Key Points
Vietnam's new regulatory framework sets extremely high entry barriers, and only large banks, securities firms, or global exchanges with strong partners can meet them.
Although seven local companies have already made early preparations, most lack sufficient capital and institutional qualifications, making it difficult to meet regulatory requirements.
Binance and Bybit have received high-level Vietnamese government representatives, indicating that foreign exchanges will share the market with a small number of licensed local institutions.
1. A New Era of Regulation: Vietnam's Digital Asset Market Towards Standardization
By 2025, Vietnam's digital asset market will undergo a decisive transformation. After years of regulatory ambiguity, the government has unveiled three major policy frameworks, marking the country's official transition from a laissez-faire "gray area" to a new phase of comprehensive regulation and controllable taxation. The primary cornerstone is the Digital Technology Industry Law, passed by the National Assembly in June 2025 and scheduled to take effect on January 1, 2026. This bill, for the first time, legally clarifies the independent status of digital assets, distinguishing them from securities and legal tender instruments. This provides a legal basis for subsequent taxation, anti-money laundering supervision, and law enforcement authority. Specific details will be further clarified through implementing regulations. The second key measure is the Regulatory Sandbox Decree, which came into effect on July 1, 2025. Led by the State Bank of Vietnam, this sandbox mechanism provides a testing environment for financial innovation. While not specifically designed for cryptocurrencies, it is expected to establish regulatory linkages with the exchange licensing system through core requirements such as anti-money laundering, customer identity verification, and settlement. The most immediately impactful announcement was Resolution No. 05/2025/NQ-CP, issued on September 9, 2025, which officially launched a five-year pilot program for virtual asset issuance and trading. This became the first practical framework for legal exchanges operating in Vietnam. A key limitation was that during the pilot phase, only Vietnamese companies could apply for operator licenses; foreign exchanges were required to participate indirectly through joint ventures or by providing technology, compliance systems, and liquidity support. This series of combined measures underscores the government's intention to gradually incorporate digital asset activities into the domestic system under strict oversight. The policy clearly favors local control, alignment with international anti-money laundering standards, and is deeply aligned with the strategic goal of building Da Nang into a regional financial center. For institutions, the key point is that Vietnam has emerged from the regulatory vacuum, a positive sign. However, high licensing requirements and restrictions on foreign investment indicate that the degree of openness remains limited. The next 12-18 months will show whether Vietnam can develop into a structural market or remain a mere policy experiment.
2. High Barriers to Licensed Operation
Resolution No. 05/2025/NQ-CP, issued on September 9, 2025, sets strict entry requirements for Vietnam's five-year cryptocurrency pilot program: only Vietnamese companies registered under the Enterprise Law are eligible to apply for operator status.
Licensed institutions must maintain a minimum authorized capital of VND10 trillion (approximately US$380 million), all paid in VND. At least 65% of this capital must come from institutional shareholders, and at least 35% of this capital must be jointly invested by at least two of the following types of organizations: commercial banks, securities firms, fund management companies, insurance companies, or technology companies. Institutional shareholders must also demonstrate two consecutive years of profitability and unqualified audited financial statements. Foreign ownership is strictly limited to 49% of authorized capital, ensuring operational control remains domestically owned. Furthermore, licensed institutions must meet stringent human resources and infrastructure requirements: the CEO must possess at least two years of financial industry experience, the technical director must possess five years of relevant IT experience, and they must employ at least 10 employees with cybersecurity certifications and 10 with securities qualifications. Technical systems must meet the highest standards in the financial industry, namely the National Information Security Level 4 Certification. While this framework demonstrates the government's commitment to market regulation, its requirements pose a challenge even for established financial institutions. If its scope is expanded to include wallet services, GameFi projects, or mid-sized exchanges, the vast majority of crypto-native companies will struggle to meet the requirements. KyberSwap restricts access to Vietnamese users. Source: KyberSwap. It's worth noting that Vietnamese projects like KyberSwap and Coin 98 have voluntarily suspended domestic operations. In practice, a hybrid model is most likely to emerge: banks, securities firms, insurance companies, and tech giants will form the core of licensed institutions, while Web 3 projects will participate as technology and service providers. As these factors shift, market dominance will shift toward licensed institutions, potentially marginalizing startups and crypto-native projects. The scope of business is also strictly restricted: only asset-backed token issuance and spot trading are permitted, and settlement must be in Vietnamese dong. Cryptocurrency payment functions remain prohibited, and neither derivatives nor leveraged trading are permitted. Compared to pioneers such as the United States, Singapore, and Hong Kong, Vietnam's permitted business scope is significantly narrower. 3. The Clash of Domestic and International Powers 3.1 Local Participants' Layout Many Vietnamese companies have already taken precautionary measures by registering and establishing "digital asset exchange" entities, hoping to seize the opportunity after the new policy is implemented. However, the current capitalization and equity structure of these institutions remain far from the strict requirements of Resolution 05/2025. For institutional investors, three observations are worth noting. First, capital disparity is crucial. All current participants have capitalization levels ranging from VND 2 billion to VND 1.47 trillion, well below the legal minimum requirement of VND 10 trillion. Without significant capital injections from banks, securities firms, or insurance companies, most of these entities will not qualify for licenses. Second, institutional anchoring will determine survival. The resolution requires at least 65% institutional ownership, including a 35% stake in at least two banks, securities firms, insurance companies, or technology companies. This provision clearly favors participants already connected to major financial institutions such as SSI, VIX, Techcom, HD, and MB, while placing fintech-led carriers like DNEX or CAEX at a disadvantage unless they can attract stronger partners. Finally, market expectations suggest that licenses will be limited. Rumors suggest that no more than five operators will be approved in the initial phase. With at least seven competitors already positioning themselves, some are bound to be excluded. For global exchanges evaluating the Vietnamese market, this heightens the importance of aligning with the most credible domestic partners as early as possible. 3.2 Strategic Interactions between Global Players and Governments Bybit CEO Zhou Ben meets with Vietnamese Deputy Prime Minister Nguyen Hoa Binh. Source: Bybit Global exchanges are actively building bridges of communication with the Vietnamese government. On September 24, 2025, Deputy Prime Minister Nguyen Hoa Binh met with Binance CEO Richard Teng during his official visit to the UAE. The Deputy Prime Minister personally invited Binance to establish its regional headquarters in Da Nang and participate in the development of a licensed digital asset exchange within the Vietnam International Financial Center. Teng, formerly of Abu Dhabi Global Markets, was also invited to serve as a senior advisor to the Vietnam Financial Center. This move, announced through official government channels, sends a clear policy signal. Binance CEO Richard Teng met with Vietnamese leaders in Da Nang. Source: Binance. At the same time, the Da Nang People's Committee and Binance signed a memorandum of understanding, establishing strategic cooperation in the blockchain and digital asset sectors. This means Binance has both high-level endorsement and a local government cooperation framework. Bybit is also aggressively pursuing the initiative. On September 17, 2025, it signed a tripartite memorandum of understanding with the Da Nang People's Committee, the Abu Dhabi Blockchain Center, and Verichains. The cooperation covers liquidity provision, infrastructure security, and ecosystem connectivity, precisely aligning with Vietnam's regulatory objectives. While not reaching the level of Binance's high-level meetings, it lays a practical foundation for its participation in the development of an international financial center. The current landscape suggests that Binance and Bybit have already seized the lead in the global exchange race in Vietnam. If, as rumored, only five licenses are issued, with two reserved for international exchanges, only three spots remain for local companies. Faced with at least seven eager competitors, local institutions must quickly demonstrate their strength and institutional background to secure the remaining spots. This move also raises a series of questions: What will become of global exchanges like BingX and MEXC, which already dominate Vietnam's retail market? These exchanges, which serve Vietnamese users through offshore platforms, risk being marginalized in the licensed market if they fail to engage in timely government relations. Unless they quickly form alliances with approved local entities or secure special invitations, their operations will continue to operate outside of regulation, potentially exposing them to regulatory risks once the licensed market matures. 4. Strategic Breakthrough: The "CEX Tiger" Hypothetical Case Study What options exist for projects seeking to enter Vietnam under the new system? Consider the hypothetical case of "CEX Tiger," a global exchange planning to expand into Vietnam, and which strategies would be most viable. The first and most important decision is choosing a partner. Foreign exchanges cannot obtain licenses directly and must instead form alliances with strong domestic institutions. Identifying which Vietnamese banks, securities firms, or insurance companies are most likely to receive one of the limited licenses is crucial. The choice of partner will determine market access, compliance posture, and long-term scalability. Once a partner is secured, the next step is to define the operating model. A hybrid structure is necessary: the Vietnamese partner holds licensing and regulatory responsibilities, while CEX Tiger contributes technical, liquidity, and operational expertise. The joint venture becomes the formal entity, with the domestic institution acting as the legal and regulatory front-end and the foreign exchange operating the underlying services. Business expectations must also be calibrated. The framework limits activity to spot trading, Vietnamese dong clearing, and limited investor participation. This is not a market designed for immediate trading volume or derivatives-driven revenue. Instead, the strategic goal should be to secure an early presence, build regulatory goodwill, and establish legitimacy ahead of potential future liberalization. However, competition will be fierce. If two licenses are allocated to Binance and Bybit, only three domestic institutions will remain. For newcomers, the real question isn't whether Vietnam is attractive—the market's growth and user base make that clear—but whether they can secure a trusted domestic partner and whether that partner is willing to cooperate. Missing out on the first round of licenses could delay entry until the framework is expanded. For exchanges like CEX Tiger, Vietnam should be viewed as a long-term strategic fulcrum rather than a source of short-term profits. The key to success lies in selecting the best local partners, maintaining a minority equity position, and establishing a deep presence in Asia's most promising crypto market. From the user side, the challenges are even more complex. Vietnamese users are accustomed to global trading platforms. Even if licensed, new entrants will still face challenges in security standards, asset categories, and platform stability. While a license provides compliance, it doesn't automatically translate into user trust and market share. The ultimate strategic decision for CEX Tigers lies: should they join forces with local partners in the licensing race, or remain on the periphery of regulation to maintain their existing user base while closely monitoring policy developments? This strategic game concerning the Vietnamese market has just begun.
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