The board of a trading company in Ho Chi Minh City, wholly owned by a Hong Kong investor, wants to set a fixed quarterly rhythm for profit remittance from 2027, sending roughly VND 3.5 billion to the parent each quarter. Before locking the schedule, the board asked its legal team to answer three familiar investor anxieties: does Vietnamese law cap the amount that may be sent, how many transfers are allowed in a year at most, and is permission from the State Bank needed for each transfer. Those anxieties come from markets where foreign exchange is controlled through quotas, and this article tests them against the current Vietnamese framework for direct investment remittances.
How Circular 38/2026/TT-NHNN answers the Hong Kong cap question
The text to read is Circular 38/2026/TT-NHNN on foreign exchange for direct investment, effective 18 August 2026 after replacing Circular 06/2019/TT-NHNN, with the headline operational change being the renaming of the DICA account into the ICA. Reading the framework as a whole, the investor will find no percentage ceiling placed on profit and no maximum number of transfers per year fixed for a direct investment enterprise. Vietnamese foreign exchange law, in other words, does not manage profit remittance through quotas but through the lawfulness of the money being moved. The practical ceiling of each transfer is the amount of lawful after-tax profit confirmed through audited financial statements and tax finalization, combined with the requirement to use the ICA channel after the enterprise has completed the related financial obligations.
This source-based style of control carries one important consequence for the quarterly plan of the Ho Chi Minh City company: the State does not count how many times the enterprise transfers, but the bank needs to know which slice of lawful profit each outgoing amount belongs to. An enterprise transferring four times a year with a clear source file for every tranche will pass through the bank more smoothly than an enterprise transferring only once with an amount that exceeds the profit confirmed by audit and finalization.
Organising quarterly tranches without hitting a frequency ceiling
Step 1: The enterprise determines the total lawful after-tax profit of the financial year used as the distribution base, taken from the audited financial statements and the tax finalization result of that same year.
Step 2: The members council approves the quarterly distribution plan with planned tranches of VND 3.5 billion each, while confirming that the accumulated tranches never exceed the total lawful profit identified in the first step.
Step 3: For every single tranche the finance team prepares a source file proving the corresponding profit, consisting of the distribution decision, the relevant audit extracts and the finalization evidence.
Step 4: The enterprise completes the obligations attached to the tranche, including the notification toward the tax authority under the current tax administration framework, before sending the transfer order to the bank.
Step 5: The bank executes each order through the ICA, and the enterprise archives every tranche in its own folder so that the total transferred can later be shown to match the total profit approved for distribution.
Scenario: four tranches of VND 3.5 billion across 2027
In the scenario of the Ho Chi Minh City trading company, audited and finalized after-tax profit for 2026 stands at VND 15.8 billion, comfortably covering four tranches of VND 3.5 billion each in 2027 for a combined VND 14 billion. The first quarter tranche proceeds normally because the source profit of 2026 was fully confirmed at the start of the year. Trouble would only arise if, by the fourth quarter, the board tried to lift the final tranche to VND 5.5 billion to exploit a favourable exchange rate, since cumulative transfers would then press against the real ceiling, which is the VND 15.8 billion of lawful profit itself. Any amount beyond that figure has no corresponding profit source to prove, and the bank will decline the excess until profit of the next period has been audited and finalized.
The scenario also explains why splitting a distribution into many tranches creates no loophole advantage whatsoever. Each tranche must prove its own profit source, so the total leaving Vietnam in a year is always locked by total lawful profit, whether the enterprise divides it into four tranches, twelve tranches or one single payment.
The real limit sits in source documents, not in a percentage
The most significant risk in the limits topic is an enterprise mistaking the absence of a statutory cap for the absence of all limits, then planning transfers around the cash needs of the parent instead of around confirmed profit. When the bank refuses an order for lack of source proof, the damage is not only one delayed tranche but also the standing of the enterprise file at the bank that operates the ICA. A second risk appears when an enterprise piles several years of unfinalized profit into one large transfer, causing the portions belonging to unfinalized years to be stripped out and the transfer to be cut down unexpectedly at the counter. Both risks grow out of source documentation being prepared more slowly than the desired transfer rhythm.
The action conclusion for the Hong Kong investor is to relax about caps and frequency while staying disciplined about documents: set a quarterly schedule if that suits the group, keep the accumulated tranches inside total audited and finalized after-tax profit, and prepare a separate source file for every tranche. When documents stay one step ahead of the money, the cap question dissolves, because the only ceiling left is the lawful profit the enterprise has actually earned.
This article has been quality-reviewed by the FLAW AI Legal Council