New Circulars Explained

The State Bank of Vietnam issued Circular 31/2025 and Circular 32/2025 in October 2025, fundamentally restructuring the licensing framework for payment intermediaries and peer-to-peer lending platforms. Both circulars took effect on 1 January 2026, and existing operators have until 30 June 2026 to bring their operations into compliance.

Payment Intermediaries: Circular 31/2025

Circular 31/2025 replaces Circular 23/2014 and introduces a tiered licensing system for payment intermediary services. The three licence categories are:

• Payment Gateway Licence: For entities providing technical infrastructure to route payment transactions between customers, merchants, and banks. Minimum charter capital: VND 50 billion.
• E-Wallet Licence: For entities issuing stored value instruments and enabling payment transactions from electronic wallets. Minimum charter capital: VND 100 billion.
• Payment Support Services Licence: For entities providing aggregation, tokenisation, or QR code standardisation services without holding customer funds. Minimum charter capital: VND 30 billion.

The capital requirements represent a significant increase from the previous unified minimum of VND 20 billion. Several smaller payment gateway operators will need to raise additional equity or consolidate to meet the new threshold. The SBV has indicated that it will consider phased compliance for entities demonstrating credible capital-raising plans, but no formal transition mechanism has been published.

Technology and cybersecurity standards have also been strengthened. All licensed entities must now obtain ISO 27001 certification for their information security management systems, maintain primary data centres within Vietnam, and submit to annual penetration testing by SBV-approved auditors. These requirements are expected to add VND 2-5 billion in annual compliance costs for mid-sized operators.

Peer-to-Peer Lending: Circular 32/2025

Circular 32/2025 provides the first comprehensive regulatory framework for peer-to-peer (P2P) lending platforms in Vietnam. Prior to its issuance, P2P lending operated in a legal grey area, with platforms structuring themselves as technology service providers to avoid licensing requirements applicable to credit institutions.

Under the new framework, P2P platforms must obtain a P2P Lending Intermediary Licence from the SBV. The licence requires minimum charter capital of VND 50 billion, a physical presence in Vietnam, and a technology infrastructure capable of real-time transaction monitoring and reporting to the SBV. Platforms are prohibited from using their own balance sheets to fund loans, from guaranteeing returns to lenders, and from accepting deposits.

Lending limits have been introduced to manage concentration risk. Individual borrowers may not exceed VND 100 million in outstanding P2P loans across all platforms, and individual lenders may not lend more than VND 500 million through P2P channels. These limits are designed to prevent the P2P sector from becoming a channel for unregulated consumer credit or speculative lending.

Foreign Investment Considerations

Foreign ownership in payment intermediary and P2P lending entities is capped at 49%, consistent with the existing foreign ownership limits for non-bank financial institutions. However, the circulars introduce a new requirement that foreign investors must obtain SBV approval before acquiring any ownership stake above 10%.

This approval requirement adds a procedural layer that did not previously exist. The SBV has not published detailed approval criteria, but early applications suggest that the regulator is assessing investor fitness and propriety, source of funds, and strategic alignment with Vietnam's payment system development objectives. Approval timelines have ranged from 60 to 120 days.

For foreign fintechs seeking to enter Vietnam, the 49% cap and approval requirement mean that joint ventures with domestic partners remain the standard entry model. Wholly foreign-owned subsidiary structures are not available for payment or lending activities, though technology licensing and software provision arrangements remain permissible.

Consumer Protection Provisions

Both circulars include enhanced consumer protection measures. Payment intermediaries must maintain segregated accounts for customer funds, provide real-time transaction notifications, and establish complaint resolution procedures with response timelines of no more than five business days. P2P platforms must conduct credit assessment of borrowers using at least two independent data sources and disclose default rates by vintage to prospective lenders.

The SBV has established a dedicated fintech supervision unit within its Banking Inspection and Supervision Agency. The unit will conduct both scheduled and unannounced examinations of licensed entities, with authority to impose fines, suspend operations, and revoke licences for material violations.

Market Impact and Consolidation

The new framework is expected to trigger consolidation in Vietnam's fintech sector. There are currently approximately 45 active e-wallet providers, 30 payment gateways, and an estimated 60 P2P lending platforms. Industry consensus suggests that the number of licensed entities will fall to 15-20 e-wallets, 10-15 payment gateways, and 10-12 P2P platforms by end-2026.

Investor interest in the surviving entities is likely to increase. Higher barriers to entry reduce competitive pressure, and the formal licensing regime provides legal certainty that was previously absent. Several regional private equity funds have indicated interest in acquiring stakes in compliant Vietnamese fintechs, subject to the foreign ownership and approval constraints.

Conclusion

The 2026 fintech licensing framework represents a maturation of Vietnam's approach to digital financial services. The increased capital requirements, technology standards, and consumer protections will raise operating costs and reduce the number of market participants, but they will also improve systemic stability and investor confidence. Fintechs that invest in compliance infrastructure and capital adequacy now will be positioned to capture market share as the sector consolidates.