Vietnam Resolution No. 66.23/2026/NQ-CP: New Beneficial Ownership Standards for AML Compliance

The Vietnamese Government has issued Resolution No. 66.23/2026/NQ-CP, dated July 24, 2026, introducing temporary special mechanisms in the anti-money laundering framework. The resolution amends and supplements provisions of the Law on Anti-Money Laundering 2022 and its guiding documents, setting beneficial ownership standards for AML compliance, and it changes how beneficial ownership is identified for customer due diligence.

The resolution is time-limited. It applies from July 24, 2026 until February 28, 2027, or until the amended laws, decrees and circulars take effect, whichever comes first. While it is in force its provisions prevail over conflicting provisions in other legal documents. The Government has described the mechanism as a way to meet international commitments, including on the exchange of tax information on request, while the permanent amendments are completed.

Banks, funds, insurers and other reporting entities carry the compliance duty. Foreign-invested companies and their investors feel the effect at onboarding, at account review, and in any transaction where a financial institution has to identify the individuals behind the structure.

Two Regimes, One Structure

Since July 2026 the same corporate structure can be examined under two different beneficial ownership standards. One governs what must be filed with the enterprise registration authority in the establishment. The other governs how banks and other reporting entities identify beneficial owners for anti-money laundering purposes. They are closely related but not identical, and inconsistent information across them can create legal and compliance risk.

Beneficial Ownership Standards for AML Compliance – What Changed

For corporate customers, a beneficial owner is an individual who directly or indirectly owns at least 25 percent of the charter capital or voting shares, or who ultimately exercises control through other legal or practical means.

Where no such individual can be identified, the person holding the highest executive authority may be identified, for anti-money laundering customer due diligence purposes, as the beneficial owner. Representatives of State capital are excluded from this treatment. This is an identification rule for compliance files. It does not transfer ownership of the business to that person.

For customers involved in trust arrangements or similar legal structures, reporting entities must obtain information on all parties performing roles equivalent to those in a trust arrangement. In life insurance, beneficiary information must be collected once the beneficiary is designated by the policyholder or the insured.

The resolution also addresses verification of customer information, transparency of legal arrangements, risk-based customer classification, and how often customer information must be updated.

Beneficial Ownership Standards for AML Compliance – Why It Matters

The fallback rule is the provision with the most practical effect. Where the chain cannot be traced to an individual, the person with the highest executive authority may be recorded as the beneficial owner in the reporting entity’s file. A general director who does not own the business can end up identified that way for compliance purposes, which is usually a sign that the shareholder chain was not documented well enough.

Control is tested as well as ownership. A shareholding below 25 percent does not settle the question where the individual can direct key decisions through an agreement or through practical influence. Groups relying on percentage arithmetic will find the analysis now looks at the shareholders agreement, the board composition and the reserved matters, which is why joint venture governance terms should be drafted with this in mind.

Trust and multi-tier holding structures now have to be explained to a bank rather than to a registry alone. The equivalent-roles requirement reaches settlors, trustees, protectors and beneficiaries, among others, so a structure disclosing only the immediate corporate holder may not satisfy the standard.

The time limit matters for planning. The resolution runs to February 28, 2027 or until the permanent amendments arrive, and it prevails over conflicting rules while in force. Compliance work done now should be built so it carries into the permanent regime rather than being redone.

Who Should Review Their Position

The following groups are most directly affected.

• Banks, finance companies, securities firms, insurers and other reporting entities
• Investment funds and fund managers holding Vietnamese portfolio interests
• Foreign-invested companies opening or maintaining Vietnamese bank accounts
• Groups holding Vietnam through trusts, foundations or multi-tier holding chains
• Parties to an acquisition where financing, escrow or completion depends on customer due diligence
• Compliance officers updating internal customer due diligence policies, among others

Immediate Actions on Beneficial Ownership Standards for AML Compliance

1. Trace each ownership chain to the individuals and keep the supporting documents, rather than assembling the answer under pressure at onboarding.
2. Prepare a standing ownership pack a bank can accept, covering the chain, the identity documents and the control analysis.
3. Review trust, foundation and fund structures against the equivalent-roles requirement, and identify every person performing a trust-like role.
4. Identify who would be named under the fallback rule if the chain could not be traced, and correct the documentation before that happens.
5. Record 28 February 2027 in the compliance calendar and follow the permanent amendments, so the internal policy is updated once rather than twice.

Frequently Asked Questions

Q1: Does the resolution replace the Law on Anti-Money Laundering 2022?

No. It amends and supplements provisions of that law and its guiding documents on a temporary basis. While the resolution is in force its provisions prevail over conflicting provisions elsewhere, and it expires on February 28, 2027 or when the amended instruments take effect.

Q2: Is beneficial ownership under enterprise registration always the same as beneficial ownership under anti-money laundering rules?

No. The tests are closely aligned at the 25 percent threshold and both look at control, but they sit under different laws, are applied by different bodies and serve different purposes. The anti-money laundering standard also adds the fallback to the senior executive and the treatment of trust-like arrangements. A group should be able to give a consistent answer to both, supported by the same underlying documents.

Q3: What happens if the beneficial owner genuinely cannot be identified?

The person holding the highest executive authority may be identified as the beneficial owner for customer due diligence purposes, with representatives of State capital excluded. That outcome is usually avoidable, and the better course is to document the chain before a reporting entity has to apply the fallback.

About the Author

About ANT Lawyers, a Law Firm in Vietnam

ANT Lawyers is a Vietnam law firm with lawyers in Ho Chi Minh City, Hanoi, and Da Nang. We advise foreign companies, investors, contractors, managers, and individuals on corporate, commercial, regulatory, employment, dispute resolution, intellectual property, real estate, construction, trade, tax, and other legal matters in Vietnam. Our work combines legal analysis with practical understanding of Vietnam’s business environment, local procedures, and cross-cultural issues. We help clients protect their interests, manage legal and commercial risk, maintain regulatory compliance, and make informed decisions in transactions, operations, investments, and disputes.

General Disclaimer

This article is for general informational purposes only and does not constitute legal advice for any specific situation. Laws and practice may change, and the position is stated as of the publication date. For advice on your matter, please consult qualified counsel.