On 9/9/2025, deputy prime minister Ho Duc Phoc signed Resolution 5/2025, launching a pilot program for Vietnam's digital asset market. The pilot will run for 5 years and continue operating until new regulations are introduced. The resolution is effective immediately.
The pilot program will cover activities such as the offering, issuance, and trading of digital assets, as well as the provision of related services. The pilot will operate under principles of caution, control, security, transparency, and protection of the legal rights and interests of participating organizations and individuals.
Participating organizations and individuals must comply with regulations regarding information disclosure, issuance, trading, and the intended use of digital assets. They must also adhere to laws related to anti-money laundering, cybersecurity, data protection, and other relevant regulations.
The offering, issuance, trading, and payment of digital assets will be conducted in Vietnamese dong (VND). Digital assets can be used for exchange or investment purposes. Tax policies for trading, transfer, and business operations will follow those applied to securities until specific regulations are established.
Regarding issuance conditions, organizations issuing digital assets must be Vietnamese enterprises operating as limited liability companies or joint-stock companies. Issued digital assets must be based on real assets, excluding securities and VND. According to the resolution, digital assets can only be offered to foreign investors and traded among them through service providers licensed by the Ministry of Finance.
At least 15 days before the offering, issuing organizations must publish a prospectus and related documents on the websites of both the service provider and the issuing enterprise.
For the trading market organization, domestic investors currently holding digital assets and foreign investors can open accounts with licensed service providers for custody and trading. Domestic investors must trade through licensed organizations for at least 6 months. Failure to comply may result in administrative penalties or criminal prosecution depending on the severity of the violation.
Regarding licensing conditions for service providers, they must be Vietnamese enterprises registered in related business sectors with a minimum charter capital of 10,000 billion VND. At least 65% of the charter capital must be contributed by organizations, with over 35% coming from at least two entities among commercial banks, securities companies, fund management companies, insurance companies, or technology enterprises. Foreign investors can hold a maximum of 49% of the capital.
Contributing shareholders and members must be legal entities with profits for two consecutive years before the license application and their financial statements must be audited. Each organization or individual can only contribute capital to one digital asset service provider.
Enterprises applying for a license must have suitable headquarters and technology systems. The general director must have at least two years of experience in finance, securities, banking, insurance, or fund management. The technology director must have at least 5 years of experience. The enterprise must have a minimum of 20 personnel in technology and securities with legally valid professional certificates. The service provider's IT system must meet safety standards before operation.
Phuong Dung
