Circular 08/2026/TT-BTC Amending Provisions on Securities Market Information Disclosure and Trading

MINISTRY OF FINANCE SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

No.: 08/2026/TT-BTC Hanoi, February 03, 2026

CIRCULAR
Amending and supplementing certain articles of Circular No. 96/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding information disclosure on the securities market, as amended and supplemented by Circular No. 68/2024/TT-BTC and Circular No. 18/2025/TT-BTC, Circular No. 120/2020/TT-BTC dated December 31, 2020 of the Minister of Finance regulating trading of listed stocks, registered trading stocks, fund certificates, corporate bonds, and listed covered warrants on the securities trading system, as amended and supplemented by Circular No. 68/2024/TT-BTC, Circular No. 121/2020/TT-BTC dated December 31, 2020 of the Minister of Finance regulating the operation of securities companies, as amended and supplemented by Circular No. 68/2024/TT-BTC.

Pursuant to the Securities Law No. 54/2019/QH14, as amended and supplemented by Law No. 56/2024/QH15;

Pursuant to the Enterprise Law No. 59/2020/QH14, as amended and supplemented by Law No. 03/2022/QH15 and Law No. 76/2025/QH15;

Pursuant to Government Decree No. 155/2020/ND-CP dated December 31, 2020 detailing the implementation of certain articles of the Securities Law, as amended and supplemented by Decree No. 245/2025/ND-CP;

Pursuant to Government Decree No. 29/2025/ND-CP dated February 24, 2025 regulating the functions, tasks, powers, and organizational structure of the Ministry of Finance, as amended and supplemented by Decree No. 166/2025/ND-CP;

At the request of the Chairman of the State Securities Commission;

The Minister of Finance promulgates this Circular amending and supplementing certain articles of Circular No. 96/2020/TT-BTC dated November 16, 2020 of the Minister of Finance guiding information disclosure on the securities market, as amended and supplemented by Circular No. 68/2024/TT-BTC and Circular No. 18/2025/TT-BTC, Circular No. 120/2020/TT-BTC dated December 31, 2020 of the Minister of Finance regulating trading of listed stocks, registered trading stocks, fund certificates, corporate bonds, and listed covered warrants on the securities trading system, as amended and supplemented by Circular No. 68/2024/TT-BTC, Circular No. 121/2020/TT-BTC dated December 31, 2020 of the Minister of Finance regulating the operation of securities companies, as amended and supplemented by Circular No. 68/2024/TT-BTC.

Chapter I
AMENDING AND SUPPLEMENTING CERTAIN ARTICLES OF CIRCULAR NO. 96/2020/TT-BTC AS AMENDED AND SUPPLEMENTED BY CIRCULAR NO. 68/2024/TT-BTC AND CIRCULAR NO. 18/2025/TT-BTC

Article 1. Amending and supplementing Clause 8 of Article 25 as amended and supplemented by Clause 1 of Article 2 of Circular No. 18/2025/TT-BTC

"8. In the case where a foreign investor is an organization that does not pay for the purchase of stocks to the securities company as prescribed in Clauses 6, 7, and 8 of Article 40k of Circular No. 119/2020/TT-BTC, the securities company where the foreign investor organization places trading orders must report to the State Securities Commission, the Vietnam Stock Exchange, and the Vietnam Securities Depository and Clearing Corporation regarding the trading of the foreign investor organization according to the model prescribed in Appendix XVII issued with this Circular on the same day the foreign investor organization fails to fulfill the payment obligation to the securities company as prescribed."

Article 2. Amending and supplementing certain clauses of Article 33 as amended and supplemented by Clauses 2 and 3 of Article 2 of Circular No. 18/2025/TT-BTC

1. Amending and supplementing point a of Clause 1 as follows:

"a) At least 03 working days before the expected date of trading, insiders and related persons must disclose information about the expected trading according to the model prescribed in Appendix XIII or Appendix XIV issued with this Circular, except in the case where a securities company is a related person of an insider of a listed organization or a registered trading organization and implements the transfer of ownership as prescribed in point q2 of Clause 2 of Article 6 of Circular No. 119/2020/TT-BTC, points c and d of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC.

In the case where a securities company sells stocks received into its proprietary trading account on the securities trading system as prescribed in Clause 9 of Article 40k of Circular No. 119/2020/TT-BTC and point d of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC, the exemption from information disclosure applies to trades executed within 04 working days from the date the stocks are received into the proprietary trading account of the securities company as prescribed in Clauses 7 and 8 of Article 40k of Circular No. 119/2020/TT-BTC, points c and d of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC."

2. Amending and supplementing Clause 8 as follows:

"8. In the case where a securities company is a related person of an insider of a listed organization or a registered trading organization, the securities company must disclose information and report to the State Securities Commission, the Stock Exchange, and notify the listed organization or registered trading organization when the value of trading in a day is from 50 million VND upwards or the value of trading in each month is from 200 million VND upwards, calculated according to the par value, including the case of transferring ownership outside the securities trading system according to the model prescribed in Appendix XVIII issued with Circular No. 96/2020/TT-BTC within a time limit of 24 hours from the following time points:

a) Completion of the transfer of ownership to the proprietary trading account of the securities company as prescribed in Clauses 7 and 8 of Article 40k of Circular No. 119/2020/TT-BTC, points c and d of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC;

b) The securities company completes the sale of stocks as prescribed in Clause 9 of Article 40k of Circular No. 119/2020/TT-BTC, point d of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC."

Article 3. Replacing Appendix XVII

Replace Appendix XVII issued with Circular No. 96/2020/TT-BTC with Appendix XVII issued with this Circular.

Chapter II
AMENDING AND SUPPLEMENTING CERTAIN ARTICLES OF CIRCULAR NO. 120/2020/TT-BTC AS AMENDED AND SUPPLEMENTED BY CIRCULAR NO. 68/2024/TT-BTC

Article 4. Amending and supplementing certain clauses of Article 6

1. Amending and supplementing Clause 1 as follows:

"1. Investors must comply with the following regulations:

a) Investors open securities trading accounts at securities companies that are trading members to execute securities trading; for non-resident foreign investors, placing securities trading orders is executed through a foreign securities business organization representing them by the depository account number of the foreign investor or the foreign investor directly executes using their own trading account;

b) From the date of operation of clearing and settlement of securities trading according to the central counterparty clearing mechanism is implemented, investors must have a clearing margin account at the clearing member before executing securities trading. The opening of clearing margin accounts for investors is implemented according to the law on clearing and settlement of securities trading."

2. Amending and supplementing Clause 3 as follows:

"3. Investors are only allowed to open 01 clearing margin account at the clearing member corresponding to each securities trading account, except for certain cases according to the law on clearing and settlement of securities trading."

3. Amending and supplementing Clause 7 as follows:

"7. Foreign securities companies and foreign securities investment fund management companies are allowed to open 02 securities trading accounts at each securities company as follows:

a) 01 securities trading account to execute the trading activities of the company itself;

b) 01 securities trading account to execute the trading management activities for the company's customers."

Article 5. Amending and supplementing certain clauses of Article 7

1. Amending and supplementing point b of Clause 2 as follows:

"b) Securities companies are only allowed to receive orders into the securities trading system when the investor has met the requirements for clearing margin according to the law on clearing and settlement of securities trading."

2. Amending and supplementing Clause 5 as follows:

"5. Securities companies are responsible for controlling the placing of orders at their own company for trades involving the same purchase and sale in the same periodic order matching session of the investor when receiving orders and entering orders of customers into the securities trading system of the Stock Exchange."

3. Amending and supplementing Clause 6 as follows:

"6. Foreign securities companies and foreign securities investment fund management companies are allowed to use the trading account prescribed in point b of Clause 7 of Article 6 of this Circular to place orders for simultaneous purchase and sale of the same stock code in each matching session (periodic or continuous) or negotiated trading, but must ensure the principle that the purchase order and the sale order of the stock must not be from the same foreign investor."

Article 6. Supplementing Clause 1a into Clause 1 of Article 9a as supplemented by Clause 2 of Article 1 of Circular No. 68/2024/TT-BTC

"1a. In the case where a foreign investor is an organization that does not pay for the purchase of stocks to the securities company as prescribed in Clauses 6, 7, and 8 of Article 40k of Circular No. 119/2020/TT-BTC, securities companies receiving trading orders from the investor must ensure that the purchase order of the investor is executed as follows:

a) The foreign investor organization is not allowed to place purchase orders for stocks that do not require sufficient funds when placing orders for a period of 07 consecutive trading days from the day immediately following the day the foreign investor organization fails to fulfill the trading payment obligation as prescribed;

b) Within 30 consecutive trading days, if the foreign investor organization has a third occurrence of violating the payment obligation for trades involving purchase of stocks that do not require sufficient funds when placing orders, the foreign investor organization is not allowed to place purchase orders for stocks that do not require sufficient funds when placing orders for a period of 180 consecutive days from the day immediately following the day the foreign investor organization has the third occurrence of violating the payment obligation;

c) The Vietnam Stock Exchange notifies member securities companies about the requirement for the foreign investor organization to have sufficient funds in the depository account when placing purchase orders for stocks that do not require sufficient funds as prescribed in points a and b of this Clause after receiving the report document from the Vietnam Securities Depository and Clearing Corporation regarding the failure of the foreign investor organization to fulfill the trading payment obligation as prescribed."

Chapter III
AMENDING AND SUPPLEMENTING CERTAIN ARTICLES OF CIRCULAR NO. 121/2020/TT-BTC AS AMENDED AND SUPPLEMENTED BY CIRCULAR NO. 68/2024/TT-BTC

Article 7. Supplementing Clause 6 of Article 2

"6. A foreign securities business organization representing is a foreign securities business organization that represents non-resident foreign investors using the depository account number of the foreign investor to place securities trading orders for the foreign investor."

Article 8. Amending and supplementing Clause 5 of Article 4

"5. Has the responsibility to sign contracts with customers or foreign securities business organizations representing when providing services to customers; provide complete and truthful information to customers and foreign securities business organizations representing."

Article 9. Amending and supplementing certain clauses of Article 13

1. Amending and supplementing Clause 3 as follows:

"3. Data on customer brokerage accounts opened at securities companies, data on trading of foreign investors using depository account numbers to trade securities through foreign securities business organizations representing at securities companies must be centrally managed and must be backed up at another location."

2. Amending and supplementing point d of Clause 4 as follows:

"d) Receive trading orders from persons who are not the account holder without written authorization from the account holder, except in the case where a foreign investor uses the depository account number to trade securities through a foreign securities business organization representing; settle trades with persons who are not the account holder without written authorization from the account holder."

Article 10. Amending and supplementing certain clauses of Article 14

1. Amending and supplementing Clause 2 as follows:

"2. Securities companies have the obligation to update changed information of customers when the customer or the foreign securities business organization representing requests."

2. Amending and supplementing Clause 3 as follows:

"3. Securities companies must sign trading account opening contracts with customers except for cases prescribed in Article 15a of this Circular. Securities companies must directly execute securities trading for customers and bear legal responsibility for these activities."

3. Amending and supplementing Clause 4 as follows:

"4. Securities companies must track in detail the funds and securities of each customer, provide information on balances and transaction volumes of funds and securities to customers upon request, except in the case where the customer opens a depository account at a depository member that is not a trading member."

Article 11. Amending and supplementing Clause 1 of Article 15

"1. To execute purchase and sale of securities for customers, securities companies must open trading accounts for each customer based on the securities trading account opening contract with the customer, except for cases prescribed in Article 15a of this Circular. Customers are responsible for providing complete and accurate information for customer identification when opening securities trading accounts. The account opening contract must meet current regulations and contain minimum contents according to the model prescribed in Appendix III issued with this Circular."

Article 12. Supplementing Article 15a after Article 15

"Article 15a. Use of depository account numbers for securities trading

1. Foreign securities business organizations representing use the depository account numbers of foreign investors to place securities trading orders for non-resident foreign investors at securities companies.

2. Securities companies must perform customer identification of foreign investors and foreign securities business organizations representing according to the law on anti-money laundering.

3. Foreign securities business organizations representing use the depository account numbers of foreign investors to execute purchase and sale of securities for foreign investors based on the contract between the foreign securities business organization representing and the securities company.

4. Foreign securities business organizations representing are responsible for providing information of foreign investors, information on securities trading of foreign investors when requested by securities companies or state agencies.

5. The contract between the securities company and the foreign securities business organization representing must include at least the following contents:

a) Agreement on receiving and placing securities trading orders;

b) Agreement on securities trading service prices and other costs incurred when executing trades;

c) Agreement on verifying foreign investors, verifying foreign securities business organizations representing, and confirming trading orders before entering orders into the trading system;

d) Provision of information of foreign investors, information on securities trading of foreign investors when requested by securities companies or state agencies;

d) Confirmation of fulfillment of payment obligations of investors with securities companies when executing trades involving purchase of stocks that do not require sufficient funds when placing orders;

e) Agreement on the payment obligation of foreign investor organizations in the case where the investor does not have sufficient funds and other incurred costs (if any);

g) Agreement on obligations, powers, and responsibilities of parties participating in the contract and related parties (if any).

6. When receiving securities trading orders from foreign investors through foreign securities business organizations representing, securities companies and foreign securities business organizations representing must execute according to the following principles:

a) Securities companies must have measures to identify and verify to ensure that orders received from the foreign securities business organization representing are from an organization that is a party to the contract as prescribed in Clause 5 of this Article; ensure full recording of information at the time of receiving orders, keep evidence proving the placing of orders and confirmation of orders placed by the foreign securities business organization representing for foreign investors for reference when necessary;

b) Foreign securities business organizations representing have measures to ensure full recording of information and evidence of the placing of orders by foreign investors for reference when necessary."

Article 13. Amending and supplementing certain clauses of Article 16

1. Amending and supplementing Clause 1 as follows:

"1. Securities companies receive trading orders from customers or foreign securities business organizations representing in one of the following forms:

a) Receive order slips directly at the trading counter;

b) Receive orders remotely via telephone, fax, internet, SWIFT lines, and other transmission lines."

2. Amending and supplementing Clause 4 as follows:

"4. Securities companies are only allowed to execute trading orders when the trading orders from foreign securities business organizations representing, securities companies execute trading orders when the trading orders have complete and accurate information on the depository account number of the foreign investor, information on the foreign securities business organization representing, method, type of order, trading date, time of receiving the order, stock code, quantity, and trading price. Customer trading orders must be recorded by the securities company with the time (date, hour, minute) of receiving the order at the time of receipt."

3. Amending and supplementing Clause 7 as follows:

"7. Securities companies must notify the result of executing trading orders to customers or foreign securities business organizations representing immediately after the order is matched according to the method agreed upon by the customer or foreign securities business organization representing and the securities company in the contract."

4. Amending and supplementing Clause 9 as supplemented by Clause 2 of Article 3 of Circular No. 68/2024/TT-BTC as follows:

"9. Securities companies when receiving purchase orders for stocks that do not require sufficient funds from foreign investor organizations as prescribed in Article 9a of Circular No. 120/2020/TT-BTC must comply with:

a) The limit for receiving purchase orders for stocks is determined according to Clause 10 of this Article;

b) Securities companies are not allowed to receive purchase orders for stocks of the company itself, stocks of the parent company of the securities company, stocks of subsidiaries that share the same parent company with the securities company which hold stocks of that securities company, stocks of other companies that the securities company is not allowed to hold according to relevant laws, except in the case where the securities company has an Agreement with another securities company regarding the acceptance of transfer of ownership of these stocks as prescribed in Clause 9a of this Article;

c) In the case where a foreign investor organization does not pay for the purchase of stocks to the securities company as prescribed in Clauses 6, 7, and 8 of Article 40k of Circular No. 119/2020/TT-BTC for stocks for which the securities company has received purchase orders at point b of this Clause, the securities company is allowed to request the Vietnam Securities Depository and Clearing Corporation to execute the transfer of ownership of these stocks, rights arising from these stocks (if any) from the account of the foreign investor organization to the proprietary trading account of the securities company according to the Agreement between the securities company and another securities company;

d) The transfer of ownership at point c of this Clause is executed through the transfer of ownership system of the Vietnam Securities Depository and Clearing Corporation and completed within the time limit prescribed in Clauses 7 and 8 of Article 40k of Circular No. 119/2020/TT-BTC;

d) Other securities companies are allowed to sell stocks on the securities trading system for the number of stocks received into the proprietary trading account as prescribed in points c and d of this Clause and execute agreements according to the Contract prescribed in Clause 9a of this Article."

5. Supplementing Clause 9a after Clause 9 as follows:

"9a. The contract between the securities company and another securities company regarding the agreement to accept the transfer of ownership of stocks that are not executed for payment as prescribed in Clause 9 of this Article includes the following minimum contents:

a) Agreement on rights and responsibilities of parties when a situation arises where a foreign investor organization fails to fulfill the payment obligation for the stocks mentioned at point b of Clause 9 of this Article;

b) Agreement on the sale of securities received via transfer of ownership from the foreign investor organization; costs incurred when executing this trade;

c) Agreement on applying measures in the case where the acceptance of transfer leads to exceeding the investment limit of the securities company."

Article 14. Supplementing Clauses 8 and 9 after Clause 7 of Article 28 as supplemented by Clause 3 of Article 3 of Circular No. 68/2024/TT-BTC

1. Supplementing Clause 8 as follows:

"8. In the case where another securities company executes according to the provisions of Clause 9 of Article 16 of this Circular leading to exceeding the investment limit prescribed in points a, c, d, d, e, and g of Clause 4 of this Article, the other securities company is not allowed to receive purchase orders for stocks that do not require sufficient funds from foreign investor organizations, is not allowed to sign and execute Agreements to accept the transfer of ownership of stocks that are not executed for payment until the investment limit is met and must apply necessary measures within a maximum time limit of 01 year to comply with the investment limit."

2. Supplementing Clause 9 as follows:

"9. Other securities companies executing according to the provisions of Clause 9 of Article 16 of this Circular must ensure compliance with point b of Clause 4 of this Article."

Article 15. Replacing Form II.4 of Appendix II

Replace Form II.4 of Appendix II issued with Circular No. 121/2020/TT-BTC with Form II.4 of Appendix II issued with this Circular.

Chapter IV
IMPLEMENTATION PROVISIONS

Article 16. Implementation Provisions

1. This Circular takes effect from February 03, 2026.

2. In the case where legal documents referenced in this Circular are amended, supplemented, or replaced by new legal documents, the new legal documents shall apply.

3. The State Securities Commission, the Vietnam Securities Depository and Clearing Corporation, Stock Exchanges, securities companies, depository members, payment banks, and other relevant organizations and individuals are responsible for implementing this Circular.

Where received:

• Central Office and Departments of the Party;
• Office of the General Secretary;
• Office of the National Assembly;
• Office of the President;
• Prime Minister, Deputy Prime Ministers;
• Central Steering Committee on Anti-Corruption, Waste, and Negativity;
• Ministries, ministerial-level agencies, and agencies under the Government;
• Supreme People's Procuracy;
• Supreme People's Court;
• State Audit Office;
• Department of Document Inspection and Management of Administrative Violation Handling (Ministry of Justice);
• National Legal Database;
• Gazette;
• Units under the Ministry of Finance;
• Electronic Portal of the Ministry of Finance;
• Electronic Portal of the State Securities Commission;
• Store: VT, UBCK (50 copies).

KT. MINISTER
DEPUTY MINISTER

(Signed)

Nguyen Duc Chi

Appendix II
MODEL FOR DETAILED REPORT ON OPERATIONS AND BUSINESS SITUATION OF SECURITIES COMPANIES (Accompanying Circular No. 08/2026/TT-BTC dated February 03, 2026 of the Minister of Finance)

Form II.4 Number of securities trading accounts, number of investors trading at securities companies

quarter/6 months/year

TT	Customer Type	Number of Accounts	Number of Accounts with Transactions in the Period
		In the Period	Increase/Decrease
(1)	(2)	(3)	(4)	(5)
1	I. Domestic
2	1. Individuals
3	2. Organizations
4	II. Foreign
5	1. Individuals
6	1.1. Individuals with securities trading accounts at the securities company
7	1.2. Individuals without securities trading accounts at the securities company, executing securities trading through foreign securities business organizations representing
8	1.3. Individuals with securities trading accounts at the securities company, executing securities trading through foreign securities business organizations representing
9	2. Organizations
10	2.1. Organizations with securities trading accounts at the securities company
11	2.2. Organizations without t