Knowledge base

Prime Minister Decision No. 352/QD-TTg dated 27 February 2026 approves Vietnam's public borrowing and debt repayment plan for 2026. Total government borrowing is capped at VND 969,796 billion, of which up to VND 583,700 billion covers the central budget deficit and up to VND 376,005 billion repays principal. Government debt repayment is estimated at approximately VND 534,739 billion, comprising direct repayments of up to VND 493,405 billion and on-lending project repayments of about VND 41,334 billion. The self-borrowed, self-repaid medium- and long-term foreign commercial borrowing limit for enterprises is approximately USD 6,124 million per year. The Decision emphasizes maintaining debt-safety indicators within limits, optimizing the debt portfolio, developing the domestic government bond market, and achieving an investment-grade sovereign credit rating by 2030.

The State Bank of Vietnam (SBV) has published Consolidated Document No. 09/VBHN-NHNN, merging Circular No. 19/2013/TT-NHNN with six subsequent amendments (the latest being Circular No. 69/2025/TT-NHNN, effective from February 15, 2026) into a single reference text governing how the Vietnam Asset Management Company (VAMC) purchases, sells, and resolves non-performing loans (NPLs). As a consolidated document, it does not create new legal obligations by itself, but gives businesses and credit institutions one authoritative source for the full current legal framework instead of having to cross-reference seven separate documents. The rules apply to VAMC, credit institutions and foreign bank branches that sell debt, borrowers, guarantors, and other related parties. The text defines key terms such as bad debt, restructuring of a bad debt, special bonds, and directly issued bonds, and sets out detailed foreign-exchange settlement requirements for debt trades: buyers pay through a VND account for transactions in Vietnamese dong, or through an eligible foreign-currency account if a non-resident buyer purchases debt in a foreign currency. For business owners and accountants, the practical takeaway is this: if your company's loan is sold by a credit institution to VAMC - a common NPL-resolution tool - your creditor relationship shifts to VAMC or to whoever later buys the debt from VAMC, and any rescheduling of repayment terms or interest rates must follow the principles set out in this Circular. Businesses should also know that VAMC can buy bad debts using special bonds (original term plus any extension capped at 10 years total) subject to the specific eligibility conditions set out from Article 16 onward.

According to guidance from the Ho Chi Minh City Tax Department, businesses with revenue over VND 50 billion in 2025 must switch to monthly VAT filing from 2026 instead of quarterly filing. If a business mistakenly filed a quarterly return and then corrected this by re-filing monthly returns for January, February, and March 2026, the business is **not subject to administrative penalty** for late filing. The legal basis is Decree 373/2025/ND-CP (effective 14 February 2026), Article 1(c): taxpayers are not penalized for late filing of tax returns for tax periods that must be re-filed due to a change in the tax period. The re-filed monthly returns are treated as replacement returns for the previously filed quarterly return. The Tax Department notes that businesses should self-assess and seek specific guidance if they have any questions about the treatment of late payment surcharges.

On 12/02/2026, Deputy Prime Minister Tran Hong Ha signed Decision 288/QD-TTg establishing the Hai Phong Special Economic Zone covering 5,300 hectares across 6 communes. The zone includes industrial parks, industrial clusters, a general trade and services area, a free trade zone, logistics service zones, a logistics center, and an innovation center. The goal is to develop high-tech, environmentally friendly industries, targeting 3-4% contribution to Hai Phong's GRDP by 2030 and over 5% after 2030. Development is phased: planning completion (2025-2026), construction and initial operations (2026-2030), and fully integrated infrastructure (2031-2035). The decision takes effect from its signing date (12/02/2026), with the Hai Phong People's Committee responsible for implementation.

On 12 February 2026, the Government issued Decree No. 57/2026/ND-CP setting out detailed rules for restructuring state capital in enterprises, implementing the Law on Management and Investment of State Capital in Enterprises No. 68/2025/QH15. The available content focuses on the equitization process - converting single-member limited liability companies wholly owned by the State (parent companies of economic groups, state corporations, or independent companies) into joint-stock companies. The Decree sets out equitization conditions and forms (keeping the state stake and issuing new shares, selling part or all of the state stake), and defines who may buy shares in the initial offering: domestic investors, foreign investors, and strategic investors. Strategic investors must meet financial-capacity and industry-experience thresholds and give binding commitments, such as keeping the brand and core business for at least 3 years, a 3-year lock-up on purchased shares, and a 20 percent deposit on the registered share value. The Decree also sets standards for valuation consulting firms, the pre-equitization financial process (asset inventory, tax finalization, handling of asset surpluses or shortfalls), tax-deductibility of equitization costs for corporate income tax purposes, and the new joint-stock company's obligation to assume employee rights and obligations. This Decree primarily affects state-owned enterprises slated for equitization, their owner-representative agencies, the auditing, valuation, and consulting firms involved in the process, and domestic or foreign investors seeking to buy shares in state enterprises. Accounting and legal teams at enterprises with state capital should track this to prepare financial records, tax finalizations, and asset disposals on time when their enterprise is designated for equitization. Note: the extracted content is cut off at the asset-method business valuation provisions (Article 29) and does not include the divestment (thoai von) chapter referenced in the document title, nor the effective-date clause.

Circular 08/2026/TT-BTC issued by the Ministry of Finance on February 3, 2026, takes immediate effect on the same date, amending several important regulations related to Vietnam's securities market. This document modifies three previous circulars: Circular 96/2020/TT-BTC on information disclosure guidelines in the securities market, Circular 120/2020/TT-BTC on trading of listed shares, registered securities and other instruments, and Circular 121/2020/TT-BTC on securities company operations. For SMEs planning to list, issue shares or corporate bonds, this Circular is particularly significant as it directly impacts information disclosure obligations, securities trading procedures and new compliance requirements. These changes aim to modernize and enhance transparency in Vietnam's securities market, while adjusting regulations to align with operational practices. Businesses should note that the Circular takes effect immediately and the amendments build upon previous modifications made by Circular 68/2024/TT-BTC and Circular 18/2025/TT-BTC. Listed companies, securities firms and related enterprises need to review their internal processes to ensure compliance with new regulations on information disclosure, securities trading and business operations.

The State Bank of Vietnam (SBV) has issued Consolidated Circular No. 34/VBHN-NHNN dated January 22, 2026, merging the original Circular No. 37/2013/TT-NHNN with the amendments, additions and repeals introduced by Circular No. 78/2025/TT-NHNN (effective January 25, 2026). The consolidated text governs the opening and use of accounts, and the foreign-exchange registration procedures, for outward loans made by Vietnamese economic organizations and for recovering debt that arises when those organizations perform guarantee obligations on behalf of non-residents. It applies only to organizations specifically authorized by the Prime Minister to lend to, or guarantee, non-resident counterparties, not to businesses generally. Compared with the prior rules, the 2025-2026 amendment significantly streamlines administrative procedures in this area: several clauses on required dossier components and mandatory registration cases were repealed; a new Article 7a sets out three channels for submitting dossiers (in person at SBV's one-stop unit, by post, or online via the National Public Service Portal) and allows digital signatures for electronic filings. The responsible SBV unit was renamed from the 'Department of Foreign Exchange Management' to the 'Foreign Exchange Management Department', and several provisions specific to credit institutions and foreign bank branches were removed from this circular's direct scope. Vietnamese enterprises that have, or expect to obtain, Prime Ministerial approval to lend abroad or guarantee obligations for non-residents should note the practical requirements: open a dedicated account at a licensed account-service credit institution before any related fund transfer; register (or register changes to) the loan or the guarantee-debt-recovery amount with SBV within 30 days of signing the relevant agreement (or within 60 days of the fund transfer for guarantee-debt recovery); and comply with monthly (by the 10th of the following month) and annual (by January 31 of the following year) reporting to SBV's Foreign Exchange Management Department. Dossiers filed complete and valid before January 25, 2026 continue to be processed under the rules in force at the time of filing.

The State Bank of Vietnam (SBV) has issued Consolidated Document No. 33/VBHN-NHNN, merging Circular No. 22/2013/TT-NHNN (effective from October 1, 2013) with the amendments introduced by Circular No. 78/2025/TT-NHNN (effective from January 25, 2026). The document sets out the procedures for registering, and registering changes to, foreign loans and international bond issuances that carry a Government guarantee, applying to borrowers and bond issuers under the rules on Government guarantee issuance and management. The key update from Circular 78/2025/TT-NHNN is the addition of an online filing channel through the National Public Service Portal, alongside in-person and postal submission. It also sets a clear 3-working-day deadline for SBV to check dossier completeness, and renames the responsible unit from «Vụ Quản lý Ngoại hối» (Foreign Exchange Management Department) to «Cục Quản lý ngoại hối» (Foreign Exchange Management Authority), reflecting an administrative upgrade of that unit within SBV. The confirmation timeline remains 7 working days for a new loan or bond registration and 5 working days for a change registration, both counted from receipt of a complete, valid dossier. If a dossier is incomplete, the borrower has up to 60 days to supplement it before the file is closed. While this is a technical administrative procedure, large enterprises, state-owned enterprises, and foreign-invested companies raising foreign loans or issuing international bonds under a Government guarantee should note the updated filing process, especially the 30-day window from signing the guarantee letter or amendment agreement to submit the registration dossier to SBV before disbursement or implementing any change.

Dong Nai Tax Department No. 10 clarifies: under Article 1(2), Article 7(3) and Article 9 of Decree 20/2026/ND-CP, the three-year CIT exemption for newly registered SMEs applies from the date Resolution 198/2025/QH15 took effect. A company registered in June 2022 - before the Resolution's effective date - is entitled only to the remaining portion of the three-year period counted from its initial registration date. Since the three-year window from June 2022 expired before June 2025 - prior to the Resolution's effective date - no remaining exemption time existed when the Resolution came into force. The company is therefore not entitled to CIT exemption for January through May 2025.

The Ministry of Finance clarifies the conditions for a 3-year corporate income tax (CIT) exemption for small and medium enterprises (SMEs) registering for the first time under Decree 20/2026/ND-CP, implementing National Assembly Resolution 198/2025/QH15 on private sector development. The exemption period runs continuously from the first year of initial business registration. However, the benefit does not apply to enterprises formed through mergers, splits, or where the legal representative or largest shareholder previously held the same role at another enterprise that is still operating or was dissolved less than 12 months before the new enterprise was established. Enterprises self-determine their eligibility and file tax returns accordingly. If the tax-exempt operating period in the first tax year is less than 12 months, the enterprise may choose to apply the exemption that year or register to begin from the following tax year.

A small and medium enterprise in Ho Chi Minh City asked when the implementing decree for National Assembly Resolution 198/2025/QH15 dated 17/05/2025 (on special mechanisms and policies for private sector development) would be officially issued, as the draft had closed for public comment in September 2025 but no decree had been published by January 2026. The Ministry of Finance confirmed: On 15/01/2026, the Government issued Decree 20/2026/ND-CP providing detailed guidance on implementing certain articles of Resolution 198/2025/QH15. The Ministry instructed the company to study the Decree to properly apply its provisions for the 2025 tax year and subsequent years. This is key information for SMEs newly established in 2025 that have been waiting to apply tax incentives under Resolution 198/2025/QH15.

Consolidated Document No. 89/VBHN-VPQH merges State Budget Law No. 89/2025/QH15 (effective from the 2026 budget year) with amendments introduced by National Reserve Law No. 145/2025/QH15 (effective 1 July 2026). It is the framework law governing the entire cycle of preparing, executing, auditing, finalizing, disclosing and overseeing the state budget at both central and local levels (provincial and commune). For businesses and accountants, the most relevant part is Article 36, which sets the revenue-sharing ratios between the central and local budgets: value-added tax (VAT) is split 70% central / 30% local; corporate income tax (CIT, excluding oil and gas and the global minimum top-up tax) and personal income tax fall into the percentage-shared revenue category; import-export duties and the supplementary CIT under Vietnam's global minimum tax (Pillar Two) rules go 100% to the central budget. The Law also sets budget-balance principles, local government borrowing limits, budget reserve levels (2%-5% of spending), and lists 12 categories of prohibited conduct in budget management. Overall, this is a foundational public-finance management law rather than a direct source of business filing or payment obligations - specific tax duties remain governed by the Tax Administration Law, VAT Law, CIT Law and similar statutes. Still, the revenue-allocation rules and public investment priorities are useful context for assessing fiscal policy direction and public investment opportunities relevant to business.