Vietnam's new rules to strengthen risk governance for securities firms

Vietnam’s Ministry of Finance has issued a circular that aims to help securities firms improve financial resilience, operational transparency, and service quality.

Circular No. 102/2025/TT-BTC, signed by Minister of Finance Nguyen Van Thang on October 29, 2025, amends and supplements several provisions of Circular No. 91/2020/TT-BTC.

The new circular, effective from December 15, 2025, marks a key step in enhancing the legal framework and improving risk governance capacity in the securities sector as the market advances toward sustainable growth.

The amendment aligns with recent legal developments, including the amended Securities Law No. 56/2024/QH15, Decree No. 155/2020/ND-CP, and Decree No. 245/2025/ND-CP, while supporting supervisory needs following Vietnam’s upgrade by FTSE Russell to secondary emerging market status.

Enhanced risk control and transparency

Circular 102 aims to ensure that financial safety indicators reflect the full range of risks faced by securities companies and fund management firms, consistent with the rapid expansion and deepening of Vietnam’s capital market, particularly the recent surge in market capitalization.

By introducing more comprehensive risk-based measures, the regulation is expected to help securities firms improve financial resilience, operational transparency, and service quality - key factors to attract both domestic and foreign investors as Vietnam’s stock market enters a new growth phase after the market reclassification.

The circular will also enhance state oversight of the securities sector, promoting transparency, investor protection, and efficient market operations.

Key revisions: capital adequacy, credit ratings, asset valuation

Circular 102 revises seven articles of Circular 91, replaces several annexes, and eliminates outdated provisions. Notable changes include a new capital adequacy calculation method, introduction of credit ratings in bond risk assessment, and standardized asset valuation rules that more closely reflect market prices.

The updated capital adequacy formula now aligns with current accounting standards, aiming to provide a more accurate view of each firm’s financial position. Certain balance sheet items have been added or excluded to improve transparency and better reflect operational risks.

The circular also revises market risk coefficients for listed shares in line with listing transfer rules under Decree 155/2020/ND-CP, Circular 57/2021/TT-BTC, and Circular 69/2023/TT-BTC. It further clarifies the treatment of non-cash expenses when calculating and measuring investment assets and activities of securities organizations.

In a notable update, Circular 102 introduces market risk coefficients for corporate bonds with credit ratings, allowing firms to refer to assessments from Standard & Poor’s, Fitch Ratings, Moody’s, or licensed domestic rating agencies approved by the Ministry of Finance.

In addition, asset and securities valuation principles have been revised to align with pricing methodologies used by Vietnam’s stock exchanges, increasing the accuracy and reliability of financial reporting. Reporting templates for securities firms and fund managers have also been standardized and digitized to strengthen supervision and enable early risk warnings.

Transition period and implementation

To ease compliance, the circular provides a six-month transition period from its effective date, allowing securities firms to adjust asset structures, investment portfolios, and internal risk management systems to meet the new financial safety ratios without disrupting operations.

The Ministry of Finance said it will coordinate with the State Securities Commission (SSC) to issue detailed implementation guidance to ensure consistent and effective enforcement across the market.