Register a foreign loan with the state bank according to the law

1. How to register a foreign loan with the state bank?

Pursuant to Article 9 of Circular 03/2016/TT-NHNN regulating loans that must be registered as follows:

Loans subject to registration with the State Bank include:

– Medium and long-term foreign loans outside.

– The short-term loan is extended with the total term of the Loan being over 01 (one) year.

– The short-term loan does not have an extension contract but has outstanding principal balance at the time of rounding 01 (one) year from the date of first capital withdrawal, unless the Borrower completes repayment of the Loan within 10 (ten) days from the rounding time 01 (one) year from the date of first capital withdrawal.

Thus, according to the above regulations, the current regulations only regulate loan registration in cases where foreign borrowing enterprises are not guaranteed by the government and do not differentiate between normal enterprises or FDI enterprises.

2. What is the loan registration dossier?

Pursuant to Article 14 of Circular 03/2016/TT-NHNN (amended by Clause 3, Article 1 of Circular 05/2017/TT-NHNN) stipulates the loan registration dossier as follows:

– Loan application as prescribed in Clause 1, Article 13 of the Circular This document.

– Copies (certified by the Borrower) of legal documents of the Borrower and the loan user in case the Borrower is not the loan user include: Establishment license, Business registration certificate, Enterprise registration certificate, Investment certificate or other equivalent documents, Cooperative registration certificate, Cooperative Union according to the provisions of law and amended and supplemented documents. (if any).

– Copy (certified by the Borrower) or original document proving the Loan purpose includes:

+ For Loans specified in Clause 1, Article 9 of this Circular:

(i) Production and business plans and investment projects using foreign loans are approved by competent authorities in accordance with the provisions of the Investment Law, Enterprise Law and Enterprise Charter, Cooperative Law and Cooperative Charter and other legal documents related to the Loan to implement production and business plans and investment projects, except in cases where the investment project has been granted an investment certificate by a competent authority, clearly determining the scale of investment capital. fourth;

(ii) The plan to restructure the Borrower’s foreign debts is approved by the competent authority in accordance with the provisions of the Enterprise Law and Enterprise Charter, the Cooperative Law and the Cooperative Charter and other relevant legal documents for the Loan to restructure the Borrower’s foreign debt;

+ For the Loan specified in Clause 2 and Clause 3, Article 9 of the Circular This:

Report on the use of the initial short-term foreign loan that meets the regulations on Short-term foreign loan conditions (with supporting documents) and repayment plan for the foreign loan, requesting the State Bank to confirm the registration.

– Copy and Vietnamese translation (confirmed by the Borrower) of the foreign loan agreement and the agreement to extend the short-term loan to medium term, long term (if any); or capital withdrawal document attached to the framework agreement.

– Copy and Vietnamese translation (confirmed by the Borrower) of the written guarantee commitment (letter of guarantee, guarantee contract or other form of guarantee commitment) in case the loan is guaranteed.

Copy (confirmed by the Borrower) of the document of the competent authority approving the foreign loan according to the provisions of law on assign and decentralize the implementation of rights, responsibilities and obligations of state owners of state-owned enterprises and state capital invested in enterprises for the Borrower being a state-owned enterprise, except in cases where the Borrower is a commercial bank with 100% charter capital held by the State.”

– Report on compliance with the State Bank’s regulations on credit limits and safety ratios in the operations of credit institutions and foreign bank branches at the end of the month nearest to the date of signing the foreign loan agreement and documents proving non-compliance with the legal provisions on credit limits and safety ratios approved by the Prime Minister or the Governor of the State Bank according to regulations. provisions of law (if any) for the Borrower being a credit institution or foreign bank branch.

– Confirmation of the bank providing account services in the following cases:

+ In case of foreign loan to restructure foreign debt: Document from the bank providing account services of the Borrower on the situation of capital withdrawal and debt repayment for the foreign loan to be restructured from source of foreign loan capital;

+ In case the capital transferred to Vietnam by a foreign investor used to meet investment preparation costs is converted into a medium or long-term foreign loan of an enterprise with foreign direct investment capital according to current regulations of relevant laws on foreign direct investment in Vietnam: Document from the bank providing account services of the Lender confirming the revenue and expenditure transactions related to the formation of foreign loans; into a Loan;

+ In case the Loan falls under the provisions of Clause 2 and Clause 3, Article 9 of this Circular: Document from the bank providing account services of the Borrower on the situation of capital withdrawal and debt repayment for the initial short-term foreign loan.

9. Documents and documents proving legally distributed profits in Vietnamese Dong from direct investment activities of the Lender who is a foreign investor contributing capital to the Borrower and confirmation from the bank providing account services on the situation of dividing and transferring profits to the Lender’s country to prove the disbursement of the Loan in case of foreign loans in Vietnamese Dong according to current regulations on Conditions for foreign loans in Vietnamese Dong

– Written explanation Regarding the need for foreign loans in Vietnamese Dong, in the case of foreign loans in Vietnamese Dong, permission must be granted by the Governor of the State Bank according to the State Bank’s current regulations on Conditions for foreign loans in Vietnamese Dong.

3. Who has the authority to confirm registration and change registration of loans?

Pursuant to Article 18 of Circular 03/2016/TT-NHNN stipulating the authority to confirm loans as follows:

– The State Bank (Foreign Exchange Management Department) carries out confirmation of registration and change registration for loans with a loan turnover of over 10 (ten) million USD (or another foreign currency of equivalent value) and foreign loans in Vietnamese Dong.

– The State Bank branch in a province or centrally run city where the Borrower’s head office is located shall confirm the registration and registration of changes for loans with a loan turnover of up to 10 (ten) million USD (or another foreign currency of equivalent value). equivalent).

– In case the change increases or decreases the loan turnover, changes the loan currency, changes the headquarters of the Borrower, changes the Borrower to an enterprise with headquarters in another area that changes the agency competent to confirm the registration of loan changes, the agency that confirms the registration and registration of changes to the original Loan has the following responsibilities:

+ Acting as the focal point to receive registration documents. Register changes to the Borrower’s Loan;

+ Within 07 (seven) working days from the date of receipt of the Borrower’s change registration application, transfer all original documents requesting registration to change the Loan and copies of the registration application, application for change registration of the Loan (if any) to the competent authority as prescribed in Clause 1 and Clause 2 of this Article for further processing. Management.

– In case there is a change in the content of foreign loans denominated in Vietnamese Dong that has been confirmed by the Branch, the registration of change is processed according to the process specified in Clause 3 of this Article.

– In case the Loan denominated in Vietnamese Dong must be reviewed and approved by the Governor of the State Bank, the Foreign Exchange Management Department acts as the focal point and coordinator. Coordinate with relevant units of the State Bank to report to the Governor of the State Bank for consideration and decision according to authority.