Funding your Vietnam company and repatriating profits

The current investment-account framework, funding evidence and the distinction between profits, loan repayments and returned capital.

Reviewed · Banking · Knowledge base · Open in the reader

Check the account framework before sending funds

Circular 38/2026/TT-NHNN took effect on 18 August 2026 and replaced Circular 06/2019. It uses the foreign-investment capital-account framework, replacing the former direct investment capital account terminology commonly shortened to DICA. Older references to the 2019 rules must therefore be checked before being used for a new transfer. (DFDL Circular 38 analysis, Vietnam Business Law analysis)

Identify the flow before choosing the account

Investment capitalWhich investment-account route and supporting records apply?
Operating cashWhich account is intended for day-to-day business payments?
ProfitsAre the accounts, tax obligations and remittance procedure addressed?
Loan repayment or exit proceedsWhat transaction-specific documents and remittance route are needed?

Confirm the transaction + the account route + the supporting evidence

These are distinct flows, not interchangeable payment descriptions. Click a label for its explanation and sources.

The account route depends on the investor and transaction; it is not safe to assume every foreign investment uses an identical account arrangement. The revised rules address covered foreign-invested enterprises and investors, currencies, permitted account flows and exclusions. (DFDL Circular 38 analysis)

Separate capital from daily operations

Ask the bank to confirm which account receives equity, shareholder lending, acquisition consideration and operating receipts. Give it the investment and enterprise documents, ownership chain, payment purpose and relevant agreement before funds are sent. Obtain a written explanation of the required route rather than relying on the label used in an old checklist.

The new framework permits foreign-currency and/or VND investment-capital accounts at the same bank and removes the requirement to establish a foreign-currency account first. It also permits certain account opening before the IRC is issued, subject to restricted purposes and conditions; this does not authorise unrestricted operations. (DFDL Circular 38 analysis, Vietnam Business Law analysis)

Profits are not the same as cash in the account

Circular 186 describes annual offshore profit remittance after financial obligations have been fulfilled and audited financial statements and corporate-tax finalisation have been submitted. It also restricts annual profit remittance where accumulated losses remain after the relevant loss treatment. (Circular 186 text)

The Circular requires notification to the tax authority at least seven working days before the planned remittance. Coordinate that profit-remittance procedure with the current bank-account rules rather than assuming either document alone supplies the complete process. (Circular 186 text)

Prepare separate evidence for each exit flow

A dividend, repayment of a foreign loan, return of capital and sale proceeds are different transactions. Ask the bank, accountant and counsel to agree the route, tax treatment, supporting records and any remaining obligations for each. Do not relabel one flow as another to use a more convenient account.

Keep contribution receipts, amendments, loan records, audited accounts, tax filings and distribution decisions in the company record. Before an ownership transfer or account closure, revisit the applicable Circular 38 conditions and outstanding liabilities. (DFDL Circular 38 analysis)

Continue with tax incentives and risk and exit. Confirm the bank's current implementation for the actual transaction before committing a transfer.

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