Scenario: a German investor has just received the Enterprise Registration Certificate for his new company and wants to wire in the first capital tranche. His bank officer asks whether he wants a “ICA account” — but his lawyer says that term no longer exists in the regulations. What is the account actually called now, when can it be opened, and what will it cost in year one?
The legal change: “ICA” no longer exists — meet the ICA account
Circular 06/2019/TT-NHNN on foreign exchange management for foreign direct investment — the regulation that created the “direct investment capital account” (DICA) — has been entirely replaced by Circular 38/2026/TT-NHNN, effective 18 August 2026. The new circular renames the account the “foreign investment capital account in Vietnam” (ICA account) and adjusts the rules on eligible openers, timing, currencies and the movement of capital, profits and investment-related payments. The change was driven by the 2025 Law on Investment (143/2025/QH15, effective 1 March 2026) and Decree 96/2026/ND-CP, which allow foreign investors to establish the economic organization first and complete IRC issuance afterward — a reversal of the old sequence that the account-opening rules had to follow. Practical consequence: the investor may now open the ICA account as soon as the Enterprise Registration Certificate is granted, without waiting for the IRC, so that initial capital can flow in to pay formation-stage expenses. Any article, template or bank form still citing Circular 06/2019/TT-NHNN as the governing regulation is out of date.
How the account is opened under the new regime
The capital account must be opened at a licensed bank (most commercial banks handle this routinely). The standard file includes the Enterprise Registration Certificate, the investor’s legalized identification documents, the charter, and the legal representative’s documents; the bank verifies the file against the State Bank’s foreign-exchange regulations before activating the account. Investors typically open two linked accounts: a VND capital account and a foreign-currency (usually USD) capital account. All capital contributions, profit remittances and other investment-related receipts and payments must pass through the capital account — moving investment money through an ordinary payment account is a foreign-exchange violation. When the project terminates, the account is closed after all obligations are settled and the remaining capital is remitted outward through the same channel.
Year-one bank costs: what banks actually charge
Account opening itself is normally free at most banks — it is a customer-acquisition step, not a revenue line. The recurring costs in year one are: monthly account maintenance fees — typically around VND 50,000–100,000/month for a VND capital account and roughly USD 10–20/month for a foreign-currency capital account (market references, unverified — each bank publishes its own schedule); incoming/outgoing transfer fees — international capital transfers commonly priced around 0.1–0.2% of the amount with minimum/maximum caps per transaction (market reference, unverified); FX conversion spreads when converting contributed USD into VND for local spending — the spread, not a stated fee, is often the largest hidden cost; balance confirmation letters for audit or licensing purposes, commonly around VND 100,000–200,000 per issuance (market reference, unverified); and minimum-balance requirements, which tie up working capital without being a “fee” in name. For a company contributing around USD 500,000 in year one across several tranches, total first-year banking costs typically land in the low tens of millions of dong — a small line in the setup budget, but one worth comparing across banks because schedules differ significantly.
Operating notes: the 90-day clock and profit remittance
Two compliance points dominate year-one account operation. First, charter capital must be fully contributed within 90 days of the Enterprise Registration Certificate’s issuance (Article 47(2) of the 2020 Law on Enterprises), and every contribution must travel through the capital account so the bank can record it — a contribution sent to the wrong account may not count as a recorded capital contribution. Second, profit remittance: profits may only be remitted abroad after the fiscal year’s tax finalization and fulfillment of financial obligations to the state, and the remittance must pass through the capital account with supporting documents (audited financial statements, tax finalization). Scheduling the capital tranches early in the 90-day window avoids a last-minute scramble, and keeping the account’s transaction narrative clean (capital in, documented expenses out) simplifies both the bank’s monitoring and any later inspection.
Frequently asked questions
Can the capital account be opened before the IRC is granted?
Yes — under the new regime. Circular 38/2026/TT-NHNN (effective 18 August 2026), aligned with the 2025 Law on Investment, allows the account to be opened right after the Enterprise Registration Certificate is issued, even before IRC procedures are completed. Under the old Circular 06/2019/TT-NHNN, the account could only be opened after the IRC — that rule is gone.
Must capital contributions go through the capital account?
Yes. All receipts and payments relating to direct investment activity in Vietnam must pass through the foreign investment capital account at a licensed bank. Routing investment capital through an ordinary payment account breaches foreign-exchange regulations and can cause the contribution to go unrecorded.
We opened a DICA account under the old circular — must it be converted?
Contact the bank where the account was opened. Replacement circulars normally contain transitional provisions for existing accounts, and banks implement the renaming and rule updates on their own timetables. Do not assume the old account’s terms continue unchanged — ask the bank to confirm the account’s status under Circular 38/2026/TT-NHNN in writing.
How much do first-year bank fees total?
There is no state fee for opening or maintaining the account; all charges follow each bank’s published schedule. As market references (unverified): VND account maintenance around VND 50,000–100,000/month, foreign-currency account around USD 10–20/month, international transfers around 0.1–0.2% per transaction, balance confirmations around VND 100,000–200,000 each — plus the FX spread on conversions, often the largest cost. Request the bank’s full fee schedule before choosing where to open the account.
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This legal analysis has been verified against current Vietnamese regulations and cross-border FDI transaction practices by the attorneys at FLAT LAW FIRM.
