Vietnam is preparing to open the door to regulated cryptocurrency exchanges—but only for well-capitalized, institutional-grade players. Here’s what foreign investors should know as the country prepares to launch a pilot digital asset trading platform.
At the Vietnam Investment Forum 2025 held on June 2, a senior official from the State Securities Commission (SSC) confirmed that Vietnam is set to pilot cryptocurrency trading platforms under a new draft resolution presented by the Ministry of Finance. The pilot aims to test the issuance and trading of digital assets in a regulated sandbox environment.
But for those looking to enter this space, the bar for entry is high—and purposefully so.
Minimum Capital Requirement: VND 10 Trillion (~$390 Million)
The proposed draft requires any company operating a digital asset trading platform to have a minimum charter capital of VND 10 trillion, equivalent to nearly $390 million. This figure is more than three times the capital needed to establish a commercial bank in Vietnam (currently VND 3 trillion) and 33 times that for starting an airline (VND 300 billion).
According to Mr. To Tran Hoa, Deputy Head of Market Development at the SSC, this high threshold reflects the multi-functional nature and inherent risk of digital asset platforms. These companies will not only manage trading operations but also handle custody, clearing, and payment services—all of which carry systemic financial risks.
Ownership Structure: Institutional Investors Only
The draft regulation also defines strict ownership rules:
- 35% of the capital must be held by at least two institutional investors, such as commercial banks, securities firms, fund managers, insurance companies, or technology companies.
- 65% of capital must be held by legal entities—individual ownership is not permitted.
- This requirement ensures that only professional, well-managed organizations with sufficient risk management frameworks are allowed to participate.
Why the High Barrier to Entry?
Mr. Hoa emphasized that digital assets are inherently volatile and susceptible to financial crime, cybersecurity threats, and valuation uncertainties. Unlike traditional securities, there is currently no insurance infrastructure in Vietnam that covers losses from digital asset trading. Hence, exchange operators must have sufficient financial resources to cover losses or repay investors if necessary.
Additionally, platform operators may be permitted to invest in related areas such as infrastructure or other digital asset-linked ventures. Therefore, the government believes the VND 10 trillion requirement is justified.
Challenges for New Market Entrants
However, the capital requirement has drawn some criticism from industry experts. Ms. Doan Mai Hanh, Senior Director at Techcom Securities (TCBS), called the VND 10 trillion threshold “a significant challenge” for startups and smaller fintech firms. She also noted potential conflicts between different institutional shareholders and questioned whether the limited list of eligible investors gives an unfair advantage to existing financial institutions.
Ms. Hanh also urged policymakers to strengthen guidelines on cybersecurity, valuation standards, and risk controls—particularly during this experimental phase.
Sandbox Approach: A Path to Innovation
Vietnam’s approach reflects a “sandbox model” used in countries such as Singapore and the UK. It allows regulators to test real-world operations under strict oversight before formulating official policies. The pilot is seen as a critical step in evaluating the potential benefits and risks of a regulated digital asset market.
According to the Ministry of Finance, the pilot program is intended to support innovation while safeguarding the financial system and investor interests.
Growing Interest from Major Banks
Vietnamese financial institutions are closely watching the developments. At recent annual shareholder meetings, banks such as Techcombank and VPBank expressed readiness to participate in the crypto economy once a clear regulatory framework is in place.
Their interest suggests that Vietnam’s digital asset landscape could quickly mature once the legal environment stabilizes.
Key Takeaways for Foreign Investors
- Regulatory framework is under development, with a pilot program expected soon.
- VND 10 trillion (approx. $390M) minimum capital is required to operate a crypto exchange.
- Only institutional investors may participate in ownership; individuals are excluded.
- The regulatory sandbox will provide early-mover advantages to compliant players.
Vietnam’s approach balances financial innovation with risk control, creating potential opportunities for global institutional investors, fintech alliances, and digital asset infrastructure providers.
As Vietnam charts a cautious yet progressive path toward the digital asset economy, those who prepare early—and seriously—will be best positioned to lead when the market opens.
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Source: Vietnam Insider