Scenario: a group earns profits in 5 ASEAN countries and wants to centralize them (cash pooling) for allocation on demand. Put the “vault” in Vietnam, Thailand or the Philippines — and is there a compliant way to pool without breaching FX controls?
Vietnam: no notional pooling — only “physical” pooling via intercompany loans
Vietnam does not permit cross-border notional pooling — all foreign-investor flows pass through the ICA (Circular 38/2026/TT-NHNN — replacing Circular 06/2019/TT-NHNN, which ceased to have effect on 18 August 2026), with no automatic cross-country balance netting. The account regime applies uniformly to foreign investors and foreign-invested economic organisations, including establishments predating their Investment Registration Certificate. The only way: physical pooling — subsidiaries lend to the center (or vice versa) under intercompany loan agreements: medium/long-term foreign loans must be registered with the State Bank, interest faces 5% FCT and the Decree 255/2026 thin-cap ceiling (30% EBITDA). Pooling into Vietnam works, but every “trip” is a full loan agreement — no “automatic vault.”
Thailand and the Philippines: pooling allowed, but each gate is guarded
Thailand: the BoT restricts resident companies lending/investing abroad above thresholds (approval needed) — pooling out of Thailand is harder than pooling into it. The Philippines: flows hinge on BSP registration — registered capital moves via AABs smoothly, unregistered capital snags. Neither country bans pooling, but each direction has its own gate — no free two-way highway.
The real comparison: where should the “vault” sit?
Three layers: (1) Tax: pool interest suffers source-country withholding (Vietnam 5%, Thailand/Philippines per domestic law and treaties) — site the vault where treaties with source countries cut interest withholding; (2) FX: the vault must sit where money moves freely both ways — none of these three is fully free, which is why most groups site treasury in Singapore/Hong Kong and “pull” from the three; (3) Substance: the vault needs real managers (a treasury team) — an empty vault invites challenge. Conclusion: do not site the vault in Vietnam/Thailand/the Philippines for automated pooling — these three are “sources”; Singapore/Hong Kong is the “vault.”
Bottom line for decision-makers
The right ASEAN model: treasury in Singapore/Hong Kong (free, broad treaties) + physical pooling from Vietnam/Thailand/the Philippines via intercompany loans/dividends (each country its own procedure). Do not design cross-border notional pooling for these three — the law forbids it, and forcing it breaches FX controls. The rule: the vault sits where money is freest; sources sit where profits are made.
Frequently Asked Questions
Does Vietnam allow cross-border cash pooling?
No notional pooling. Only physical pooling via intercompany loans: SBV registration (medium/long-term), 5% FCT on interest, Decree 255/2026 thin-cap ceiling (30% EBITDA).
How do Thailand and the Philippines restrict pooling?
Thailand: BoT restricts resident outward lending above thresholds. The Philippines: flows hinge on BSP registration — registered moves smoothly, unregistered snags.
Where should the treasury center sit?
Typically Singapore/Hong Kong (free flows, broad treaties); Vietnam/Thailand/the Philippines are “sources” pulled via intercompany loans/dividends.
How is pool interest taxed?
Interest suffers source-country withholding (Vietnam 5% FCT; Thailand/Philippines per domestic law and treaties) — site the vault where treaties with source countries cut it.
This article has been quality-reviewed by the FLAW AI Legal Council