Procedures for Periodic Reporting on the Implementation of Foreign Loans

1. Overview of Foreign Loans – Periodic Reporting on the Implementation of Foreign Loans

1.1. Definition of Foreign Loans – Procedures for Periodic Reporting on the Implementation of Foreign Loans

According to Clause 1, Article 3 of Circular 12/2022-TT-NHNN, foreign loans refer to loans that are not guaranteed by the Government (hereinafter referred to as self-borrowing and self-repayment loans) and foreign loans guaranteed by the Government in any form, including loans through loan agreements, deferred payment contracts for imported goods, entrusted loan contracts, financial lease agreements, or issuance of debt instruments on the international market by the borrower.

1.2. Conditions for Foreign Loans without Government Guarantee

1.2.1. Loan Agreement Conditions

According to Clause 3, Article 1 of Circular 19/2024-TT-NHNN, which amends and supplements certain provisions of Circular 08/2023/TT-NHNN, the general conditions for foreign loan agreements are as follows:

Foreign loan agreements must be concluded in writing either before or on the disbursement date of the foreign loan. Concluding the agreement on the disbursement date is only permissible in the following cases:

• Short-term foreign loans, provided that disbursement occurs after the loan agreement is concluded;
• Foreign loans arising from converting preparation expenses for investment projects with investment registration certificates into foreign loans, as stipulated by foreign exchange management laws regarding foreign borrowing and repayment activities and foreign direct investment in Vietnam;
• Short-term foreign loans arising from credit letters of credit transactions of credit institutions or foreign bank branches.

1.2.2. Conditions Regarding Loan Currency

Conditions for foreign loan currencies without government guarantees are stipulated in Article 10 of Circular 08/2023/TT-NHNN as follows:

• The foreign loan currency must be in foreign currency.
• Borrowing in Vietnamese Dong is only permissible in the following cases:
  • The borrower is a microfinance institution;
  • The borrower is a foreign direct investment enterprise borrowing from profits shared in Vietnamese Dong from direct investment activities by the foreign lender who contributed capital to the borrower;
  • The borrower disburses and repays in foreign currency, with the loan obligation denominated in Vietnamese Dong.

1.3. Classification of Foreign Loans

Common types of foreign loans include short-term, medium-term, and long-term loans.

1.3.1. Short-Term Loans

• Definition:
  Short-term foreign loans, also known as self-borrowed and self-repaid short-term foreign loans (hereinafter referred to as short-term foreign loans), are foreign loans without a Government guarantee with a loan term of up to one year.
• Loan Purposes:
  Pursuant to Clause 1, Article 17 of Circular 08/2023/TT-NHNN regarding the purposes of foreign loans for borrowers other than credit institutions or foreign bank branches:

• Borrowers may only use short-term foreign loans to restructure foreign debts and pay short-term obligations in cash (excluding the principal of domestic loans) of the borrower. These short-term obligations must arise from the implementation of the borrower’s investment project, production and business plans, or other projects and be determined in accordance with current legal provisions guiding corporate accounting regulations.
• In addition to the purposes specified in Point a, Clause 1 of this Article, borrowers subject to financial safety indicators under specialized laws may use short-term foreign loans for their operations, with the term of use not exceeding 12 months from the disbursement date of the foreign loan.

1.3.2. Medium- and Long-Term Loans

• Definition:
  Medium- and long-term foreign loans, also known as self-borrowed and self-repaid medium- and long-term foreign loans (hereinafter referred to as medium- and long-term foreign loans), are foreign loans without a Government guarantee with a loan term exceeding one year.
• Loan Purposes:
  Pursuant to Clause 2, Article 17 of Circular 08/2023/TT-NHNN regarding the purposes of foreign loans for borrowers other than credit institutions or foreign bank branches:
  • Borrowers may only use medium- and long-term foreign loans for the following purposes:
    • To implement the borrower’s investment project;
    • To execute the borrower’s production and business plan or other projects;
    • To restructure the borrower’s foreign debts.

Each type of foreign loan has its unique characteristics. Understanding these types enables accurate reporting.

2. Process and Timeline for Foreign Loan Reporting at Vinasc

2.1. Process at VINASC – Procedures for Periodic Reporting on the Implementation of Foreign Loans

Following the Government’s directive to apply information technology in state agency management, the State Bank of Vietnam (SBV) has established an online portal to manage the borrowing and repayment of foreign loans by businesses at: https://qlnh-sbv.cic.org.vn/qlnh/.

• Step 1: VINASC collects information on the foreign loan reporting requirements for loans not guaranteed by the Government, including:

• • Type of foreign loan report the business needs to submit:
    • Short-term loans;
    • Medium- and long-term loans;
    • Foreign loans in the form of deferred payment for imported goods.
  • Time period during which the business has not yet submitted foreign loan reports to the SBV (if the client has pre-existing registered loans).
  • Customer demand for loan reporting services: The number of years the customer requires reporting/payment plans to be carried out.
  • Information about the business’s registered account used for foreign loan registration (if applicable) – (refer to Step 8).
• Step 2: Based on specific cases, VINASC advises and guides the client on the procedures for reporting foreign loans. Both parties discuss and agree on the service content. VINASC then drafts the necessary documents based on the provided information for the client’s verification.

• Step 3: VINASC guides the client in preparing documents related to the foreign loan reporting procedure as follows:

REPORTING PERIOD			PLAN FOR THE NEXT PERIOD
Opening Loan Balance	Transactions During the Period	Closing Loan Balance	Loan Disbursement	Debt Repayment
Total Opening Loan Balance	Loan Disbursement	Total Closing Loan Balance	Total Planned Loan Disbursement	Total Planned Principal Repayment
Overdue Loan Balance	Principal Repayment	Overdue Loan Balance		Total Planned Interest Repayment
	Interest Repayment

(*) Clients must provide the following documents to identify reporting obligations (subject to specific cases):

OPENING LOAN BALANCE	TRANSACTIONS DURING THE PERIOD	CLOSING LOAN BALANCE
Previous Bank Report	Foreign Loan Agreement	Bank Payment Order
	Loan Extension Agreement	Declaration Set for Import Declarations in the Reporting Period
	Loan Amendment Agreement
	Bank Credit Note
	Import Documentation Set

The import documentation includes: Customs declarations, Bills of Lading, Invoices, and Packing lists.
The specific documents required depend on individual cases. During the service provision, VINASC will list the specific documents for the client to prepare.

• Step 4: VINASC prepares the Enterprise Account Registration documents and delivers them to the client for signing.

A detailed list of documents will be sent to the client based on their specific situation.

• Step 5: Verify the authenticity of the Enterprise Account Registration documents after receiving the client’s signed confirmation.

• Step 6: Perform the Online Enterprise Account Registration.

VINASC will register the account online for the client on the website: https://qlnh-sbv.cic.org.vn/qlnh/, enter the necessary information, and submit the registration request.

• Step 7: Print the account registration form, have the client sign and seal it, and send it to the SBV along with the Investment Registration Certificate (IRC) and Enterprise Registration Certificate (ERC).

• Step 8: Once the account is obtained, VINASC logs in and completes the foreign loan report:
  • VINASC enters the foreign loan report data on the website;
    • After completing the data entry, VINASC submits the online report.
• Step 9: Service completion.
  • The foreign loan report has been reviewed and approved by the State Bank of Vietnam.

2.2. Account Issuance Timeline and Reporting Requirements for Self-Borrowed, Self-Repaid Loans by Borrowers

2.2.1. Account Issuance Timeline

Within three working days from the date of receiving the application, the State Bank of Vietnam (SBV) will issue the account and notify the enterprise via the registered email address.

Note: The estimated timeline above starts from the date when VINASC receives all required documents from the client. This timeline does not include the time required for registering the online account on the SBV’s online portal.

2.2.2. Reporting Requirements for Self-Borrowed, Self-Repaid Loans by Borrowers

According to Article 41 of Circular 12/2022/TT-NHNN, the reporting requirements for self-borrowed, self-repaid loans by borrowers are as follows:

1. Monthly, no later than the 5th day of the month following the reporting period, borrowers must report online on the status of short-term, medium-term, and long-term foreign loans via the online portal. If technical issues prevent submission through the online portal, borrowers must submit a written report using the template provided in Appendix 05 attached to this Circular.
2. Within 10 working days from the date of receiving the borrower’s report on the online portal, the SBV branch will review the report on the online portal (or input information from written reports if technical issues prevent online submission) and save the information in the database. If the report information is accurate, the borrower will be notified via email of the successful report submission. If there are inaccuracies or clarifications needed, the SBV branch will notify the borrower via email to adjust the data.
3. Within three working days from discovering errors in foreign loan and repayment reports, borrowers are responsible for reporting online on the portal (or in writing if technical issues prevent online submission) the corrected data for short-term, medium-term, and long-term foreign loans. Borrowers must also notify the SBV branch via email so that the branch can review and approve the corrections as per this Circular.

Accordingly, borrowers must report monthly, no later than the 5th day of the month following the reporting period, on the status of short-term, medium-term, and long-term foreign loans via the online portal.

3. Required Documents and Report Templates for Foreign Loan Reporting

The documents that the borrower must prepare for reporting foreign loans.

3.1. Case of Reporting Foreign Loans Through Loan Agreements

1. A copy of the borrower’s Enterprise Registration Certificate.
2. A copy of the borrower’s Investment Registration Certificate.
3. A certified copy of the foreign loan agreement (short-term; medium- and long-term) / agreement to convert short-term loans to medium- and long-term loans / agreement to modify the loan.
4. If the loan agreement is in a foreign language and signed abroad, a copy of the original foreign language agreement and its Vietnamese translation must be provided (certified by the borrower or via a service provider).
5. A certified copy of the incoming fund transfer messages.
6. A copy of the bank statement (to confirm the funds have been credited to the bank).
7. A certified copy of the payment orders.
8. A certified copy of the bank debit notes.
9. The most recent foreign loan report.
10. Account registration declaration form.
11. Confirmation of the foreign loan registration issued by the State Bank of Vietnam (if available).
12. Employee introduction letter.
13. Reporting data (attached in an Excel file).

3.2. Case of Reporting Foreign Loans Through Deferred Import Payment Agreements

1. A copy of the borrower’s Enterprise Registration Certificate.
2. A copy of the borrower’s Investment Registration Certificate.
3. Import goods contracts / agreements for the sale of imported goods.
4. If the loan agreement is in a foreign language and signed abroad, a copy of the original foreign language agreement and its Vietnamese translation must be provided (certified by the borrower or via a service provider).
5. A certified copy of the payment orders.
6. A certified copy of the bank debit notes.
7. Import goods documentation: customs declaration for clearance, Bill of Lading, invoices, and packing list.
8. The most recent foreign loan report.
9. Account registration declaration form.
10. Employee introduction letter.
11. Reporting data (attached in an Excel file).

4. Key Notes on Foreign Loan Reporting

4.1. Registration and Handling of Changes Under New Regulations

As of November 15, 2022, all businesses with foreign loans must register and obtain borrower account access on the SBV’s online portal to report loan usage in compliance with regulations.

• Short-term foreign loans: Loans disbursed and repaid before November 15, 2022, can continue using existing accounts.
• Deferred payment for imported goods: Medium- and long-term foreign loans in the form of deferred payment for imported goods, previously registered or modified with the SBV before the effective date of this Circular, can continue disbursement and repayment as per confirmation documents.
• Changes in loan terms: If changes arise as specified in the loan registration confirmation documents, the borrower can proceed based on agreements with the lender without registering the changes with the SBV.
• Foreign loans in VND: Loans in VND registered or modified before April 15, 2016, can continue under the issued registration confirmations. Changes must be registered with the SBV or its local branches, depending on the borrower’s head office location.
• Lender address changes: If the lender’s address changes without altering the creditor’s country, registration updates with the SBV are unnecessary.

4.2. Obligations and Penalties for Non-compliance in Reporting

• When should borrowers report foreign loans?
  Borrowers must report monthly, no later than the 5th day of the following month, via the SBV’s online portal.
• What should borrowers do if errors are discovered in the report?
  Borrowers must correct errors within three working days and submit the revised report online (or in writing if technical issues prevent online submission). They must also notify the SBV branch via email for review.
• Penalties for late reporting:
  According to Decree 88/2019/ND-CP:
  • Fines for delays or errors:
    • From VND 5,000,000 to VND 10,000,000 for late reports or recurring inaccuracies in the same fiscal year.
    • From VND 30,000,000 to VND 40,000,000 for false reports.
  • Maximum fines:
    • Up to VND 2,000,000,000 for organizations.
    • Up to VND 1,000,000,000 for individuals.
  • Violators must resubmit accurate reports.

5. FAQ – Periodic Reporting on the Implementation of Foreign Loans

When must enterprises report foreign loans?
According to Article 41 of Circular 12/2022/TT-NHNN, enterprises must report the status of foreign loans no later than the 5th day of the month following the reporting period.

What should the borrower do if errors are found in the foreign loan report?
If errors are identified, the borrower must submit a revised report on the online portal within 3 working days or send a written report if technical issues occur. The borrower should also notify the State Bank of Vietnam branch for verification.

Will enterprises be penalized for late foreign loan reporting?
Yes. Enterprises will face penalties ranging from VND 5,000,000 to VND 10,000,000 for late or inaccurate reporting from the second instance onward within a financial year.

What are the penalties for submitting false reports?
If a report is found to be dishonest, enterprises may be fined between VND 30,000,000 and VND 40,000,000 and must resubmit complete and accurate reports as required.

What is the timeline for implementing foreign loans?
The timeline for implementing a foreign loan is determined from the anticipated first disbursement date to the expected final principal repayment date, as agreed between the borrower and the lender.

How can foreign loan reports be submitted?
The borrower must report the status of short-term, medium-term, and long-term foreign loans online at the portal: https://qlnh-sbv.cic.org.vn/qlnh/. In case of technical issues preventing online submission, the borrower should send a written report using the template provided in Appendix 05 of Circular 12/2022/TT-NHNN.