CIRCULAR

ON PROCEDURES FOR REVOCATION OF LICENSES AND ASSET LIQUIDATION OF CREDIT INSTITUTIONS, BRANCHES OF FOREIGN BANKS; PROCEDURES FOR REVOCATION OF LICENSES OF REPRESENTATIVE OFFICES OF FOREIGN CREDIT INSTITUTIONS, OTHER FOREIGN ORGANIZATIONS ENGAGED IN BANKING ACTIVITIES

Pursuant to the Law on the State Bank of Vietnam dated June 16, 2010;

Pursuant to the Law on Credit Institution dated June 16, 2010;

Pursuant to the Law on amendments to the Law on Credit Institution dated November 20, 2017;

Pursuant to the Law on Enterprises dated November 26, 2014;

Pursuant to the Law on Bankruptcy dated June 19, 2014;

Pursuant to Decree No. 16/2017/ND-CP dated February 17, 2017 of the Government defining the functions, tasks, powers and organizational structure of the State Bank of Vietnam;

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The Governor of the State Bank of Vietnam promulgates a Circular on procedures for revocation of licenses and asset liquidation of credit institutions, branches of foreign banks; procedures for revocation of licenses of representative offices of foreign credit institutions, other foreign organizations engaged in banking activities.

Chapter I

GENERAL PROVISIONS

Article 1. Scope

1. This Circular set forth procedures for revocation of licenses and asset liquidation of credit institutions, branches of foreign banks; procedures for revocation of licenses of representative offices of foreign credit institutions, other foreign organizations engaging in banking activities.

2. For credit institutions being restructured, procedures for revocation of licenses shall comply with the law on restructuring of credit institutions.

3. For credit institutions going bankrupt, the asset liquidation shall comply with the law on bankruptcy.

Article 2. Regulated entities

1. Credit institutions include:

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b) Non-bank credit institutions;

c) Microfinance institutions.

2. Branches of foreign banks.

3. Representative offices of foreign credit institutions, other foreign organizations engaging in banking activities (hereinafter referred to as representative offices).

4. Organizations and individuals relevant to revocation of licenses and asset liquidation of credit institutions, branches of foreign banks; revocation of licenses of representative offices.

Article 3. Interpretation of terms

For the purposes of this Circular, these terms below shall be construed as follows:

1. ”credit institutions and branches of foreign banks with licenses to be revoked” are those credit institutions and branches of foreign banks having licensed revoked as prescribed in points a, c, d, dd, e clause 1 Article 28, Article 150, clause 2 Article 154 of the Law on Credit Institutions (amended).

2. “competent decision-maker” is an agency of the credit institution, parent bank, foreign credit institution, other foreign organization engaging in banking activities that has the authority to decide the dissolution or ceased operation of a credit institution, branch of foreign bank, or representative office in accordance with the charter of the former entity and applicable laws of Vietnam.

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4. “branch of the State Bank” is a branch of the State Bank in the province or central-affiliated city where the credit institution, branch of foreign bank, or representative office is headquartered.

5. “the People’s Committee” is the People’s Committee of the province or central-affiliated city where the credit institution, branch of foreign bank, or representative office is headquartered.

Article 4. Rules for revocation of licenses and asset liquidation of credit institutions, branches of foreign banks

1. The credit institution or branch of foreign bank must determine the repayment capacity of the debts and other liabilities associated with assets before and during the asset liquidation, dissolution, and revocation of licenses.

2. The State Bank of Vietnam (hereinafter referred to as the State Bank) only approves the dissolution if the credit institution or branch of foreign bank is able to pay off the debts and other liabilities associated with assets. The dissolution of credit institutions and branches of foreign banks shall comply with the provisions of this Circular and relevant laws.

3. In the course of oversight of the asset liquidation, if the credit institution is found insolvent to repay all of the debts, the State Bank shall decide to terminate the liquidation, and then proceed the plan for bankruptcy of the credit institution as prescribed in Section 1e Chapter VIII of the Law on credit institutions (amended)

4. During the asset liquidation, if the branch of foreign bank is found unable to repay the debts and liabilities in full, the parent bank is obliged to honor the commitment as prescribed in point b clause 3 Article 20 of the Law on credit institutions (amended).

Article 5. Principle of preparing documents

1. Documents shall be made in Vietnamese. Documents in foreign languages must bear consular authentication and translated into Vietnamese with notarization, unless they are exempt from consular authentication in accordance with law.

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Article 6. Prohibited acts in revocation of licenses and asset liquidation of credit institutions, branches of foreign banks

From the date on which the competent decision-maker approves the dissolution of a credit institution, branch of foreign bank or from the date on which the Governor of the State Bank (hereinafter referred to as the Governor) requests a credit institution or branch of foreign bank to liquidate assets in writing as prescribed in Clause 1, Article 8 of this Circular, it is strictly forbidden for the credit institution, branch of foreign bank, managers, executives and employees thereof to carry out activities and transactions related to assets and liabilities of the credit institution or branch of foreign bank as follows:

1. Hide or disperse assets.

2. Give up or reduce debt collection rights.

3. Convert unsecured debts into secured debts with assets of the credit institution or branch of foreign bank.

4. Pledge, mortgage, give as gift, and lease assets.

5. Conclude new arrangements or agreements, except for those for ceased operation.

6. Transfer money and assets abroad.

Chapter II

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Section 1. REVOCATION OF LICENSES

Article 7. Procedures for revocation of the license of a credit institution or branch of foreign bank following the voluntary dissolution

1. Approval for the application for dissolution:

a) The credit institution or branch of foreign bank must

(i) Engage an independent auditing organization, an organization that qualifies by law for valuation, asset valuation, due diligence of business for valuation, asset valuation, due diligence of business in accordance with the law of the year preceding the year of application for dissolution and the nearest quarter before the time of application for dissolution;

(ii) Make a plan for asset liquidation as prescribed in point b clause 4 hereof and based on the results of valuation, asset valuation, due diligence of business as specified in point a(i) hereof;

(iii) Make a (01) set of application as prescribed in clause 4 hereof and send it by post or in person to the State bank;

b) Within fifteen (15) days after receiving a duly completed application as required in clause 4 hereof, Bank Supervision and Inspection Agency shall verify the application and then, at its discretion or request the Governor to, seek consultation in writing from:

(i) the branch of the State Bank for reality of the operation and capacity to repay the debts and other liabilities associated with assets in full; opinions about the asset liquidation, dissolution, revocation of license, proposals for actions taken against the asset liquidation, dissolution, revocation of license; possible implications of the asset liquidation, dissolution, revocation of license for the system safety of the credit institutions in the local area. If the branch of the State Bank in a province or city without the Bank Supervision and Inspection Department agrees with the revocation of license, it shall assign a representative to join in a liquidation monitoring team as prescribed herein;

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(iii) certain ministries, agencies and affiliates of the State bank for the opinions about the asset liquidation, dissolution, revocation of license (where necessary);

c) Within fifteen (15) days after receiving such a request for consultation, the recipients mentioned in point b hereof shall send consultation responses to the Bank Supervision and Inspection Agency. If the recipient fails to send a consultation response, it shall be deemed as consent to the dissolution or revocation of license;

d) After the period of fifteen (15) days has elapsed, the Bank Supervision and Inspection Agency shall consolidate the consultation responses, if the plan for asset liquidation may justify the capacity to repay the debts and other liabilities associated with assets in full, ensure the rights of customers and creditors, the Bank Supervision and Inspection Agency shall request the Governor to:

(i) issue an approval for dissolution, clarifying the acceptance of the asset liquidation, requesting the credit institution or branch of foreign bank to establish a liquidation council to liquidate the assets as per the accepted plan for asset liquidation; establish a liquidation monitoring team; or

(ii) request the credit institution or branch of foreign bank, in writing, to report and explain relevant issues;

dd) Within ten (10) business days after receiving the report or explanation of the credit institution or branch of foreign bank as prescribed in point d(ii) hereof, the Bank Supervision and Inspection Agency shall request the Governor as prescribed in point d(i) hereof;

e) If the plan for asset liquidation cannot justify the capacity to repay the debts and other liabilities associated with assets in full, the Bank Supervision and Inspection Agency shall request the Governor to reject the dissolution with explanation in writing.

2. Asset liquidation:

a) The credit institution or branch of foreign bank shall establish a liquidation council within thirty (30) days from the date on which the approval for dissolution takes effect and proceed the asset liquidation as prescribed in Section 2 of this Chapter and relevant regulations and laws;

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c) Within fifteen (15) days after receiving the documents from the liquidation council as prescribed in point b hereof, the liquidation monitoring team shall send a liquidation report and request for liquidation completion (including the request for liquidation completion for further bankruptcy procedures as per the law) to the branch of State Bank for a province or city without the Bank Supervision and Inspection Department, or the Bank Supervision and Inspection Agency for a province or city with the Bank Supervision and Inspection Department;

d) During the monitoring of the asset liquidation, if the credit institution is found unable to repay the debt and liabilities associated with assets in full, the liquidation monitoring team shall send a liquidation report and request for liquidation completion for further bankruptcy procedures as specified in clause 2 Article 13 hereof to the branch of State Bank for a province or city without the Bank Supervision and Inspection Department, or the Bank Supervision and Inspection Agency for a province or city with the Bank Supervision and Inspection Department;

dd) Within fifteen (15) days after receiving the documents from the liquidation monitoring team as prescribed in points c, d hereof, the branch of the State Bank shall forward the Bank Supervision and Inspection Agency the result of liquidation and request for liquidation completion for the case in Article 13 hereof (including the request for liquidation completion for further bankruptcy procedures as per the law).

3. Revocation of license:

a) Within thirty (30 days) after receiving the documents from the liquidation monitoring team as prescribed in points c, d hereof or within fifteen (15) days after receiving the documents from the branch of the State Bank for a province or city without the Bank Supervision and Inspection Department as specified in point dd clause 2 hereof, the Bank Supervision and Inspection Agency shall request the Governor to:

(i) issue a decision on liquidation completion and a decision on revocation of license for the case in clause 1 Article 13 hereof; or

(ii) issue a decision on liquidation completion for further bankruptcy procedures as per the law for the case in clause 2 Article 13 hereof. The State bank shall revoke the license after the judge appoints a liquidator or liquidation enterprise; or

(iii) request the credit institution or branch of foreign bank, in writing, to report and explain issues relevant to the asset liquidation;

b) Within ten (10) business days after receiving the report or explanation of the credit institution or branch of foreign bank as prescribed in point a(ii) hereof, the Bank Supervision and Inspection Agency shall request the Governor as prescribed in point a(i), a(ii) hereof;

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4. Application for dissolution:

a) An application form for dissolution signed by the legal representative of the credit institution or parent bank;

b) The plan for asset liquidation approved by the competent decision-maker, at least containing:

(i) name, address, website of the credit institution or branch of foreign bank;

(ii) name, address, website of the parent bank (for the branch of foreign bank);

(iii) names, addresses, and phone numbers of members of Board of Directors, members of Assembly Council, members of Control Board, General Director (Director);

(iv) List of members of the liquidation council (names, addresses, phone numbers of members of the liquidation council) as prescribed in Clauses 1, 2, 3, Article 10 of this Circular;

(v) Brief statement describing financial and operational situation (actual value of charter capital, granted capital, bad debts, debts, accounts receivable and payable including in-balance sheet and off-balance sheet) until the time when the credit institution or branch of foreign bank applies for dissolution; clearly identifying the ability to pay off the debts and other liabilities associated with assets;

(vi) Grounds for application for voluntary dissolution;

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(viii) Plans and measures for handling interests and obligations, clearly stating the roadmap for liquidating assets and plans for asset distribution. For the branch of foreign bank, it is necessary to clearly state plans for remittance of capital, profits and assets abroad;

(ix) Responsibilities of organizations and individuals related to the asset liquidation, dissolution, revocation of license;

(x) Claims, proposals (if any);

c) A minutes, resolution, or decision of the competent decision-maker on adoption of dissolution or plan for asset liquidation;

d) In case the branch of foreign bank applies for dissolution at the request of the parent bank, the documents must have a record, resolution, or decision of the parent bank on the dissolution or ceased operation of the foreign bank's branch;

dd) A report on results of valuation, asset valuation, due diligence of business as prescribed in point a(i) clause 1 hereof;

e) A financial statement of the credit institution or branch of foreign bank of the year preceding the year of application for dissolution and the nearest quarter before the time of application for dissolution, audited by an independent audit organization as per the law. Where, at the time of submission of the application for dissolution, there is a lack of an audited financial statement, a un-audited financial statement shall be submitted and an audited financial statement must be further submitted promptly after the independent auditing organization issues such an audit report and shall take responsibility for the contents of the submitted financial statement.

Article 8. Procedures for revocation of the license of a credit institution or branch of foreign bank with license to be revoked

1. Based on the inspection conclusion or results of banking supervision activities on the revocation of license of the credit institution, branch of foreign bank or decision of competent authority on the policy on the liquidation of credit institutions put under special control, the Banking Inspection and Supervision Agency shall consider and request the Governor in writing to request the credit institution, branch of foreign bank to liquidate assets; establish a liquidation council or liquidation monitoring team.

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3. Procedures for revocation of the license of a credit institution or branch of foreign bank with license to be revoked as prescribed in clause 3 Article 7 hereof.

Article 9. Information disclosure and procedures for termination of legal entity, ceased operation as per the law

1. Within seven (07) working days from the date of written approval for the dissolution specified at Point d(i), Clause 1, Article 7 of this Circular, the written request for the credit institution or branch of foreign bank to liquidate assets specified in Clause 1, Article 8 of this Circular takes effect, the credit institution or branch of foreign bank must publish in a daily newspaper nationwide for three (03) consecutive issues or Vietnamese electronic newspaper within seven (07) working days and must be posted up at the head office, branches, transaction offices,  subsidiaries and associated companies of the credit institution, the head office of a foreign bank's branch the following information:

a) Number and date of the written approval for the dissolution made by the State Bank, or the written request made by the State bank for the credit institution or branch of foreign bank to liquidate assets;

b) Name and address of the head office;

c) Number and date of establishment and operation license, establishment license, business registration certificate, or equivalent document;

d) Charter capital, granted capital;

dd) Legal representative.

2. Within seven (07) working days from the effective date of the decision on revocation of license, the State Bank is responsible for posting on the website of the State Bank the revocation of the license of the credit institutions, branch of foreign bank and send such decision to the credit institution, branch of foreign bank, branch of State Bank, People's Committee, National Financial Supervisory Committee, Ministry of Finance.

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4. The credit institution shall carry out procedures for termination of the legal entity and the branch of foreign bank shall carry out procedures for ceased operation in accordance with law.

Section 2. ASSET LIQUIDATION

Article 10. Composition, duties, and powers of the liquidation council

1. Composition of the liquidation council of credit institution:

a) The composition of the liquidation council includes the President of the Board of Directors, the President of the Members' Council; at least one (01) independent member of the Board of Directors; Head of Control Board, General Director (Director), Chief Accountant; some other members among the members of the Board of Directors, members of the Members' Council, members of the Control Board (if any); major shareholders, owners, capital contributors and five (05) customers with the largest deposit balance at the credit institution (with consent of the customers) at the time of application for dissolution.  In case of vacancy of the President of the Board of Directors, the President of the Members' Council, the Head of the Control Board, the General Director (Director), the Chief Accountant, the competent decision-maker shall choose a substitute to join the liquidation council;

b) The President of the Board of Directors, the President of the Members' Council is the President of the liquidation council. In case of vacancy of the President of the Board of Directors, the President of the Members' Council, the Board of Directors, or the Board of Members shall hold a meeting to elect one from the remaining members of the Board of Directors, the Members' Council in the list of liquidation council approved by the competent decision-maker as prescribed at Point a of this Clause to hold the title of President of the liquidation council.

2. Composition of liquidation council of branch of foreign bank:

a) The liquidation council consists of the General Director (Director), Chief Accountant, at least one (01) member appointed by the parent bank and five (05) customers with the largest deposit balance at the branch of foreign bank (with consent of the customers) at the time of application for dissolution. In case of vacancy of the General Director (Director), the Chief Accountant, the competent decision-maker of the parent bank shall choose a substitute to join the liquidation council;

b) The General Director (Director) of the branch of foreign bank is the President of the liquidation council. In case the General Director (Director) is vacant, the parent bank shall appoint one of the members of the liquidation council to hold the position of President of the liquidation council.

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4. The Governor shall decide the liquidation council of the credit institution or branch of foreign bank with license to be revoked as follows:

a) The composition specified in Clauses 1 and 2 of this Article at the request of the credit institution, branch of foreign bank; or

b) Other composition at the request of the Banking Inspection and Supervision Agency in case the credit institution, branch of foreign bank does not request the composition as prescribed in Clauses 1 and 2 of this Article.

5. Duties and powers of the liquidation council:

a) Use the seal of the credit institution or branch of foreign bank in the process of liquidating assets of the credit institution or branch of foreign bank in accordance with law;

b) Review all items of assets and liabilities, off-balance sheet items of the balance sheet of the credit institution, foreign bank's branch, make a list of the creditors, debtors and amounts thereof to the time of asset liquidation of the credit institution, branch of foreign bank and the list of assets of the credit institution, branch of foreign bank for actions;

c) Carry out the liquidation of assets according to the provisions of this Circular and relevant provisions of law, exhaust all the possibilities to recover debts and assets of the credit institution, branch of foreign bank;

d) Within the first five (05) working days of each month or on an ad-hoc basis, report to the liquidation monitoring team on the situation of asset liquidation, asset distribution and other arising issues;

dd) Expenses related to the operation of the liquidation council shall be paid by the credit institution, branch of foreign bank. The accounting of the expenses must comply with the current accounting regulations.

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1. The assets of the credit institution, branch of foreign bank shall be distributed in the order of priority as follows:

a) Special loans as prescribed in the Law on Credit Institutions (amended);

b) Fees and expenses for liquidation of assets in accordance with law;

c) Unpaid salaries, severance pay, redundancy pay, social insurance premiums, health insurance premiums for employees as per the law and other benefits under the collective labor agreement and signed employment contracts;

d) Payments to depositors;

dd) Financial obligations to the State;

e) Other debts.

2. In case there is a surplus of asset value of the credit institution left after all amounts specified in clause 1 hereof have been fully paid, it shall be distributed to the shareholders, controlling owners, capital contributors proportionately with the equity contribution rate at the time of asset distribution.

3. In case there is a surplus of asset value of branch of foreign bank left after all amounts specified in clause 1 hereof have been fully paid, it shall be distributed to the parent bank as per the law.

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1. The liquidation period is twelve (12) months from the effective date of the written approval for dissolution, written request of the credit institution, branch of foreign bank to liquidate assets. The liquidation period may be extended and each extension does not exceed twelve (12) months.

2. In case of application for extension of the liquidation period, forty-five (45) days before the expiration of the liquidation period, the liquidation council shall make a written application for extension of the liquidation period (which clearly states the reason for the extension of the liquidation period) send to the State Bank branch for a province or city without the Bank Supervision and Inspection Department, or the Bank Supervision and Inspection Agency for a province or city with the Bank Supervision and Inspection Department. If the case does not fall under the liquidation completion as prescribed in Article 13 of this Circular and the liquidation council does not apply for extension of the liquidation period in writing, the liquidation monitoring team shall send an application for extension of the liquidation period (clarifying reasons) to the State Bank branch for a province or city without the Bank Supervision and Inspection Department, or the Bank Supervision and Inspection Agency for a province or city with the Bank Supervision and Inspection Department.

3. Within fifteen (15) days from the date of receipt of the application for extension from the liquidation council or the liquidation monitoring team specified in Clause 2 of this Article, the State Bank's branch in the province or city without the Bank Supervision and Inspection Department shall request the Bank Supervision and Inspection Agency in writing for consideration, and then seek approval from the Governor.

4.  Within forty (40 days) after receiving the documents from the liquidation council or liquidation monitoring team as prescribed in clause 2 hereof or within twenty five (25) days after receiving the documents from the branch of the State Bank for a province or city without the Bank Supervision and Inspection Department as specified in point dd clause 3 hereof, the State Bank shall consider issuing an approval or reject the application for extension.

Article 13. Cases of liquidation completion

The credit institution or branch of foreign bank may complete the liquidation in the following cases:

1. All debts and other liabilities associated with assets have been paid in accordance with Clause 1, Article 11 of this Circular.

2. Inability to pay debts in full.

Section 3. MONITORING OF LIQUIDATION OF ASSETS

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1. The Governor shall decide the establishment of the liquidation monitoring team, appoint the head of the liquidation monitoring team, the use of the seal of the liquidation monitoring team, and specify the tasks and powers of the team leader and members of the liquidation monitoring team.

2. The liquidation monitoring team is composed of at least (05) members who satisfy the qualifications as prescribed in Article 15 of this Circular, including:

a) Representatives of the State Bank;

b) Representatives of another credit institution shall be appointed at the request of the Board of Directors or the Members' Council of that credit institution (in case the Governor appoints another credit institution to participate in the supervision of asset liquidation of the credit institutions).

Article 15. Qualifications for members of the liquidation monitoring team

1. Obtain a bachelor's degree or higher in one of the majors in economics, finance, banking, business administration, law, accounting, auditing and other disciplines and at least three (03) years working in banking or deposit insurance sector.

2. Not being a shareholder, owner, capital contributor, or related person of a member of the Board of Directors, a member of the Members' Council, a member of the Control Board, the General Director (Director), and member of the liquidation council of the credit institution or branch of foreign bank whose assets are liquidated.

Article 16. Operational mechanism of the liquidation monitoring team

1. The members of the liquidation monitoring team work on a part-time basis.

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3. The meeting of the liquidation monitoring team may only be conducted if it is attended by at least 2/3 of the total members. The decisions of the liquidation monitoring team shall be approved only with the consent of the majority of members present at the meeting. In case there is an equal number of valid votes, the leader of the liquidation monitoring team can give a casting vote, the proposal with the casting vote will be passed.

4. Expenses related to the operation of the liquidation monitoring team shall be paid by the credit institution, branch of foreign bank. The accounting of the expenses must comply with the current accounting regulations.

5. The liquidation monitoring team ends its tasks when the Governor makes a decision to complete the liquidation of assets of the credit institution or branch of foreign bank. In case the liquidation is completed to carry out further bankruptcy procedures as prescribed by law, the liquidation monitoring team will end its task when the Governor has decided to establish a special control board to control the operation of the credit institution.

Article 17. Duties and powers of the liquidation monitoring team

1. Direct and supervise the credit institution, branch of foreign bank in doing inventory of all debts, receivables, and payables; request the credit institution, branch of foreign bank to invite creditors and customers to compare to determine repayment capacity and sources of funds for debt repayment.

2. Request the liquidation council to report, provide documents and information on the actual situation of organization and operation of the credit institution, foreign bank's branch during the process of asset liquidation and an actual repayment to the creditors in the order of priority specified in this Circular.

3. Supervise the entire process of asset liquidation according to the provisions of this Circular and the decision of the Governor specified in Clause 1, Article 14 of this Circular.

5. Have the right to request the State Bank's branch in the province or city that does not have the Banking Inspection and Supervision Department or the Banking Inspection and Supervision Agency to issue a decision to suspend the operation of a member of the liquidation council who intentionally violates the law or fails to comply with the plan for asset liquidation or has dispersed assets, refused responsibilities and obligations; in serious cases, submit to the Governor a written request for law enforcement agencies to take against individual wrongdoers (if any).

6. Propose the State Bank branch for a province or city without Banking Inspection and Supervision Department, Banking Inspection and Supervision Agency, Governor, or the People's Committee to deal with issues beyond the jurisdiction.

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8. In the course of supervision of asset liquidation, if detecting that the credit institution is unable to pay off all debts and other liabilities associated with assets, the liquidation monitoring team shall make a report according to the provisions of Point d Clause 2 Article 7 of this Circular.

Chapter III

REVOCATION OF REPRESENTATIVE OFFICE'S LICENSE

Article 18. Procedures for revocation of representative office’s license

1. In case the representative office applies for ceased operation:

a) The representative office shall make a (01) set of application as prescribed in clause 19 hereof and send it by post or in person to the State bank;

b) Within five (05) working days after receiving a valid and complete application as prescribed in Article 19 of this Circular, the Bank Supervision and Inspection Agency shall appraise the application and send a written request to seek consultation from the State Bank's branch and relevant State Bank units on the ceased operation, revocation of license, and propose measures to be taken (if necessary);

c) Within seven (07) days after receiving such a request for consultation of the Bank Supervision and Inspection Agency, the recipients mentioned in point b hereof shall send consultation responses to the Bank Supervision and Inspection Agency. If the recipient fails to send a consultation response, it shall be deemed as consent to the ceased operation or revocation of license;

d) Within seven (07) working days from the deadline for consultation responses, the Banking Inspection and Supervision Agency shall request the Governor to:

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(ii) There is a written request to the representative office to report and explain relevant issues;

dd) Within ten (05) business days after receiving the report or explanation of the representative office as prescribed in point d(ii) hereof, the Bank Supervision and Inspection Agency shall request the Governor as prescribed in point d(i) hereof;

e) Within twenty (20) days from the deadline for consultation responses, the State Bank shall issue a decision or document as prescribed at Point d of this Clause.

2. In case the representative office has its license revoked:

Based on the inspection conclusion or the result of banking supervision activities on the revocation of the representative office license, the Banking Inspection and Supervision Agency shall request the Governor to consider issuing a decision on revocation of license, request the representative office to carry out the procedures to cease the operation, close the representative office, return the operation registration certificate, submit the seal, liquidate the office lease contract and pay other obligations and debts (if any) to relevant individuals and organizations as prescribed by law.

Article 19. Application for revocation of representative office’s license

1. An application form for ceased operation signed by the lawful representative of the foreign credit institution or other foreign organization engaged in banking activities, clearly stating the reasons for the request for ceased operation and revocation of the representative office's license, the keeping of records and documents after the license is revoked, the responsibilities of organizations and individuals related to the process of ceased operation or license revocation.

2. Document of the competent decision-maker adopting the ceased operation of the representative office.

3. In case the representative office's license is revoked according to the provisions of Point e, Clause 1, Article 28 of the Law on Credit Institutions (amended), the application must contain a document from the competent authority of the country where the foreign credit institution or other foreign organization is headquartered regarding the dissolution, bankruptcy, license revocation, or mandatory suspension.

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1.  Within seven (07) working days from the effective date of the decision on revocation of license, the State Bank is responsible for posting on the website of the State Bank the revocation of the license of the representative office, and then sending such decision to the representative office, branch of State Bank, the People's Committee.

2. Within seven (07) working days from the effective date of the decision on revocation of license, the representative office must publish it in a daily newspaper nationwide for three (03) consecutive issues or Vietnamese electronic newspaper within seven (07) working days and must be posted up at the head office of the representative office.

Chapter IV

IMPLEMENTATION

Article 21. Responsibilities of relevant units

1. The credit institution, branch of foreign bank, or representative office shall provide adequate and truthful operation of the credit institution, branch of foreign bank, representative office; comply with the reporting regime and the provisions of law related to the liquidation of assets, dissolution and revocation of licenses in accordance with the provisions of this Circular.

2. The State bank branches, for provinces and cities that do not have the Banking Inspection and Supervision Department, are responsible for handling petitions related to the process of asset liquidation, dissolution, and revocation of licenses of the credit institutions, branches of foreign banks, representative offices outside the jurisdiction of the liquidation monitoring team; request the Governor to deal with out-of-authority issues related to the asset liquidation, dissolution, revocation of license of the credit institutions, branches of foreign banks, the process of revocation of representative offices’ licenses.

3. The branch of the State Bank where the credit institution is located shall be responsible for coordinating with the branch of the State Bank where the head office of the credit institution is located and the Banking Inspection and Supervision Agency in the asset liquidation, dissolution, and revocation of the credit institution's license.

Article 22. Grandfather clause

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Article 23. Entry in force

1. This Circular comes into force as of February 26, 2018.

2. From the effective date of this Circular, the following documents shall cease to be effective:

a) Circular No. 34/2011/TT-NHNN dated October 28, 2011 of the Governor on guidelines for procedures for revocation of licenses and asset liquidation of credit institutions, branches of foreign banks; procedures for revocation of licenses of representative offices of foreign credit institutions, other foreign organizations having banking practices;

b) Article 7 of the Governor's Circular No. 29/2015/TT-NHNN dated December 22, 2015 on amendments to certain legal documents of the State Bank regulating the composition of applications with certified copies of papers and documents.

Article 24. Implementation

Chief of Office, Chief Banking Inspector-Supervisor, Heads of units affiliated to the State Bank, Directors of State Bank branches in provinces and centrally affiliated cities, Presidents of the Board of Directors, Presidents of Members' Council and the General Directors (Directors) of credit institutions, branches of foreign banks, and the heads of representative offices shall implement this Circular./.

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