Expanding foreign room to 49%, the first test in the process of...

According to Decree 69/2025/ND-CP recently issued by the Government and effective from May 19, 2025, the total shareholding level of foreign investors in commercial banks receiving compulsory transfers (excluding commercial banks in which the State holds more than 50% of charter capital) may exceed 30% but not exceed 49% of charter capital.

Previously, in the last 3 months of 2024 and early 2025, the State Bank completed the transfer of 4 weak banks (CB transferred to Vietcombank, Oceanbank transferred to MB, DongA Bank transferred to HDBank , GPBank transferred to VPBank). The transfer of weak banks is expected to help these banks overcome accumulated losses and exit special control status. Meanwhile, the banks receiving the transfer will enjoy many preferential mechanisms on capital sources, credit room to expand the scale of assets and outstanding debt to motivate these banks to resolutely participate in the successful restructuring of weak credit institutions.

According to ACBS Securities experts, this regulation creates conditions for joint stock commercial banks such as MBB, VPB and HDB - which have participated in the compulsory transfer of weak banks - to have the opportunity to increase their foreign ownership ratio up to 49% (VCB is not on this list because the State Bank currently owns 74%).

Currently, the foreign ownership ratio at MBB is 22.3%, VPB is 24.3% and HDB is 16.9%. Therefore, expanding the room to 49% will not be a positive driver for the banks' stock prices in the short term.

It should be noted that this foreign ownership ratio relaxation depends on the bank's charter and is only applicable during the implementation period of the approved compulsory transfer plan, expected to be 5-10 years. After this period, foreign investors are not allowed to purchase additional shares until the total ownership level falls below 30%, except in the case of purchasing shares offered to existing shareholders or transferring between foreign investors.

However, in the medium and long term, ACBS experts assess that the 49% limit will help banks mobilize capital from foreign investors, especially from strategic shareholders.

According to ACBS, Decree 69/2025/ND-CP creates conditions for banks to issue additional capital to foreign shareholders, in case banks need to increase capital to inject more capital into weak banks, thereby speeding up the restructuring process.

In a specific case like MBBank , this bank is planning to contribute up to VND5,000 billion to MBV Bank during the restructuring period. Expanding the foreign ownership ratio will create opportunities for MBB to issue new shares to raise capital, supporting the restructuring plan. However, with the characteristic of having a state ownership factor, the issuance of capital increase may encounter obstacles because the group of state shareholders tends to limit the dilution of ownership ratio.

ACBS believes that other banks will have similar plans and this is part of the restructuring project for weak banks. In addition, the capital increase helps strengthen the capital adequacy ratio (CAR), in the context that banks receiving the transfer of weak banks are granted a very high credit growth limit of 20-30%/year.

As for VPBank, according to ACBS's assessment, this bank has a relatively high CAR (about 14%) and has not used many Tier 2 capital bonds, but increasing the foreign ownership ratio can still be a solution to attract more strategic capital. This bank currently has SMBC, a Japanese strategic partner, holding 50% of FE Credit's capital, creating favorable conditions for increasing influence and long-term investment.

For HDBank, although CAR is quite high (about 14%), it depends on Tier 2 bonds, so the need to increase Tier 1 capital to reduce capital costs in the long term is real. However, ACBS experts assess HDBank as the bank with the earliest ability to increase foreign room. The bank currently has no foreign strategic shareholders, while the need to increase Tier 1 capital is increasing. According to HDBank's charter, the foreign room is only 0.65%, while the maximum room according to the law is still 13.15%.

In case HDBank seeks strategic shareholders with a normal ownership ratio of 15-20%, opening the room to 49% will become a favorable condition to attract this capital flow, while supporting stock prices in the medium and long term.

In addition to its positive impact on capital and stock prices, Decree 69/2025/ND-CP is not only a separate policy supporting the three banks that are receiving the transfer, but also the first test for the expansion of foreign room in the banking sector in Vietnam. The policy is limited to banks that receive special tasks, allowing the Government to control risks and assess practical impacts before considering the possibility of expanding this policy across the entire banking system. This is a cautious but strategic step in the process of financial integration.

In the context that foreign investors have net sold more than VND30,000 billion of bank stocks since the beginning of 2024, this policy could be a driving force to help reverse the trend, supporting the attraction of capital back into the banking industry and the Vietnamese stock market in the future.

Source: https://baodaknong.vn/noi-room-ngoai-len-49-phep-thu-dau-tien-trong-qua-trinh-hoi-nhap-tai-chinh-252269.html