CRYPTO IN VIETNAM -ASSET MARKET PILOT: NEW PLAYING FIELD, STRICT RULES!

In September 2025, the Vietnamese Government issued Resolution No. 05/2025/NQ-CP on the implementation of a pilot program for the crypto-asset market. This is not only a crucial economic and legal management decision but also a historic milestone, marking the first time 'crypto-assets' have been brought into the legal framework in Vietnam. While crypto-assets and blockchain technology were previously associated primarily with unregulated international exchanges, the State has now officially opened a 'new playing field': transparent, controlled, and situated within a strict legal corridor. The Government is both affirming its determination to integrate with global digital finance trends and sending a clear message: once you enter the field, you must play by the rules, and these are 'strict rules of the game'.

1. What are cryptographic assets?

Pursuant to Clause 2, Article 3 of Resolution No. 05/2025/NQ-CP, a cryptographic asset is a type of digital asset that uses cryptographic technology or digital technology with similar functions to authenticate the asset during the process of creation, issuance, storage, and transfer. Cryptographic assets do not include securities, digital forms of fiat currency, and other financial assets as prescribed by civil and financial laws.

Some illustrative examples of cryptographic assets

Tokenized gold, tokenized real estate, tokenized coffee, tokenized crude oil, etc. Specifically:

(1) Underlying asset: 1 kg of physical gold deposited in a commercial bank's vault.

Issued tokens: 1,000 tokens, each representing 1 gram of gold.

Investors buy tokens instead of holding physical gold, while retaining the right to redeem them for real gold when needed.

(2) Underlying asset: An office building valued at 100 billion VND.

Issued tokens: 10,000 tokens, each representing 0.01% of ownership.

Retail investors can participate in the real estate market with low capital; entitled to dividends/rental yields according to their token ownership ratio.

(3) Underlying asset: 1 million kWh of electricity with a signed sale and purchase agreement.

Issued tokens: 1 million tokens, each equivalent to 1 kWh.

Helps the electricity and renewable energy markets become more transparent; investors can trade the "right to use electricity" as a digital asset.

(4) Underlying asset: 10,000 tons of coffee in a bonded warehouse.

Issued tokens: 10,000 tokens, each representing 1 ton of coffee.

Instead of transporting physical coffee in every transaction, enterprises only need to transfer tokens; receiving the actual goods only when necessary.

2. Participants in the cryptographic asset market

According to Article 2 of Resolution 05/2025/NQ-CP, the subjects of application and implementation of the cryptographic market pilot in Vietnam include:

2.1. Cryptographic asset service providers

These are Vietnamese enterprises licensed by the Ministry of Finance to perform and provide one or several of the following services and activities:

Operating conditions for the organizations:

(i) Business type: Must be a Vietnamese enterprise, registered to operate in business lines providing services related to cryptographic assets in the form of a limited liability company or a joint-stock company in Vietnam under the Law on Enterprises.

(ii) Charter capital: A minimum of 10,000,000,000,000 VND.

(iii) Structure of shareholders/capital-contributing members:

• A minimum of 65% of the charter capital must be held by institutional shareholders/members.

• Over 35% of the charter capital must be held by at least 02 institutions which are commercial banks, securities companies, fund management companies, insurance companies, or enterprises operating in the technology sector.

(iv) Conditions for contributing organizations: Possess legal personality; profitable operations for 02 consecutive years; financial statements for 02 years audited with fully unqualified opinions.

(v) Ownership limits:

• Each organization/individual may only contribute capital to 01 licensed cryptographic asset service provider.

• The total capital contribution or share purchase by foreign investors must not exceed 49% of the charter capital.

(vi) Information technology system: Must meet level 4 information technology system security standards as prescribed by the law on information security before being put into operation and exploitation.

2.2. Cryptographic asset issuers

A cryptographic asset issuer is a Vietnamese enterprise registered to operate as a limited liability company or a joint-stock company under the Law on Enterprises, having business lines appropriate for the management, exploitation, or ownership of the underlying assets.

2.3. Participating investment organizations and individuals

Organizations and individuals investing in cryptographic assets and operating in the cryptographic asset market in Vietnam are collectively referred to as investors, which include:

• Domestic investors: individuals with Vietnamese nationality or organizations established under Vietnamese law.

• Foreign investors: individuals with foreign nationality or organizations established under foreign law carrying out investment activities in Vietnam.

3. Regulations on the offering and issuance of cryptographic assets

Issuing entities:

Domestic enterprises with real assets meeting the conditions stipulated in section 2.2 of this article.

Eligible buyers:

Only foreign investors are allowed to purchase cryptographic assets during the initial issuance phase. Domestic investors are not allowed to participate in direct purchases during issuance.

Place of issuance:

Executed through the cryptographic asset issuance platform of a cryptographic asset service provider licensed by the Ministry of Finance. Enterprises are not allowed to self-issue and sell outside the management system.

Information disclosure responsibilities of the issuer:

At least 15 days before the offering and issuance, the issuer must publish the Prospectus (according to Form No. 01 in the Appendix attached to the Resolution) and related documents on the websites of the cryptographic asset service provider and the issuer.

4. Organization of the cryptographic asset trading market

Domestic investors owning cryptographic assets or foreign investors may open accounts at licensed organizations to deposit, buy, and sell cryptographic assets in Vietnam. After 6 months from the licensing of the first organization, domestic transactions conducted outside a licensed organization will be penalized. Transactions must be conducted through this organization, which provides services such as an issuance platform, trading, custody, and payment.

5. Trading accounts of foreign investors

Foreign investors shall open a specialized payment account in Vietnamese Dong (VND) at a bank or a foreign bank branch permitted to conduct business and provide foreign exchange services in Vietnam to carry out receipt and payment transactions related to the buying and selling of cryptographic assets in Vietnam.

Each investor is only allowed to open one specialized account at one bank; in case of changing banks, they must transfer the entire balance to the new account.

Commercial banks are responsible for checking the legality of documents, issuing appropriate internal regulations, and periodically reporting on a quarterly basis to the Ministry of Finance, the State Bank of Vietnam, and the Ministry of Public Security.

When opening and using an account, foreign investors must be responsible for the authenticity and legality of the provided information and documents.

Resolution 05/2025/NQ-CP has opened a new chapter for the cryptographic asset market in Vietnam, with the main participants being cryptographic asset service providers; cryptographic asset issuers; and organizations and individuals investing in cryptographic assets and operating in the cryptographic asset market in Vietnam, under the strict control of the Ministry of Finance. This not only promotes technological innovation but also protects the national financial system; creating opportunities for Vietnam to integrate into the global digital economy and bringing sustainable benefits to the economy. To achieve the best results, participants in the pilot scheme need to update information from State agencies and strictly comply with relevant legal regulations.

Contact Information

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