New rules ease foreign access to Vietnam equities

New rules ease foreign access to Vietnam equities

Circular 08 introduces a series of amendments to securities market regulations, aimed at facilitating foreign investor participation and enhancing regulatory efficiency.

Minister of Finance Nguyen Van Thang issued Circular No.08/2026/TT-BTC on February 3, amending and supplementing several provisions under existing regulations governing the securities sector and the stock market.

Circular 08 focuses on adjusting and supplementing regulations related to trading activities and information disclosure in the stock market, including several notable provisions concerning foreign investors’ trading mechanisms, settlement risk management, and reforms to disclosure obligations for securities companies.

The circular allows non-resident foreign investors to place trading orders through overseas securities firms acting as representatives, directly using the investors’ own depository account numbers.

At the same time, the circular stipulates the responsibilities of securities companies in receiving and processing equity purchase orders under the mechanism that does not require 100 per cent pre-funding for foreign institutional investors.

In addition, foreign securities companies or fund management companies are permitted to open two trading accounts at each domestic securities firm, including one proprietary trading account and one account dedicated to managing investment portfolios for clients.

Regarding sanctions and settlement risk management, Circular 08 specifies measures applicable to cases where foreign institutional investors fail to meet their settlement obligations fully.

Accordingly, violating investors will be suspended from using the non-pre-funding mechanism for seven consecutive trading days. In cases of three violations within a 30-day period, the suspension period may be extended to up to 180 days.

For shares affected by settlement failures, the securities firm where the order is placed is required to report the incident immediately to the State Securities Commission and the stock exchanges on the day the violation occurs.

The failed shares will be transferred to the securities firm’s proprietary trading account or moved to another securities firm, subject to agreement among the relevant parties.

In terms of disclosure reforms, the circular introduces an exemption from pre-trade disclosure obligations for securities companies when selling failed shares from proprietary accounts, provided that the sale is conducted within four working days from the date the shares are received.

Furthermore, the circular clearly defines transaction value thresholds as the basis for disclosure and reporting in cases where a securities company is a related party of an insider.

Accordingly, disclosure and reporting obligations arise when the transaction value reaches $2,000 or more per day, or when the cumulative transaction value reaches $8,000 or more per month.

Assessing the impact of the change, Nguyen The Minh, head of Research at Yuanta Securities Vietnam, noted that the issuance of the circular helped meet the criteria of a “global broker” ahead of the expected stock market review scheduled for March 2026.

According to Minh, the circular could generate positive momentum for Vietnam’s stock market as early as March 2026, while further reinforcing confidence in an official market upgrade taking effect in September 2026.

“Based on our observations, capital from active investment funds tends to move earlier, ahead of large-scale disbursements by passive funds. On that basis, we expect foreign capital flows to turn more positive following the implementation of Circular 08, as market conditions continue to be refined,” he said.

In its September 2025 Country Classification Review, global index provider FTSE Russell announced that Vietnam’s stock market will be reclassified from a Frontier Market to a Secondary Emerging Market under its classification framework. This marks a historic milestone for Vietnam’s capital market after more than a decade of reforms and efforts to meet international standards.

FTSE Russell’s decision is subject to an interim review scheduled for March 2026 to confirm that sufficient progress has been made on key technical criteria – particularly improving access for global brokers – before the reclassification takes effect.

If confirmed, the upgrade will become effective on September 21, 2026, and has the potential to unlock significant foreign capital inflows into Vietnam’s stock market by expanding its inclusion in global emerging market indices.

VIR