Thông tư 23/2019/TT-NHNN sửa đổi Thông tư 39/2014 về dịch vụ trung gian thanh toán

 CIRCULAR

Amending and supplementing a number of Articles of the Circular No. 39/2014/TT-NHNN dated December 11, 2014 of the Governor of the State Bank of Vietnam guiding on payment intermediary service

Pursuant to the Law on the Sate Bank of Vietnam No. 46/2010/QH12 dated June 16, 2010;

Pursuant to the Law on Credit Institutions No. 47/2010/QH12 dated June 16, 2010 and the Law on amendment and supplementation to a number of Articles of the Law on Credit Institutions dated November 20, 2017;

Pursuant to the Decree No. 101/2012/ND-CP dated November 22, 2012 of the Government on non-cash payments; the Decree 80/2016/ND-CP dated July 01, 2016 of the Government on amendment and supplementation to a number of Articles of the Decree No. 101/2012/ND-CP; the Decree 16/2019/ND-CP dated February 01, 2019 of the Government on amendment and supplementation to a number of Articles of the Decrees on business conditions under the State management of the State Bank of Vietnam;

Pursuant to the Decree 16/2017/ND-CP dated February 17, 2017 of the Government, stipulating the functions, tasks, powers and organizational structure of the State Bank of Vietnam;

At the proposal of the Director of Payment Department;

The State Bank Governor promulgates the Circular amending and supplementing a number of Articles of the Circular No. 39/2014/TT-NHNN dated December 11, 2014 of the Governor of the State Bank of Vietnam guiding on payment intermediary service.

Article 1. Amending and supplementing to a number of Articles of the Circular No. 39/2014 /TT-NHNN dated December 11, 2014 of the State Bank Governor of Vietnam guiding on payment intermediary services
        1. To amend and supplement Clauses 2 and 7 and add Clauses 9, 10, 11, 12, 13, 14, 15, 16, 17, 18 and 19 into Article 3 as follows:

"2. Electronic clearing service means a service providing technical infrastructure to receive, compare payment data and calculate the results of receivables and payables after the clearing among participants to settle for related parties.”.

“7. Payment guarantee account means VND payment account opened in cooperative banks by a provider of payment support services with the aim of ensuring its provision of payment support services.”.

“9. Institution in charge of the electronic clearing system (hereinafter referred to as the ECS institution) means the provider of payment intermediary services that is licensed by the State Bank of Vietnam (hereinafter referred to as the State Bank) to provide financial telecommunications services and electronic clearing services; eligible to participate and directly connect to the National Inter-bank electronic payment system (IBPS) for the performance of electronic clearing and settlement.

10. Electronic clearing system (hereinafter referred to as the ECS) means the payment system that is established, owned and operated by the ECS institution to provide financial telecommunications services and electronic clearing services.

11. Members of the ECS (hereinafter referred to as members) mean providers of payment services, payment intermediary services and other organizations satisfying membership requirements and criteria in accordance with the regulations of the ECS institution and being connected to the ECS for sending, receiving and handling payment transactions. Members shall comprise settlement members and non- settlement members.

12. Settlement member means a member that establishes the Net debt limit in electronic clearing as prescribed in Clause 14 of this Article to make payment transactions through the ECS; opens a payment account at the State Bank (Banking Operation Department) for electronic clearing and settlement.

13. Non-settlement member means a member that fulfills payment and settlement obligations in financial switching transactions and electronic clearing through a settlement member.

14. Net debt limit in electronic clearing (hereinafter referred to as electronic clearing limit) means the maximum payment value limit for the payables on clearing differences of a settlement member in electronic clearing transactions.

15. Result of electronic clearing net settlement (hereinafter referred to as electronic clearing result) means a table of data that is made by the ECS institution after each electronic clearing payment session; reflects the sum of receivable and payable differences of each settlement member in the session.

16. Settlement of electronic clearing (hereinafter referred to as electronic clearing settlement) means the payment of receivable and payable differences according to the net settlement result through payment accounts of settlement members at the State Bank (Banking Operation Department).The ECS institution shall send the electronic clearing result to the State Bank (via the system of CWA) for handling the electronic clearing settlement.

17. Solvency of settlement member (hereinafter referred to as solvency) means the credit balance on payment account of a settlement member at the State Bank (Banking Operation Department) at the time of handling electronic clearing settlement.

18. Cooperative bank means a foreign bank or a foreign bank branch that signs a contract or agreement with an intermediary payment service provider on the cooperation in provision of intermediary payment services.

19. Affiliated bank is a bank or a foreign bank branch where a customer uses E-wallet to open a payment account and/or debit card, in which this payment account and /or debit card is linked with the customer’s E-wallet.

An affiliated bank shall link E-wallet to a customer’s payment account (or debit card) through direct connection with the E-wallet service provider (if the affiliated bank is a cooperative bank) or through connection between the E-wallet service provider and the financial switching service and electronic clearing service provider (if the financial switching service and electronic clearing service provider has an agreement with the affiliated bank on linking E-wallet to a payment account (or debit card) opened at the affiliated bank).”.

2. To amend and supplement Article 8 as follows:

"Article 8. Ensuring solvency  

1. Providers of collection and payment on-behalf-of support services must agree with cooperative banks on solvency guarantee measures for the provision of these services, including opening payment guarantee accounts for collection and payment on-behalf-of support services or maintaining deposits or other guarantee measures.

2. E-wallet service providers must open payment guarantee accounts to ensure the provision of these services. Payment guarantee accounts for E-wallet services must not be used with payment guarantee accounts for collection and payment on-behalf-of support services (if any) as well as other payment accounts at cooperative banks.

Providers of E-wallet services are obliged to maintain the total balance on all payment guarantee accounts for E-wallet services opened at cooperative banks not lower than the total balance of all E-wallets of customers at the same time.

3. Payment guarantee accounts for E-wallet services shall only be used to:

a) Pay to payment accounts or debit cards of the units accepting payment at the banks;

b) Refund money to customers' payment accounts or debit cards (E-wallet owners) in the following cases:

(i) Customers withdraw money from E-wallets to their payment accounts or debit cards;

(ii) Customers no longer need to use E-wallets;

(iii) E-wallet service providers terminate the provision of E-wallet services to customers;

(iv) E-wallet service providers terminate their operation; have their license revoked; dissolve or go bankrupt in accordance with law;

c) Pay to payment accounts of public service providers if customers use E-wallets to make payment or pay fees and charges for legal public services in accordance with law;

d) Transfer to payment guarantee accounts for other E-wallet services opened by the same E-wallet service provider.”.

 3. To amend and supplement Article 9 as follows:

“Article 9. Operation of providing E-wallets

1. E-wallet opening dossiers:

a) For individuals, such dossier shall comprise the following principal papers:

(i) Information of individuals opening E-wallet accounts at the request of E-wallet service providers and in compliance with regulations at Clause 2 of this Article;

(ii) A valid citizen identity or ID card or unexpired passport, birth certificate (for individuals being Vietnamese citizens under 14 years old); an entry visa or the papers proving that individuals opening E-wallet accounts are exempt from entry visa (for foreign individuals);

b) For organizations, such dossier shall comprise the following principal papers:

(i) Information of organizations opening E-wallet accounts at the request of E-wallet service providers and in compliance with regulations at Clause 2 of this Article; (ii) One of the papers proving that  organizations opening E-wallet accounts have been established and operated under law provisions, including: establishment decision, business registration certificate, investment certificate or other documents as prescribed by Law;

(iii) The papers proving the status of the lawful representative or authorized representative of organizations opening E-wallet accounts; a citizen identity or ID card or unexpired passport of this person enclosed with such papers;

c) Customers applying for E-wallet opening can present the papers specified at Points a(ii), b(ii) and b(iii) of this Clause in the form of originals, copies or scanned copies from the originals or other forms as prescribed by the E-wallet service providers;

d) Customers can register and send the account-opening dossiers in person at the head office, branches and transaction offices of the E-wallet service providers or through online transaction channels of the E-wallet service providers or other methods prescribed by such providers in accordance with law.

2. Information of customers applying for E-wallet account opening:

a) For individuals, such information shall include:

(i) For Vietnamese individuals: Full name; date of birth; nationality; phone number; citizen identity or ID card number or valid passport number, date and place of issue;

(ii) For foreign individuals: Full name; date of birth; nationality; phone number, valid passport number, date and place of issue, entry visa (if any);

b) For organizations, such information shall include:   

(i) Full and abbreviated transaction name; business code and tax code (if the organization has a tax code other than the business code); head office address; transaction address; phone number;

(ii) Information about the lawful representative of organizations applying for E-wallet account opening as prescribed at Point a of this Clause;

c) E-wallet service providers must have regulations and provisions on application for E-wallet account opening and use; disclose such regulations and provisions to customers before applying for account opening. In addition to the contents as prescribed at Points a and b of this Clause, E-wallet service providers are allowed to supplement other information in compatible with each customer as prescribed by law, but must clearly inform and guide customers in detail.

3. If an individual applying for opening an E-wallet account has a payment account opened through a guardian or lawful representative, apart from the papers and information specified in Clauses 1 and 2 of this Article, the account-opening dossier must comprise the following papers and information:

a) If the guardian or lawful representative of the E-wallet owner is an individual, the account-opening dossier must additionally have valid citizen identity or ID card or unexpired passport of the guardian or lawful representative; the papers proving his/her status as guardian or lawful representative of the E-wallet owner. Information about the guardian and lawful representative are prescribed at Point a, Clause 2 of this Article;

b) If the guardian or lawful representative of the E-wallet owner is a legal entity, the account-opening dossier must additionally have one of the papers proving that this organization has been established and operated in accordance with law; the papers proving its status as guardian or lawful representative of the E-wallet owner. Information about the guardian and lawful representative are prescribed at Point b, Clause 2 of this Article and information about the lawful representative of such organization are prescribed at Point a, Clause 2 of this Article.

4. Verification of information about customers opening E-wallet accounts:

a) E-wallet owners must provide and update sufficient and true information in the account-opening dossier to E-wallet service providers and bear responsibility for elements already registered in the account-opening dossier.

b) E-wallet service providers shall assume responsibility for checking, comparing and ensuring the sufficient and valid account-opening dossier of customers as prescribed in Clauses 1, 2 and 3 of this Article.

5. Linking E-wallet accounts to customers' payment accounts or debit cards (E-wallet owners) at affiliated banks:

a) E-wallet service providers must request customers to complete the linking of E-wallet accounts to the customers’ payment accounts or debit cards opened at affiliated banks before the customers use the E-wallet accounts;

b) E-wallet accounts must be linked to VND payment accounts or debit cards (attached to VND payment accounts) of customers opened at affiliated banks;

c) E-wallet service providers must agree with affiliated banks or providers of financial switching services and electronic clearing services on the process and method of linking the E-wallet accounts to payment accounts or debit cards of the customer;

d) Customers are allowed to link E-wallet accounts to one or more payment accounts or debit cards of customers (E-wallet owners) opened at affiliated banks.

6. Using E-wallet accounts:

a) Deposit into E-wallet accounts must be made from:

(i) Payment accounts or debit cards of customers (E-wallet owners) at banks;

(ii) Receiving money from other E-wallet accounts opened by the same E-wallet service provider;

b) Customers are allowed to use E-wallet accounts for:

(i) Making payment for legal goods or services;

(ii) Transferring money to other E-wallet accounts opened by the same E-wallet service provider;

(iii) Withdrawing money from E-wallet accounts to payment accounts or debit cards of customers (E-wallet owners) at banks.

c) The maximum  limit of transactions via personal E-wallet of 01 customer at 01 E-wallet service provider (including payment transactions for legal goods, services and money transfer transactions from an E-wallet account to another E-wallet account opened by the same E-wallet service provider) is VND 100 (one hundred) million per month;

d) If individuals make contracts/agreements with E-wallet service providers to take the role of units accepting payment, the provisions of Point c of this Clause shall not apply to their personal E-wallet accounts;

dd) Customers are prohibited from using E-wallet accounts to conduct transactions for money laundering, terrorist financing, scams, frauds and other law violations; renting, leasing, borrowing, lending E-wallet accounts or buying and selling E-wallet account information;

e) E-wallet service providers are not allowed to provide credit to customers using e-wallet accounts; pay interest on e-wallet balance or any action that may increase the monetary value in e-wallet accounts compared to the value of money deposited into e-wallet accounts by customers.

7. E-wallet service providers must provide instruments for the State Bank to supervise the provision of e-wallet services. The monitoring instruments shall be required to:

a) Allow the monitoring of the total e-wallet accounts (issued, activated and operating) and the total balance on e-wallet accounts of all customers at the time of accessing such tools;

b) Allow the monitoring of the total balance on payment guarantee accounts for E-wallet services and information of each payment guarantee account for E-wallet services opened at cooperative banks, including account name, number and balance at the time of accessing such tools;

c) Allow the data exploitation according to the monthly reporting period (from the first day to the last day of a month) no later than the 05th of next month, including:

(i) The total E-wallet accounts and the total balance on E-wallet accounts (issued, activated and operating) at the end of the reporting period’s last day; the total number and value of top-up transactions, withdrawal and payment transactions and other transactions of E-wallet accounts that are listed by day of a month;

(ii) The total Debit transactions and the total value of Debit transactions, the total Credit transactions and the total value of Credit transactions of the Debit guarantee accounts for E-wallet services that are listed by day of the month;

(iii) Information about 10 E-wallet accounts with the highest number of transactions and 10 E-wallet accounts with the highest transaction value according to each type of customers (units accepting payment; customers being individuals or organizations, except individuals or organizations that are units accepting payment), including opening balance and closing balance; the total number and value of top-up transactions and withdrawal transactions for each affiliated bank; the total number and value of payment and money transfer transactions; the total number and value of other transactions, if any (only including transactions successfully processed by the system). The number of E-wallet accounts to be reported may change at the request of the State Bank.”.

4. To add Article 9a after Article 9 as follows:

“Article 9a. Electronic clearing operation

1. ECS organizations are allowed to provide for the admission (or suspension) of ECS membership, in which settlement members must satisfy minimally the following requirements:

a) Being a direct member of the Inter-bank electronic payment system;

b) Having established the electronic clearing limit as prescribed in Clause 2 of this Article and committed to monitoring and managing the electronic clearing limit to ensure the processing of payment transactions via the electronic clearing limit as prescribed at Point c, Clause 4 of this Article;

c) Having an indefinite and irrevocable power of attorney that allows the State Bank (Banking Operation Department) to proactively deduct (debit) its payment account and handle the escrow account (when establishing the electronic clearing limit) to perform the electronic clearing settlement or the risk-sharing obligation if the settlement member, who prepares a debt acknowledgment paper to the bank lacking capital for electronic clearing settlement, remains insolvent for the loan as prescribed at Point c, Clause 6 of this Article;

d) Having a written commitment to the ECS organization to ensure solvency to promptly and fully pay the obligations arising when handling the electronic clearing settlement as prescribed in Clauses 5 and 6 of this Article.

2. Electronic clearing limit (ECL):

a) Settlement members shall establish, maintain and manage the ECL for making payment transactions via the EC System. EC limit shall be established by the EC organization at the proposal of the member making final settlement and in compliance with internal regulations on mechanism of establishing, adjusting and managing the ECL; however, the security deposit for establishing the ECL as prescribed in Clause 3 of this Article shall be ensured. The establishing or adjusting of ECL shall be done by paper documents or by electronic means via electronic information exchange channels between the EC organization and settlement members;

b) Establishing the ECL:

In order to establish the first ECL, the settlement member shall send to the EC organization the proposal for establishing the ECL and make a security deposit at the State Bank (Central Banking Department) for establishing the ECL as prescribed in Clause 3 of this Article. Within 01 working day after receiving the member's request for establishing the ECL, the EC organization shall base on the confirmation of the State Bank (Central Banking Department) about the settlement members' deposits and internal regulations on the mechanism for establishing, adjusting and managing the ECL to establish the ECL and notify the settlement members;

c) Adjusting ECL:

(i) The settlement member shall request the EC organization to consider adjusting the ECL based on the need for payment transactions via the EC system, internal regulations of the EC system on the mechanism of establishing, adjusting and managing the ECL and the value of the assets deposited as security for establishing the ECL at the State Bank (Central Banking Department):

- In case ECL is increased, the settlement member shall supplement valuable papers and/or request an increase in the temporarily frozen amount on the payment account to ensure the security deposits for establishing ECL as prescribed in Clause 3 of this Article. Immediately after the settlement member completes the supplement of security deposits for establishing the ECL at the State Bank (Central Banking Department), the EC organization shall adjust and update the increase on such ECL for settlement members;

- In case ECL is reduced, within 01 working day from receipt of the request of settlement members, organizations in charge of EC shall update the reduction of the ECL of the settlement members and notify such settlement members and the State Bank (Central Banking Department). After reducing the ECL, at the request of settlement members and on the basis of ensuring the security depositing for electric clearing limit as defined in Clause 3 of this Article, the State Bank (Department Transactions) shall return valuable papers and/or deposits of the settlement members according to the State Bank's regulations on the return of valuable papers and/or deposits in the IEP system.

(ii) The EC organization shall proactively adjust the ECL of the settlement members in case of a change in the ratio of deposits for establishing the ECL as prescribed at Point c, Clause 3 of this Article or in case of the reduction on value of deposits of the settlement members during the process of settlement of EC as specified in Clause 6 of this Article. In case of adjustment of the ECL, the EC organization shall complete the update of the ECL of the settlement member in the next EC session after receiving the decision approved by the Governor of the State Bank of Vietnam on changing the deposit ratio setting the ECL or information from the State Bank (Central Banking Department) on reducing the deposit value of settlement members.

3. Security depositing for establishing the ECL:

a) The settlement member shall make a security deposit in cash and/or by valuable papers at the State Bank (Central Banking Department) to establish the ECL, in which:

(i) Types of valuable papers and value of valuable papers used to establish the ECL shall comply with the State Bank's regulations on overdraft and overnight loans in interbank electronic payment (IEP) activities;

(ii) Security deposit is the amount of money temporarily frozen on the settlement account of the settlement members opened at the State Bank (Central Banking Department) to serve the establishment of the ECL;

b) When the settlement member establishes the first ECL as prescribed at Point b, Clause 2 of this Article, the minimum security deposit ratio is 10% of the value of the ECL. In case the ECL is increased as prescribed at Point c(i), Clause 2 of this Article, the security deposit ratio shall be 100% of the value of the increased ECL;

c) The security deposit ratio for establishing the ECL as prescribed at Point b of this Clause shall be changed from time to time or for each settlement members according to the decision of the Governor of the State Bank, based on the following principles:

(i) Increase the security deposit ratio for all settlement members to ensure the operational safety of the EC system in case of necessity or on the basis of recommendations on monitoring of the EC system;

(ii) Increase the security deposit ratio for the settlement members that do not strictly comply with the commitment to ensure the ECL for processing payment transactions via the EC system as prescribed at point c Clause 4 of this Article;

(iii) Increase the security deposit ratio of the settlement members that lead to the inability to pay the EC settlement or the lack of money on payment accounts at the State Bank (Central Banking Department) for low value settlement of the IEP system;

(iv) Settlement members that do not comply with the operational rules and regulations of the EC System and the regulations on members of the IEP system shall be applied with the security deposit ratio higher than other settlement members; 

d) Valuable papers and deposits of the settlement members used to make security deposits to establish the ECL may not be used for other deposit purposes by such settlement members at the State Bank.

4. Processing payment transactions via EC system:

The EC organization shall set up the professional process of the EC system, in which stipulating the number of transaction sessions as well as clearing and payment time, tracing and collating data, ensuring timely, complete and accurate settlement for settlement members according to the result of EC, based on the following principles:

a) The maximum transaction value in VND of an order for payment via an EC system shall not exceed the maximum value of a low value payment order via an IEP system;

b) The processing of Debt payment transactions via the EC system shall be subject to prior written agreement or authorization;

c) The EC organization and settlement members shall closely monitor and manage the ECL to ensure that the total payable difference of the settlement members in a transaction session is not higher than EC limit of such settlement members.

5. EC settlement:

a) In order to make EC settlement, the EC organization shall register the use of net settlement services for other systems of the IEP system according to the State Bank's regulations on managing, operating and using IEP systems;

b) The EC organization shall specify the time of final settlement at the end of the session corresponding to each method of processing payment orders or services of the EC system, ensuring that it is compatible with the operational time of the IEP system and the processing of EC settlement as prescribed in Clause 5, Clause 6 of this Article;

c) The EC organization shall send the EC results to the IEP system for processing and accounting into the payment accounts of the relevant settlement members according to regulations on managing, operating and using IEP systems. The EC results sent to the IEP system shall ensure that the member's liability to be paid in the settlement session does not exceed that member's ECL. The processing in case the settlement members cannot afford to pay shall comply with Clause 6 of this Article.

6. Processing in case the settlement members are insolvent to make EC settlements:

a) If at least one member is not insolvent when making EC settlement, the processing order shall comply as follows: 

(i) Member settlement shall overdraw with quotas granted under the provisions of the State Bank on overdraft and overnight loans in IEP for processing EC settlement results;

(ii) When the settlement member has used up the allocated overdraft quotas and still does not have enough balance to settle the EC, the EC result shall be transferred to the settlement queue. When the balance is sufficient, the EC results shall be further processed;

(iii) The EC organization shall made information inquiries on the IEP system to check the status of processing EC results in the queue while notifying and requesting the settlement members to take measures to promptly increase the balance (credit balance) on payment accounts from the capital of the settlement members themselves or through transactions on the monetary market or mutual loan in the interbank market according to the State Bank's regulations for making EC settlement;

(iv) By the time of stopping receiving orders of low value payment, the IEP system, in case the settlement members still are insolvent for the payment, the State Bank (Central Banking Department) shall deduct (debit) the security deposits for establishing the ECL of the settlement members (if any) for making EC. Immediately after deducting (debiting) the security deposits for establishing the ECL of the settlement members, the State Bank (Central Banking Department) shall notify the EC organization to reduce EC limit based on the value of the remaining security deposits of the settlement members;

(v) By the time of stopping receiving payment orders of high value IEP system, the settlement members who are insolvent for payment shall make a bank debt certificate on the lack of capital for EC settlement (following the form in Appendix 06 issued with this Circular) and send to the State Bank (Banking Operation Department) to apply clearing payment loans for making EC settlement with the interest rate as same as that of overnight loans decided by the Governor of the State Bank in each period. Meanwhile, the State Bank (Central Banking Department) shall notify the EC organization to suspend the use of payment services via the EC system of such settlement members and prepare risk management plans as prescribed at Points b and c of this Clause;

b) In case at least one of the settlement members shall make a bank debt certificate on the lack of capital for EC settlement:

(i) At the beginning of the next working day following the date of arising the loan for EC settlement and before the EC organization sends the results of EC settlement, a member who has made a bank debt certificate on the lack of capital for EC settlement shall pay both principal and interest to the State Bank. In case such member does not complete the debt repayment, the State Bank (Central Banking Department) shall apply measures to recover the loans for EC settlement (including the principal balance and interest rate) on the principle of principal collection before interest payment, specifically:

- Actively make deduction (debit) of payment accounts in VND of the settlement members at the State Bank (Central Banking Department);

- Request the depository of valuable papers to transfer ownership of valuable papers from the settlement members to the State Bank in case of the valuable papers deposited by such settlement members at the State Bank (Central Banking Department) for establishing the ECL;

(ii) By the end of the next working day following the date of arising the loan for EC settlement, in case after applying the debt recovery measures as prescribed at Point b(i) of this Clause, but the debts cannot be recovered, the State Bank (Central Banking Department) shall transfer all outstanding debts into overdue debts; The interest rate for overdue loan principal, the interest rate for late payment interest is equal to the interest rate applicable to the overdue overnight loan principal, the interest rate for late-payment overnight loan interest according to the State Bank's regulations on overdraft and overnight loans in IEP and notify the EC organization of the outstanding debt amount to be recovered (including principal and interest). The EC organization shall allocate the risk-sharing obligations to the remaining settlement members to pay debts to the State Bank (Central Banking Department) as prescribed at Point c of this Clause;

c) Allocation of risk-sharing obligations in case the settlement member who has made a bank debt certificate on the lack of capital for EC settlement is insolvent for repaying such loan debts (including principal and interest):

(i) On the next working day following the day on which the State Bank (Central Banking Department) informs the EC organization of the failure to fully recover loan debts for EC settlement and the total amount of loan debts (including principal and interest) to be paid to the State Bank of the settlement members making bank debt certificates on the lack of capital for EC settlement as prescribed at Point b(ii) of this Clause, the EC organization shall determine the allocation of risk-sharing obligations for the remaining settlement members according to the following formula:

In which:

Ai: is the amount of loans (including principal and interest) that the (i) settlement member shall pay to State Bank in order to share the risks with the settlement member making bank debt certificates on the lack of capital for EC settlement  who is insolvent for repaying such loans (including both principal and interest);

Di: is the turnover of payment transactions of arising debts of the (i) settlement member in the settlement session with a settlement member making bank debt certificates on the lack of capital for EC settlement;

D: is the total turnover of payment transactions of arising debts in the settlement session with a settlement member making bank debt certificates on the lack of capital for EC settlement;

D (x): is the turnover of payment transactions of arising debts in the settlement session with a settlement member making bank debt certificates on the lack of capital for EC settlement;

M: is the total loan debt (including principal and loan interest) payable to the State Bank of a settlement member making bank debt certificates on the lack of capital for EC settlement;

(ii) After calculating and determining the amount that each settlement member is obliged to share the risk, the EC organization shall send it to the State Bank (Central Banking Department) to make deductions (debits) in the settlement account of the settlement members at the State Bank (Central Banking Department) and recover all loan debts (including principal and interest) of the settlement members making bank debt certificates on the lack of capital for EC settlement, while notifying the settlement members;

(iii) If at least one member does not have enough balance (Credit balance) on the payment account to perform the risk-sharing obligation, the State Bank (Central Banking Department) shall notify the EC organization to consider suspending the use of payment services via the EC system of such member. At the same time, the State Bank (Central Banking Department) shall review the balance on the payment accounts opened at the State Bank (Central Banking Department) of the settlement members to continue the deduction (debit) until the amounts allocated according to the risk-sharing obligations are sufficiently collected;

(iv) By the end of the working day following the day the EC organization determines and informs the settlement members of the obligations to share risks, if the settlement members do not have enough balance (the credit balance) on the payment accounts to fulfill the risk-sharing obligations, the State Bank (Central Banking Department) shall handle the deposited assets for establishing the ECL of such members to recover the remaining debts by deducting (debiting) the deposit for establishing the ECL (if any) of such settlement member or requesting the depository of valuable papers to transfer the ownership of valuable papers from such settlement members to the State Bank. At the same time, the State Bank (Central Banking Department) shall notify the EC organization and the settlement members to calculate and ECL of such clearing members;

d) Repayment for the settlement members who shared the risks:

(i) Within 05 working days from the day the EC organization determines and informs the settlement members of the obligations to share risks, the settlement member making a bank debt certificate on the lack of capital for EC who is insolvent for repayment the loans (both principal and interest) shall be obliged to take all measures to sufficiently return the loans (including principal and interest) to the State Bank (Central Banking Department). After the abovementioned period of time, if it does not receive enough loan balance for EC settlement (including loan principal and interest), the State Bank (Central Banking Department) shall actively deducting (debiting) such member's payment account opened at the State Bank (Central Banking Department) to recover the outstanding amount and notify the EC organization of the recovered amount;

(ii) EC organization shall base on the recovered amount in the notice of the State Bank (Central Banking Department) and the percentage (%) between the amount to be shared by each remaining settlement member  with the total payable amount (including the principal and interest) to calculate the repayment amount for each settlement member who has fulfilled his/her risk-sharing obligation and sent it to the State Bank (Central Banking Department) for consideration and refund (credit) into payment accounts for such settlement members, while notifying such settlement members;

(iii) In case the settlement member making a bank debt certificate on the lack of capital for EC settlement goes bankrupt, the State Bank shall be entitled to receive debts in accordance with the law provisions on corporate bankruptcy and repay settlement members who have shared the risks according to the allocation rate in line with the recovered amount.”

5. To add Clauses 1a and 4 to Article 11 as follows:

"1a. For service providers:

a) The organizations providing electronic payment gateway services shall make specific agreement in writing with the cooperative bank on the rights and obligations of the parties in the service provision process, clearly defining responsibilities of each party in selecting and signing cooperation contracts with payment-accepting units as well as responsibilities for supervision and inspection of payment-accepting units during the course of contract performance;

b) In case an electronic payment gateway service provider signs a contract or direct agreement with a payment-accepting unit (the agreement does not have a cooperative bank involved), the electronic payment gateway service provider shall:

(i) Request the payment-accepting unit to open a payment account at the bank to receive payment for the supply of goods or services; 

(ii) Develop and implement internal regulations on processes and procedures for identifying and verifying payment-accepting units; regularly update information about the payment-accepting units; formulate selection criteria, procedures for developing payment-accepting units;

(iii) Evaluate and classify payment-accepting units according to risk level; regularly monitor, supervise and take measures to closely inspect and manage the activities of the payment-accepting units during the implementation of the signed contracts;

(iv) Guiding payment-accepting units on technical measures, professionally processes on confidentiality in payment via intermediary payment services;

c) The contracts between the providers of electronic payment gateway services and the payment-accepting units in the cases as specified at Point b of this Clause shall specify the following contents:

(i) Rights and responsibilities of the parties;

(ii) Clearly providing that payment-accepting units shall be responsible for the legality of goods and services provided and shall commit not to perform prohibited transactions as prescribed by related laws;

(iii) Requesting the payment-accepting units to commit not to collect additional fees from customers when they make payments via intermediary payment services in any form.".

“4. For EC organizations:

a) The EC organization shall formulate and promulgate internal regulations on the organization and operation of the EC system in accordance with this Circular and current laws on payment activities, ensuring at least the following contents:

(i) Standards and requirements for members of the EC System;

(ii) Suspension and termination of membership of the EC System;

(iii) Professional payment process and risk management mechanism of the EC system;

(iv) Mechanism of establishing, adjusting, managing and monitoring ECL;

(v) Operational time of the EC system, including time for receiving orders, time for clearing processing, settlement and comparison of EC sessions;

(vi) Inquiry, collation and procedures for handling errors and tracing complaints;

(vii) Handling of the case where EC system is interrupted due to maintenance activities or technical problems, or in emergency;

(viii) The rights and obligations of the participants in the EC system, including risk-sharing obligations in handling EC settlements;

(ix) The policies on fee;

b) Establish a system of receiving and clearing payment transactions of the members, ensuring that the EC system operates safely and smoothly;

c) Monitor, manage and timely update the ECL of the settlement members; apply effective warning measures so that the settlement members can promptly increase the ECL to ensure compliance with the provisions of Point c, Clause 4, Article 9a of this Circular;

d) Make and send the EC results to the IEP system for timely, fully and accurately carrying out the EC settlement for the settlement members;

dd) Receive the EC results from the IEP system and notify the settlement members;

e) Calculate and determine the risk-sharing obligations of each settlement member and send it to the State Bank (Central Banking Department) as a basis for collection of loan debts for EC settlement as specified at Point c, Clause 6, Article 9a of this Circular.".

6. To amend Clauses 2 and 3 of Article 13 as follows:

"2. For banks:

a) For cooperative banks:

(i) Fully and promptly fulfilling the obligations arising from transactions as agreed between payment intermediary service providers and cooperative banks and in compliance with related laws and regulations;

(ii) A specific written agreement on the rights and obligations of the parties in the service delivery process, which clearly defines the responsibilities of each party in selecting and signing cooperation contracts with the payment-accepting units and the responsibility to monitor the payment transactions arising at such payment-accepting units, the performance of the signed agreements of such payment-accepting units;

(iii) Cooperating with cooperative banks and partners in daily checking and comparing transaction data arising on accounts of intermediary payment service providers opened at cooperative banks as agreed by the related parties;

b) For affiliated banks:

The e-wallet service provider shall be responsible for coordinating with the switching and EC service providers and the affiliated banks to check, authenticate, fully and accurately update the information of clients who register to open E-wallets.

3. If the service provider signs a contract or direct agreement with the units accepting payment (the agreement shall not have a cooperative bank involved), the service provider shall:

a) Develop, implement internal regulations on processes and procedures for identification and verification of the units accepting payment; regularly update information about the units accepting payment; formulate selection criteria as well as procedures for developing the units accepting payment; evaluate and classify such units according to risk level; regularly monitor, supervise and take measures to closely inspect and manage the operation of the units during the implementation of the signed contract; guide the units through technical measures, processes and confidentiality in payment through payment intermediary services;

b) The contract between the service provider and the unit accepting payment shall comprise the following contents:

(i) Rights and responsibilities of the parties;

(ii) Clear regulation that the unit accepting payments shall take responsibility for the legal liability of the provided goods and services, and shall commit to not carrying out illegal transactions under the law;

 (iii) Request that unit accepting payments shall not collect more fees from clients on payment through intermediary payment service under any forms.”.

7. To amend and supplement Article 14 as follows:

“Article 14. Rights of the bank

1. Rights of the bank:

a) To select organizations other than banks to cooperate and test one or some payment intermediary services;

b) To sign contract of using the service of providing electronic payment infrastructure and/or cooperating to implement payment support service with the providers of payment intermediary service certified by the State Bank;

c) To exercise rights under contracts and agreements with payment intermediary providers and related parties.

2. Rights of the cooperative banks:

a) To request payment intermediary service providers to provide necessary information related to payment transactions through payment intermediary services as prescribed law;

b) Refusing transactions if E-wallet service providers fail to use payment guarantee accounts as prescribed in Article 8 of this Circular;

c) If the cooperative bank is also an affiliated bank, the cooperative bank shall have the rights prescribed in Clause 3 of this Article.

3. Affiliated banks are allowed to require E-wallet service providers to provide customers information serving the connection between customers’ E-wallet accounts and payment accounts and/or debit cards which are opened at affiliated banks.”.

8. To amend and supplement Article 15 as follows:

“Article 15. Responsibilities of the bank

1. Responsibilities of the bank:

a) To cooperate in providing intermediary payment services only with organizations other than banks licensed by the State Bank;

b) Obligations under contracts with payment intermediary service providers, units accepting payment, customers and related parties.

2. Responsibilities of the cooperative banks:

a) To coordinate with payment intermediary service providers and partners in checking and comparing daily transaction data arising on accounts of payment intermediary service providers opened at cooperative banks under agreement between the parties;

b) To make payment transactions for related parties under the regulations of the State Bank and cooperation contracts to provide services for payment intermediary service providers;

c) To open payment guarantee accounts for E-wallet service providers; ensure that such accounts shall not be used together with payment guarantee accounts for the provision of collection and payment on-behalf-of support services (if any), and other normal payment accounts of the E-wallet service providers; manage solvency measures of the collection and payment on-behalf-of service providers, purpose of using payment guarantee accounts for E-wallet services in accordance with the signed cooperation contract with E-wallet service providers and provisions of this Circular;

d) To coordinate with organizations providing payment intermediary services in building the process and procedures for settling customer complaints related to payment transactions through payment intermediary services.

3. If the cooperative bank signs a direct contract or agreement with an organization accepting payments (agreement with the presence of a payment intermediary service provider), the cooperative bank shall be required to:

a) Develop and implement internal rules about procedures to recognize and verify the organizations accepting payment; regularly update information about the organizations accepting payments; develop criteria, procedures to select and develop organizations accepting payments; evaluate and classify organizations accepting payments according to level of risks; regularly check, inspect and develop methods to review and manage the activities of organizations accepting payments in the implementation of the signed contracts; guide the organizations accepting payments with technical, professional and privacy measures in paying through payment intermediary services;

b) The contract between the bank and the organization accepting payments shall comprise the following contents:

(i) Rights and responsibilities of each side;

(ii) Clear regulation that the organization accepting payments shall be responsible for the legal liability of the provided goods and services, and shall commit to not carrying out illegal transactions;

(iii) Request that organizations accepting payments shall not collect more fees from clients on payment through intermediary payment service under any forms;

c) If the organization accepting payments is a payment intermediary service provider (organizations that provide products, services and accept payments through one or more payment intermediary service(s) that they provide themselves), the cooperative bank shall be responsible of checking and inspecting the activities of the organization accepting payments as prescribed at Point a, Point b of this Clause.

4. If the cooperative bank is an associating bank, the cooperative bank shall assume responsibilities as prescribed at Clause 5 of this Article.

5. The affiliated bank shall be responsible of coordinating with providers of electronic switching and clearing services, and providers of E-wallet services to check, verify and update precisely information of clients opening E-wallet accounts.”.

9. To add Article 15a after Article 15 as follow:

“Article 15a. Responsibilities of settlement members

1. To proactively monitor, manage and timely supplement the Credit balance on the payment accounts of their organizations opened at the State Bank (Banking Operation Department) for ensuring the solvency to perform the EC settlement and implement fully and promptly obligations arising when participating in the ECS.

2. To establish, maintain and manage the EC limit in accordance with regulations; proactively monitor and timely increase the EC limit to ensure that customers' payment transactions through the ECS are carried out smoothly and without interruption.

3. To observe the ECS institution's regulations on organizing and operating the system. ”.

10. To amend and supplement Article 16 as follows:

“Article 16. Reporting and providing information

1. The intermediary payment service providers shall report and provide information to the State Bank as follows:

a) To make report on the situation of provision of intermediary payment services on a quarterly and annual basis according to Appendix 02 promulgated together with this Circular;

b) Information of payment guarantee accounts for E-wallet service within 05 working days from the date of signing contract/agreement with cooperative banks on cooperation in providing payment intermediary services, opening and using a payment guarantee account for E-wallet service, including:
       (i) The account number and opening date, and the bank opening and managing the account;

(ii) Copy of the contract/agreement with the cooperative bank on providing intermediary payment services, opening and using a payment guarantee account for the e-wallet service;

c) To make report on the risk situation of scams and frauds via email tt@sbv.gov.vn within 24 hours after detecting cases related to the risks of scams and frauds that cause financial losses to customers using intermediary payment services; send a written report or online according to Appendix No.04 promulgated together with this Circular within 03 working days from the date of reporting via email to the State Bank;

d) To make report on incidents disrupting the provision of payment intermediary services for more than 02 hours via email tt@sbv.gov.vn within 24 hours from the time the incident arises; send a written report or online according to Appendix No.05 promulgated together with this Circular within 03 days after completing the troubleshooting. This provision shall not apply to cases subject to reporting on incidents as prescribed in the Circular No. 20/2018/TT-NHNN dated August 30, 2018 of the State Bank’s Governor on supervising payment systems and other documents on amending, supplementing and replacing (if any);

dd) Method of reporting:

(i) Electronic report under the form of electronic file that shall be transmitted via computer network or sent via information carrier, with electronic signature of the lawful representative of the reporting organization in accordance with the symbols, information codes and file structure as prescribed by the State Bank;
       (ii) To send a written report in person or via the postal service to the State Bank (Payment Department) in case of failure to perform the report via the electronic reporting system, with signature of the lawful representative of the reporting organization;

e) The reporting period and duration is prescribed at Point a of this Clause as follows:

(i) The quarterly reporting period shall be from the first day of the first quarter of a quarter to the end of the last day of the quarter’s last month (the payment intermediary provider shall only make reports for Quarter I, II and III); the deadline to submit the periodic report shall be no later than the 5th day of the first month of the next quarter;

(ii) The annual reporting period shall be from January 01 to December 31; the deadline to submit the periodic report shall be no later than the 15th of the first month of the next year immediately after the reporting period.

2. The intermediary payment service providers and banks shall be responsible for keeping the confidentiality of information related to payment transactions through intermediary payment services, personal information, payment accounts and debit cards of customers and they shall only be disclosed in the following cases:

a) At the request of customers;

b) As prescribed by law.

3. The payment intermediary service providers shall be responsible for appointing the focal point responsible for reporting, providing information to the State Bank (Payment Department) and handling the arising risks and incidents.

4. The cooperative banks of payment intermediary service providers shall be responsible for providing information of payment guarantee accounts for E-wallet services through the State Bank's online information collection system.”.  

11. To amend Clause 1 and add Clauses 7, 8, 9 and 10 to Article 18 as follows:

"6.To perform the responsibility of supervising the provision of intermediary payment services.

7. To coordinate with the Department of Information Technology to develop an electronic reporting system for receiving, synthesizing, exploiting and storing the reporting data as prescribed in Article 16 of this Circular.

8. To provide information to the Banking Supervision Agency, the State Bank branches in provinces and centrally-run cities when detecting signs of violations or violations against regulations of law on provision of payment intermediary services.

9. To coordinate with the Banking Supervision Agency, the State Bank branches in provinces and centrally-run cities in inspection of the compliance with regulations on provision of payment intermediary services.

 10. To coordinate with the Banking Supervision Agency, the State Bank branches in provinces, centrally-run cities in inspection of payment intermediary service providers as prescribed by law.

11. To assume the role of focal point and coordinate with relevant units to advise the Governor of the State Bank on the margin ratio to set the EC Limit.”. 12. To amend and supplement Article 19 as follows:

“Article 19. Department of Information Technology

1. Within 15 working days after receiving the written request of the Payment Department, the Information Technology Department shall consider, evaluate and send a written request to the Payment Department to confirm technical conditions, technological solutions, security, human resources to perform payment intermediary service of the applicant.

2. To assume the role of focal point and coordinate with the Banking Supervision Agency to inspect the compliance with regulations on safety, confidentiality in electronic transactions of payment intermediary service providers as prescribed by law.

3. To coordinate with the Banking Supervision Agency and the State Bank branches in provinces and centrally-run cities in the inspection of payment intermediary service providers as prescribed by law.

4. To cooperate with E-wallet service providers and the Payment Department in equipping instruments to supervise the provision of E-wallet services as prescribed in Clause 7 Article 9 of this Circular.

5. To coordinate with the Payment Department to build and maintain the operation of the electronic reporting system for receiving, synthesizing, exploiting and storing the reporting data as prescribed  in Article 16 of this Circular.

6. To research and develop technical solutions to meet the demand for developing and expanding the IEB system, allowing the reception and handling of settlement results from the ECS institution’s system.

7. To research and develop technical applications allowing the exchange and feedback of information on the ECL between the State Bank (Banking Operation Department) and the ECS institution, and the processing of the EC result.”.

13. To amend and supplement Article 20 as follows:

“Article 20. Banking Supervision Agency

1. To receive information provided by the Payment Department in accordance with Clause 8 Article 18; consider and handle it as prescribed by law.

2. To advise and support the Governor of the State Bank in performing the state management on the money laundering prevention with regard to the provision of payment intermediary services.

3. To coordinate with the Payment Department and the Information Technology Department in the inspection of the compliance with regulations on payment intermediary service provision.

4. To assume the role of focal point to inspect the payment intermediary service provision of Vietnam National Payment Joint Stock Company as prescribed by law.”.

14. To add Article 20a after Article 20 as follows:

“Article 20a. Banking Operation Department

1. To assume the role of focal point to receive and manage valuable papers of settlement members; exchange information related to the ECL of settlement members through the application on the IEB System.

2. To account the EC results into the payment accounts of related parties.

3. To handle cases in which the settlement members of the ECS may be insolvent as prescribed in Clause 6, Article 9a of this Circular.”.

15. To add Article 20b after Article 20a as follows:

“Article 20b. State Bank branches in provinces and centrally-run cities

1. To assume the role of focal point to inspect payment intermediary services of payment intermediary service providers other than banks based in the provinces or cities under the provisions of law, except for those defined in Clause 4, Article 20 of this Circular.

2. To receive information provided by the Payment Department in accordance with Clause 8 of Article 18; consider and handle it as prescribed by law.

3. To coordinate with the Payment Department in inspecting the compliance with the regulations on payment intermediary service provision.”.

16. To replace Appendices 01, 02 and 03 promulgated together with the Circular No. 39/2014/TT-NHNN dated December 11, 2014 of the Governor of the State Bank guiding payment intermediary services with Appendices No. 01, 02 and 03 promulgated together with this Circular.

17. To add Appendices No. 04, 05, and 06 to the Circular No. 39/2014/TT-NHNN dated December 11, 2014 of the Governor of the State Bank guiding payment intermediary services.

Article 2. Transitional provisions

1. Providers of E-wallet services shall review the records of customers opening E-wallet accounts before the effective date of this Circular; collect and supplement customers’ information and documents; verify information of customers opening E-wallet accounts under this Circular within 06 months from the effective date of this Circular. After 06 months from the effective date of this Circular, E-wallet service providers shall stop providing E-wallet services for customers who fail to provide sufficient E-wallet opening dossiers as prescribed in this Circular.

2. Within 06 months from the effective date of this Circular, providers of E-wallet services shall coordinate with cooperative banks in reviewing payment guarantee accounts for E-wallet services opened at cooperative banks before the effective date of this Circular to ensure that payment guarantee accounts for E-wallet services shall not be used together with payment guarantee accounts for collection and payment on-behalf-of services (if any) as well as other payment accounts at cooperative banks under this Circular.

3. Within 03 months from the effective date of this Circular, E-wallet service providers licensed by the State Bank shall supplement and complete the instruments to supervise the e-wallet service provision as prescribed in Clause 7, Article 9 of the Circular No. 39/2014/TT-NHNN (amended and supplemented in Clause 3 Article 1 of this Circular).

Article 3. Responsibilities for implementation

Chief of Office, Director of the Payment Department, Heads of relevant units under the State Bank, Directors of State Bank branches in provinces and centrally-run cities, Presidents of Board of Directors, Presidents of Board of Members, General Directors (Director) of payment service providers and payment intermediary service providers shall assume responsibility for organizing the implementation of this Circular.

Article 4. Implementation provisions

1. This Circular takes effect on January 07, 2010.

2. To annul Clause 3, Article 25 of the Circular No. 37/2016/TT-NHNN dated December 30, 2016 of the Governor of the State Bank providing for the management, operation and use of the IEB System.

3. To amend and supplement Point d, Clause 1, Article 5 of the Circular No. 04/2016/TT-NHNN dated April 15, 2016 on regulating the valuable papers depository and use at the State Bank of Vietnam as follows:

"d) Deposit valuable papers to establish the net debt limit in inter-bank electronic payment and participate in the EC system”./.

For the Governor

The Deputy Governor

Nguyen Kim Anh

* All Appendices are not translated herein.