Any fintech company offering e-wallets, payment gateways, or collection–disbursement services in Vietnam must hold a payment intermediary services license issued by the State Bank of Vietnam (SBV). The current framework is Decree 52/2024/ND-CP (effective 1 July 2024), which fully replaced Decree 101/2012/ND-CP. This article summarizes the licensing conditions, dossier, and practical notes for fintech companies — including foreign-invested ones.
1. Current legal framework
- Decree 52/2024/ND-CP (effective 1/7/2024) — cashless payments and payment intermediary services; replaces Decree 101/2012 in full;
- Circulars 15/2024/TT-NHNN and 40/2024/TT-NHNN — implementing guidance for Decree 52/2024;
- Decree 340/2025/ND-CP (effective 9/2/2026) — administrative penalties in monetary and banking matters; replaces Decree 88/2019;
- Investment Law 143/2025/QH15 — payment intermediation remains a conditional business line (Article 7 and Appendix IV);
- Law on Credit Institutions 32/2024/QH15 — underlying legal framework.
2. E-wallets are a payment intermediary service
Under Article 22 of Decree 52/2024, payment intermediary services include: financial switching, international financial switching, electronic clearing, e-wallet services, collection and disbursement support services, and electronic payment gateway services.
An e-wallet is therefore a payment intermediary service. Any non-bank organization wishing to offer e-wallets must obtain the SBV license for payment intermediary services.
3. Licensing conditions
The SBV grants the license to organizations that fully meet — and continue to maintain — these conditions:
- Hold a valid establishment license or Enterprise Registration Certificate, and not be undergoing division, split, merger, conversion, dissolution, or bankruptcy;
- Have minimum paid-up charter capital of VND 50 billion for e-wallet, collection/disbursement support, and e-payment gateway services (VND 300 billion for financial switching and electronic clearing); full responsibility for the legality of contributed capital;
- Have a payment intermediary services provision plan approved by the competent body under the company charter (Form No. 08 issued with Decree 52/2024);
- Have a technical solution description meeting technology, safety, security, and risk-management requirements;
- Have qualified personnel: legal representative, General Director, and key officers with CVs in the prescribed form, professional qualifications, and judicial records (issued no more than 6 months before filing);
- Have written commitments from owners/founding members/shareholders to maintain the actual value of charter capital.
Note: specific article numbers on licensing procedures should be cross-checked against the original text of Decree 52/2024 before filing, as secondary summaries may differ.
4. Application dossier
Under Clause 2, Article 24 of Decree 52/2024, the dossier includes:
- Application form (Form No. 07 issued with Decree 52/2024);
- Resolution of the Members’ Council / Board of Directors / General Meeting of Shareholders (or owner’s document) approving the services provision plan and technical solution description;
- The payment intermediary services provision plan (Form No. 08);
- Technical solution description;
- Personnel dossier (CVs per Form No. 09, diplomas, judicial records, position confirmations);
- Copies of establishment license / Enterprise Registration Certificate, company charter, and Investment Registration Certificate (for foreign investors, if any);
- Commitments to maintain the actual value of charter capital.
5. Operating without a license: penalties
Article 8 of Decree 52/2024 lists among prohibited acts providing payment intermediary services without an SBV license. Violations are subject to administrative penalties in monetary and banking matters under Decree 340/2025.
6. Special note for foreign-invested fintech companies
Whether a foreign-invested fintech can obtain an e-wallet license is one of the most complex questions today. The dossier requirements expressly contemplate organizations with a foreign investor’s Investment Registration Certificate — the procedure does not exclude foreign-invested entities. However, SBV licensing practice and Vietnam’s international commitments on opening financial services markets (e.g., WTO commitments) remain unclear in several respects. Foreign investors should seek in-depth legal advice to assess market access and design an appropriate ownership structure before investing in the application.
7. Practical recommendations
- Review charter capital and ownership structure before drafting the services provision plan — these are the most common grounds for SBV dossier returns;
- Do not pilot e-wallets or collection–disbursement services for third parties without the license — risk of penalties under Decree 340/2025;
- The Investment Law 143/2025 (effective 1/7/2026) keeps payment intermediation on the conditional business list — full sectoral conditions must be met;
- Always cite Decree 52/2024 as the current basis — not Decree 101/2012, Decree 88/2019, or Circular 39/2014/TT-NHNN, which have been replaced or whose post-Decree 52/2024 validity is unclear.
FAQ
Q: Our app only collects payments for partners. Do we need a payment intermediary license?
A: Collection support services are a payment intermediary service under Decree 52/2024. If provided to third parties on a commercial basis, an SBV license is required.
Q: What is the minimum charter capital for an e-wallet?
A: VND 50 billion in paid-up charter capital, to be maintained throughout service provision.
Q: How long is the payment intermediary license valid?
A: The current law (Decree 52/2024) sets conditions for maintaining the license; companies should check the original text and confirm with the SBV regarding the term stated on the specific license.
Q: Can a foreign-invested company apply for an e-wallet license?
A: The dossier under Decree 52/2024 accepts organizations holding a foreign investor’s Investment Registration Certificate. However, licensing practice and market-opening commitments remain unclear in places — in-depth advice is recommended.
Q: What are the penalties for unlicensed payment intermediary services?
A: Providing payment intermediary services without an SBV license is a prohibited act (Article 8, Decree 52/2024) subject to administrative penalties in monetary and banking matters under Decree 340/2025.
Sources
- Decree 52/2024/ND-CP (effective 1/7/2024) — cashless payments, payment intermediary services;
- Decree 340/2025/ND-CP (effective 9/2/2026) — administrative penalties in monetary and banking;
- Investment Law 143/2025/QH15 — conditional business lines;
- Law on Credit Institutions 32/2024/QH15.
See also: Investment Registration Certificate (IRC) for foreign investors | FLAT Law Firm
Contact us
FLAT Law Firm advises fintech companies on obtaining the SBV payment intermediary services license: reviewing conditions, drafting the services provision plan, and preparing dossiers under Decree 52/2024. Contact: contact us.
This article is for general information only and does not constitute legal advice for your specific situation.
Transparency note: This article was quality-checked (QA) by the editorial team with the support of the AI Legal Council; it has not been reviewed or approved by a licensed attorney.