their VIFC activities but may also have obligations under Vietnam's domestic legal framework — particularly for activities that touch the domestic economy. Understanding the boundary between VIFC jurisdiction and domestic jurisdiction is essential, and firms should seek specialist legal advice.

Talent availability#

The 15% PIT cap and streamlined immigration are designed to attract talent, but the reality of recruiting experienced financial professionals to Ho Chi Minh City or Da Nang depends on broader factors: quality of life, international schooling, healthcare, and the professional ecosystem. Our Living in Vietnam section covers the practical considerations.

"The VIFC is not offering a light-touch licence and a brass plate. It is offering a full-service financial centre with real incentives, real infrastructure ambitions, and real regulatory oversight. The opportunity is substantial, but so is the commitment required to capture it."

For the regulatory framework underpinning the VIFC, see our guides to Resolution 222, Decree 329 + Circular 72, and Decree 330. For the market products and trading infrastructure, see our guide to Market Structure and Products.

This guide was last updated on 14 February 2026. Specific licensing requirements, capital thresholds, and processing timelines are subject to further guidance from the IFC Management Authorities and the IFC Supervisory Authority. We will update this guide as new operational details are published. For the latest, see our Opportunities section.