Circular 145/2026/TT-BTC on Registration, Custody, Clearing and Settlement of Securities Transactions

MINISTRY OF FINANCE

SOCIALIST REPUBLIC OF VIETNAM
Independence - Freedom - Happiness

No: 145/2026/TT-BTC Hanoi, September 30, 2026

CIRCULAR
Regulating the activity of registration, custody, clearing and settlement of securities transactions

Pursuant to the Securities Law No. 54/2019/QH14 amended and supplemented by Law No. 56/2024/QH15 (hereinafter referred to as the Securities Law); Pursuant to the Enterprise Law No. 59/2020/QH14 amended and supplemented by Law No. 03/2022/QH15 and Law No. 76/2025/QH15 (hereinafter referred to as the Enterprise Law); Pursuant to Government Decree No. 155/2020/NĐ-CP detailing the implementation of some provisions of the Securities Law amended and supplemented by Decree No. 245/2025/NĐ-CP (hereinafter referred to as Decree No. 155/2020/NĐ-CP); Pursuant to Government Decree No. 29/2025/NĐ-CP prescribing the functions, duties, powers and organizational structure of the Ministry of Finance amended and supplemented by Decree No. 166/2025/NĐ-CP and Decree No. 109/2025/NĐ-CP; At the request of the Chairman of the State Securities Commission; The Minister of Finance promulgates a Circular regulating the activity of registration, custody, clearing and settlement of securities transactions.

Chapter I
GENERAL PROVISIONS

Article 1. Scope of regulation and applicable subjects

This Circular details Clause 4 of Article 50, Clause 1 and Clause 4 of Article 62, Clause 3 of Article 63, Clause 3 of Article 66, Clause 3 of Article 67 of the Securities Law; Clause 5 of Article 149, Clause 4a and Clause 5 of Article 150, Point d of Clause 1 and Clause 3 of Article 156, Article 172, Clause 13 of Article 310 of Decree No. 155/2020/NĐ-CP on the activity of registration, custody, clearing and settlement of securities transactions, payment support fund, clearing fund, and business risk hedging fund.
This Circular does not regulate the following contents:
a) Clearing and settlement activities for derivative securities, individual corporate bonds, government debt instruments, bonds guaranteed by the Government, and local government bonds; b) The clearing fund in the activity of clearing and settlement of derivative securities.
In cases where other normative legal documents regulate the registration and custody of government debt instruments, bonds guaranteed by the Government, local government bonds, and individual corporate bonds differently from the provisions of this Circular, or are not yet regulated in this Circular, implementation shall follow the legal regulations on the registration and custody of these types of securities.
The subjects applicable to this Circular include:
a) Vietnam Securities Depository and Clearing Corporation; subsidiaries of the Vietnam Securities Depository and Clearing Corporation (hereinafter referred to as Vietnam Clearing Corporation); Vietnam Stock Exchange; Hanoi Stock Exchange and Ho Chi Minh City Stock Exchange (hereinafter referred to as Stock Exchange); settlement banks; b) Securities companies, commercial banks, foreign bank branches, depository members, clearing members, securities transaction settlement custodian banks, direct account-opening organizations, issuing organizations, and public companies; c) Organizations and individuals using registration, custody, clearing, and settlement services for securities transactions; d) Other relevant agencies, organizations, and individuals.

Article 2. Interpretation of terms
In this Circular, the following terms are understood as follows:

Certificate securities are securities issued in the form of physical certificates to record information about the legal ownership of the security holder.
Book-entry securities are securities issued in the form of book entries or electronic data to record information about the legal ownership of the security holder on the register of security holders.
Register of security holders is the record of information about security holders established by the Vietnam Securities Depository and Clearing Corporation when managing registered securities.
Security holder is an organization or individual whose name appears on the register of security holders established and maintained by the Vietnam Securities Depository and Clearing Corporation in accordance with legal regulations.
Securities ownership certificate or Book of securities ownership certificate is a document issued by the issuing organization, public company, or an organization authorized by the issuing organization, public company, to the book-entry security holder to confirm information about the ownership of securities at a specific point in time.
Record date is the date on which the Vietnam Securities Depository and Clearing Corporation establishes the list of security holders entitled to rights in accordance with legal regulations.
Information about security holders includes full name, identification information, nationality, contact information of the security holder; security code, quantity of securities, type of securities, status of owned securities (freely transferable or restricted transferable), and securities custody account (if any).
Identification information of security holders and investors is information determined based on the ownership registration number, the date of issuance of the ownership registration number, and the type of security holder or investor when depository members, issuing organizations, or public companies register security holder or investor information on the system at the Vietnam Securities Depository and Clearing Corporation.
Securities deposit is the act of bringing registered securities at the Vietnam Securities Depository and Clearing Corporation into centralized custody at the Vietnam Securities Depository and Clearing Corporation to execute transactions.
Securities transaction clearing and settlement system is the information technology system used by the Vietnam Securities Depository and Clearing Corporation and Vietnam Clearing Corporation to perform clearing and settlement activities for securities transactions.
Securities transaction settlement custodian bank (hereinafter referred to as settlement custodian bank) is a custodian bank that is not a clearing member, having an agreement with a securities company that is a general clearing member to cooperate in performing clearing and settlement activities for stocks, fund certificates, and guaranteed warrants according to the central clearing partner mechanism.
Multilateral clearing is the general clearing between the amount of money and securities received and the amount of money and securities to be paid for securities transactions with the same cycle, settlement method, executed on the securities trading system, to determine net settlement obligations for investors, clearing members, and settlement custodian banks.
Market area refers to separate areas on the securities transaction clearing and settlement system, established for securities with the same settlement cycle, settlement method, risk management mechanism, members of the Vietnam Securities Depository and Clearing Corporation, settlement custodian banks, and settlement banks participating in clearing and settlement activities for securities transactions.
Initial clearing margin is the level of cash clearing margin required by the clearing member from investors when placing orders to buy securities.
Required clearing margin is the level of clearing margin that investors must maintain as required by the clearing member; clearing members must maintain it as required by Vietnam Clearing Corporation to ensure settlement for unfinished securities transactions.
Real-time settlement per transaction is a settlement method in which the transfer of listed corporate bonds is executed on the system of the Vietnam Securities Depository and Clearing Corporation simultaneously with the payment of money at the settlement bank on a per-transaction basis immediately when the buyer has sufficient funds and the seller has sufficient listed corporate bonds in the account.
Valid dossiers and documents are dossiers and documents with complete paperwork and content declared in those documents in full accordance with legal regulations.

Article 3. Principles of implementation

The sending and receiving of dossiers, documents, and reports in the form of electronic vouchers for business activities between the Vietnam Securities Depository and Clearing Corporation, Vietnam Clearing Corporation, and members of the Vietnam Securities Depository and Clearing Corporation, direct account-opening organizations, issuing organizations, and public companies shall be implemented according to the business regulations of the Vietnam Securities Depository and Clearing Corporation. Electronic vouchers used in business activities stipulated in the business regulations of the Vietnam Securities Depository and Clearing Corporation have legal value equivalent to vouchers created in paper form.
The Vietnam Securities Depository and Clearing Corporation, Vietnam Clearing Corporation, members of the Vietnam Securities Depository and Clearing Corporation, direct account-opening organizations, issuing organizations, and public companies are responsible for complying with the provisions of the Securities Law, this Circular, relevant laws, and the business regulations of the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation and Vietnam Clearing Corporation receive and process dossiers and documents from members of the Vietnam Securities Depository and Clearing Corporation, direct account-opening organizations, issuing organizations, and public companies, assessing the validity of the dossiers and documents based on the provided documents; they are not responsible for violations by organizations or individuals occurring before and after the submission of dossiers and documents.
The Vietnam Securities Depository and Clearing Corporation issues regulations on business activities stipulated in this Circular; ensures timely and accurate execution of business activities in accordance with legal regulations and the business regulations of the Vietnam Securities Depository and Clearing Corporation; manages and executes business activities on a software application system with distributed usage rights; refuses to provide services if it finds that requests from related parties are not in accordance with legal regulations and the business regulations of the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation and Vietnam Clearing Corporation are responsible for damages caused by errors of the Vietnam Securities Depository and Clearing Corporation or Vietnam Clearing Corporation to security holders, issuing organizations, public companies, and members of the Vietnam Securities Depository and Clearing Corporation, except in cases of force majeure; they are not responsible for damages to security holders, issuing organizations, public companies, members of the Vietnam Securities Depository and Clearing Corporation, and related parties caused by errors of issuing organizations, public companies, members of the Vietnam Securities Depository and Clearing Corporation, or errors of related parties.
Members of the Vietnam Securities Depository and Clearing Corporation when providing services to customers are responsible for assessing the validity of dossiers received from customers in accordance with legal regulations and the business regulations of the Vietnam Securities Depository and Clearing Corporation before sending requests to the Vietnam Securities Depository and Clearing Corporation or Vietnam Clearing Corporation; performing business activities accurately, ensuring the safety of assets for customers, members of the Vietnam Securities Depository and Clearing Corporation, and storing customer dossiers and vouchers.
Issuing organizations, public companies, members of the Vietnam Securities Depository and Clearing Corporation, direct account-opening organizations, persons convening the General Meeting of Shareholders as stipulated in Article 140 of the Enterprise Law, and related organizations and individuals are responsible before the law for the legality, accuracy, truthfulness, and completeness of dossiers and documents created, provided, and confirmed by themselves. Dossiers and documents must ensure clear information, no misunderstanding, and complete important content affecting the decisions of agencies, organizations, and investors.

Chapter II
SECURITIES REGISTRATION ACTIVITIES

Article 4. Securities registration activities at the Vietnam Securities Depository and Clearing Corporation

Securities registration activities and related business activities at the Vietnam Securities Depository and Clearing Corporation include: securities registration, adjustment of information on registered securities, cancellation of securities registration, transfer of securities ownership, issuance of security codes, and execution of rights for security holders.
The types of securities and forms of securities registration at the Vietnam Securities Depository and Clearing Corporation are stipulated in Clauses 1, 2, and 3 of Article 149 of Decree No. 155/2020/NĐ-CP.
Issuing organizations and public companies perform registration of information on registered securities with the Vietnam Securities Depository and Clearing Corporation, including:
a) Information on issuing organizations and public companies; b) Information on securities of issuing organizations and public companies; c) Information on security holders.
Issuing organizations and public companies must be responsible for the accuracy, completeness, and timeliness of the information stipulated in Clause 3 of this Article. When there are changes to registered information, issuing organizations and public companies must perform information adjustments with the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation records the information stipulated in Clause 3 of this Article based on requests from issuing organizations and public companies and centrally manages all information of issuing organizations and public companies registered with the Vietnam Securities Depository and Clearing Corporation.

Article 5. Issuance of security codes

The Vietnam Securities Depository and Clearing Corporation issues domestic security codes and International Securities Identification Numbers (ISIN) for types of securities centrally registered at the Vietnam Securities Depository and Clearing Corporation.
Domestic security codes are used uniformly when registering securities at the Vietnam Securities Depository and Clearing Corporation and when trading on the securities trading system.
International Securities Identification Numbers are used uniformly for securities issued in Vietnam for trading and settlement on the Vietnamese securities market and internationally.

Article 6. Transfer of securities ownership

The transfer of ownership of securities centrally registered at the Vietnam Securities Depository and Clearing Corporation is implemented by the Vietnam Securities Depository and Clearing Corporation as follows, in accordance with Clause 1 of Article 149 of Decree No. 155/2020/NĐ-CP:
a) Transfer of ownership of securities for transactions executed through the securities trading system; b) Transfer of ownership of securities outside the securities trading system for transactions that are not of a buying or selling nature or cannot be executed through the securities trading system.
Cases of transfer of ownership of securities stipulated in Point b, Clause 1 of this Article include:
a) Gifts, inheritance of securities according to the provisions of the Civil Code; division of joint property of spouses during marriage according to the provisions of the Law on Marriage and Family; b) Transfer of ownership of odd-lot securities that cannot be executed through the securities trading system; c) Repurchase, withdrawal, or receipt of transfer of shares issued by public companies under employee stock option programs from employees according to approved issuance plans; issuing organizations or public companies repurchase shares or withdraw shares of employees purchased preferentially according to legal regulations on corporatization; issuing organizations or public companies repurchase shares at the request of shareholders, repurchase shares of each shareholder corresponding to their share ratio in the company according to the provisions of the Enterprise Law; issuing organizations or public companies return capital contributions at the request and conditions recorded in the share certificates for shareholders holding shares with preferential redemption rights according to the provisions of the Enterprise Law; trade unions of issuing organizations or public companies use trade union shares currently registered as owned to reward or distribute to employees of issuing organizations or public companies; issuing organizations or public companies use treasury shares to distribute to existing shareholders, reward employees, or sell treasury shares that cannot be executed through the securities trading system; d) Transfer of ownership of shares of founding shareholders during the restricted transfer period belonging to cases allowed for transfer according to the provisions of the Enterprise Law; transfer of ownership of shares offered individually among professional securities investors during the restricted transfer period; d) Investors entrust the transfer of ownership of their securities to fund management companies in cases where fund management companies receive entrusted investments in assets; fund management companies transfer ownership of entrusted securities to entrusted investors in cases of changes to corresponding terms in the investment entrustment contract; fund management companies transfer ownership of entrusted securities to entrusted investors or other fund management companies in cases of termination of investment entrustment contracts; fund management companies dissolved, bankrupt, or ceasing operations return assets in the form of securities to entrusted investors or transfer asset portfolios in the form of securities to other fund management companies for management; transfer of ownership of securities between fund management companies managing assets of the same entrusted investor at the request of that investor; e) Transfer of ownership of securities according to court judgments, arbitration decisions, or enforcement agency requests; g) Transfer of ownership of securities due to division, separation, merger,
consolidation, dissolution of enterprises, capital contribution by shares into enterprises, reorganization, or dissolution of public service units, termination of business household operations according to the provisions of the Enterprise Law and relevant laws; transfer of ownership of securities due to division, separation, merger, consolidation, dissolution, termination of operations of organizations established abroad; transfer of ownership of securities where the transferring party owns 100% of the charter capital of the receiving party or vice versa, ensuring compliance with Clause 2 of Article 195 of the Enterprise Law; h) Public offers; transfer of state capital, capital of enterprises wholly owned by the State invested in listed or registered trading system companies by auction or negotiation according to legal regulations; transfer of ownership of securities by shareholders of public companies offering securities to the public through auctions via Stock Exchanges or asset auction organizations according to legal regulations; i) Transfer of ownership of structured securities, fund certificates in transactions with index funds; transfer of ownership of securities for issuing or canceling depositary receipts in transactions between investors and issuing organizations of depositary receipts abroad; k) Transfer of ownership of securities as money market instruments at the request of the State Bank of Vietnam; l) Transfer of ownership of securities in securities lending and borrowing activities according to Article 20 of this Circular, including transfer of ownership of securities from lenders to borrowers and vice versa, or transfer of ownership of collateral securities from borrowers to lenders in cases where borrowers lose the ability to repay loans; transfer of ownership of securities for the Vietnam Securities Depository and Clearing Corporation or Vietnam Clearing Corporation to handle, recover money already secured in cases of inability to settle securities transactions; m) Transfer of ownership of securities as collateral according to Point c, Clause 1 of Article 19, Clause 2 of Article 27, Article 54 of this Circular, and securities formed from this collateral (if any); n) Transfer of ownership of non-restricted preferred shares according to the provisions of the Enterprise Law; o) Transfer of ownership of underlying securities to execute guaranteed warrants, futures contracts, or options contracts according to the method of transferring underlying securities; p) Transfer of ownership of securities when executing division, separation, merger, consolidation, dissolution of investment funds; establishment, increase of charter capital of individual investment companies; increase, decrease of charter capital of member funds; transfer of ownership of securities when funds pay in securities in the activity of repurchase of open funds; q) Transfer of ownership of shares between foreign investors, economic organizations with foreign investors
owning more than 50% of charter capital, in cases where the maximum foreign ownership ratio for those shares has been reached (not applicable to cases where shares have exceeded the maximum foreign ownership ratio) and the agreed price between parties is higher than the ceiling price of the shares on the securities trading system at the time of transaction execution; r) Transfer of ownership of shares, rights arising from these shares (if any) from the account of foreign investors who are organizations placing orders to buy shares without requiring sufficient funds when placing orders, to the proprietary account of the securities company where the foreign investor placing the order is located, or to the proprietary account of other securities companies having agreements with the securities company where the foreign investor placing the order is located, according to Clauses 7 and 8 of Article 30 of this Circular and provisions of Clause 9 of Article 16 of Circular No. 121/2020/TT-BTC regulating the activity of securities companies amended and supplemented by Circular No. 68/2024/TT-BTC and Circular No. 08/2026/TT-BTC (hereinafter referred to as Circular No. 121/2020/TT-BTC); transfer of ownership of shares, rights arising from these shares (if any), fund certificates from the accounts of investors subject to Clause 2 of Article 35 of this Circular to the accounts of clearing members according to Clause 9 of Article 33, Clause 3 of Article 44 of this Circular; s) Transfer of ownership of securities in cases where enterprises use other assets in the form of securities registered at the Vietnam Securities Depository and Clearing Corporation to pay principal and interest of individual corporate bonds according to legal regulations; transfer of ownership of securities to implement conditions and terms of bonds issued and listed abroad by public companies; t) Other cases considered and executed by the Vietnam Securities Depository and Clearing Corporation based on opinions from the State Securities Commission.
The transferring party of securities ownership must deposit securities at the Vietnam Securities Depository and Clearing Corporation before executing the transfer of ownership for cases stipulated in Clause 2 of this Article, except for the following cases:
a) The transferring party of securities ownership is missing or deceased; b) Transfer of ownership according to court judgments, arbitration decisions, or enforcement agency requests; c) The transferring party of securities ownership no longer exists due to completion of procedures for division, merger, consolidation, dissolution, or termination of operations; d) Other cases considered and executed by the Vietnam Securities Depository and Clearing Corporation based on opinions from the State Securities Commission.

Article 7. Cancellation of securities registration and adjustment of registered securities quantity

The Vietnam Securities Depository and Clearing Corporation executes cancellation of securities registration in the following cases:
a) Listed corporate bonds and guaranteed warrants reach maturity; b) Listed corporate bonds are fully repurchased by the issuing organization before maturity; c) Issuing organizations fully exchange listed corporate bonds before maturity; fully exchange shares; issuing organizations fully convert convertible bonds before maturity; d) Shares of corporatized enterprises not yet confirmed by the State Securities Commission as having completed public company registration are delisted,

cancellation of securities registration or not required to perform securities registration according to the regulations at point c, Clause 10, Article 100 of the Government's Decree No. 57/2026/NĐ-CP on restructuring state capital in enterprises; d) Fund certificates that are delisted, or guaranteed warrants that do not meet listing conditions or are fully delisted before maturity; e) Exchange-traded funds that are dissolved; g) Securities of public companies that have been registered with the Vietnam Securities Depository and Clearing Corporation but whose status as public companies has been revoked by the State Securities Commission; h) Issuers that voluntarily cancel securities registration in agreement with the Vietnam Securities Depository and Clearing Corporation; i) Other cases considered and implemented by the Vietnam Securities Depository and Clearing Corporation based on the opinions of the State Securities Commission.

The Vietnam Securities Depository and Clearing Corporation adjusts the registered securities quantity information in cases where the quantity of securities already registered with the Vietnam Securities Depository and Clearing Corporation changes, except for the cases mentioned in Clause 1 of this Article.
When cancelling securities registration, the Vietnam Securities Depository and Clearing Corporation ceases to record information about the issuer, public company, securities, and securities holders registered with the Vietnam Securities Depository and Clearing Corporation. When reducing the registered securities quantity, the Vietnam Securities Depository and Clearing Corporation ceases to record information about the reduced quantity of securities and the holders of that reduced quantity.
The cancellation of securities registration or the reduction of registered securities quantity at the Vietnam Securities Depository and Clearing Corporation does not change the lawful rights and interests of securities holders regarding those securities. The issuer or public company is responsible for managing information about the securities and securities holders after the securities are cancelled or reduced at the Vietnam Securities Depository and Clearing Corporation (including securities that were frozen by written request of a competent state authority notified by the Vietnam Securities Depository and Clearing Corporation at the time of cancellation or reduction) and continues to implement the lawful rights and interests of securities holders (if any) according to legal regulations.

Article 8. Implementation of Rights of Securities Holders

The Vietnam Securities Depository and Clearing Corporation creates a list of securities holders on the final registration date, calculates, and allocates rights that securities holders are entitled to receive based on the notification requesting the implementation of rights from the issuer, public company, or convener of the General Meeting of Shareholders according to Article 140 of the Enterprise Law or competent state authorities.
The creation, provision, and organization of the implementation of securities holders' rights are conducted according to the regulations of the Vietnam Securities Depository and Clearing Corporation and do not constitute confirmation or guarantee by the Vietnam Securities Depository and Clearing Corporation regarding the full settlement of obligations related to the rights implementation or the legality of the rights implementation.
The issuer, public company, or convener of the General Meeting of Shareholders according to Article 140 of the Enterprise Law or competent state authorities may only use the list of securities holders provided by the Vietnam Securities Depository and Clearing Corporation for the purpose stated in the notification under Clause 1 of this Article and bear all responsibilities if used for incorrect purposes or if information confidentiality is breached.
Securities holders who have deposited securities receive allocated rights and benefits through the Vietnam Securities Depository and Clearing Corporation and its depository members where the securities holder has opened a securities depository account, except for cases where specialized laws provide otherwise, and receive fractional shares (if any) at the issuer, public company, or organization authorized by the issuer or public company. Securities holders who have not deposited securities receive allocated rights and benefits at the issuer, public company, or organization authorized by the issuer or public company.
The Vietnam Securities Depository and Clearing Corporation and depository members are responsible for implementing rights for securities holders registered and deposited with the Vietnam Securities Depository and Clearing Corporation, and are responsible for damages caused to securities holders due to non-compliance with the regulations on rights implementation in this Circular and the operational regulations of the Vietnam Securities Depository and Clearing Corporation within their scope of responsibility.
The issuer, public company, or convener of the General Meeting of Shareholders according to Article 140 of the Enterprise Law or competent state authorities are responsible for the legality of the rights implementation, responsible for implementing rights for securities holders not deposited with the Vietnam Securities Depository and Clearing Corporation, and responsible for damages caused to securities holders due to non-compliance with legal regulations on rights implementation and the operational regulations of the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation is not responsible for failing to implement rights according to the notification requesting rights implementation from the issuer, public company, or convener of the General Meeting of Shareholders according to Article 140 of the Enterprise Law or competent state authorities if the notification sent to the Vietnam Securities Depository and Clearing Corporation is untimely, incomplete, inaccurate, or illegal.

CHAPTER III
SECURITIES CUSTODY ACTIVITIES

Article 9. Registration of Securities Custody Activities

Conditions, dossiers, and procedures for registering securities custody activities of securities companies, commercial banks, and foreign bank branches in Vietnam are conducted according to Articles 57, 58, and 59 of the Securities Law. The application for registration of securities custody activities and the explanation of physical and technical facilities ensuring the implementation of securities custody activities follow the models specified in Appendix I and Appendix II issued with this Circular.
After being issued a Certificate of Registration for Securities Custody Activities by the State Securities Commission, securities companies and commercial banks may authorize their branches to perform securities custody activities. Securities companies and commercial banks must ensure their branches meet the physical and technical requirements for securities custody activities. The branch of a securities company authorized to perform securities custody activities must be a branch already authorized by the securities company to perform securities brokerage activities.
The registration and termination of securities custody activities of branches of securities companies and commercial banks are conducted according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

Article 10. Principles of Securities Custody

Securities custody activities at the Vietnam Securities Depository and Clearing Corporation include: opening and managing securities depository accounts, depositing securities, withdrawing securities, transferring deposited securities outside the securities trading system, freezing and unfreezing securities, and borrowing and lending securities.
Depository members perform securities custody activities according to Clause 1 of this Article for customers at the Vietnam Securities Depository and Clearing Corporation on the principle: customers perform securities custody activities with depository members, and depository members perform securities custody activities for customers at the Vietnam Securities Depository and Clearing Corporation.
Customers sign a contract to open a securities depository account with a depository member to perform securities custody activities. After opening the securities depository account according to regulations, customers submit dossiers requesting securities custody activities to the depository member. The depository member checks, evaluates, and is responsible for the accuracy of information about securities holders and the compliance of the customer's request for securities custody activities with the regulations in this Circular before submitting the dossier requesting securities custody activities to the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation performs securities custody activities upon request of the depository member or direct account opening organization after the depository member or direct account opening organization opens a securities depository account in the name of the depository member or direct account opening organization at the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation performs securities custody activities after information about securities holders in the dossier provided by the depository member, direct account opening organization, issuer, or public company matches the information on the system at the Vietnam Securities Depository and Clearing Corporation.
Securities custody at the Vietnam Securities Depository and Clearing Corporation becomes effective from the time the Vietnam Securities Depository and Clearing Corporation performs accounting on the securities depository account of the depository member or direct account opening organization opened at the Vietnam Securities Depository and Clearing Corporation.
Accounting and transfer of securities by book entries between securities depository accounts of depository members, direct account opening organizations, or deposited customers at the Vietnam Securities Depository and Clearing Corporation have legal effect equivalent to the transfer of certificated securities.

Article 11. Opening Securities Depository Accounts

Depository members must open a securities depository account at the Vietnam Securities Depository and Clearing Corporation to perform transactions regarding the securities of that member. Each depository member is allowed to open only 01 securities depository account at the Vietnam Securities Depository and Clearing Corporation and is not allowed to open a securities depository account at another depository member, except in the following cases:
a) A depository member opens a securities depository account at a fund depository member to perform transactions related to exchange-traded funds; b) A depository member that is a securities company which has ceased to be a member of the Vietnam Stock Exchange is allowed to open a securities depository account at other depository members to process remaining securities in its proprietary trading account; c) A depository member that is not a clearing member and not a settlement depository bank opens a securities depository account at a clearing member or settlement depository bank to perform activities related to clearing and settling securities transactions for the depository member; d) A depository member that is a securities company issuing guaranteed warrants opens an additional 01 securities depository account at the Vietnam Securities Depository and Clearing Corporation to perform risk hedging activities for guaranteed warrants; d) A depository member that is a market maker opens an additional 01 securities depository account at the Vietnam Securities Depository and Clearing Corporation to perform market making activities.
Direct account opening organizations are allowed to open securities depository accounts at the Vietnam Securities Depository and Clearing Corporation.
Opening securities depository accounts for investors and organizations issuing depositary receipts abroad:
a) At each depository member, investors and organizations issuing depositary receipts abroad are allowed to open only 01 securities depository account; b) Foreign investors open securities depository accounts according to relevant legal regulations; c) Organizations issuing depositary receipts abroad are allowed to open a securities depository account after being issued a securities trading code to perform custody of newly issued securities, outstanding securities, and securities issued additionally due to rights exercise on behalf of investors after having the Certificate of Registration for New Share Issuance as the basis for offering depositary receipts abroad, or written approval for supporting the issuance of depositary receipts abroad based on outstanding shares for the underlying securities issuer by the State Securities Commission according to Clause 2, Article 78 of Decree No. 155/2020/NĐ-CP; d) The securities depository account specified in point c of this Clause is not allowed to be used for purposes other than securities custody activities serving the issuance and cancellation of depositary receipts abroad and is not allowed to custody securities exceeding the registered quantity for issuing depositary receipts. In case of changes in the quantity limit for issuing depositary receipts due to rights exercise generating new securities, the organization issuing depositary receipts abroad must report to the State Securities Commission and notify the Vietnam Securities Depository and Clearing Corporation no later than 01 working day immediately after the new limit arises.
Each securities investment fund and securities investment company is allowed to open only 01 securities depository account at 01 unique depository bank or supervising bank according to relevant legal regulations.
Securities investment fund management companies must open separate securities depository accounts for the company and for each securities investment fund managed by the company. In case of portfolio management, at each depository bank, the securities investment fund management company is allowed to open 02 securities depository accounts in the name of the fund management company on behalf of entrusted investors (01 securities depository account for domestic entrusted investors and 01 securities depository account for foreign entrusted investors).
Branches of foreign fund management companies in Vietnam are allowed to open 02 securities depository accounts at a depository member, of which 01 securities depository account is for itself and 01 securities depository account is for managing investment portfolios for foreign investors.
Foreign securities investment fund management companies and foreign securities companies are allowed to open 02 separate securities depository accounts at a depository member, of which 01 securities depository account is for itself and 01 securities depository account is for the company's customers.
Insurance enterprises are allowed to open 02 securities depository accounts to separately manage investments from equity capital and from insurance premiums when investing in the securities market. In case an insurance enterprise has foreign investors holding more than 50% of charter capital, securities deposited in the securities depository account from equity capital are subject to adjustment by regulations on foreign ownership in the securities market.
Foreign investment funds, foreign investment organizations managed by multiple fund management companies, foreign government investment organizations, or investment and financial organizations of international financial organizations where Vietnam is a member are allowed to open multiple securities depository accounts on the principle that for each securities trading code issued, 01 securities depository account is opened at the depository bank.
In case the depository bank where the investor opens a securities depository account is not a clearing member and not a settlement depository bank, the investor must open a securities depository account at a clearing member, which is a securities company, to perform clearing and settling securities transactions.
In case an investor trades securities through a non-clearing trading member, the investor must open a securities depository account at the common clearing member that has an agreement to entrust, clear, and settle securities transactions with the non-clearing trading member to perform clearing and settling securities transactions.
The Vietnam Securities Depository and Clearing Corporation and the Vietnam Securities Clearing Company are allowed to open securities depository accounts in their own name at the Vietnam Securities Depository and Clearing Corporation, and clearing members that are securities companies, to manage and process securities that the Vietnam Securities Depository and Clearing Corporation and the Vietnam Securities Clearing Company receive, sell, use, or transfer according to this Circular and other cases according to legal regulations.
The opening and management of securities depository accounts of the Vietnam Securities Depository and Clearing Corporation and the Vietnam Securities Clearing Company at the Vietnam Securities Depository and Clearing Corporation are conducted according to the regulations applied to the opening and management of securities depository accounts of depository members at the Vietnam Securities Depository and Clearing Corporation.

Article 12. Securities Depository Accounts of Depository Members and Direct Account Opening Organizations at the Vietnam Securities Depository and Clearing Corporation

Securities depository accounts of depository members and direct account opening organizations at the Vietnam Securities Depository and Clearing Corporation include:
a) Trading securities account; b) Suspended trading securities account; c) Securities account used for secured transactions; d) Frozen or temporarily held securities account; d) Securities account pending settlement; e) Securities account pending arrival; g) Securities account pledged for securities loans at the Vietnam Securities Depository and Clearing Corporation; h) Securities account used for clearing margin, transferring underlying assets for clearing and settling derivative securities transactions; i) Other securities accounts according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
The securities depository accounts of depository members mentioned in Clause 1 of this Article are classified as follows:
a) Accounts of the depository member itself; b) Accounts for domestic customers of the depository member; c) Accounts for foreign customers of the depository member.
Securities depository accounts of depository members and direct account opening organizations at the Vietnam Securities Depository and Clearing Corporation include the following contents:
a) Securities depository account number; b) Name and contact information of the depository member or direct account opening organization; c) Quantity, type, code of deposited securities, and securities status; d) Quantity of securities increased or decreased and the reason for the increase or decrease.
The Vietnam Securities Depository and Clearing Corporation guides the issuance of securities depository account numbers to depository members and direct account opening organizations.

Article 13. Management of Securities Depository Accounts at the Vietnam Securities Depository and Clearing Corporation

Securities deposited at the Vietnam Securities Depository and Clearing Corporation are assets owned by customers, managed separately from the assets of the Vietnam Securities Depository and Clearing Corporation.
The total balance in the securities depository accounts of customers opened at depository members must always match the balance in the securities depository accounts of depository members opened at the Vietnam Securities Depository and Clearing Corporation. The detailed balance in the securities depository account of each customer at the depository member must match the ownership data of that customer at the Vietnam Securities Depository and Clearing Corporation.
When there is any change or error in the securities depository account information, the depository member or direct account opening organization has the obligation to report and adjust immediately with the Vietnam Securities Depository and Clearing Corporation. The Vietnam Securities Depository and Clearing Corporation adjusts securities depository account information according to the regulations on custody activities of the Vietnam Securities Depository and Clearing Corporation. Depository members and direct account opening organizations are responsible for the accuracy and completeness of the securities depository account information submitted to the Vietnam Securities Depository and Clearing Corporation.

Article 14. Securities Depository Accounts of Customers at Depository Members

Securities depository accounts of customers opened at depository members include:
a) Trading securities account; b) Suspended trading securities account; c) Securities account used for secured transactions; d) Frozen or temporarily held securities account; d) Securities account pending settlement; e) Securities account pending arrival; g) Securities account pledged for securities loans at the Vietnam Securities Depository and Clearing Corporation; h) Securities account used for clearing margin, transferring underlying assets for clearing and settling derivative securities transactions; i) Other securities accounts according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
Securities depository accounts of customers opened at depository members include the following contents:
a) Securities depository account number; b) Name and contact information of the customer as the account holder; c) Personal identification number, issue date on ID card or citizen identity card for individual customers who are Vietnamese citizens or Vietnamese origin individuals without determined nationality residing in Vietnam; number and issue date of Enterprise Registration Certificate, Establishment and Operation License, or equivalent documents for organizational customers in Vietnam; d) Code and issue date of securities trading code for customer-investors who are foreigners; d) Quantity, type, and code of deposited securities; e) Quantity of deposited securities increased or decreased and the reason for the increase or decrease.
For portfolio management activities of fund management companies, the securities depository account at the depository bank must have complete information about entrusted investors according to points b, c, d, and e of Clause 2 of this Article.
The securities depository account number issued by the depository member to the customer and to itself is identical to the securities trading account number (in case the customer has a securities trading account) issued by that depository member to the customer and to itself.

Article 15. Management of Securities Depository Accounts at Depository Members

Depository members must manage customers' securities depository accounts according to the following principles:
a) Depository members must open detailed securities depository accounts for each customer and manage assets separately for each customer; b) Securities deposited by customers at depository members are assets owned by the customers and managed separately from the assets of the depository member; c) Depository members that are securities companies are allowed to use securities on the securities depository accounts of customers in margin trading transactions in compliance with legal regulations or in compliance with commitments, agreements of the customer with the depository member, other organizations, or individuals, or in compliance with the customer's written designation or authorization; d) Depository members that are clearing members are allowed to use, sell, or transfer securities received from customers' short selling transactions (including customers opening securities depository accounts at settlement depository banks) to return used settlement guarantee sources and cover financial losses in case that customer becomes unable to settle securities transactions; d) Depository members have the responsibility to promptly and fully notify customers of arising benefits related to deposited securities; e) Depository members have the responsibility to update daily information on opening and closing of customers' securities depository accounts at the depository member for

Vietnam Securities Depository and Clearing Corporation and perform reconciliation of the balance of each customer's securities custody account with the customer's securities ownership data at the Vietnam Securities Depository and Clearing Corporation based on the securities ownership data of customers provided by the Vietnam Securities Depository and Clearing Corporation to the custodian member. The update of account information and balance reconciliation is performed according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

At the request of the customer, the custodian member must send a copy of the securities custody account statement to each customer within the agreed time limit; in case there is no agreement on the time limit, the custodian member must send the securities custody account statement to the customer after 01 working day from the date the customer requests.
Customers have the obligation to notify the custodian member immediately of any changes or errors regarding the securities custody account information of the customer at the custodian member.

Article 16. Deposit of Securities

The deposit of securities (excluding government debt instruments, government-guaranteed bonds, local government bonds) at the Vietnam Securities Depository and Clearing Corporation is implemented according to the following principles:

a) Customers deposit securities into the Vietnam Securities Depository and Clearing Corporation through the custodian member where the customer has opened a securities custody account;

b) Custodian members are responsible for completing procedures to receive deposited securities from customers and re-deposit them into the Vietnam Securities Depository and Clearing Corporation within 01 working day from the date of receiving valid documents from the customer;

c) The Vietnam Securities Depository and Clearing Corporation is responsible for processing deposit securities documents after receiving valid documents from the custodian member and ensuring that the investor's owner identification information matches among the issuing organization, public company, and custodian member.

Custodian members, direct account opening organizations, and customers who deposit invalid, counterfeit, reported stolen securities, or securities lacking sufficient information as required shall be liable for the deposit of such securities and must compensate related parties for damages caused by the custody of those securities.
The Vietnam Securities Depository and Clearing Corporation receives deposits of securities for security owners upon the request of the issuing organization, public company (representing security owners), and the custodian member where the security owner has opened a securities custody account.
The Vietnam Securities Depository and Clearing Corporation performs accounting entries for securities into the securities custody accounts of the relevant custodian member, direct account opening organization, or customer of the custodian member in cases of depositing government debt instruments, government-guaranteed bonds, local government bonds, and in cases of adjusting information increasing the quantity of registered securities arising from the exercise of rights by security owners who have deposited securities at the Vietnam Securities Depository and Clearing Corporation.
Investors must deposit the entire quantity of securities recorded on one Register or Certificate of Securities Ownership. From the date the deposited securities become effective for custody at the Vietnam Securities Depository and Clearing Corporation, the Investor's Register or Certificate of Securities Ownership ceases to be valid for circulation.

Article 17. Withdrawal of Securities

Withdrawal of securities at the customer's request:

a) Customers may only request to withdraw securities within the scope of the quantity of securities owned in their securities custody accounts, excluding securities currently held pending payment, frozen, or seized;

b) Custodian members must submit withdrawal securities documents to the Vietnam Securities Depository and Clearing Corporation after receiving valid documents from the customer;

c) The Vietnam Securities Depository and Clearing Corporation is responsible for processing withdrawal securities documents after receiving valid documents from the custodian member;

d) The securities ownership information of investors withdrawing deposited securities is recorded in the list of owners of undeposited securities;

d) Issuing organizations and public companies are responsible for reissuing Certificates of Securities Ownership or Registers of Securities Ownership to security owners who have withdrawn securities in cases where the issuing organization or public company issues Certificates of Securities Ownership or Registers of Securities Ownership.

The withdrawal of securities due to cancellation of registration or adjustment reducing the quantity of registered securities is accounted for by the Vietnam Securities Depository and Clearing Corporation by reducing the quantity of deposited securities in the securities custody accounts of the custodian member after completing the cancellation of securities registration or adjustment of the quantity of registered securities at the Vietnam Securities Depository and Clearing Corporation.

Article 18. Transfer of Securities

The transfer of securities to settle securities transactions is conducted through the securities trading system and is implemented according to regulations on clearing and settling securities transactions.
The Vietnam Securities Depository and Clearing Corporation implements transfer of deposited securities outside the securities trading system and not associated with the transfer of securities ownership, specifically as follows:

a) Customers transfer securities and accompanying rights (if any) from the securities custody account of the customer at this custodian member to the securities custody account of the same customer at another custodian member;

b) Transfer of negotiable instruments between securities custody accounts of the same investor to serve transactions in the money market;

c) Transfer of securities to implement risk hedging activities for covered warrants issued by securities companies issuing covered warrants; transfer of securities to implement market-making activities by market makers;

d) Transfer of securities due to portfolio transfer between securities custody accounts of the same investor at the request of that investor;

d) Transfer of securities due to adjusting information about the status of owned securities, transfer of securities due to adjusting information about the quantity of securities of the owner, adjusting information due to transferring representation rights of state capital owners in enterprises between representative agencies of state capital owners, transferring from the representative agency of state capital to an enterprise wholly owned by the State under the jurisdiction of another representative agency of state capital owners, transferring part of the capital and assets of an enterprise wholly owned by the State invested in another enterprise from the enterprise wholly owned by the State to another representative agency of state capital owners; transfer of securities due to change of nationality leading to change from domestic investor to foreign investor, due to change of foreign ownership ratio leading to an economic organization with foreign investors owning more than 50% of charter capital and vice versa; transfer of securities to manage separate accounts according to legal regulations;

e) Transfer of securities and accompanying rights (if any) when the custodian member where the customer has opened an account has its Securities Custody Registration Certificate revoked by the State Securities Commission, withdraws securities brokerage business, or has its Custodian Member Certificate revoked by the Vietnam Securities Depository and Clearing Corporation; transfer when the clearing member has its Certificate of Conditions for Providing Clearing and Settlement Services for Securities Transactions revoked by the State Securities Commission;

g) Transfer of securities and accompanying rights (if any) when the direct account opening organization terminates the service provision contract with the Vietnam Securities Depository and Clearing Corporation;

h) Direct account opening organizations transfer securities and accompanying rights (if any) from their own securities custody account at the Vietnam Securities Depository and Clearing Corporation to the securities custody account of the direct account opening organization at the custodian member, clearing member, and vice versa.

For cases of transfer of securities and accompanying rights (if any) stipulated in Clause 2 of this Article, the Vietnam Securities Depository and Clearing Corporation regulates the accompanying rights generated by transferred securities and the timing permitted for transferring rights in the operational business regulations of the Vietnam Securities Depository and Clearing Corporation.
The Vietnam Securities Depository and Clearing Corporation implements transfer of securities associated with the transfer of securities ownership outside the securities trading system for cases stipulated in Clause 2 of Article 6 of this Circular. For other transfer cases, the Vietnam Securities Depository and Clearing Corporation considers and implements based on the opinion of the State Securities Commission.
Custodian members must submit transfer of securities documents to the Vietnam Securities Depository and Clearing Corporation within 01 working day from the date of receiving valid documents from the customer.

Article 19. Freezing and Unfreezing of Securities

The Vietnam Securities Depository and Clearing Corporation implements freezing and unfreezing of securities in the following cases:

a) Freezing and unfreezing of securities at the written request of competent state agencies;

b) Freezing and unfreezing of securities at the request of investors;

c) Freezing and unfreezing of investors' securities used to secure obligations in secured transactions.

For cases stipulated in point a, Clause 1 of this Article, the Vietnam Securities Depository and Clearing Corporation implements freezing and unfreezing of securities after receiving the written request of the competent state agency according to legal regulations. After freezing and unfreezing securities in securities custody accounts, the Vietnam Securities Depository and Clearing Corporation is responsible for notifying custodian members and direct account opening organizations to implement freezing and unfreezing of securities and notifying relevant customers of the custodian member.
For cases stipulated in point b, Clause 1 of this Article, the Vietnam Securities Depository and Clearing Corporation implements freezing and unfreezing of investors' securities when there is a request from the investor themselves according to the principles stipulated in Article 10 of this Circular. Processing documents for freezing and unfreezing securities at the investor's request is implemented according to the operational business activity regulations of the Vietnam Securities Depository and Clearing Corporation.
For cases stipulated in point c, Clause 1 of this Article, the Vietnam Securities Depository and Clearing Corporation implements according to regulations on registering security measures for securities centrally registered at the Vietnam Securities Depository and Clearing Corporation.
Securities frozen according to point a, Clause 1 of this Article do not include securities pending payment for sales transactions established on the securities trading system before the time the Vietnam Securities Depository and Clearing Corporation implements freezing of securities in the securities custody account. Securities frozen according to points b, c, Clause 1 of this Article are freely transferable securities; not frozen, held, pledged, and do not include securities pending payment for sales transactions established on the securities trading system before the time the investor makes the request to freeze.

Article 20. Management of Securities Lending and Borrowing Activities

The Vietnam Securities Depository and Clearing Corporation plays the role of intermediary, organizing management, and operating securities lending and borrowing activities to connect lenders and borrowers to implement transactions in accordance with legal regulations.
Securities lending and borrowing activities are implemented on the following principles:

a) Securities lending and borrowing activities are implemented according to negotiation or order matching mechanisms between borrowers and lenders on the principle that borrowers must have collateral. The order matching mechanism must ensure priority principles regarding interest rates, quantity of securities, and time;

b) Collateral can be cash or securities meeting the criteria stipulated in the operational regulations of the Vietnam Securities Depository and Clearing Corporation;

c) The value of collateral must reach a minimum ratio of 110% of the loan value;

d) Lending interest rates are negotiated on the principle of complying with relevant legal regulations;

d) Loans must be repaid with borrowed securities or repaid in cash after approval by the lender. In case the lender receives repayment of the loan in securities leading to exceeding the maximum foreign ownership ratio according to regulations, the excess portion must be repaid in cash;

e) In case the lender receives transfer of collateral in securities when the borrower loses solvency for securities transactions leading to exceeding the maximum foreign ownership ratio according to regulations, the lender is responsible for selling the securities exceeding the maximum foreign ownership ratio at the nearest trading sessions where those securities are not restricted, suspended, or halted from trading.

The Vietnam Securities Depository and Clearing Corporation is responsible for organizing, managing, and operating securities lending and borrowing activities at the Vietnam Securities Depository and Clearing Corporation.

Chapter IV
CLEARING AND SETTLEMENT ACTIVITIES FOR SECURITIES TRANSACTIONS BEFORE THE IMPLEMENTATION OF THE CENTRAL COUNTERPARTY MECHANISM

Article 21. Organization of Clearing and Settlement Activities for Securities Transactions Before the Implementation of the Central Counterparty Mechanism

The Vietnam Securities Depository and Clearing Corporation implements multilateral clearing for securities transactions established on the securities trading system based on transaction results provided by the Stock Exchange.
Securities clearing by the Vietnam Securities Depository and Clearing Corporation is implemented according to the following principles:

a) For securities transactions of custodian members and customers of custodian members, clearing is performed per security code with the same settlement date and separated by brokerage account type for domestic investors, brokerage accounts for foreign investors, and proprietary trading accounts of custodian members;

b) For securities transactions of direct account opening organizations, clearing is performed on the securities custody accounts of the direct account opening organizations.

Custodian members are responsible for freezing the quantity of securities pending payment in their custody accounts and their customers' accounts to ensure payment for sales transactions of securities established on the securities trading system.
Except for cases stipulated in Clause 3 of Article 28 of this Circular, the Vietnam Securities Depository and Clearing Corporation implements monetary clearing according to the following principles:

a) For securities transactions of custodian members and customers of custodian members, the Vietnam Securities Depository and Clearing Corporation implements monetary clearing for each custodian member based on netting between money received and money payable for transactions with the same transaction date, same settlement date, and separated by domestic investors, foreign investors, and the custodian member itself;

b) For securities transactions of direct account opening organizations, the Vietnam Securities Depository and Clearing Corporation implements monetary clearing based on netting between money received and money payable for securities transactions with the same transaction date, same settlement date.

Settlement of securities transactions is implemented according to provisions in Clause 2 of Article 63 of the Securities Law.

Article 22. Settlement of Transactions of Custodian Members and Direct Account Opening Organizations

Custodian members and direct account opening organizations open payment accounts for clearing securities transactions at payment banks to settle payments for securities transactions established on the securities trading system.
In cases where investors open securities custody accounts at custodian banks and place orders through securities companies, settlement of securities transactions is performed by the custodian bank.
The custodian member where the investor has opened an account is responsible for allocating money and securities to the investor's account immediately after the Vietnam Securities Depository and Clearing Corporation completes settlement of securities and the payment bank completes settlement of money.

Article 23. Reconciliation and Confirmation of Transaction Results

After receiving transaction results from the Stock Exchange, the Vietnam Securities Depository and Clearing Corporation notifies lists of transactions (after removing transactions belonging to cases stipulated in points d, dd, e, g, Clause 1 of Article 29 of this Circular), transactions with unregistered account information in the market area, short sales of securities, and provisional settlement obligations for securities transactions to custodian members and direct account opening organizations.
Custodian members and direct account opening organizations are responsible for reconciling detailed transactions between order information stored at the custodian member/direct account opening organization and notifications from the Vietnam Securities Depository and Clearing Corporation; notifying the Vietnam Securities Depository and Clearing Corporation of incorrect transaction information, requesting post-transaction error correction, processing proprietary trading errors, removing settlements (if any), preparing frozen funds according to Articles 24, 25, 26, 29 of this Circular and regulations of the Vietnam Securities Depository and Clearing Corporation.

Article 24. Confirmation of Payment Capacity and Freezing Funds to Ensure Payment Capacity for Securities Transactions

Confirmation of payment capacity for securities transactions:

a) For securities transactions (excluding share purchase transactions not requiring sufficient funds when placing orders by foreign investors that are organizations): custodian members and direct account opening organizations as paying parties perform confirmation with the Vietnam Securities Depository and Clearing Corporation regarding whether they have sufficient funds or not to settle their own payment obligations and their customers' (if any);

b) For share purchase transactions not requiring sufficient funds when placing orders by foreign investors that are organizations: the custodian member where the investor has opened a securities custody account confirms with the Vietnam Securities Depository and Clearing Corporation regarding whether there is sufficient funds or not to settle the investor's payment obligations.

In case of confirmation of having sufficient funds for payment:

a) Direct account opening organizations must have sufficient funds in their deposit accounts at the payment bank for the payment bank to freeze and ensure payment for their own securities transactions according to payment obligations notified by the Vietnam Securities Depository and Clearing Corporation;

b) Custodian members must have sufficient funds in deposit accounts at the payment bank (for securities companies), in deposit accounts at the custodian bank (for custodian banks) for the payment bank and custodian bank to freeze and ensure payment for their own securities transactions and their customers' (separating domestic and foreign customers) according to payment obligations notified by the Vietnam Securities Depository and Clearing Corporation.

In case of confirmation of not having sufficient funds for payment:

a) Direct account opening organizations and securities companies request the payment bank to freeze the amount of money for purchasing securities already available, notify the Vietnam Securities Depository and Clearing Corporation of detailed information on insufficient fund transactions so that the Vietnam Securities Depository and Clearing Corporation removes settlement for these transactions, except for transactions not subject to removal as stipulated in Clause 4 of this Article;

b) In case of insufficient fund transactions by custodian banks, domestic customers, and foreign customers who are not organizational foreign investors purchasing shares not requiring sufficient funds when placing orders, the custodian bank freezes the amount of money for purchasing securities already available, simultaneously determines the insufficient fund transaction for payment, and notifies the Vietnam Securities Depository and Clearing Corporation of detailed information on insufficient fund transactions so that the Vietnam Securities Depository and Clearing Corporation removes settlement for these transactions;

c) In case of insufficient fund transactions by organizational foreign investors purchasing shares not requiring sufficient funds when placing orders, the custodian bank freezes the amount of money for purchasing securities already available, simultaneously determines the insufficient fund transaction for payment, and notifies the securities company and the Vietnam Securities Depository and Clearing Corporation of insufficient fund transaction information so that the securities company requests the payment bank to freeze funds to ensure payment for these transactions;

d) In case custodian members or direct account opening organizations do not send or send late detailed information on insufficient fund transactions for payment as stipulated in points a, b, c of this Clause, the Vietnam Securities Depository and Clearing Corporation self-determines securities purchase transactions to remove settlement according to principles stipulated in the regulations of the Vietnam Securities Depository and Clearing Corporation.

For transactions with insufficient funds as specified in points a and c, Clause 3 of this Article, which are transactions for purchasing shares that do not require investors to have sufficient funds when placing orders, by foreign institutional investors:

a) In the case where the total value of these insufficient fund transactions at the securities company does not exceed the difference between the amount contributed to the payment support fund and the amount of the fund already used but not yet returned by the securities company, the Vietnam Securities Depository and Clearing Corporation (VSDC) will not eliminate the clearing of these transactions. The securities company is responsible for paying the full amount for the transactions on the settlement date;

b) In the case where the total value of insufficient fund transactions at the securities company exceeds the difference between the amount contributed to the payment support fund and the amount of the fund already used but not yet returned by the securities company, the VSDC requires the securities company to provide detailed information on the insufficient fund transactions corresponding to the excess amount and to implement the elimination of clearing for transactions based on the principle that the total value of remaining insufficient fund transactions for the investor at securities companies on the same day does not exceed 50 billion VND; the securities company sends a notification of the insufficient fund transaction information to be processed by the VSDC first. In the case where a securities company has more than one transaction for purchasing shares with insufficient funds, the transaction to be eliminated is the one established later. The securities company is responsible for paying the full amount for the transactions that are not eliminated on the settlement date;

c) In the case where the securities company does not provide or provides detailed information on insufficient fund transactions as specified in point b of this Clause not within the time limit specified in the regulations of the VSDC, the VSDC will self-determine the insufficient fund transactions to eliminate according to the provisions in point d, Clause 3 of this Article.

After the VSDC completes the elimination of clearing for transactions as specified in Clauses 3 and 4 of this Article, the freezing of funds to ensure payment for securities transactions according to the payment obligations determined by the VSDC will be implemented according to the provisions in Clause 2 of this Article.
The payment bank and the custodian bank are responsible for freezing and sending a confirmation notice of the frozen funds to ensure payment for securities transactions to the VSDC. In the case of errors in confirming the freeze, the payment bank and the custodian bank are responsible for paying on behalf of the securities company and the investor and bearing any incurred costs (if any).
After completing the settlement of securities transactions, the securities company may request the payment bank to unfreeze the amount of funds frozen to ensure payment for payment obligations but not used.
Direct account opening organizations and securities companies must sign agreements with the payment bank to freeze, confirm the freeze, and unfreeze funds according to the provisions in Clauses 2, 3, and 7 of this Article.
The payment bank and the custodian bank that have implemented the freezing and confirmation of freezing of funds as specified in this Article may only use the frozen funds for the purpose of settling securities transactions according to the notification of the VSDC.

Article 25. Correction of errors after transactions

The VSDC implements correction of errors after transactions in the following cases:

a) The clearing member, which is a securities company, incorrectly executes the investor's order request regarding the following information: account number, security code, number of securities, order price level, order quantity, type of buy/sell order;

b) The securities company places a transaction order for an investor opening a custodian account at the custodian bank without confirmation from the custodian bank regarding the investor's cash and securities balance, or places an order incorrectly compared to the information confirmed by the custodian bank;

c) The custodian bank incorrectly confirms to the securities company the information regarding the cash and securities balance of the investor opening a custodian account at the custodian bank, leading to the investor not having sufficient cash and securities to settle the securities transaction;

d) The investor's account lacks securities at the time the VSDC transfers securities from the investor's trading securities account to the investor's pending settlement securities account to prepare for settling the securities transaction;

d) The investor's transaction has custodian account information that has not been registered in the market area according to the regulations of the VSDC.

Except for the case specified in Clause 3 of this Article, the VSDC implements correction of errors after transactions by adjusting the erroneous transaction order into a proprietary trading order of the clearing member according to the following principles:

a) Implemented according to the request of the clearing member for the cases specified in points a and c, Clause 1 of this Article;

b) Implemented when the custodian bank refuses to confirm the settlement of the investor's securities transaction for the case specified in point b, Clause 1 of this Article;

c) Implemented without the request of the clearing member for the cases specified in points d and d, Clause 1 of this Article.

The clearing member which is a custodian bank may implement corrections through the proprietary account of the securities company with which the custodian bank has a correction agreement. The VSDC implements correction of errors after transactions by adjusting the erroneous transaction order into a proprietary trading order of the securities company.
In the case where the clearing member does not have proprietary trading business to generate correction of errors after transactions, the clearing member is allowed to use the custodian account under its own name for the VSDC to temporarily account for the number of securities that the clearing member receives or must pay from the correction of errors after transactions into that securities custodian account. After receiving the securities from the correction of errors after transactions, the clearing member is responsible for selling these securities immediately at the next trading session.
Responsibilities of related parties in correcting errors after transactions:

a) Related parties to the transaction must be responsible for errors caused by themselves within the scope of their authority and responsibilities;

b) In the case where the error of the securities company leads to the customer of the custodian bank lacking securities or cash to settle, the custodian bank is allowed to unilaterally refuse to settle the transaction, and the relevant securities company must be responsible for settling the erroneous transaction;

c) In the case where the error of the custodian bank leads to the investor not having sufficient cash and securities to settle the securities transaction, the relevant custodian bank must be responsible for settling the erroneous transaction. In the case where the custodian bank corrects the error through the proprietary account of the securities company as specified in Clause 3 of this Article, the securities company is responsible for settling the erroneous transaction, and the custodian bank is responsible for implementing obligations with the securities company according to the agreement between the two parties.

Clearing members who lose solvency due to correction of errors after transactions are subject to support mechanisms as specified in Article 27 of this Circular.

Article 26. Handling errors in proprietary transactions of securities companies

In the case where the securities company enters the wrong proprietary account number into the trading system of the Stock Exchange, the VSDC implements adjustment to the correct proprietary account number of the securities company to settle the transaction.
In the case where the securities company enters the wrong order leading to a lack of securities for settlement, or the portfolio swap fund member lacks securities or portfolio swap fund certificates for settlement due to unsuccessful swap transactions according to the regulations on portfolio swap fund management, the support mechanisms as specified in Clause 3 of Article 27 of this Circular are applied.

Article 27. Measures to support the situation of loss of solvency for securities transactions

Clearing members who lose solvency for cash settlement of securities transactions are subject to the following payment support measures:

a) Use the payment support fund as specified in Article 54 of this Circular;

b) Use borrowed money from the payment bank.

In the case where the clearing member uses borrowed money from the payment bank, the clearing member and the payment bank may agree to use the securities on the clearing member's custodian account as collateral for the loan. The VSDC is allowed to implement freezing, unfreezing, and transfer of ownership of the securities that are collateral for the loan based on the request of the clearing member and the payment bank.
Clearing members who lose solvency for securities due to correction of errors after transactions and handling of proprietary transaction errors are subject to the following support measures:

a) Use borrowed securities through the securities lending and borrowing activities of the VSDC. The borrowing and lending of securities is implemented according to the provisions in Article 20 of this Circular;

b) In the case where, by the settlement time limit specified in the regulations of the VSDC, the clearing member still does not have sufficient securities to settle, the VSDC implements separating the number of missing securities to determine the deferral of the settlement time limit or the elimination of clearing according to the provisions in Articles 28 and 29 of this Circular. The value of the missing securities is determined based on the closing price of that security on the trading day immediately preceding the settlement day.

Article 28. Deferral of settlement time limit

The deferral of the settlement time limit for transactions with missing securities is implemented according to the following principles:

The VSDC implements the deferral of the settlement time limit for the number of missing securities determined at the time of settlement, except for the cases specified in points i and l, Clause 1 of Article 29 of this Circular.
The maximum deferral period is 03 trading days from the settlement day.
The settlement of transactions with deferred settlement time limits is implemented according to the netting method with transactions having the next settlement day.
Clearing members with transactions subject to deferral of the settlement time limit must compensate the corresponding organizations and individuals involved according to the agreement between the parties.

Article 29. Elimination of clearing for transactions of clearing members

Except for securities transactions that have undergone correction of errors after transactions and handling of proprietary transaction errors, the VSDC has the right to eliminate clearing for the following securities transactions:

a) Transactions for selling securities that are not available on the trading securities account of the clearing member or the customers of the clearing member (except in the case of guidance from the Ministry of Finance);

b) Transactions for selling securities before the time the VSDC confirms the completion of settlement for the securities transaction;

c) Transactions of the clearing member or the customers of the clearing member that are implemented after the VSDC notifies the Stock Exchange of Vietnam about the suspension of settlement activities for securities transactions for that clearing member;

d) Transactions implemented for security codes that have not been accepted for clearing and settlement on the system at the VSDC;

d) Transactions with invalid account numbers due to the member registration number or the account type character for securities trading not existing;

e) Transactions with invalid information including: no trading session code; transaction date different from the current date; no buy or sell order number; price or trading volume less than or equal to zero; no order confirmation number;

g) Transactions with a combination of market code, trading board code, security code, and order confirmation number identical to a previously received transaction;

h) Transactions eliminated from clearing according to the provisions in Clauses 3 and 4 of Article 24 of this Circular;

i) Transactions with missing securities, where the number of missing securities determined on the settlement day are securities currently suspended from trading to implement transfer of trading location; securities with a settlement day being the final registration day to exercise rights leading to a change in reference price; securities that have been delisted or deregistered for trading;

k) Transactions with deferred settlement time limits but exceeding the deferral period and still lacking sufficient securities for settlement;

l) Transactions with missing securities where the missing securities belong to the type of securities that cannot be borrowed and lent according to the regulations of the VSDC;

m) Transactions for purchasing securities where the VSDC does not receive confirmation of fund freezing from the payment bank or the custodian bank according to the provisions in Clauses 2 and 3 of Article 24 of this Circular and the regulations of the VSDC.

For the cases of elimination specified in points a, b, c, h, i, k, l, and m, Clause 1 of this Article, the clearing member with the transaction eliminated from clearing must compensate the corresponding organizations and individuals involved according to the agreement between the parties (except in the case where the custodian bank has a transaction for purchasing shares that does not require sufficient funds when placing the order eliminated from clearing due to the securities company where the investor placed the order not having sufficient funds to freeze, and the payment bank not sending the freeze confirmation according to the provisions in Clauses 4 and 6 of Article 24 of this Circular).
The VSDC is responsible for notifying the Stock Exchange of Vietnam about the transactions eliminated from clearing.

Article 30. Settlement of transactions for purchasing shares that do not require investors to have sufficient funds when placing orders, by foreign institutional investors

Foreign institutional investors placing orders for purchasing shares that do not require sufficient funds when placing orders must have sufficient funds in the clearing payment deposit account for securities transactions before the time the clearing member must have sufficient funds in the clearing payment deposit account for securities transactions of the clearing member at the payment bank to settle the securities transaction.
In the case where the foreign institutional investor does not have sufficient funds in the clearing payment deposit account for securities transactions to settle according to the provisions in Clause 1 of this Article:

a) The securities company uses its own funds to settle the share purchase transaction on behalf of the foreign institutional investor for foreign institutional investors opening securities custodian accounts at the securities company;

b) For foreign institutional investors opening securities custodian accounts at the custodian bank, the custodian bank sends a request to the securities company for the securities company to use its own funds to transfer to the clearing payment deposit account for securities transactions of the custodian bank at the payment bank to settle on behalf of the foreign institutional investor, and simultaneously notify the VSDC. The securities company and the payment bank are responsible for implementing the request of the custodian bank, ensuring completion before the time the clearing members must have sufficient funds in the clearing payment deposit account for securities transactions at the payment bank according to the regulations of the VSDC.

The use of funds by the securities company (including the case of using borrowed funds from the payment support fund within the scope of the payment support fund contribution of the securities company according to the provisions in Clause 2 of Article 54 of this Circular) to settle on behalf of the foreign institutional investor as specified in Clause 2 of this Article is not considered a lending activity in margin trading at the securities company according to the regulations of securities law.
The securities company must ensure having sufficient funds to settle securities transactions according to the provisions in Clause 2 of this Article. The securities company will be handled for violations according to legal regulations and the regulations of the VSDC in the case of failing to ensure the implementation of the obligations specified in Clause 2 of this Article.
The securities company is allowed to freeze, unfreeze, or request the custodian bank (in the case where the foreign institutional investor opens a custodian account at the custodian bank) to freeze, unfreeze the number of shares received from the transaction for purchasing shares with insufficient funds, corresponding to the amount that the securities company has settled on behalf of the investor according to the provisions in Clause 2 of this Article. The freezing and unfreezing of securities in this case is implemented on the account of the foreign institutional investor lacking funds for settling the transaction for purchasing shares.
The foreign institutional investor is responsible for confirming the implementation of the payment obligation according to the agreement with the securities company before the end of the afternoon trading session on the day the securities company implements settlement on behalf of the investor according to the provisions in Clause 2 of this Article and must pay the full amount according to the agreement with the securities company no later than the end of the afternoon trading session on the next trading day after the day the securities company implements settlement on behalf of the investor. After receiving the full amount of payment according to the agreement, the securities company implements unfreezing or requests the custodian bank (in the case where the foreign institutional investor opens a custodian account at the custodian bank) to unfreeze the frozen shares according to the provisions in Clause 5 of this Article. Any losses, profits, and other costs incurred when implementing this transaction are implemented according to the agreement between the securities company and the foreign institutional investor or the authorized representative of the foreign institutional investor.
In the case where the foreign institutional investor does not confirm or confirms not to implement the payment obligation according to the agreement with the securities company within the time limit specified in Clause 6 of this Article, the securities company is allowed to request the VSDC to complete the transfer of ownership of the shares accounted for in the account of the foreign institutional investor that the securities company has settled on behalf of the investor to the proprietary account of the securities company according to the provisions in point r, Clause 2 of Article 6 of this Circular on the same day the securities company implements settlement on behalf of the investor.
In the case where the foreign institutional investor has confirmed the implementation of the payment obligation with the securities company but exceeds the time limit for transferring money as specified in Clause 6 of this Article, and the foreign institutional investor does not pay the full amount to the securities company, the securities company is allowed to request the VSDC to complete the transfer of ownership of the shares accounted for in the account of the foreign institutional investor that the securities company has settled on behalf of the investor, and the rights arising from these shares (if any) to the proprietary account of the securities company according to the provisions in point r, Clause 2 of Article 6 of this Circular on the next trading day after the day the securities company implements settlement on behalf of the investor.
The securities company is allowed to sell shares on the securities trading system for the number of shares received in the proprietary account according to the provisions in Clauses 7 and 8 of this Article. Any losses, profits, and other costs incurred when implementing transactions according to the provisions in this Clause are implemented according to the agreement between the securities company and the foreign institutional investor or the authorized representative of the foreign institutional investor.
The custodian bank where the foreign institutional investor opens the custodian account is responsible for implementing the freezing and unfreezing of shares, coordinating with the securities company where the foreign institutional investor places the transaction order to complete the transfer of ownership of shares according to the provisions in Clauses 5, 6, 7, and 8 of this Article.
The clearing and settlement of transactions for purchasing shares by foreign institutional investors specified in this Article is implemented according to the provisions in this Circular and the regulations of the VSDC.

Chapter V
CLEARING AND SETTLEMENT ACTIVITIES FOR SECURITIES TRANSACTIONS WHEN IMPLEMENTING THE CENTRAL COUNTERPARTY CLEARING MECHANISM

Article 31. Organization of clearing and settlement activities for securities transactions when implementing the central counterparty clearing mechanism

Clearing and settlement activities for securities transactions of shares, fund certificates, and covered warrants established on the securities trading system are applied according to the central counterparty clearing mechanism.
Vietnam Securities Clearing Corporation (VSDC) implements multilateral clearing for securities transactions that have been established on the securities trading system based on the transaction results provided by the Stock Exchange.
Organizations participating in securities transaction settlement activities include clearing members, payment custodian banks, payment banks, and the Vietnam Securities Depository and Clearing Corporation (VSDC).
Clearing margin assets are cash. During the period of clearing margin, the clearing margin assets may only be used for the purposes specified in Clause 2 of Article 37, and Clauses 2 and 7 of Article 38 of this Circular.
Investors must have sufficient funds to implement the payment obligation for transactions of shares, fund certificates, and covered warrants of the investor before the time the clearing member and the payment custodian bank must have sufficient funds in the payment deposit account of the clearing member and the payment custodian bank under the name of Vietnam Securities Clearing Corporation at the payment bank to settle the securities transaction according to the regulations of the VSDC. The payment obligation for transactions of shares, fund certificates, and covered warrants of the investor is determined based on netting between the amount received and the amount to be paid for the transactions.

transfer of securities, fund certificates, and secured warrants that have been established on the securities trading system and have the same settlement date for the investor.

The Vietnam Securities Clearing Company shall perform netting and determine securities payment obligations according to the following principles:

a) For securities transactions of clearing members, customers of clearing members (including transactions of organizations opening direct accounts, transactions of non-clearing trading members, and customers of non-clearing trading members), netting and determination of payment obligations shall be performed by each securities code with the same settlement date and separated by account type: brokerage accounts for domestic investors, brokerage accounts for foreign investors, and proprietary trading accounts of the clearing member;

b) For securities transactions of settlement custodian banks, customers opening margin accounts at settlement custodian banks, and performing netting through clearing members, netting and determination of payment obligations shall be performed by each securities code with the same settlement date and separated by account type: brokerage accounts for domestic investors, brokerage accounts for foreign investors, and accounts of the settlement custodian bank itself.

The Vietnam Securities Clearing Company shall perform netting and determine monetary payment obligations for securities transactions according to the following principles:

a) For securities transactions of clearing members, customers of clearing members (including transactions of organizations opening direct accounts, transactions of non-clearing trading members, and customers of non-clearing trading members), netting and determination of monetary payment obligations shall be performed based on general netting between the amount received and the amount to be paid for transactions with the same settlement date, separated by domestic investors, foreign investors, and the clearing member itself;

b) For securities transactions of settlement custodian banks, customers opening margin accounts at settlement custodian banks, and performing netting through clearing members, netting and determination of monetary payment obligations shall be performed based on general netting between the amount received and the amount to be paid for transactions with the same settlement date, separated by domestic investors, foreign investors, and the settlement custodian bank itself.

Clearing members are responsible for ensuring full and timely payment of all securities transaction payment obligations specified in clauses 6 and 7 of this Article. For payment obligations specified in point b, clause 6, and point b, clause 7 of this Article, clearing members may authorize settlement custodian banks to perform payments. In cases where settlement custodian banks fail to fully and timely perform payment obligations, settlement custodian banks are responsible for notifying the clearing member so that the clearing member can perform the payment obligation, and simultaneously notifying the Vietnam Securities Clearing Company and the Vietnam Securities Depository and Clearing Corporation.
Clearing members and settlement custodian banks are responsible for freezing the amount of securities pending payment in their own accounts and their customers' accounts to ensure payment for securities sales transactions established on the securities trading system.
Securities settlement at the Vietnam Securities Depository and Clearing Corporation and monetary payment at payment banks shall be performed based on payment obligations determined by the Vietnam Securities Clearing Company.
The Vietnam Securities Clearing Company ensures the ability to settle securities transactions through settlement guarantee mechanisms specified in Article 43 of this Circular.
The Vietnam Stock Exchange is responsible for suspending trading activities for clearing members who are trading members, and non-clearing trading members, upon the request of the Vietnam Securities Clearing Company as specified in point g, clause 3, Article 32, clause 6, Article 32, and clauses 2, 3, and point b, clause 13, Article 43 of this Circular.

Article 32. Clearing Members

Clearing members include direct clearing members and general clearing members. Direct clearing members shall perform netting and settlement of securities transactions for their own transactions and their customers. General clearing members shall perform netting and settlement of securities transactions for their own transactions, their customers, and provide netting and settlement services for securities transactions for non-clearing trading members and customers of non-clearing trading members according to the entrusted netting and settlement agreement between non-clearing trading members and general clearing members.
Clearing members are responsible for ensuring that investors have sufficient securities in their custodial accounts when placing orders to sell securities as specified in clause 3, Article 7 of Circular No. 120/2020/TT-BTC regulating trading of listed stocks, registered trading, fund certificates, corporate bonds, and listed secured warrants, as amended and supplemented by Circular No. 68/2024/TT-BTC, Circular No. 18/2025/TT-BTC, and Circular No. 08/2026/TT-BTC (hereinafter referred to as Circular No. 120/2020/TT-BTC); determine and ensure that investors have sufficient initial margin for expected securities purchase transactions by investors.
The entrustment of netting and settlement between non-clearing trading members and general clearing members must ensure the following principles:

a) Each non-clearing trading member may entrust netting and settlement of their securities transactions and their customers' transactions to one general clearing member. In case of changing the general clearing member, the non-clearing trading member must coordinate with the general clearing member to terminate the entrustment of netting and settlement with that general clearing member before concluding an entrustment agreement for netting and settlement with another general clearing member;

b) Securities transactions of investors conducted through non-clearing trading members must perform margin settlement and transaction settlement on the accounts of investors opened at the general clearing member. The general clearing member, as the entrustee of the non-clearing trading member, performs netting, settlement, and ensures payment for these securities transactions;

c) General clearing members are responsible for assessing creditworthiness, checking securities balances in investors' accounts; determining and checking initial margin assets for expected securities purchase transactions by investors, and notifying non-clearing trading members to place orders for investors who meet the requirements of the general clearing member. Non-clearing trading members may only place transaction orders for investors after receiving confirmation from the general clearing member;

d) General clearing members are responsible for monitoring and managing margin assets of non-clearing trading members and customers of non-clearing trading members; ensuring separate management of accounts and assets of non-clearing trading members and accounts and assets of customers of non-clearing trading members;

d) General clearing members must coordinate with non-clearing trading members to register information on non-clearing trading members entrusting netting and settlement to general clearing members with the Vietnam Securities Clearing Company according to the regulations of the Vietnam Securities Depository and Clearing Corporation before non-clearing trading members conduct transactions and general clearing members perform netting and settlement for securities transactions of non-clearing trading members and customers of non-clearing trading members. The Vietnam Securities Clearing Company only recognizes information on non-clearing trading members having entrustment agreements for netting and settlement with general clearing members after transactions conducted through non-clearing trading members before the official implementation date of the central counterparty mechanism for stocks, fund certificates, and secured warrants have been fully settled, and trading members have completed the deregistration of account information for trading members and customers of trading members from the stock, fund certificate, and secured warrant market area;

e) General clearing members are responsible for netting and settlement for transactions of non-clearing trading members and customers of non-clearing trading members, including transactions conducted by non-clearing trading members and customers of non-clearing trading members when they have not yet opened margin accounts at general clearing members, or have opened margin accounts at general clearing members but these accounts have not registered information in the market area on the securities trading clearing and settlement system;

g) On the official implementation date of the central counterparty mechanism, in cases where non-clearing trading members have not been recognized by the Vietnam Securities Clearing Company as having entrustment agreements for netting and settlement with general clearing members, the Vietnam Securities Clearing Company requests the Vietnam Stock Exchange to suspend trading activities of non-clearing trading members, and the Vietnam Securities Depository and Clearing Corporation to deregister account information of non-clearing trading members on the securities trading clearing and settlement system according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

Entrustment agreements for netting and settlement of securities transactions between non-clearing trading members and general clearing members are terminated in the following cases:

a) General clearing members and non-clearing trading members voluntarily terminate entrustment of netting and settlement of securities transactions. In this case, general clearing members or non-clearing trading members must notify the Vietnam Securities Clearing Company in writing, and simultaneously notify customers no later than 30 days before the effective date of termination of entrustment of netting and settlement of securities transactions. The notification document of general clearing members or non-clearing trading members must have confirmation from the other party; in case of no confirmation from the other party, the party issuing the notification document must be responsible for all damages arising from unilateral proposals to terminate entrustment of netting and settlement of securities transactions;

b) Non-clearing trading members have their Securities Custody Activity Registration Certificate revoked by the State Securities Commission, have their service of opening securities custodial accounts, securities deposit, and transfer of securities custodial accounts suspended by the Vietnam Securities Depository and Clearing Corporation to retrieve their Custody Member Certificate, or have their trading suspended by the Vietnam Stock Exchange to revoke their trading member status;

c) General clearing members change their member type to direct clearing members;

d) General clearing members have their service of opening securities custodial accounts, securities deposit, and transfer of securities custodial accounts suspended by the Vietnam Securities Depository and Clearing Corporation to retrieve their Custody Member Certificate, or have their services related to securities transaction clearing and settlement suspended to retrieve their Clearing Member Certificate;

d) Other cases according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

In cases where entrustment agreements for netting and settlement of securities transactions between non-clearing trading members and general clearing members are terminated as specified in point a, clause 4, Article 32 of this Circular, non-clearing trading members may not conduct transactions for themselves and their customers for a period of 05 trading days before the effective date of termination of the agreement.
In cases where entrustment agreements for netting and settlement of securities transactions between non-clearing trading members and general clearing members are terminated as specified in points b, c, and d, clause 4, Article 32 of this Circular, the Vietnam Securities Clearing Company issues a written request to the Vietnam Stock Exchange to suspend trading activities for non-clearing trading members.
On the effective date of termination of entrustment agreements for netting and settlement of securities transactions, the Vietnam Securities Clearing Company ceases to recognize information on non-clearing trading members entrusting netting and settlement to general clearing members.
Clearing members must ensure that the difference between the total value of securities purchase transactions cleared through clearing members and the total margin for these transactions does not exceed the following values:

a) The total value of assets convertible to cash, including: cash in funds; bank deposits, unused certificates of deposit not used to secure financial obligations, government debt instruments; available overdraft limits; payment guarantee limits (if any) granted by domestic and foreign credit institutions; proceeds from proprietary securities sales pending receipt; advances for sales of listed and registered securities;

b) The difference between two times the equity of clearing members and the balance of securities margin loans, where the equity of clearing members is determined based on quarterly financial reports issued in the period closest to the calculation time. In case clearing members are parent companies, equity is determined based on consolidated quarterly financial reports after excluding the interests of non-controlling shareholders.

Daily, clearing members must calculate, store information, documents, and materials demonstrating compliance with the provisions of clause 8, Article 32 of this Circular for inspection and supervision purposes.

Article 33. Settlement Custodian Banks

In cases where settlement banks that are not clearing members wish to directly provide securities transaction settlement services to customers opening custodial accounts with them, settlement banks must register as settlement custodian banks with the Vietnam Securities Clearing Company according to the provisions of clause 2 of this Article.
Settlement banks registering as settlement custodian banks with the Vietnam Securities Clearing Company must have agreements for coordinated netting and settlement of securities transactions with securities companies that are general clearing members where investors are expected to place orders, and meet system connection and operational process requirements of the Vietnam Securities Depository and Clearing Corporation and the Vietnam Securities Clearing Company; and must coordinate with securities companies that are general clearing members to complete the registration of information on agreements for coordinated netting and settlement of securities transactions with the Vietnam Securities Clearing Company according to the regulations of the Vietnam Securities Depository and Clearing Corporation before coordinating to provide netting and settlement services for securities transactions. Agreements for coordinated netting and settlement between securities companies that are general clearing members and settlement custodian banks must meet the principles specified in this Article and apply generally to all customers opening accounts at settlement custodian banks.
General clearing members, as securities companies, may only execute transaction orders of investors opening margin accounts at settlement custodian banks after the Vietnam Securities Clearing Company has recognized information on agreements for coordinated netting and settlement of securities transactions between general clearing members and settlement custodian banks on the securities trading clearing and settlement system. In case general clearing members violate these provisions, clearing members are responsible for netting and settlement for transactions of investors arising before the securities trading clearing and settlement system recognizes information on coordinated agreements, and are subject to sanctions according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
Principles for coordinated implementation of netting and settlement of securities transactions between settlement custodian banks and general clearing members, as securities companies:

a) General clearing members are responsible for assessing creditworthiness, determining initial margin levels for securities purchase transactions by investors opening margin accounts at settlement custodian banks, and coordinating with settlement custodian banks to check, confirm, and freeze the amount of securities sold; freeze margin funds in investors' deposit accounts at settlement custodian banks;

b) Settlement custodian banks are responsible for checking, confirming, and freezing margin assets, securities sold, and managing, processing margin assets separately according to the authorization of each general clearing member and the requirements of investors;

c) Daily, general clearing members and settlement custodian banks are responsible for reconciling and matching transaction results of investors opening accounts at settlement custodian banks, performing netting through general clearing members, so that settlement custodian banks can confirm transaction results with the Vietnam Securities Clearing Company and correct post-transaction errors, handle free trading errors, and remove transaction settlements as specified in this Circular.

Settlement custodian banks may refuse payment for securities transactions of investors opening accounts at settlement custodian banks conducted through general clearing members when these general clearing members do not yet have coordinated netting and settlement agreements with settlement custodian banks, or have not been recognized by the Vietnam Securities Clearing Company as having coordinated netting and settlement agreements with settlement custodian banks on the system. In case of not refusing payment, settlement custodian banks are responsible for payment for these transactions and are subject to sanctions according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
Settlement custodian banks, authorized by general clearing members, are responsible for managing, checking, and monitoring balances of funds and securities in investors' accounts; promptly detecting and notifying general clearing members of cases where investors lose payment ability to take handling measures; performing payments according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
Settlement custodian banks, authorized by general clearing members, perform deposits and supplementary margin payments for securities transactions of settlement custodian banks and customers of settlement custodian banks into margin deposit accounts of general clearing members named after the Vietnam Securities Clearing Company according to notifications from general clearing members.
Settlement custodian banks, authorized by general clearing members, perform deposits into payment deposit accounts named after the Vietnam Securities Clearing Company opened for settlement custodian banks at payment banks to perform monetary payment obligations for securities transactions of settlement custodian banks and customers of settlement custodian banks according to notifications from the Vietnam Securities Clearing Company.
In cases where customers of settlement custodian banks lose payment ability for securities transactions:

a) Settlement custodian banks are responsible for determining and notifying general clearing members of detailed information on securities transactions of investors who have lost payment ability, so that general clearing members ensure payment for these securities transactions;

b) Settlement custodian banks are responsible for notifying investors and coordinating with general clearing members to transfer margin funds of investors who have lost payment ability, freeze, unfreeze, and transfer securities received from securities purchase transactions lacking funds from investors who have lost payment ability to general clearing members or other general clearing members as specified in points c and d of this clause, so that general clearing members handle, recover the amount of payment security specified in point a of this clause;

c) General clearing members may request the Vietnam Securities Depository and Clearing Corporation to complete the transfer of ownership of securities received from securities purchase transactions lacking funds from investors who have lost payment ability to general clearing members as specified in point r, clause 2, Article 6 of this Circular no later than the trading day following the day general clearing members make substitute payments. General clearing members base their decisions on the time to request the transfer of ownership on confirmation of payment or non-payment of funds by investors to general clearing members, or confirmation of investors through settlement custodian banks. General clearing members may sell securities received from securities purchase transactions lacking funds from investors who have lost payment ability on the securities trading system. Losses, profits, and other expenses arising from executing securities sales transactions as specified in this point shall be handled according to agreements between general clearing members and investors who have lost payment ability, or through foreign securities business organizations representing them;

d) In cases where general clearing members specified in point c of this clause are securities companies not allowed to receive purchase orders for their own stocks, stocks of their parent companies, stocks of subsidiaries sharing the same parent company with the securities company that these subsidiaries hold stocks of the securities company, stocks of other companies that the securities company is not allowed to hold according to relevant legal provisions, general clearing members specified in point c of this clause may request the Vietnam Securities Depository and Clearing Corporation to complete the transfer of ownership of securities received from securities purchase transactions lacking funds from investors who have lost payment ability to other securities company general clearing members as specified in point r, clause 2, Article 6 of this Circular and point c of this clause, based on agreements specified in clause 9a, Article 16 of Circular No. 121/2020/TT-BTC.

Securities companies that are general clearing members and settlement custodian banks terminate agreements for coordinated netting and settlement of securities transactions in the following cases:

a) General clearing members and settlement custodian banks voluntarily terminate agreements for coordinated netting and settlement of securities transactions. In this case, general clearing members and settlement custodian banks must notify the Vietnam Securities Clearing Company in writing, and simultaneously notify customers no later than 30 days before the effective date of termination. The notification document of general clearing members or settlement custodian banks must have confirmation from the other party; in case of no confirmation from the other party, the party issuing the notification document must be responsible for all damages arising from unilateral proposals to terminate agreements for coordinated netting and settlement of securities transactions. On the effective date of termination, the Vietnam Securities Clearing Company ceases to recognize information on general clearing members having coordinated agreements with settlement custodian banks;

b) Settlement custodian banks have their service of opening securities custodial accounts, securities deposit, and transfer of securities custodial accounts suspended by the Vietnam Securities Depository and Clearing Corporation to retrieve their Custody Member Certificate; have their registration information as settlement custodian banks terminated by the Vietnam Securities Clearing Company according to the regulations of the Vietnam Securities Depository and Clearing Corporation;

c) Clearing members change their member type from general clearing members to direct clearing members;

d) The General Clearing Member is suspended from providing services for opening securities custody accounts, securities deposit, and transfer of deposited securities by the Vietnam Securities Depository and Clearing Corporation to recover the Securities Custody Member Certificate, or is suspended from providing services related to clearing and securities transaction settlement activities to recover the Clearing Member Certificate;

d) Other cases according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

General clearing members are not allowed to conduct securities transactions for payment custodian banks and customers of payment custodian banks for a period of 05 trading days prior to the effective date of termination of the clearing and securities transaction settlement cooperation agreement stipulated at point a, Clause 10 of this Article. From the effective date of termination of the clearing and securities transaction settlement cooperation agreement, the clearing margin and securities transaction settlement of the payment custodian bank and its customers must comply with the provisions of Article 39 of this Circular.

Article 34. Investor clearing margin accounts

Clearing members and payment custodian banks shall open clearing margin accounts for investors according to the following principles:

a) For each securities trading account, the investor is opened 01 clearing margin account, except for the provisions at point b of this clause;

b) For non-resident foreign investors who do not have securities trading accounts and do not open securities custody accounts at payment custodian banks, for each securities custody account number, the investor is opened 01 clearing margin account;

c) Non-clearing trading members must choose a general clearing member to sign a contract for entrusted clearing and securities transaction settlement and request this general clearing member to open a clearing margin account for the non-clearing trading member and its customers to manage clearing and securities transaction settlement activities for the non-clearing trading member and its customers;

d) In case the investor has a securities custody account at a payment custodian bank that is not a clearing member and not a payment custodian bank, the investor must open a securities trading account and a clearing margin account at the same securities company that is a clearing member to conduct clearing and securities transaction settlement.

The clearing margin account number issued by the clearing member or payment custodian bank to customers and to itself is identical to the securities custody account number issued by the clearing member or payment custodian bank to customers and to itself.
Investor clearing margin accounts are used to monitor and manage information on the following activities:

a) Deposit and withdrawal of clearing margin assets for investors;

b) Determination of the investor's obligation to settle securities transactions.

Clearing members and payment custodian banks are responsible for registering investor clearing margin account information on the clearing and settlement system before executing trading orders for investors according to the guidance in the regulations of the Vietnam Securities Depository and Clearing Corporation.

Article 35. Investor clearing margin

Investors must have sufficient securities when conducting securities sales transactions according to Clause 3, Article 7 of Circular No. 120/2020/TT-BTC; and must have sufficient initial clearing margin when conducting securities purchase transactions according to the requirements of the clearing member.
Clearing members self-assess and decide the initial clearing margin amount for investors' purchases of stocks and fund certificates after:

a) Foreign investors that are organizations;

b) Securities companies (applicable to proprietary trading of securities companies), securities fund management companies (applicable to transactions of the fund management company itself), securities investment companies, insurance business organizations, commercial banks, foreign bank branches, securities investment funds, voluntary pension funds, and supplementary pension insurance funds licensed to establish and operate in Vietnam.

Investors must have an initial clearing margin amount equal to 100% of the value of the intended securities purchase transaction, except for margin trading transactions according to Article 9 of Circular No. 120/2020/TT-BTC, for the following transactions:

a) Transactions to purchase guaranteed warrants;

b) Transactions to purchase stocks and fund certificates of investors not falling under the subjects stipulated in Clause 2 of this Article.

Investors must maintain clearing margin for transactions not yet settled and must supplement clearing margin assets if the value of clearing margin assets is lower than the required clearing margin value. Depending on market conditions, clearing members have the right to request investors to supplement clearing margin immediately during the trading session. The amount of clearing margin to be supplemented and the deadline for supplementation are implemented according to the regulations of the clearing member.
In case investors stipulated in Clause 2 of this Article violate regulations on clearing margin and securities transaction settlement according to this Circular and the regulations of the clearing member, the clearing member must ensure the implementation of investor clearing margin as follows:

a) Investors must pay an initial clearing margin of 100% of the value of the intended securities purchase transaction within a period of 07 consecutive trading days from the date the investor violated;

b) Within 30 consecutive trading days, if the investor has a third violation occurrence, the investor must pay an initial clearing margin of 100% of the intended securities purchase value for a period of 180 consecutive days from the date of the third violation;

c) On the day the investor violates, the clearing member is responsible for reporting to the Vietnam Securities Clearing Corporation so that the Vietnam Securities Clearing Corporation notifies other clearing members and payment custodian banks to supervise the investor's compliance with clearing margin and securities transaction settlement obligations.

Investors are allowed to withdraw part of the clearing margin or release part of the frozen clearing margin if the value of clearing margin assets exceeds the required clearing margin value determined by the clearing member.
Investor clearing margin at clearing members and payment custodian banks is managed as follows:

a) If the clearing member is a securities company, it manages the investor's clearing margin on a deposit account in the name of the securities company at a commercial bank;

b) If the clearing member is a payment custodian bank, it manages the investor's clearing margin on a clearing margin deposit account in the name of the payment custodian bank at the payment custodian bank itself, or manages the investor's clearing margin on the investor's deposit account opened at the payment custodian bank;

c) Payment custodian banks manage the investor's clearing margin on the investor's deposit account opened at the payment custodian bank.

Investor clearing margin at clearing members and payment custodian banks belongs to the ownership of the investor, not to the ownership of the clearing member or payment custodian bank. Clearing members and payment custodian banks are only allowed to use investor clearing margin according to Clause 2, Clause 4, Article 38, and point a, Clause 2, Article 44 of this Circular.
Clearing members may exploit credit information of investors through the Vietnam National Credit Information Center according to banking laws before deciding on the initial clearing margin amount for investors stipulated in Clause 2 of this Article.

Article 36. Clearing margin accounts, clearing margin deposit accounts, and settlement accounts of clearing members and payment custodian banks

Clearing margin accounts of clearing members and payment custodian banks

a) The Vietnam Securities Clearing Corporation opens clearing margin accounts for clearing members and payment custodian banks on the clearing and settlement system according to the guidance in the regulations of the Vietnam Securities Depository and Clearing Corporation;

b) Clearing margin accounts of clearing members and payment custodian banks are used to monitor and manage information on the deposit and withdrawal of clearing margin assets of clearing members; and to determine the obligation to settle securities transactions of clearing members and payment custodian banks.

Clearing margin accounts of clearing members must be established to ensure the separate monitoring and management of clearing margin asset information of clearing members from the asset information of the Vietnam Securities Clearing Corporation; separate from the clearing margin asset information and settlement funds of each clearing member; and separate from the clearing margin asset information and settlement funds of the derivatives securities market.
At payment banks, the Vietnam Securities Clearing Corporation opens the following accounts:

a) 02 clearing margin deposit accounts in the name of the Vietnam Securities Clearing Corporation for each clearing member to manage clearing margin for proprietary trading and transactions of customers of the clearing member;

b) 03 settlement deposit accounts in the name of the Vietnam Securities Clearing Corporation for each clearing member and each payment custodian bank to conduct settlement for proprietary trading, transactions of domestic investors, and transactions of foreign investors of the clearing member and payment custodian bank.

The Vietnam Securities Clearing Corporation is responsible for establishing a system to fully manage information on settlement obligations, settlement values of securities transactions by each clearing member and payment custodian bank; required clearing margin levels, supplementary clearing margin levels, and clearing margin asset values by each clearing member.
The Vietnam Securities Clearing Corporation has the right to request clearing members and payment custodian banks to provide detailed information on securities trading accounts (in case the clearing member is a trading member of the Vietnam Stock Exchange), clearing margin accounts, and clearing margin asset values of each investor.

Article 37. Clearing margin of clearing members

The Vietnam Securities Clearing Corporation calculates the clearing margin obligation for each clearing member for all unsettled securities transactions and conducts clearing through clearing members.
Clearing members must deposit clearing margin assets fully and timely to the Vietnam Securities Clearing Corporation according to the notification of the Vietnam Securities Clearing Corporation. Clearing margin assets of clearing members are only used to ensure the settlement of securities transactions of clearing members who lose the ability to settle securities transaction payments according to point a, Clause 4, Article 43 of this Circular, and are not used to settle daily securities transaction obligations of clearing members.
Clearing members must supplement clearing margin assets if the value of clearing margin assets does not meet the required clearing margin level and may withdraw clearing margin assets if the value of clearing margin assets exceeds the required clearing margin level calculated by the Vietnam Securities Clearing Corporation for all unsettled securities transactions cleared through the clearing member.
Clearing members may authorize payment custodian banks to deposit and supplement clearing margin assets according to Clause 7, Article 33 of this Circular. In case the payment custodian bank does not deposit or supplement clearing margin assets fully and timely, the payment custodian bank is responsible for notifying the clearing member so that the clearing member fulfills this margin obligation, and simultaneously notifying the Vietnam Securities Clearing Corporation.
The required clearing margin level for unsettled securities transactions in the name of the clearing member is calculated by the Vietnam Securities Clearing Corporation for the clearing member daily according to the regulations of the Vietnam Securities Depository and Clearing Corporation. The Stock Exchange is responsible for cooperating and providing information upon request of the Vietnam Securities Clearing Corporation to support the calculation and determination of the required clearing margin level.
Clearing members who fail to timely or fully implement clearing margin obligations according to the regulations of the Vietnam Securities Depository and Clearing Corporation are considered to have lost the ability to settle securities transactions and are subject to measures stipulated in Clause 2, Article 43 of this Circular.
The Vietnam Securities Clearing Corporation does not conduct term deposits for the balance on the clearing margin deposit accounts of clearing members. Interest on non-term deposits (if any) will be returned to the clearing member.
The determination of types of clearing margin, methods of calculating clearing margin, calculation parameters, procedures for depositing, supplementing, and withdrawing clearing margin, clearing margin ratios, and other contents related to the clearing margin of clearing members are implemented according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

Article 38. Management of clearing margin assets

Clearing members and payment custodian banks must manage clearing margin assets separately by customer; separate from their own clearing margin assets; and separate from clearing margin assets of the derivatives securities market.
Clearing members and payment custodian banks are allowed to use investors' clearing margin assets to ensure settlement obligations and conduct settlement for securities transactions of that specific investor. Interest generated from investors' clearing margin (if any) is returned to the investor by the clearing member or payment custodian bank.
In case the clearing member or payment custodian bank is dissolved or bankrupt, investors' clearing margin assets are not used for handling according to laws on dissolution and bankruptcy, are not distributed to creditors of the clearing member or payment custodian bank, nor distributed to shareholders or capital-contributing members of the clearing member or payment custodian bank in any form; the clearing member or payment custodian bank is responsible for returning to the investor the remaining clearing margin assets after completing the investor's settlement obligations.
In case investors stipulated in Clause 2, Article 35 of this Circular lose the ability to settle securities transactions, the general clearing member requests the payment custodian bank to coordinate the handling of clearing margin and securities received from the investor's insufficient funds securities purchase transactions according to Clause 9, Article 33 of this Circular.
Within 01 working day from the date of implementing measures stipulated in Clause 4 of this Article, the general clearing member and payment custodian bank must notify the investor via the method agreed with the investor regarding the handling of clearing margin assets and securities received from the securities purchase transactions settled by the general clearing member on behalf. The notification must clearly state the reason, type of assets handled, method, time, and value of execution.
Daily and during trading sessions with strong stock price fluctuations, clearing members have the right to calculate the required clearing margin level, re-evaluate the value of clearing margin assets, ensuring investors always maintain clearing margin according to the contract agreement and legal regulations.
The Vietnam Securities Clearing Corporation has the right to use clearing margin assets managed by the Vietnam Securities Clearing Corporation to implement obligations of clearing members and payment custodian banks who lose the ability to settle securities transactions and to cover financial losses of the Vietnam Securities Clearing Corporation arising from unsettled securities transactions according to legal regulations and business regulations of the Vietnam Securities Depository and Clearing Corporation. Within 01 working day after handling clearing margin assets, the Vietnam Securities Clearing Corporation must notify the relevant clearing members and payment custodian banks about the handling of clearing margin assets.

Article 39. Clearing margin accounts, management of clearing margin funds, clearing and settlement of securities transactions of organizations opening direct accounts, payment custodian banks, and customers of payment custodian banks who are not clearing members and not payment custodian banks

Organizations opening direct accounts, payment custodian banks who are not clearing members and not payment custodian banks, and customers of these payment custodian banks must open securities custody accounts at clearing members and be opened clearing margin accounts by clearing members to conduct clearing and securities transaction settlement activities.
In case there is an agreement with the clearing member, organizations opening direct accounts, payment custodian banks, and customers of payment custodian banks may self-manage clearing margin funds on the deposit accounts of organizations opening direct accounts, accounts of the payment custodian bank itself, and accounts of customers of the payment custodian bank.
Clearing members are responsible for all clearing margin and securities transaction settlement obligations of organizations opening direct accounts, payment custodian banks, and customers of payment custodian banks to the Vietnam Securities Clearing Corporation, even in cases where there is an agreement with organizations opening direct accounts or payment custodian banks according to Clause 2 of this Article.

Article 40. Substitution, reconciliation, confirmation of transaction results

After receiving transaction results from Stock Exchanges, the Vietnam Securities Clearing Corporation notifies the list of transactions (excluding transactions rejected for substitution, excluded from settlement as stipulated in points b, c, d, dd, e, g, h, Clause 2, Article 46 of this Circular), transactions with unregistered clearing margin account information in the market area, transactions with insufficient securities for sale, and estimated obligations to settle securities transactions for clearing members and payment custodian banks, and clearing margin obligations for clearing members.
Clearing members and payment custodian banks are responsible for reconciling detailed transaction information between the trading order information stored at the clearing member or payment custodian bank and the notification from the Vietnam Securities Clearing Corporation; notifying the Vietnam Securities Clearing Corporation of incorrect transaction information, requesting error correction after the transaction, handling proprietary trading errors, and excluding settlement (if any) according to Articles 41, 42, 46 of this Circular and the regulations of the Vietnam Securities Depository and Clearing Corporation.

Article 41. Post-transaction error correction

The Vietnam Securities Clearing Corporation conducts post-transaction error correction for the following cases:

a) Securities companies that are clearing members inaccurately implement investors' order placement requests regarding the following information: account number, stock code, number of securities, order price level, number of orders, type of buy/sell order;

b) Securities companies that are non-clearing trading members inaccurately implement investors' order placement requests regarding the following information: account number, stock code, number of securities, order price level, number of orders, type of buy/sell order; placing orders for investors without confirmation from the general clearing member or placing orders incorrectly compared to the confirmation information from the general clearing member;

c) Securities companies that are clearing members place orders for investors with custody accounts at payment custodian banks without confirmation from the payment custodian bank regarding the investor's clearing margin asset balance and securities, or place orders incorrectly compared to the confirmation information from the payment custodian bank;

d) Payment custodian banks that are not clearing members and not payment custodian banks inaccurately confirm with securities companies that are clearing members regarding the investor's clearing margin asset balance and securities with custody accounts at the payment custodian bank, leading to the investor not having sufficient funds or securities to settle securities transactions;

d) Payment custodian banks that are clearing members or payment custodian banks inaccurately confirm with securities companies regarding the investor's clearing margin asset balance and securities with custody accounts at the payment custodian bank, leading to the investor not having sufficient funds or securities to settle securities transactions;

e) The investor's account lacks securities at the time the Vietnam Securities Depository and Clearing Corporation transfers securities from the investor's trading securities account to the pending settlement securities account to prepare for securities transaction settlement;

g) The investor's transaction has clearing margin account information not registered in the market area according to the regulations of the Vietnam Securities Depository and Clearing Corporation;

h) The investor's transaction with a clearing margin account at the payment custodian bank is conducted through a securities company that is a clearing member when this clearing member has not been registered by the Vietnam Securities Clearing Corporation with information of cooperation agreement with the payment custodian bank on the system, and the payment custodian bank refuses to settle the transaction.

For cases stipulated in points a, b, c, d, dd, h, Clause 1 of this Article, the Vietnam Securities Clearing Corporation conducts post-transaction error correction by adjusting the erroneous transaction order into a proprietary transaction according to the request of the clearing member or payment custodian bank according to the following principles:

a) Implemented according to the request of the general clearing member entrusted with clearing and settlement of securities transactions with non-clearing trading members for cases stipulated in point b, Clause 1 of this Article;

b) Implemented according to the request of the securities company that is a clearing member for cases stipulated in points a, c, d, Clause 1 of this Article;

c) Implemented according to the request of the payment custodian bank that is a clearing member or payment custodian bank for cases stipulated in points dd, h, Clause 1 of this Article.

For cases stipulated in points e, g, Clause 1 of this Article, the Vietnam Securities Clearing Corporation conducts post-transaction error correction through

regarding the adjustment of erroneous transactions into proprietary trading without the request of the clearing member or settlement bank.

In the event that the clearing member or settlement bank does not have proprietary trading activities arising from post-trade error corrections, the clearing member or settlement bank is responsible for selling all securities received from the post-trade error correction in the nearest trading sessions where such securities are not subject to restrictions, suspensions, or halts of trading.
The settlement bank, acting as a clearing member or settlement bank, may perform post-trade error corrections through the proprietary account of the clearing member, which is a securities company, with which the bank has an agreement for error correction.
Responsibilities of related parties in post-trade error correction:

a) Related parties to the transaction are responsible for errors caused by themselves within the scope of their authority and responsibilities;

b) In the event that error correction leads to exceeding the maximum foreign ownership ratio as prescribed, the clearing member or settlement bank is responsible for selling a portion or all of the securities received from the error correction transaction in the nearest trading sessions where such securities are not subject to restrictions, suspensions, or halts of trading, until the foreign ownership ratio is reduced to the prescribed level;

c) In the event that the error of the securities company placing the order as a clearing member leads to the client of the settlement bank, which is a clearing member or settlement bank, lacking securities or funds for settlement, the settlement bank is permitted to unilaterally refuse to settle the transaction, and the securities company placing the order must bear responsibility for settling the erroneous transaction;

d) In the event that the error of the settlement bank, which is a clearing member or settlement bank, leads to the investor lacking sufficient funds or securities to settle the securities transaction, the settlement bank must bear responsibility for settling the erroneous transaction. In the event that the settlement bank does not settle the erroneous transaction, the securities company acting as the general clearing member that has a cooperation agreement for clearing and settling securities transactions with the settlement bank must perform the settlement for the erroneous transaction.

If a clearing member or settlement bank loses the ability to settle securities transactions due to post-trade error correction, the support mechanisms prescribed in Article 43 of this Circular shall apply.

Article 42. Handling of proprietary trading errors

In the event that a clearing member, which is a securities company, enters the wrong proprietary account number into the securities trading system, the Vietnam Securities Clearing Corporation shall adjust it to the correct proprietary account number of the securities company to perform clearing and settling of securities transactions.
In the event that a clearing member, which is a securities company, enters an erroneous order leading to a shortage of securities for settlement, or a portfolio exchange fund member lacks securities or portfolio exchange fund certificates for settlement due to unsuccessful swap transactions as prescribed in the management regulations for portfolio exchange funds, support measures may be applied to handle the loss of settlement ability as prescribed in Clause 5, Article 43 of this Circular.

Article 43. Handling cases where clearing members lose the ability to settle securities transactions

A clearing member is considered to have lost the ability to settle securities transactions when falling under one of the following cases:

a) Confirmation of insufficient funds for clearing margin, insufficient funds for settling securities transactions; failure to timely perform or incomplete performance of clearing margin obligations according to the regulations of the Vietnam Securities Depository and Clearing Corporation;

b) Failure to timely perform or incomplete performance of settlement obligations for securities transactions according to the regulations of the Vietnam Securities Depository and Clearing Corporation;

c) Opening of bankruptcy procedures according to the law on bankruptcy;

d) Shortage of securities for settlement as prescribed in Clause 7, Article 41 and Clause 2, Article 42 of this Circular;

d) Other cases according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

In the event that a clearing member loses the ability to settle securities transactions as prescribed in point a, Clause 1 of this Article, the Vietnam Securities Clearing Corporation may apply the following handling measures:

a) Coordinate with the Vietnam Stock Exchange to suspend trading activities for the clearing member that is a violating trading member and for non-clearing trading members that have entrusted clearing and settlement contracts with this clearing member;

b) Refuse netting for transactions of the clearing member and non-clearing trading members that have entrusted clearing and settlement through the clearing member, executed after the Vietnam Securities Clearing Corporation has requested the Vietnam Stock Exchange to suspend trading activities for this clearing member;

c) Handle violations against the clearing member or settlement bank within its authority or report to the Vietnam Securities Depository and Clearing Corporation to handle violations against the clearing member or settlement bank according to the regulations of the Vietnam Securities Depository and Clearing Corporation.

In the event that a clearing member loses the ability to settle securities transactions as prescribed in point c, Clause 1 of this Article, the Vietnam Securities Clearing Corporation shall apply the handling measures prescribed in points a and b, Clause 2 of this Article.
In the event that a clearing member loses the ability to settle securities transaction funds as prescribed in point b, Clause 1 of this Article, the Vietnam Securities Clearing Corporation may use settlement guarantee sources according to the principle of exhausting one source before using the next, in the following order:

a) Use the clearing margin funds of the clearing member that has lost the ability to settle securities transactions according to the order prescribed in the regulations of the Vietnam Securities Depository and Clearing Corporation;

b) Use the clearing fund contribution of the clearing member that has lost the ability to settle securities transactions;

c) Use the clearing fund contribution of other clearing members according to the regulations of the Vietnam Securities Depository and Clearing Corporation;

d) Use the legal capital of the Vietnam Securities Clearing Corporation in the following order: Business risk reserve fund, borrowed capital.

In the event that a clearing member loses the ability to settle securities as prescribed in point d, Clause 1 of this Article, the clearing member or settlement bank shall apply the following support measures:

a) Use borrowed securities as prescribed in Article 20 of this Circular;

b) In the event that, by the settlement time according to the regulations of the Vietnam Securities Depository and Clearing Corporation, the clearing member or settlement bank still lacks sufficient securities for settlement, the Vietnam Securities Clearing Corporation shall separate the quantity of missing securities, determine the value of the missing securities based on the closing price of such securities on the trading day immediately preceding the valuation day, to defer the settlement time as prescribed in Clause 6 of this Article or switch to cash settlement as prescribed in Clause 7 of this Article;

c) Mandatory purchase of securities through the securities trading system according to the regulations of the Vietnam Stock Exchange. Mandatory purchase transactions are settled on the same day and netted with transactions having the same settlement date.

Deferral of settlement time for transactions with missing securities as prescribed in point b, Clause 5 of this Article shall be implemented according to the following principles:

a) The Vietnam Securities Clearing Corporation shall defer the settlement time for the quantity of missing securities determined at the settlement time, except for cases prescribed in points a, b, c, and d, Clause 7 of this Article;

b) The maximum deferral period is 03 trading days from the settlement date;

c) Settlement of transactions with deferred settlement time shall be implemented by netting with transactions having the next settlement date;

d) The party causing the error leading to the deferral of settlement time must compensate the related organization or individual counterparty. The compensation amount shall be self-agreed by the parties according to the law.

The Vietnam Securities Clearing Corporation may switch to cash settlement for transactions with missing securities in the following cases:

a) Transactions where the quantity of missing securities determined on the settlement date are securities currently in a trading suspension period to execute a change of trading venue;

b) The settlement date of the securities transaction is the final registration date to exercise rights leading to a change in the reference price;

c) The missing security code has been delisted or deregistered for trading;

d) Missing securities are not permitted to be borrowed or mandatorily purchased;

d) Transactions with deferred settlement time but the deferral period has expired and there are still insufficient securities for settlement.

The amount the selling clearing member must pay to the buying clearing member in the case of a transaction with missing securities that must switch to cash settlement is 20% of the value of the missing securities switched to cash settlement, determined according to point b, Clause 5 of this Article. This amount shall be netted with the amount received or payable for other securities transactions with the same settlement date of the clearing member.
A clearing member that has lost the ability to settle securities transactions must repay the Vietnam Securities Clearing Corporation the amount used from settlement guarantee sources and related incurred costs as prescribed in Article 45 of this Circular.
The Vietnam Securities Clearing Corporation is permitted to freeze and transfer securities to its depository account for use, sale, or transfer of such securities to repay used settlement guarantee sources and cover related incurred costs, including: Current securities, securities pending receipt from previous purchase transactions on the proprietary, market-making accounts of the clearing member that has lost the ability to settle funds, securities pending receipt from previous underfunded purchase transactions on the accounts of investors that have lost the ability to settle funds, as notified by the clearing member.
In the event that it is not possible to sell, use, or transfer, or the proceeds from selling, using, or transferring the securities prescribed in Clause 10 of this Article are insufficient to repay settlement guarantee sources and cover related incurred costs, the Vietnam Securities Clearing Corporation may use proceeds from other securities sales and dividends, interest received from closed-end funds, portfolio exchange funds, principal and interest of bonds of the clearing member itself, or investors that have lost the ability to settle funds, to repay settlement guarantee sources and cover incurred costs and losses.
The use of settlement guarantee sources, handling mechanisms for guarantee assets, repayment of loans, determination of settlement prices, time, and order of cash settlement shall be implemented according to the regulations of the Vietnam Securities Depository and Clearing Corporation.
In addition to using settlement ability guarantee measures as prescribed in Clauses 4, 5, 6, and 7 of this Article, the Vietnam Securities Clearing Corporation may implement the following measures:

a) Require the clearing member or settlement bank to explain reasons, provide all information related to the loss of settlement ability for securities transactions, provide lists of clients, client identification information, and information on the clearing margin accounts of clients, clearing members, and settlement banks;

b) Coordinate with the Vietnam Stock Exchange to suspend trading activities for the clearing member that is a trading member, and for non-clearing trading members that have entrusted clearing and settlement contracts with the clearing member that has lost the ability to settle securities transactions, except for transactions according to the request of the Vietnam Securities Clearing Corporation (if any) to reduce the settlement obligations or clearing margin obligations of investors or clearing members;

c) Adjust the required clearing margin level and clearing fund contribution level for clearing members that have lost the ability to settle securities transactions.

Article 44. Handling cases where investors lose the ability to settle securities transactions

An investor is considered to have lost the ability to settle securities transactions when failing to timely perform or incompletely performing clearing margin and settlement obligations for securities transactions as required by the clearing member.
On the same day the investor loses the ability to settle securities transactions, the clearing member is responsible for reporting to the Vietnam Securities Clearing Corporation information about the securities transactions and clearing margin assets of that investor, and implementing the following handling measures:

a) Require the investor to pay additional clearing margin; use the investor's clearing margin funds to perform settlement obligations for the investor's securities transactions. In the event of insufficiency, the clearing member must use its own assets to perform settlement for the investor's securities transactions;

b) Require the investor or clearing member to voluntarily execute offsetting transactions on the same trading day as the investor's executed transactions after the investor is considered to have lost the ability to settle securities transactions, to minimize settlement obligations;

c) Suspend receiving new securities transaction orders from the relevant investor and simultaneously cancel unexecuted transaction orders of that investor.

The clearing member may use, sell, or transfer current securities on the account of the investor that has lost the ability to settle funds (excluding securities registered with guarantee measures or frozen by request of competent authorities) according to the agreement between the clearing member and the investor to recover the amount the clearing member has settled on behalf of the investor. In the event that the investor losing the ability to settle falls under the subjects prescribed in Clause 2, Article 35 of this Circular, the use, sale, or transfer of securities by the clearing member shall be implemented according to the principles and methods prescribed in points c and d, Clause 9, Article 33 of this Circular.
The clearing member's use of its own assets (including the case of using borrowed funds from the clearing fund within the scope of the clearing member's clearing fund contribution) to settle on behalf of the investor as prescribed in point a, Clause 2 of this Article is not considered a lending activity in margin trading at the securities company according to securities law regulations.

Article 45. Repayment of amounts used from settlement guarantee sources for securities transactions

On the next working day after the Vietnam Securities Clearing Corporation uses settlement guarantee sources as prescribed in Clause 4, Article 43 of this Circular, the clearing member is responsible for repaying the amount used. The clearing member must pay interest on the use of settlement guarantee sources according to this Circular and the regulations of the Vietnam Securities Depository and Clearing Corporation.
In the event that a clearing member that has lost the ability to settle funds can only repay a portion or repay in multiple installments the amount used from settlement guarantee sources, the Vietnam Securities Clearing Corporation shall allocate the repaid amount in the following order:

a) Legal capital of the Vietnam Securities Clearing Corporation; interest on use and related incurred costs;

b) Contributions of other clearing members in the clearing fund; interest on use and related incurred costs;

c) Contributions of the clearing member itself that has lost the ability to settle securities transactions in the clearing fund; interest on use and related incurred costs.

In the event that a clearing member that has lost the ability to settle funds does not fully repay the amount used from settlement guarantee sources within the time limit prescribed in Clause 1 of this Article, the Vietnam Securities Clearing Corporation may implement measures to recover the amount used by the clearing member, interest on use, and related incurred costs in the following order:

a) Require the settlement bank to deduct and transfer funds received from securities sales on the proprietary account of the clearing member to the account of the Vietnam Securities Clearing Corporation (for amounts repaying the legal capital of the Vietnam Securities Clearing Corporation and interest on use, related incurred costs), and to the clearing fund account (for amounts repaying the clearing fund and interest on use, related incurred costs). The settlement bank is responsible for deducting and transferring these funds according to the request of the Vietnam Securities Clearing Corporation;

b) Transfer the securities prescribed in Clause 10, Article 43 of this Circular to the account of the Vietnam Securities Clearing Corporation for the Vietnam Securities Clearing Corporation to sell on the securities trading system via market orders at the time of order placement (for listed stocks, fund certificates, guaranteed warrants, corporate bonds), or via electronic negotiated orders for the entire market at the nearest execution price (for debt instruments, privately placed corporate bonds). Clearing and settling of securities transactions for the sale of these securities shall be implemented according to the regulations of the Vietnam Securities Depository and Clearing Corporation. Proceeds from the sale of these securities shall not be counted as revenue of the Vietnam Securities Clearing Corporation.

The Vietnam Securities Clearing Corporation is permitted to open an account of the Vietnam Securities Clearing Corporation itself at a securities company meeting the criteria prescribed in the regulations of the Vietnam Securities Depository and Clearing Corporation to receive and sell securities, and open a deposit account at a settlement bank to receive and process funds obtained from the sale of securities as prescribed in point b, Clause 3 of this Article.
Securities at point b, Clause 3 of this Article transferred to the Vietnam Securities Clearing Corporation shall not be recognized as assets owned by the Vietnam Securities Clearing Corporation. During the period of processing the sale of securities on the account of the Vietnam Securities Clearing Corporation itself, rights and benefits arising from exercising related rights to these securities shall be allocated according to the law. The Vietnam Securities Clearing Corporation is permitted to continue processing rights and benefits arising from interest, dividends in cash that have been allocated (if any) to recover amounts used, interest on use, and related incurred costs for the use of settlement guarantee sources (if any); remaining rights and benefits arising from exercising rights after transfer to the account of the Vietnam Securities Clearing Corporation shall be returned to the clearing member that has lost the ability to settle funds or the investor that has lost the ability to settle funds.
Funds obtained as prescribed in point b, Clause 3, Clause 4, and Clause 5 of this Article, after repaying settlement guarantee sources, interest on use, and related incurred costs, shall be returned by the Vietnam Securities Clearing Corporation to the clearing member that has lost the ability to settle funds (if any).
Remaining securities after the Vietnam Securities Clearing Corporation has performed sales as prescribed in point b, Clause 3, Clause 4, and Clause 5 of this Article, and rights and benefits arising from the securities transferred to the Vietnam Securities Clearing Corporation (if any), shall be returned to the clearing member that has lost the ability to settle funds or the investor that has lost the ability to settle funds after the Vietnam Securities Clearing Corporation has fully recovered the amounts as prescribed.

Article 46. Refusal of netting for transactions of clearing members and exclusion of settlement for securities transactions

The Vietnam Securities Clearing Corporation has the right to refuse netting and exclude settlement for securities transactions in the cases prescribed in point d, Clause 1, Article 156 of Decree No. 155/2020/NĐ-CP, including:

a) Securities sale transactions without ownership not in accordance with legal regulations; transactions of clearing members (including transactions of settlement banks and clients of settlement banks executing transactions through clearing members, clients of clearing members) and non-clearing trading members that have entrusted clearing and settlement of securities transactions through clearing members, executed after the Vietnam Securities Clearing Corporation has requested the Vietnam Stock Exchange to suspend trading activities for these members; transactions where execution of settlement would affect the safety of the clearing and settlement system for securities transactions;

b) Other invalid transactions as prescribed in Clause 2 of this Article.

Other invalid transactions include:

a) Securities sale transactions before the time the Vietnam Securities Clearing Corporation confirms completion of settlement for securities transactions;

b) Transactions executed for security codes that do not exist in the stock, fund certificate, and guaranteed warrant market area;

c) Transactions with invalid account numbers due to non-existent member registration numbers or transaction account type characters;

d) Transactions with invalid information including: no trading session code; transaction date different from the current date; no buy or sell order number; price or transaction volume less than or equal to zero; no order confirmation number;

d) Transactions of clearing members (including transactions of settlement banks and clients of settlement banks executing transactions through clearing members, clients of clearing members), transactions of non-clearing trading members themselves and clients of non-clearing trading members that have entrusted clearing and settlement of securities transactions through clearing members, executed after the Vietnam Securities Depository and Clearing Corporation has suspended clearing and settlement activities for these clearing members and settlement banks;

e) Transactions with a combination of market code, trading board code, security code, and order confirmation number that match a previously received transaction; g) Securities transactions executed on the investor’s deposit account opened at a custodian bank that is not a clearing member and is not a settlement bank; h) Transactions by non-clearing trading members and their clients executed when the non-clearing trading member has not yet been recorded by the Vietnam Securities Clearing Corporation as having a clearing and settlement entrustment agreement with a general clearing member on the system; i) Mandatory purchase transactions where the selling party does not have sufficient securities in their account for settlement, and the selling party’s margin account information has not been registered in the market area as prescribed by the regulations of the Vietnam Securities Clearing Corporation.

The party at fault leading to a transaction being rejected or removed from settlement under points a, d, g, h, and i of Clause 2 of this Article must bear full responsibility for any losses incurred by the related counterparty due to the transaction not being settled. The compensation amount shall be mutually agreed upon by the parties in accordance with current law.
The Vietnam Securities Clearing Corporation is responsible for notifying the Stock Exchange of transactions rejected or removed from settlement.

CHAPTER VI
REAL-TIME SETTLEMENT ON A TRANSACTION-BY-TRANSACTION BASIS FOR LISTED CORPORATE BOND TRANSACTIONS

Article 47. Organizations participating in the settlement system

Organizations executing settlement of listed corporate bonds on the deposit account system at the Vietnam Securities Clearing Corporation include:
a) Depository members executing settlement for listed corporate bond transactions of their own and for clients of the depository member; b) Organizations opening direct accounts executing settlement for listed corporate bond transactions of their own.
The Vietnam Securities Clearing Corporation executes settlement of listed corporate bond transactions using the real-time, transaction-by-transaction settlement method, with settlement time occurring on the same trading day, and does not apply the central counterparty mechanism.
The settlement bank executing the payment for listed corporate bond transactions is a commercial bank selected by the State Securities Commission in accordance with legal regulations.
Depository members and organizations opening direct accounts participating in the listed corporate bond transaction settlement system must meet the requirements of the Vietnam Securities Clearing Corporation regarding system connection and business procedures to perform the function of settling listed corporate bond transactions.
Depository members and organizations opening direct accounts must connect to the system and ensure compliance with the procedures for depositing, withdrawing, transferring funds, and reconciling the balance of payments for listed corporate bond transactions with the settlement bank to settle the payment for listed corporate bond transactions.

Article 48. Settlement of listed corporate bond transactions

Depository members and organizations opening direct accounts must open deposit accounts in the name of the depository member or organization opening the direct account at the settlement bank to execute payment for listed corporate bond transactions for proprietary trading, domestic brokerage, and foreign brokerage transactions. The settlement bank is responsible for managing detailed information on the deposit balance for listed corporate bond bond transactions of investors opening deposit accounts at the depository member, based on information provided by the depository member, to ensure correct settlement for that investor.
In cases where an investor opening a deposit account at a depository member is not a trading member, order placement is executed through a trading member, and transaction settlement is executed through the depository member.
Based on transaction results provided by the Hanoi Stock Exchange, the Vietnam Securities Clearing Corporation reconciles, sends transaction result notifications, and payment obligations for listed corporate bond transactions to depository members and organizations opening direct accounts as prescribed in Article 49 of this Circular. Based on confirmation from depository members and organizations opening direct accounts, the Vietnam Securities Clearing Corporation determines the payment obligations for money and listed corporate bonds and sends payment obligation information to relevant parties and the settlement bank.
Settlement of listed corporate bond transactions is executed on the listed corporate bond transaction settlement system according to the principle of transferring listed corporate bonds between investor accounts at depository members and organizations opening direct accounts, simultaneously with payment at the settlement bank.
Payment is executed on the deposit account system of the settlement bank according to the payment obligation notified by the Vietnam Securities Clearing Corporation and authorized by depository members and organizations opening direct accounts to the settlement bank to execute settlement of listed corporate bond transactions.
The depository member where the investor opened an account is responsible for allocating money and listed corporate bonds to the investor’s account immediately after the Vietnam Securities Clearing Corporation completes the transfer of listed corporate bonds and the settlement bank completes the payment for listed corporate bond transactions, and simultaneously notifying the Vietnam Securities Clearing Corporation of the allocation results within the time limit prescribed by the regulations of the Vietnam Securities Clearing Corporation.
The settlement bank is responsible for compensating the Vietnam Securities Clearing Corporation, depository members, and organizations opening direct accounts for costs and damages incurred in cases where payment for listed corporate bond transactions is not executed according to regulations due to the fault of the settlement bank.

Article 49. Reconciliation and confirmation of listed corporate bond transaction results

After receiving transaction results from the Hanoi Stock Exchange, the Vietnam Securities Clearing Corporation checks and removes settlement for transactions in the following cases:
a) Transactions by depository members, organizations opening direct accounts, or clients of depository members executed after the Vietnam Securities Clearing Corporation has notified the Hanoi Stock Exchange of the suspension of settlement activities for listed corporate bond transactions for that depository member or organization opening a direct account; b) Transactions with information on the listed corporate bond code that does not match the registered bond code on the listed corporate bond transaction settlement system; c) Transactions with invalid account numbers due to non-existent member depository registration numbers, organization opening direct account numbers, or transaction security account type characters; transactions with trading dates different from working days on the listed corporate bond transaction settlement system; d) Transactions with invalid information including: no trading session code, trading date different from the current date, no order number for the buyer or seller, price or transaction volume less than or equal to zero, no order confirmation; e) Transactions with a combination of four pieces of information: market code, trading board code, security code, and order confirmation number matching a previously received transaction; f) Transactions with investor account information not registered by the depository member with the Vietnam Securities Clearing Corporation; g) Transactions without sufficient listed corporate bonds for settlement.
The Vietnam Securities Clearing Corporation is responsible for notifying the list of remaining listed corporate bond transactions (excluding transactions rejected under Clause 1 of this Article) to depository members and organizations opening direct accounts for reconciliation and confirmation of transaction results and payment obligations, while simultaneously freezing the quantity of bonds sold.
Depository members and organizations opening direct accounts are responsible for reconciling detailed transactions with the received transaction list as prescribed in Clause 2 of this Article and reconfirming with the Vietnam Securities Clearing Corporation as prescribed by the regulations of the Vietnam Securities Clearing Corporation.

Article 50. Handling errors after listed corporate bond transactions

In cases where a trading member or special trading member enters the wrong account number for themselves into the listed corporate bond transaction system, the Vietnam Securities Clearing Corporation will adjust to the correct proprietary trading account number for the trading member and the account number for the special trading member to execute transaction settlement.
Except for the case prescribed in Clause 1 of this Article, the Vietnam Securities Clearing Corporation will remove settlement for erroneous transactions by trading members, depository members, and organizations opening direct accounts.
The Vietnam Securities Clearing Corporation is responsible for notifying the Hanoi Stock Exchange of transactions handled for errors after the transaction.

Article 51. Handling cases of inability to pay for listed corporate bond transactions

The settlement bank may lend money to depository members and organizations opening direct accounts to pay for listed corporate bond transactions in cases where depository members or organizations opening direct accounts temporarily lose the ability to pay for listed corporate bond transactions, based on a payment support agreement signed by the parties in accordance with regulations on credit organizations and other relevant legal regulations.
In cases where the payment support agreement prescribed in Clause 1 of this Article stipulates the use of securities of the depository member or organization opening a direct account deposited at the Vietnam Securities Clearing Corporation as collateral for the loan, the Vietnam Securities Clearing Corporation will execute the freezing, unfreezing, and transfer of securities upon the request of the settlement bank.
The handling of transactions involving inability to pay for listed corporate bond transactions and the mechanism for handling collateral are executed according to the regulations of the Vietnam Securities Clearing Corporation.

Article 52. Removal of settlement for listed corporate bond transactions

The Vietnam Securities Clearing Corporation removes settlement for listed corporate bond transactions in the following cases:
a) Transactions prescribed in Clause 1 of Article 49 and Clause 2 of Article 50 of this Circular; b) Transactions where depository members or organizations opening direct accounts do not send confirmation of acceptance of transaction results and payment obligations, or do not complete settlement within the time limit prescribed by the regulations of the Vietnam Securities Clearing Corporation; c) Other cases determined by competent state agencies before the Vietnam Securities Clearing Corporation completes settlement.
The Vietnam Securities Clearing Corporation is responsible for notifying the Hanoi Stock Exchange and relevant organizations after executing the removal of settlement for listed corporate bond transactions.
The party generating the error leading to a transaction being removed from settlement must bear full responsibility for any losses incurred by clients or related counterparty members due to the transaction not being settled. The compensation amount shall be mutually agreed upon by the parties in accordance with current law.

CHAPTER VII
PAYMENT SUPPORT FUND, CLEARING FUND, AND BUSINESS RISK PREVENTION FUND
Section 1
PAYMENT SUPPORT FUND

Article 53. Forms and contribution levels for the payment support fund

The payment support fund is formed from the following sources:
a) Monetary contributions from depository members at the contribution level prescribed in Clause 2 of this Article; b) Interest income generated from the payment support fund deposit account; c) Interest income from the payment support fund collected from depository members temporarily unable to pay.
The contribution level to the payment support fund for each depository member is as follows:
a) The initial fixed contribution is 120 million VND; b) The annual contribution is 0.01% of the total value of transactions settled in the previous year by the depository member (excluding proprietary trading) for listed stocks, fund certificates, covered warrants, and listed corporate bonds executed on the securities trading system, with a maximum of 2.5 billion VND per year; c) The cumulative maximum contribution is 15 billion VND for depository members that are commercial banks, foreign bank branches, or securities companies with brokerage business and no proprietary trading business; 20 billion VND for depository members that are securities companies with both brokerage and proprietary trading business.

Article 54. Management and use of the payment support fund before the implementation of the central counterparty mechanism

Management of the payment support fund
a) The Vietnam Securities Clearing Corporation opens a deposit account at the settlement bank to manage funds contributed by depository members to the payment support fund, ensuring the principle that the payment support fund deposit can be used at any time to execute the provisions of Clause 2 of this Article; b) Interest income generated from the payment support fund deposit account and interest income from the payment support fund collected from depository members unable to pay are allocated to depository members after deducting account management costs at the settlement bank (if any); c) Payment support fund contributions from depository members undergoing the process of revoking their Depository Member Certificate are managed separately from the payment support fund as prescribed by the regulations of the Vietnam Securities Clearing Corporation. When managed separately, the Vietnam Securities Clearing Corporation determines the amount of payment support fund contribution to be returned to the depository member or the amount still to be collected from the depository member. The Vietnam Securities Clearing Corporation is allowed to deduct from the amount to be returned to the depository member to recover debts, service fees, and financial obligations that the depository member still owes to the Vietnam Securities Clearing Corporation; d) At the time of revoking the Depository Member Certificate, the Vietnam Securities Clearing Corporation determines and returns to the depository member the remaining amount to be returned after allocating interest income (if any) and deducting debts, service fees, and financial obligations that the depository member still owes to the Vietnam Securities Clearing Corporation; e) In cases where competent agencies issue decisions to revoke part or all of the remaining payment support fund contribution of a depository member (if any), the Vietnam Securities Clearing Corporation is allowed to deduct debts, service fees, and financial obligations that the depository member still owes to the Vietnam Securities Clearing Corporation and transfer the remaining portion of the payment support fund contribution according to the revocation decision of the competent agency (if any).
Use of the payment support fund
a) The Vietnam Securities Clearing Corporation may only use the payment support fund to support settlement when a depository member loses the ability to pay for securities transactions, pay interest on deposits, allocate interest income from the payment support fund to depository members, and pay account management fees for the payment support fund deposit account to the settlement bank (if any); b) The Vietnam Securities Clearing Corporation uses the payment support fund contribution of the depository member itself to support settlement after deducting unreturned uses of the payment support fund. In cases where it is insufficient to cover payment obligations and the settlement bank does not lend or lends only part of the remaining amount, the Vietnam Securities Clearing Corporation uses the payment support fund contribution of other depository members to support settlement as prescribed by the regulations of the Vietnam Securities Clearing Corporation. In cases where the amount of payment support fund needed from other depository members' contributions on a settlement day exceeds 50 billion VND, the Vietnam Securities Clearing Corporation uses the payment support fund contribution of other depository members to support settlement as prescribed by the regulations of the Vietnam Securities Clearing Corporation, and simultaneously reports to the State Securities Commission; c) The Vietnam Securities Clearing Corporation is allowed to freeze securities in the proprietary trading account of a depository member unable to pay, and securities received from transactions lacking payment from investors unable to pay who opened deposit accounts at that depository member (if any), as collateral for the amount used from the contributions of other depository members. The depository member unable to pay must notify the Vietnam Securities Clearing Corporation of information on transactions lacking payment from investors; d) The freezing, unfreezing, and handling of collateral are executed according to the regulations of the Vietnam Securities Clearing Corporation.
Return of funds used from the payment support fund
a) Except for the case prescribed in point b of this clause, on the next working day after the Vietnam Securities Clearing Corporation uses the payment support fund to pay on behalf of a depository member unable to pay, the depository member is responsible for returning the amount used from the payment support fund. The depository member must pay interest on the use of the payment support fund as prescribed by the regulations of the Vietnam Securities Clearing Corporation; b) Depository members lacking payment for securities transactions due to adjustments in the summary notification of payment results for securities transactions arising from transactions with deferred settlement by other depository members on the settlement day are responsible for returning the amount used from the payment support fund within 02 working days from the day the fund was used and are not subject to interest on the use of the payment support fund. After the aforementioned time limit, the depository member must pay interest on the use of the payment support fund as prescribed by the regulations of the Vietnam Securities Clearing Corporation; c) The Vietnam Securities Clearing Corporation is allowed to suspend securities transaction settlement activities and request the Vietnam Stock Exchange to suspend trading activities of the depository member in cases where the depository member does not return funds used from the payment support fund within the time limit prescribed in point a and point b of this clause; d) The Vietnam Securities Clearing Corporation opens an account of the Vietnam Securities Clearing Corporation itself at a securities company meeting the criteria prescribed by the regulations of the Vietnam Securities Clearing Corporation, and opens a deposit account at the settlement bank to receive and sell securities frozen as collateral and receive and handle proceeds from the sale of securities; e) Securities in point c of Clause 2 of this Article transferred to the Vietnam Securities Clearing Corporation are not recognized as assets owned by the Vietnam Securities Clearing Corporation. During the process of selling securities on the account of the Vietnam Securities Clearing Corporation itself at the securities company, rights and benefits arising from exercising related rights to these securities are allocated according to legal regulations. The Vietnam Securities Clearing Corporation is allowed to continue handling rights and benefits arising from dividends and cash dividends that have been allocated (if any) to recover the amount used, interest on the use of the payment support fund (if any); remaining rights and benefits arising from exercising rights after transfer to the account of the Vietnam Securities Clearing Corporation are returned to the depository member unable to pay and investors unable to pay.
In cases where a depository member unable to pay only returns part or returns in multiple installments the amount used from the payment support fund, the Vietnam Securities Clearing Corporation allocates the returned funds in the following order: pay interest on the use of the payment support fund, return the amount used from the payment support fund contribution of other depository members, return the amount used from the payment support fund contribution of the depository member itself unable to pay.
In cases where a depository member unable to pay does not fully return the amount used from the payment support fund contribution within the time limit prescribed in point a and point b of Clause 3 of this Article, the Vietnam Securities Clearing Corporation is allowed to execute measures to recover the amount used by the depository member, interest used, and related costs in the following order:
a) Request the settlement bank to withdraw and transfer funds received from securities transactions on the proprietary trading account of the depository member to the payment support fund account. The settlement bank is responsible for withdrawing and transferring funds,

transfer this amount to the Payment Support Fund account as requested by the Vietnam Securities Depository and Clearing Corporation (VDSC); b) Transfer the frozen securities acting as collateral as stipulated in point c, Clause 2 of this Article, to the account of the Vietnam Securities Depository and Clearing Corporation (VDSC) so that VDSC may sell them on the securities trading system according to market orders at the time of order placement (for listed stocks, fund certificates, secured warrants, and listed corporate bonds), or via electronic whole-market negotiated orders at the nearest execution price (for debt instruments and privately issued corporate bonds). The proceeds from the sale of these securities shall not be counted as revenue of the Vietnam Securities Depository and Clearing Corporation (VDSC); c) The proceeds stipulated in point a and point b of this Clause, after offsetting costs incurred from supporting payment for a clearing member unable to pay, shall be used in the following order: paying interest on the use of the Payment Support Fund, returning amounts used from the Payment Support Fund contributions of other clearing members, returning amounts used from the Payment Support Fund contributions of the clearing member unable to pay themselves, and returning any remaining amount to the clearing member unable to pay (if any).

The remaining securities after the Vietnam Securities Depository and Clearing Corporation (VDSC) has executed sales as stipulated in point d, Clause 3, and Clause 5 of this Article, and the rights and benefits arising from the securities transferred to the Vietnam Securities Depository and Clearing Corporation (VDSC) (if any), shall be returned to the clearing member unable to pay or the investor unable to pay after the Vietnam Securities Depository and Clearing Corporation (VDSC) has recovered the full amount stipulated in point c, Clause 5 of this Article.

Article 55. Management and Use of the Payment Support Fund when Implementing the Central Clearing Counterparty Mechanism

When implementing securities transaction clearing and payment activities under the central clearing counterparty mechanism, the Payment Support Fund shall be replaced by the Clearing Fund established according to the provisions of Section 2 of this Chapter to ensure the payment of transactions involving stocks, fund certificates, and secured warrants. The Vietnam Securities Depository and Clearing Corporation (VDSC) shall execute the transfer and return of Payment Support Fund contributions to clearing members as stipulated in point c, Clause 2, and Clause 4 of this Article after completing the payment of all transactions executed before the official launch date of the central clearing counterparty mechanism for stocks, fund certificates, and secured warrants.
Handling Payment Support Fund contributions of clearing members in cases where a clearing member registers as a clearing member before the official launch date of the central clearing counterparty mechanism for stocks, fund certificates, and secured warrants:
a) In cases where the value of the Payment Support Fund contribution (excluding amounts used but not yet returned, if any) of a clearing member is greater than or equal to the initial minimum contribution to the Clearing Fund as stipulated in Clause 2 of Article 56 of this Circular, the clearing member registering as a clearing member is considered to have met the initial minimum contribution obligation to the Clearing Fund; b) In cases where the value of the Payment Support Fund contribution (excluding amounts used but not yet returned, if any) of a clearing member is lower than the initial minimum contribution to the Clearing Fund as stipulated in Clause 2 of Article 56 of this Circular, the clearing member registering as a clearing member must contribute to the Clearing Fund into the Clearing Fund account managed by the Vietnam Clearing Corporation (VCC). The contribution amount in this case must be at least equal to the difference between the initial minimum contribution to the Clearing Fund and the remaining value of the Payment Support Fund contribution (excluding amounts used but not yet returned from the fund, if any); c) After completing the payment of all transactions executed before the official launch date of the central clearing counterparty mechanism for stocks, fund certificates, and secured warrants, the Vietnam Securities Depository and Clearing Corporation (VDSC) shall determine and transfer to the Vietnam Clearing Corporation (VCC) the entire remaining balance of Payment Support Fund contributions, and the unreturned use of the Payment Support Fund (if any) of each clearing member, corresponding to the remaining balance of Clearing Fund contributions. Clearing members shall make supplementary payments or receive withdrawals of Clearing Fund contributions (if any) according to the notification of the Vietnam Clearing Corporation (VCC).
In cases where a clearing member is in the process of recovering their Clearing Member Certificate and has a Payment Support Fund contribution managed separately from the Payment Support Fund, the Vietnam Securities Depository and Clearing Corporation (VDSC) shall continue to manage the clearing member's Payment Support Fund contribution separately according to the provisions of point c, d, and dd, Clause 1 of Article 54 of this Circular.
In cases where a clearing member is not yet a clearing member and does not fall under the cases stipulated in Clause 2 and Clause 3 of this Article, after completing the payment of all transactions executed before the official launch date of the central clearing counterparty mechanism for stocks, fund certificates, and secured warrants, the Vietnam Securities Depository and Clearing Corporation (VDSC) shall execute the allocation of interest on fund use, interest on deposits (if any); determine the amount to be returned to the clearing member after deducting the amount the clearing member must pay to the Vietnam Securities Depository and Clearing Corporation (VDSC) or the amount still to be collected from the clearing member to execute the monitoring, return, or recovery of this amount for the clearing member.

Section 2
CLEARING FUND

Article 56. Forms and Levels of Clearing Fund Contributions

The Clearing Fund is formed from monetary contributions by clearing members. Clearing members have the obligation to contribute to the Clearing Fund according to the initial minimum contribution level, periodic contributions due to reassessment, and emergency supplementary contributions.
The initial minimum contribution level is 20 billion VND for direct clearing members and 30 billion VND for general clearing members.
Periodic contributions due to reassessment:
a) On a monthly basis, the Vietnam Clearing Corporation (VCC) shall reassess the scale of the Clearing Fund and determine the Clearing Fund contribution obligation of each clearing member based on the scale of clearing margin value, transaction value, market volatility, risk level, closing price data of stock codes, past transaction data, and other criteria, but must ensure that the Clearing Fund contribution obligation of each clearing member is not lower than the initial minimum contribution level stipulated in Clause 2 of this Article; b) Clearing members must maintain a Clearing Fund contribution balance ensuring it is not lower than the Clearing Fund contribution obligation stipulated in point a of this Clause; c) In cases where the Clearing Fund contribution balance is greater than the contribution obligation, clearing members may withdraw the difference; in cases where the Clearing Fund contribution balance is lower than the contribution obligation, clearing members must contribute the difference.
Clearing members are responsible for making emergency supplementary contributions to the Clearing Fund according to the regulations of the Vietnam Securities Depository and Clearing Corporation (VDSC) in the following cases:
a) After exhausting the Clearing Fund contribution stipulated in point b, Clause 4 of Article 43 of this Circular but still insufficient to pay for securities transactions; b) Clearing members are securities companies subject to warning, control, or special control according to securities law regulations; clearing members are commercial banks or foreign bank branches subject to early intervention or special control according to banking law regulations; c) Clearing Fund contributions of clearing members are frozen or confiscated according to the regulations of competent state agencies or court decisions; d) Other cases according to the regulations of the Vietnam Securities Depository and Clearing Corporation (VDSC).
The level of emergency supplementary contributions to the Clearing Fund stipulated in Clause 4 of this Article is decided by the Vietnam Clearing Corporation (VCC) after reporting to the Vietnam Securities Depository and Clearing Corporation (VDSC).
No later than the next working day after a clearing member is placed in the situation stipulated in point b, Clause 4 of this Article, the clearing member is responsible for notifying the Vietnam Clearing Corporation (VCC) so that the Vietnam Clearing Corporation (VCC) can calculate, determine, and notify the clearing member of the emergency contribution obligation to the Clearing Fund.

Article 57. Management and Use of the Clearing Fund

Contributions to the Clearing Fund belong to the clearing members and are managed separately by the Vietnam Clearing Corporation (VCC) from the assets of the Vietnam Clearing Corporation (VCC) and separately from the Clearing Fund of the derivatives securities market. The Vietnam Clearing Corporation (VCC) has full authority to use contributions to the Clearing Fund to fulfill payment obligations and cover losses arising from securities transactions in the name of clearing members.
The Vietnam Clearing Corporation (VCC) opens a deposit account at the payment bank to manage contributions to the Clearing Fund, ensuring the principle that the deposit fund balance can be used at any time to support payments as stipulated in Clause 4 of Article 43 of this Circular.
Interest on deposits arising from contributions to the Clearing Fund and interest on the use of the Clearing Fund collected from clearing members unable to pay securities transactions shall be allocated to clearing members in accordance with the amount and duration of contribution of each clearing member after deducting account management fees and other related costs (if any).
Contributions to the Clearing Fund of clearing members in the process of recovering their Clearing Member Certificate shall be managed separately from the Clearing Fund according to the regulations of the Vietnam Securities Depository and Clearing Corporation (VDSC). When managing separately, the Vietnam Clearing Corporation (VCC) determines the amount of Clearing Fund contributions to be returned to the clearing member or the amount still to be collected from the clearing member. The Vietnam Clearing Corporation (VCC) is authorized to deduct from the amount to be returned to the clearing member to recover debts, service fees, and financial obligations that the clearing member still owes to the Vietnam Securities Depository and Clearing Corporation (VDSC) and the Vietnam Clearing Corporation (VCC).
At the time of recovering the Clearing Member Certificate, the Vietnam Clearing Corporation (VCC) determines and returns to the clearing member the remaining amount to be returned after allocating interest on deposits (if any) and deducting debts, service fees, and financial obligations that the clearing member still owes to the Vietnam Securities Depository and Clearing Corporation (VDSC) and the Vietnam Clearing Corporation (VCC).
In cases where competent agencies issue decisions to recover part or all of the remaining Clearing Fund contributions of clearing members (if any), the Vietnam Clearing Corporation (VCC) is authorized to deduct debts, service fees, and financial obligations that the clearing member still owes to the Vietnam Securities Depository and Clearing Corporation (VDSC) and the Vietnam Clearing Corporation (VCC) and transfer the remaining Clearing Fund contribution after deduction (if any) according to the recovery decision of the competent agency.
The return of amounts used from the Clearing Fund is executed according to the provisions of Article 45 of this Circular.

Section 3
BUSINESS RISK PREVENTION FUND

Article 58. Establishment of the Business Risk Prevention Fund

The Vietnam Securities Depository and Clearing Corporation (VDSC) establishes the Business Risk Prevention Fund according to the provisions of Clause 3 of Article 156 of Decree No. 155/2020/NĐ-CP.
The Vietnam Clearing Corporation (VCC) establishes the Business Risk Prevention Fund according to the provisions of Clause 4a of Article 150 of Decree No. 155/2020/NĐ-CP from the official launch date of the central clearing counterparty mechanism as stipulated in this Circular.
The establishment of the Business Risk Prevention Fund is executed quarterly.
The Business Risk Prevention Fund of the Vietnam Securities Depository and Clearing Corporation (VDSC) and the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) are established, monitored, and accounted for separately from the capital and other assets of the Vietnam Securities Depository and Clearing Corporation (VDSC) and the Vietnam Clearing Corporation (VCC). If not fully used in the fiscal year, the balance of the Business Risk Prevention Fund is carried forward to the next year for continued use.

Article 59. Management and Use of the Business Risk Prevention Fund of the Vietnam Securities Depository and Clearing Corporation (VDSC)

The Business Risk Prevention Fund of the Vietnam Securities Depository and Clearing Corporation (VDSC) is used to compensate for damages caused by technical incidents or errors arising during the business processing activities of the Vietnam Securities Depository and Clearing Corporation (VDSC).
The amount of damages to be compensated by the Vietnam Securities Depository and Clearing Corporation (VDSC) is determined based on actual damages arising in one of the following cases:
a) Actual damages arising that have been agreed upon between the Vietnam Securities Depository and Clearing Corporation (VDSC) and the damaged party and are appraised by a relevant organization (if necessary); b) Actual damages arising according to the appraisal results by a relevant organization in cases where the Vietnam Securities Depository and Clearing Corporation (VDSC) cannot reach an agreement with the damaged party; c) Actual damages arising according to the decision of a competent agency as stipulated by law.
Costs for appraising damages arising in cases stipulated in Clause 2 of this Article are determined by competent state agencies (in cases according to the decision of a competent agency) or service fees for appraisal services provided by units selected by the Vietnam Securities Depository and Clearing Corporation (VDSC) to provide damage appraisal services (if any), and are included in the total compensation amount.
Use of the Business Risk Prevention Fund in cases where individuals are at fault causing damage:
a) Compensation for damages arising from individual errors in business processing is handled according to the principle of paying from the Business Risk Prevention Fund to compensate for damages first, and the individual at fault returning the amount later; b) The Vietnam Securities Depository and Clearing Corporation (VDSC) establishes a Committee to Review Return Responsibilities to determine the amount to be returned by individuals at fault causing damage in the process of handling business activities at the Vietnam Securities Depository and Clearing Corporation (VDSC); c) Individuals at fault causing damage are responsible for returning to the Business Risk Prevention Fund the amount belonging to their return responsibility determined by the Vietnam Securities Depository and Clearing Corporation (VDSC) according to the provisions of point b of this Clause.
Within 02 working days after completing the use of the Business Risk Prevention Fund as stipulated in this Article, the Vietnam Securities Depository and Clearing Corporation (VDSC) shall report to the Ministry of Finance and the State Securities Commission (SSC) on the use of the fund.

Article 60. Management and Use of the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC)

The Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) is used to handle risks in the process of handling business activities, including:
a) Fulfilling payment obligations for securities transactions when implementing clearing and payment activities under the central clearing counterparty mechanism as stipulated in Clause 2 of this Article; b) Covering financial losses for the Vietnam Clearing Corporation (VCC) when implementing clearing and payment activities under the central clearing counterparty mechanism as stipulated in Clause 3 and Clause 4 of this Article; c) Compensating for damages caused by technical incidents or errors arising during the business processing activities of the Vietnam Clearing Corporation (VCC) as stipulated in Clause 5 of this Article.
Use of the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) to fulfill payment obligations for securities transactions:
a) The Business Risk Prevention Fund is used to fulfill payment obligations for securities transactions and pay related costs (if any) according to the sequence of using sources to secure securities transaction payments as stipulated in this Circular; b) Amounts of the Business Risk Prevention Fund used to fulfill payment obligations for securities transactions and pay related costs (if any) are considered debts receivable of the Vietnam Clearing Corporation (VCC) from members unable to pay and are monitored and managed by the Vietnam Clearing Corporation (VCC) according to the debt management regulations of the Vietnam Clearing Corporation (VCC). The Vietnam Clearing Corporation (VCC) is not required to establish provisions for difficult-to-collect receivables for this receivable; c) Clearing members are responsible for returning amounts used, interest on use, and costs arising from the use of the Business Risk Prevention Fund to the Vietnam Clearing Corporation (VCC) according to the provisions of Article 45 of this Circular; d) Interest on the use of the Business Risk Prevention Fund to be paid is calculated as follows:
I = 0.03% x P
Where:
I: Interest on the use of the Business Risk Prevention Fund to be paid P: Amount used from the Business Risk Prevention Fund d) Interest on late payment of the use of the Business Risk Prevention Fund is calculated as follows:
Ic = 0.0375% x Pc x nc
Where:
Ic: Interest on late payment of the use of the Business Risk Prevention Fund Pc: Amount used from the Business Risk Prevention Fund late payment nc: Number of days of late payment of the Business Risk Prevention Fund e) Interest on the use of the Business Risk Prevention Fund collected from members unable to pay as stipulated in points c, d, and dd of this Clause is recognized by the Vietnam Clearing Corporation (VCC) as other income in the period of occurrence.
Use of the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) to cover financial losses arising from clearing and payment activities for securities transactions (excluding derivatives securities) related to ensuring payment for clearing members and customers of clearing members unable to pay but unable to recover, including:
a) Bank transfer fees from payment security sources such as clearing margins for clearing members' proprietary trading, clearing margins for customers' transactions, the Clearing Fund, and the legal capital of the Vietnam Clearing Corporation (VCC) to the payment account at the payment bank to ensure payment capability; b) Amounts used for securities transaction services, auction services in cases of selling or transferring securities received from transactions involving members unable to pay for money through the securities trading system; c) Loan amounts and loan interest arising from loans to ensure payment for securities transactions as stipulated in Clause 4 of Article 43 of this Circular; d) Other related costs.
Use of the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) to cover financial losses arising from clearing and payment activities for derivatives securities, including:
a) Losses arising from closing or liquidating positions of clearing members, customers of clearing members unable to pay after being offset by amounts received from selling or transferring securities collateral of customers unable to pay, securities collateral for proprietary trading activities, and contributions to the Clearing Fund in securities by clearing members unable to pay; costs arising related to ensuring payment for clearing members and customers of clearing members unable to pay but unable to recover. Among these, the arising costs are the costs stipulated in points b, c, d, dd, e, and g of this Clause; b) Bank transfer fees from payment security sources such as clearing margins for clearing members' proprietary trading, clearing margins for customers' transactions, the Clearing Fund, the Business Risk Prevention Fund, and the legal capital of the Vietnam Clearing Corporation (VCC) to the payment account at the payment bank to ensure payment capability; c) Bank transfer fees for amounts received from using, selling, or transferring securities contributing to the Clearing Fund to return payment security sources used to ensure payment capability; d) Amounts used for securities transaction services in cases of closing or liquidating positions of investors, clearing members unable to pay through the securities trading system; d) Amounts used for securities transaction services, auction services in cases of selling or transferring securities contributing to the Clearing Fund through the securities trading system; e) Amounts used for securities ownership transfer services in cases of selling or transferring securities contributing to the Clearing Fund outside the securities trading system for the portion of revenue enjoyed by the Vietnam Securities Depository and Clearing Corporation (VDSC) but unable to recover and the portion of revenue regulated for the Stock Exchange according to agreements; g) Other related costs.
The use of the Business Risk Prevention Fund of the Vietnam Clearing Corporation (VCC) to compensate for damages caused by technical incidents or errors arising during business processing activities is executed similarly to the provisions applied to the use of the Business Risk Prevention Fund of the Vietnam Securities Depository and Clearing Corporation (VDSC) stipulated in Article 59 of this Circular.
Within 02 working days after completing the use of the Business Risk Prevention Fund as stipulated in this Article, the Vietnam Clearing Corporation (VCC) shall report to the Vietnam Securities Depository and Clearing Corporation (VDSC) and the State Securities Commission (SSC) on the use of the fund.

Chapter VIII
REPORTING REGIME

Article 61. Periodic Reports

Annually, payment banks must electronically report in writing to the State Securities Commission (SSC) on meeting the conditions to act as payment banks according to the model stipulated in Appendix III issued together with this Circular.
Every 06 months, annually, clearing members and clearing members that are commercial banks or foreign bank branches must electronically report in writing to the State Securities Commission (SSC) on meeting the conditions to register for securities custody activities and conditions to provide clearing and payment services for securities transactions according to the models stipulated in Appendices IV and V issued together with this Circular.
Quarterly and annually, payment banks must electronically report in writing to the State Securities Commission (SSC) on the payment activities for securities transactions of the payment bank according to the model stipulated in Appendix VI issued together with this Circular.
Reporting deadlines are stipulated as follows:
a) Quarterly reports are sent to the State Securities Commission (SSC) within 20 days of the first month of the following quarter; b) 06-month reports are sent to the State Securities Commission (SSC) within 45 days of the first month following the end of the first 06 months of the year; c) Annual reports are sent to the State Securities Commission (SSC) within 90 days of the first month of the following year.
Data cutoff times for periodic reports sent to the State Securities Commission (SSC) are as follows:
a) The annual reporting period is 12 months, calculated from the beginning of January 01 to the end of December 31 of the calendar year;

b) The 06-month reporting period is calculated from the beginning of January 01 to the end of June 30 of the Gregorian calendar year; c) The quarterly reporting period is 03 months, calculated from the beginning of the first day of the first month of the quarter to the end of the last day of the last month of the quarter;

In cases where it is impossible to send reports electronically due to force majeure reasons such as network system or server failures, inability to use digital certificates, and other force majeure reasons, reporting entities are responsible for sending reports in paper form accompanied by electronic data files and notifying the State Securities Commission of the reasons for being unable to send reports electronically. Immediately after the force majeure situation is resolved, the reporting entity is responsible for reporting fully in electronic form.
Electronic reports stipulated in Clauses 1, 2, and 3 of this Article are sent through the specialized reporting information software system according to the announcement of the State Securities Commission.

Article 62. Ad Hoc Reports

The Vietnam Securities Depository and Clearing Corporation must report in paper or electronic form to the State Securities Commission within a maximum of 24 hours from the occurrence of the following events:
a) Suspension of securities depository activities, suspension of clearing activities, or suspension of securities transaction settlement by members; b) Revocation of Securities Depository Member Certificate or Securities Clearing Member Certificate; c) Force majeure failure of the information technology system affecting securities registration, depository, clearing, and transaction settlement activities.
Payment banks must report in paper or electronic form to the State Securities Commission, the Vietnam Securities Depository and Clearing Corporation, and the Vietnam Clearing Corporation within a maximum of 24 hours from the time the information technology system suffers a force majeure failure affecting the settlement of securities transaction funds.
Payment banks, depository members, and clearing members must report in paper or electronic form to the State Securities Commission within a maximum of 24 hours from the time they fail to meet one of the conditions for being a payment bank, conditions for registering securities depository activities, or conditions for providing clearing and securities transaction settlement services.
Clearing members must report in paper or electronic form to the State Securities Commission within a maximum of 24 hours from the occurrence of the following events:
a) Charter capital or equity decreases by more than 10% compared to the charter capital or equity in the annual financial report or the most recent quarterly financial report; b) The debt-to-equity ratio exceeds 5 times.

Article 63. Reports at Request

In addition to the cases of periodic and ad hoc reports stipulated in Article 61 and Article 62 of this Circular, in necessary cases to protect the common interest and investor interests, the State Securities Commission may request the Vietnam Securities Depository and Clearing Corporation, the Vietnam Clearing Corporation, depository members, direct account-opening organizations, clearing members, and payment banks to report in paper or electronic form regarding securities registration, depository, clearing, and transaction settlement activities.
The Vietnam Securities Depository and Clearing Corporation, the Vietnam Clearing Corporation, depository members, direct account-opening organizations, clearing members, and payment banks must report to the State Securities Commission in paper or electronic form within the time limit requested by the State Securities Commission from the time of receiving the report request as stipulated in Clause 1 of this Article.
In necessary cases to ensure the safety of the clearing and securities transaction settlement system, the Vietnam Securities Depository and Clearing Corporation and the Vietnam Clearing Corporation may request clearing members, payment banks, and payment depository banks to report in paper or electronic form regarding clearing margin and clearing, securities transaction settlement activities. Clearing members, payment banks, and payment depository banks are responsible for reporting within the time limit requested by the Vietnam Securities Depository and Clearing Corporation and the Vietnam Clearing Corporation.

Chapter IX
IMPLEMENTATION PROVISIONS

Article 64. Effectiveness

This Circular takes effect from November 16, 2026.
Repeal all or part of the following Circulars:
a) Repeal Circular No. 119/2020/TT-BTC regulating securities registration, depository, clearing, and transaction settlement activities; b) Repeal Clause 2, Article 5 of Circular No. 68/2024/TT-BTC amending and supplementing some provisions of Circulars regulating securities transactions on securities trading systems; clearing and settlement of securities transactions; activities of securities companies and information disclosure on the securities market; c) Repeal Article 1 of Circular No. 14/2025/TT-BTC amending and supplementing some provisions of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of the Ministry of Finance regulating securities registration, depository, clearing, and transaction settlement activities and Circular No. 58/2021/TT-BTC dated July 12, 2021 of the Minister of the Ministry of Finance guiding some provisions of Decree No. 158/2020/NĐ-CP dated December 31, 2020 of the Government on derivatives and the derivatives market;

d) Repeal Article 1 of Circular No. 18/2025/TT-BTC amending and supplementing some provisions of Circular No. 119/2020/TT-BTC dated December 31, 2020 of the Minister of the Ministry of Finance regulating securities registration, depository, clearing, and transaction settlement activities, Circular No. 96/2020/TT-BTC dated November 16, 2020 of the Minister of the Ministry of Finance guiding information disclosure on the securities market, which has been amended and supplemented by Circular No. 68/2024/TT-BTC dated September 18, 2024 of the Minister of the Ministry of Finance.

Clearing and settlement activities for listed corporate bonds shall continue to be implemented according to the provisions in Chapter IV of this Circular until the implementation of the instant settlement mechanism for each transaction for listed corporate bond transactions according to the provisions in Chapter VI of this Circular, except for cases stipulated in Clause 4 of this Article.
In cases where the settlement of listed corporate bond transactions according to the provisions in Chapter VI of this Circular is implemented after the official deployment time of the central clearing partner mechanism for clearing and settlement of shares, fund certificates, and covered warrants:
a) Provisions on the use of the payment support fund at point a, Clause 1, Article 27 of this Circular shall not apply from the time of official deployment of the central clearing partner mechanism for clearing and settlement of shares, fund certificates, and covered warrants; b) From the time of implementing the instant settlement mechanism for each transaction for listed corporate bonds according to the provisions in Chapter VI of this Circular, the activities of reconciliation, confirmation of transaction results, post-transaction error correction, handling of proprietary trading transaction errors, removal of transaction settlements, and determination of payment obligations for listed corporate bond transactions stipulated in Chapter VI of this Circular shall be implemented by the Vietnam Clearing Corporation based on the assignment of the Vietnam Securities Depository and Clearing Corporation; securities settlement activities shall be implemented by the Vietnam Securities Depository and Clearing Corporation.
Clearing and determination of payment obligations for listed corporate bond transactions stipulated in Chapter IV of this Circular shall be implemented by the Vietnam Clearing Corporation based on the assignment of the Vietnam Securities Depository and Clearing Corporation; listed corporate bond settlement activities in Chapter IV of this Circular shall be implemented by the Vietnam Securities Depository and Clearing Corporation from the time of implementing clearing and settlement of shares, fund certificates, and covered warrants according to the central clearing partner mechanism until the implementation of the instant settlement mechanism for each transaction for listed corporate bond transactions according to the provisions in Chapter VI of this Circular.

Article 65. Organization of Implementation

The State Securities Commission, the Vietnam Securities Depository and Clearing Corporation, the Vietnam Clearing Corporation, and the Stock Exchanges

Appendix I
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

APPLICATION FOR REGISTRATION OF SECURITIES DEPOSITORY ACTIVITIES

To: State Securities Commission

Based on legal normative documents:…………………

We request the State Securities Commission to issue a Securities Depository Activity Registration Certificate to:

Full and official name of the securities company/commercial bank/foreign bank branch:…..
Trading name of the securities company/commercial bank/foreign bank branch:……….
Official address of the headquarters of the securities company/commercial bank/foreign bank branch:………….
Phone, fax:……….
Legal representative (name, position):……….
Charter capital:…………..
Expected date for launching securities depository activities:………….

……, day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Appendix II
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

EXPLANATION OF TECHNICAL AND PHYSICAL INFRASTRUCTURE ENSURING THE IMPLEMENTATION OF SECURITIES DEPOSITORY ACTIVITIES

We are ............................
Address:......................................................................................................

We respectfully submit to the State Securities Commission the explanation of the technical and physical infrastructure ensuring the implementation of securities depository activities as follows:

Computer systems and equipment serving securities depository activities:

Number of computers;
Expected method for storing and processing customer information; plan for storing customer depository securities;
Method for providing information to customers, the State Securities Commission, the Vietnam Securities Depository and Clearing Corporation, and other relevant agencies (via computer systems, telephone, fax...);
Clearly state the features, functions, status, and technology level of the equipment used and the arrangement of this computer system at the securities company (or branch that the securities company intends to authorize to perform depository activities)/commercial bank (or branch that the commercial bank intends to authorize to perform depository activities)/foreign bank branch.

Ensuring the safety of securities depository activities:

Safety measures (fire prevention, explosion prevention, intrusion prevention...);
Staff responsible for securities depository activities;
Explanation of the backup system to ensure continuity of securities depository activities.

.........., day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Appendix III
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) NAME OF PAYMENT BANK SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

REPORT
On meeting all conditions to be a payment bank for the year....

To: State Securities Commission

Bank …… is selected by the State Securities Commission to be the payment bank according to document No. …

Bank… respectfully submits to the State Securities Commission a report on meeting all conditions to be a payment bank for the year … as follows:

STT	Conditions to be a payment bank	Detailed description	Meets (x)
1	………
2	………..
….	……

(*) The payment bank must clearly state whether it meets all conditions according to legal regulations and submit documents proving the meeting of these conditions. In case of not meeting the conditions, the payment bank is requested to clearly state the reasons.

REPORT PREPARER
(sign, print full name, phone number or digital signature if electronic form)

.........., day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Appendix IV
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) NAME OF COMMERCIAL BANK/FOREIGN BANK BRANCH SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

REPORT
On meeting all conditions for registering securities depository activities (From day.../.../..... to day.../.../.....)

To: State Securities Commission

Commercial bank/Foreign bank branch… is issued a Securities Depository Activity Registration Certificate No. … by the State Securities Commission

Commercial bank/Foreign bank branch … respectfully submits to the State Securities Commission a report on meeting all conditions for registering securities depository activities as follows:

STT	Conditions for registering securities depository activities	Detailed description	Meets (x)
1	…………
….	………………….

(*) The commercial bank/Foreign bank branch must clearly state whether it meets all conditions according to regulations and submit documents proving the meeting of these conditions. In case of not meeting the conditions, the commercial bank/Foreign bank branch is requested to clearly state the reasons.

REPORT PREPARER
(sign, print full name, phone number or digital signature if electronic form)

.........., day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Appendix V
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) NAME OF COMMERCIAL BANK/FOREIGN BANK BRANCH SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

REPORT
On meeting all conditions for providing clearing and securities transaction settlement services (From day.../.../..... to day.../.../.....)

To: State Securities Commission

Commercial bank/Foreign bank branch… is issued a Certificate of meeting conditions for providing clearing and securities transaction settlement services No. … by the State Securities Commission. We are a clearing member … (specify the type of clearing member)

Commercial bank/Foreign bank branch … respectfully submits to the State Securities Commission a report on meeting all conditions for providing clearing and securities transaction settlement services as follows:

STT	Conditions for providing clearing and securities transaction settlement services	Detailed description	Meets (x)
1	………
2	…….
….	………….

REPORT PREPARER
(sign, print full name, phone number or digital signature if electronic form)

.........., day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Appendix VI
(Accompanying Circular No. 145/2026/TT-BTC dated September 30, 2026 of the Minister of the Ministry of Finance) NAME OF PAYMENT BANK SOCIALIST REPUBLIC OF VIETNAM Independence - Freedom - Happiness

REPORT
On payment activities for securities transactions (From day.../.../..... to day.../.../.....)

To: State Securities Commission

Bank… is selected by the State Securities Commission to be the payment bank according to document No. …

Bank… respectfully submits to the State Securities Commission a report on payment activities for securities transactions as follows:

Indicators

Indicator	Beginning of Period	End of Period	Increase/Decrease (%)
Margin deposits of clearing members (at the payment bank for share, fund certificate, and covered warrant transactions according to the central clearing partner mechanism)
Margin deposits for proprietary trading
Margin deposits for customer transactions
Total
Payment deposits of market participants
Payment deposits for proprietary trading
Payment deposits for domestic customer transactions
Payment deposits for foreign customer transactions
Total
Number of participants making payment transactions through the payment bank
Securities companies
Commercial banks
Foreign bank branches
Total

Issues and Recommendations:
…

REPORT PREPARER
(sign, print full name, phone number or digital signature if electronic form)

.........., day… month… year…

LEGAL REPRESENTATIVE
(sign, print full name, seal or digital signature if electronic form)

Circular 145/2026/TT-BTC on Registration, Custody, Clearing and Settlement of Securities Transactions

Lineage: In force

Timeline