On 31 October 2025, the State Bank of Vietnam (“SBV”) issued Circular No. 39/2025/TT-NHNN (“Circular 39”) on the opening and use of overseas foreign-currency accounts by institutional residents. Circular 39 takes effect on 15 December 2025 and replaces Circular No. 20/2015/TT-NHNN (“Circular 20”).

Set out below are the key developments under Circular 39 relating to economic organizations borrowing foreign loans.

1. Clearer guidance on the Term of the Permit

Circular 39 provides clearer guidance on the term of the permit for opening and using an overseas foreign currency account (the “Permit”) for foreign loan purposes.

Under Circular 20, the Permit’s term was tied to the validity of the foreign loan agreement, which could at times be inconsistent with the actual demand for maintaining the overseas foreign currency account.¹ Circular 39 provides that the Permit’s term will be determined based on:

• the period during which the borrower must fulfil its repayment obligations under the foreign loan agreement (including amendments); and
• the validity of the relevant foreign-loan registration or registration amendment with the SBV (if applicable).

This change ensures better alignment between the term of the Permit and the borrower’s actual operational requirements.²

2. Use of a Single Overseas Foreign-Currency Account for Multiple Foreign Loans

Circular 39 expressly allows an economic organization to use a single overseas foreign-currency account for one or more foreign loans, whereas Circular 20 did not provide such flexibility. This change significantly reduces administrative formalities for large projects involving multiple cross-border loans.

3. Simplified and Expedited Administrative Procedures

Online submission: Circular 39 allows applications to be submitted online via the National Public Service Portal, in addition to in-person or postal submissions.

Shorter processing timelines:³

These expedited timelines also apply to applications for amendments to the Permit.

Reduced dossier requirements:⁴

For economic organizations borrowing foreign loans, Circular 39 requires only the following documents:

1. the application (in prescribed form), and
2. the agreement on the overseas foreign-currency account or other document evidencing the lender’s requirement for the borrower to open such account.

Circular 39 eliminates several document requirements that were previously mandated under Circular 20, including:

• enterprise registration certificate, investment registration certificate, establishment and operation license, or equivalent licensing documents;
• foreign loan agreement (where there is a separate agreement on the overseas foreign-currency account or separate document evidencing the lender’s requirement for the borrower to open such account); and
• Explanation of changes and supporting documents (for applications to amend the Permit).

The information provided herein is for informational purposes only and does not constitute legal advice. Qualified legal counsel should be consulted for all specific situations.

1. Article 5.2 of Circular 20 ↩︎
2. Article 5.3 of Circular 39 ↩︎
3. Article 9 of Circular 39 ↩︎
4. Article 10 of Circular 39 ↩︎

Key Contacts

Phong Anh Hoang, Partner, Vietnam

Baongoc Nguyen, Senior Legal Adviser