- HM&P: Vietnam International Law Firm
- HM&P: Vietnam International Law Firm
- 02873080839
- https://hmplaw.vn/
Banking & Finance
In modern corporate governance, salary is no longer the only tool for retaining talent. Especially in technology businesses, start-ups or businesses in a period of rapid growth, giving employees the opportunity to become shareholders often brings much greater efficiency than short-term cash bonuses.
When it comes to mergers and acquisitions (M&A) deals in the field of financial technology (fintech), the question is often what technology the business owns, how many users the platform has, or how strong the engineering team is. However, as Vietnam's fintech market enters a more mature stage and the regulatory framework becomes more mature, the focus of deals has changed significantly. What investors are really looking for is no longer just technology, but access to a highly regulated market through specialized business licenses.
After more than two decades of development, Vietnam's stock market is entering an important period of reform. Decree 245/2025/ND-CP for the first time allows enterprises to register for listing at the same time as the initial public offering (IPO), instead of having to complete each procedure in the same order as before. At first glance, this change is just an administrative reform, but in fact it has a direct impact on the efficiency of capital mobilization of enterprises and the attractiveness of the entire market.
2026 can be considered one of the pivotal years of Vietnam's economy. While many economies around the world are still facing uncertainties from geopolitical conflicts, trade protectionism, prolonged high interest rates and global supply chain restructuring, Vietnam has entered a new stage of development with high growth ambitions far-reaching institutional reforms and the goal of becoming a high-income country by 2045.
The issuance of individual corporate bonds is an important capital mobilization channel but is sensitive to the risk of "information asymmetry" when the issuer knows better than investors about financial health, purpose of using capital, collateral and debt repayment capacity. When the obligation to disclose information is carried out in a slow, insufficient or wrong form, the market is prone to falling into improper risk valuation, wrong capital allocation and causing a lack of investor confidence.
Today, insurance products are considered an integral part of the lives of individuals and organizations, playing a role in supporting both individuals and organizations in reducing risks and financial stability. Along with the increase in demand and the emergence of complex and potentially risky transactions, the completion of relevant legal regulations is considered one of the top priorities.
Collateral plays an important role in capital mobilization transactions at banks of enterprises. On the other hand, the right to seize collateral is an important support for the handling of bad debts of the banking system. The Law amending and supplementing a number of articles of the Law on Credit Institutions, which was approved by the 15th National Assembly, 9th session on June 27, 2025 and takes effect from October 15, 2025 (the amended Law on Credit Institutions) has added new regulations on the right to seize collateral of banks. On November 25, 2025, the Government also issued Decree No. 304/2025/ND-CP effective from December 1, 2025 regulating the conditions for collateral of bad debts to be seized (Decree 304).
Vietnamese businesses are facing an unprecedented large-scale technical "screening" when the State Bank of Vietnam (SBV) officially issued Circular 77/2025/TT-NHNN. No longer general recommendations, this new legal document sets tough "technical barriers", forcing hundreds of thousands of businesses to change the way they manage cash flows and operate accounting systems as early as Q1 2026.
Stocks are securities that confirm the legitimate rights and interests of the owner to a part of the issuer's share capital. The issuance and private placement of shares is a strategic activity for businesses to achieve the important dual goal of increasing charter capital and finding investors for the company. However, if this activity does not comply with legal regulations, regardless of whether due to weak management capacity or intentional wrongdoing of the business/manager, it will cause damage to investors.
In the context that Vietnam's insurance market has entered a period of strong volatility after more than two years of implementation of the Law on Insurance Business 2022, with many high-profile cases related to bancassurance, contract disputes, governance capacity and information transparency requirements, The revision of the legal framework is becoming an urgent need. In particular, as the economy enters a new growth cycle and Vietnam continues to expand its service market in line with international commitments, the insurance industry is forced to upgrade its operating mechanisms to meet expectations for efficiency, safety and compliance.
Vinhome Joint Stock Company acquired 370 million treasury shares with an expected value of nearly VND 13,000 billion and yes 1 Group Joint Stock Company acquired 827,650 ESOP (Employee Stock Ownership Plan) shares of employees with a value of more than VND 8 billion, applying the same legal framework on the repurchase of treasury shares, showing major inadequacies in the repurchase regulations ESOP stocks in practice. Public company treasury share buybacks, which are designed for large-scale strategic transactions, have become cumbersome and inflexible when applied to small, sporadic share buybacks from employees.
Cross-ownership is not a new problem in the world, but in Vietnam, it has its own peculiarities due to the uneven development of the financial market and the legal system that has not kept up with the development of society and the economy. In the past period, many banks have taken advantage of cross-ownership to increase their influence, manipulate credit activities or hide their weak financial situation. As a result, a series of bank failures, such as the case of the Construction Bank or banks acquired by the State Bank for 0 VND such as Dong A Bank and Ocean Bank, all have traces of cross-ownership.
-
-