Conditions for establishing a Crypto Asset Exchange in Vietnam

On September 9, 2025, Resolution 05/2025/NQ-CP officially takes effect, marking an important milestone as Vietnam begins a five-year pilot program for the digital asset market.

For the first time, a legal framework for digital assets has been established, creating a foundation for financial and technology enterprises to participate in a new sector with strategic significance.

Below are the core conditions for enterprises to obtain a license to operate a Digital Asset Exchange in Vietnam.

1. Capital Requirements

Enterprises seeking to obtain a license must have: Minimum charter capital: VND 10,000 billion

This high capital requirement aims to ensure liquidity, financial safety, and investor protection during transactions on the platform.

2. Requirements for Shareholders and Capital-Contributing Members

  • Organizations must contribute ≥ 65% of charter capital
  • Of this, ≥ 35% must be contributed by at least two organizations from the following groups: commercial banks, securities companies, fund management companies, insurance enterprises, or technology enterprises

Organizational shareholders must:

  • Have two consecutive years of profit, and
  • Have financial statements audited with unqualified opinions

Additional conditions:

  • Each organization may contribute capital to only one digital asset exchange
  • Foreign investors may hold no more than 49% of charter capital

3. Requirements for Key Personnel

  • General Director/Director: ≥ 2 years of experience in finance, securities, banking, insurance, or fund management
  • Chief Technology Officer: ≥ 5 years of experience in finance, securities, banking, insurance, fund management, or technology
  • ≥ 10 technical personnel with certified training in cybersecurity
  • ≥ 10 personnel holding valid securities practice certificates

4. Technical Infrastructure and IT System Requirements

Enterprises must have:

  • Complete management systems and procedures, including:
    risk management, information security, anti-money laundering and counter-terrorist financing (AML/CFT), internal control, and data protection
  • An IT system meeting Level 4 information security standards – the highest level under current regulations

5. Practical Implementation: Major Institutions Entering the Preparation Phase

Several financial institutions and banks have already initiated strategies to participate in the market:

  • HDS (HD Securities JSC): plans to invest VND 1,470 billion into HD Digital Asset Exchange JSC after increasing its charter capital to VND 10,000 billion
  • VPBank – VPBankS: completing procedures to join the pilot program and assembling teams of blockchain, finance, and cybersecurity experts
  • TCEX (Techcombank – TCBS): established in May 2025, with charter capital increased from VND 3 billion to VND 101 billion
  • MB – Dunamu (Upbit Korea): signed a strategic MOU to share technology and infrastructure to develop Vietnam’s digital financial ecosystem

The participation of major financial institutions demonstrates the level of interest and long-term potential of Vietnam’s digital asset market.

Vietnam’s new regulatory framework enables the country to gradually build a stable, transparent, and supervised digital asset market.

However, the stringent requirements regarding capital, personnel, and technology indicate that this field is not for the majority, but for organizations with strong capacity and long-term strategic vision.

Read the full analysis of the licensing conditions for digital asset exchanges here.

If your enterprise needs a feasibility assessment or support in preparing legal and technical frameworks, please contact us here for specialized consultation.

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