The borrowing of foreign-currency loans

The borrowing of foreign- currency loans Not only in case of domestic investment but also in the case of outbound investment, investors also need to borrow capital and mobilize capital sources to build and develop operations.

(The borrowing of foreign-currency loans) Due to the implementation of investment in different environments, therefore, mobilizing capital to abroad will also be different from mobilizing capital in Vietnam. In order to provide full information to customers who intend to invest abroad, HNLaw & Partners would like to present the provisions of the law on borrowing foreign currency investment capital for outbound investment.

Legal base

• Law on investment 2014
• Circular No. 36/2018/TT-NHNN on lending by credit institutions and foreign branch banks for outbound investment

According to Article 53 of the Law on Investment, when investors mobilize capital by borrowing capital, transferring capital in foreign currencies, investors must comply with the conditions and procedures prescribed by the law on banks, credit institution , on foreign exchange management. Currently, the conditions and procedures are stipulated in Circular No. 36/2018/TT-NHNN.

1. Demands for loans to be used for outbound investment

A credit institution shall consider granting a loan to a customer who has a demand for:

• Contributing charter capital to establish a business entity in accordance with the law of the host country.
• Contributing capital to execute a business cooperation contract overseas.
• Purchasing part or all of charter capital of an overseas business entity to participate in the management and business investment overseas.

1. Conditions for a loan

A credit institution shall consider granting a decision to offer a loan to a customer for outbound investment if he/she meets the following conditions:

• If that customer is a juridical person, it must have legal personality in accordance with regulations of law. If that customer is an individual (including the one who is the member or authorized person of a household, cartel or organization that does not have a legal status) aged 18 or older, he/she must have full legal capacity in accordance with the regulation of law.
• The customer has been issued with the outbound investment registration certificate and has its/his/her investment permitted or approved by a competent authority of the host country. If the host country’s law does not cover investment licensing or approval, the investor shall provide documents proving his/her right to make investment in that country.
• There is an outbound investment project or plan appraised to be feasible by the credit institution and the customer is capable of repaying the credit institution.
• The customer has not incurred any bad debts for 02 consecutive years by the time of applying for loans.

1. Dossier for Loan application

When there is a demand for a loan, a customer must send a credit institution documents evidencing its eligibility for such loan in accordance with Part II hereof and others as referred to in the credit institution’s instructions.

III. Loan limit

• A credit institution shall consult the demand for loan, outbound investment plan, and financial capability of a borrowing customer, credit lines extended to the borrowing customer and available capital source of the credit institution in order to enter into an agreement with the customer on the loan limit.
• The loan limit must not exceed 70% of the customer’s outbound investment.

1. Loan term

The credit institution and the customer shall agree on the loan term as appropriate to the customer’s solvency, the credit institution’s capability to provide long and medium-term capital, investment term, remaining an effective period of the investment license, outbound investment registration certificate or other equivalent documents.

1. Currency units used for extending loans or repaying debts

• Credit institutions and their customers shall agree on currency units used for extending loans in accordance with regulations on lending by credit institutions and relevant regulations of law;
• Currency unit used for debt repayment is the one used in a loan. In case other currency units are used to repay debts, it is required to adhere to the agreement between credit institutions and their customer in accordance with relevant regulations of law.

Detailed contact:

⚖ HNLAW & PARTNERS LAW FIRM

Address: DBS Building, N028, Lot 31, Commercial Services and Housing Area in Ha Tri, Ha Tri Ward, Ha Dong, Hanoi.

Email: tuvan.hnlaw@gmail.com

☎ Hotline: 0912.918.296

http://www.hnlaw.vn/en/investment-consultancy

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