Vietnamese legal regulations on insurance brokerage business

Legal basis:  

• Law on Insurance Business 2022. 

• Decree 46/2023/ND-CP date 01/07/2023 on elaboration of the law on insurance business. 

• Decree 73/2016/ND-CP dated July 1, 2016 and Decree 46/2023/ND-CP detailing the implementation of the Law on Insurance Business and the law amending and supplementing a number of articles of the Law on Business insurance (effective until 01/01/2028).

1. Activities of Insurance Brokerage Enterprises (1)

• Primary insurance brokerage activities and reinsurance brokerage activities. 

• Provision of auxiliary insurance services.

• Other activities related to insurance contracts as required by the insurance purchaser. 

2. Conditions for granting a license to operate insurance brokers

a. General conditions(2): 

Organizations and individuals contributing capital to establish an insurance enterprise or insurance brokerage enterprise must meet the following conditions:  

• Organizations contributing capital of 10% or more of charter capital must have been profitable for the three consecutive years preceding the year of submission of the license application dossier.

• Organizations contributing capital in sectors requiring statutory capital or minimum charter capital must ensure that their owner’s equity, as per audited financial statements of the preceding year, exceeds the statutory or minimum charter capital by at least the amount of the intended contribution.

• In case the capital contribution organization is an organization established and operating under the provisions of the Law on Credit Institutions, the Law on Insurance Business, and the Law on Securities, these organizations must maintain and meet financial safety conditions and obtain approval from the competent authority to contribute capital as required by law. If the relevant laws do not require such approval, the organization must provide documentation proving this compliance.

• In the case of foreign organizations participating in capital contributions with a subsidiary engaging in insurance brokerage activities, the foreign parent organization must ensure that it has no accumulated losses up to the time of submission of the license application and that its total assets were not less than 2 million USD in the financial year preceding the application year. 

• Organizations contributing 10% or more of the charter capital must have audited financial statements with an unqualified opinion for the three consecutive years preceding the application year. Those contributing less than 10% must have an audited financial statement with an unqualified opinion for the preceding year. 

• Statutory Capital of Insurance Brokerage Enterprises (3): 

+ For primary or reinsurance brokerage: VND 4 billion, increasing to VND 5 billion from 31/12/2027. 

+ For direct and reinsurance brokerage: VND 8 billion, increasing to VND 10 billion from 31/12/2027. 

b. Special conditions for Foreign Organizations contributing capital to establish an insurance brokerage enterprise(4): 

• The organization established under foreign law must have been directly conducting or have a subsidiary conducting insurance brokerage activities for the five consecutive years preceding the submission of the license application dossier; 

• The organization must be authorized by the competent foreign authority to establish an insurance brokerage enterprise in Vietnam and must be confirmed to have not committed any serious violations of insurance brokerage laws in the country where the organization is headquartered for the three consecutive years preceding the submission of the license application dossier. 

3. Dossier components(5)

• Application for issuance of establishment and operation license according to the form specified in Appendix I issued with Decree 46/2023/ND-CP. 

• Draft company charter in accordance with the Law on Enterprises.

• Five-year business plan consistent with the requested business field, specifying proposed activities and projected business efficiency.

• Copies of identity card, citizen card, or passport; judicial record card or equivalent documents for foreigners; resumes, copies of degrees, certificates, and other documents proving the eligibility of the proposed Chairman of the Board of Directors, Chairman of the Members’ Council, General Director, or Director, and legal representative.

• List of shareholders and members contributing 10% or more of charter capital who are organizations and the following accompanying documents: 

(i) Copy of establishment decision or Enterprise Registration Certificate or other equivalent document;  

(ii) Copy of the company’s charter;  

(iii) Document from the competent authority of the capital contributing organization deciding on capital contribution to establish an insurance brokerage enterprise; 

(vi Power of attorney, copies of the identity card, citizen card, or passport of the authorized representative; 

(v) Copy of audited financial statements for 03 financial years preceding the year of submitting the application for licensing that meets the requirements ò Clause 5, Article 63 of this Decree; 

(vi) Documents proving that the organization participating in capital contribution meets the provisions of Point a, Clause 5, Article 133 of the Law on Insurance Business.  

• Profile of shareholders and members contributing less than 10% of charter capital who are organizations: 

(i) Documents specified in Points e.(i), (ii), (iii), (iv); 

(ii) A copy of the audited financial statement for the financial year preceding the year of submitting the application for a License that meets the requirements of Clause 5, Article 63 of Decree 46/2023/ND-CP. 

• In cases where an organization established under foreign law has a subsidiary conducting insurance brokerage activities, a copy of the subsidiary’s establishment decision or business registration certificate or other equivalent documents must be submitted, along with a copy of the subsidiary’s audited financial statements for the financial year immediately preceding the year of submission of the license application, meeting the requirements stipulated in Clause 5, Article 63 of Decree 46/2023/ND-CP. 

• Documents for shareholders and capital contributing members who are individuals:

(i) Copy of citizen identification card or identity card or passport; judicial record card according to the form or equivalent documents of foreigners prescribed by foreign law; 

(ii) Bank confirmation of the balance in Vietnamese Dong or freely convertible foreign currency deposited at the bank. 

• Confirmation from the bank licensed to operate in Vietnam that the charter capital deposited in the escrow account opened at the bank is not lower than the minimum charter capital as prescribed in Article 81 of Decree 46/2023/ND-CP. In particular, the confirmation should clearly state the capital contribution amount of each shareholder and member, the blockade amount, the blockade purpose, the blockade period and the conditions for opening the blockade.

• Minutes of meetings of organizations and individuals contributing capital on: 

(i) Agreement on capital contribution to establish a limited liability company or a joint-stock insurance brokerage company, with the list of shareholders and founding members;  

(ii) Approval of the draft company charter. 

• Document authorizing an individual or organization on behalf of shareholders and capital contributing members to carry out licensing application procedures. 

• In case an organization established under foreign law is directly conducting insurance brokerage, there must be a document from the competent authority of the country where the organization established under foreign law is headquartered confirming: 

(i) Organizations established under foreign laws are allowed to establish insurance brokerage businesses in Vietnam. In case the regulations of the country where the organization established under foreign law is headquartered do not require written approval, there must be written confirmation from the competent authority according to regulations; 

(ii) Organizations established under foreign law operating in the field of insurance brokerage; 

(iii) Organizations established under foreign law do not seriously violate the provisions of law on insurance brokerage of the country where the organization established under foreign law is headquartered for the last 3 consecutive years up to the time of application for establishment and operation license. 

• In case an organization established under foreign law has a subsidiary carrying out insurance brokerage activities, there must be a document from the competent authority of the country where the organization is headquartered confirming:

(i) Organizations established under foreign laws are allowed to establish insurance brokerage businesses in Vietnam. In case the regulations of the country where the organization established under foreign law is headquartered do not require written approval, there must be written confirmation from the competent authority according to regulations;  

(ii) Organization established under foreign law is in a healthy financial condition and fully meets the management requirements in the country where the organization is headquartered; 

(iii) Organizations established under foreign law do not seriously violate the provisions of law on insurance brokerage of the country where the organization established under foreign law is headquartered in the 03 years preceding the year of submitting the application for a license.

• A written commitment of the organization or individual contributing capital to meet the conditions to be granted a license as prescribed in Article 63 of this Decree and Article 133 of the Law on Insurance Business. 

• Document from a competent state agency on the capital contribution by a Vietnamese organization that meets financial safety conditions and is allowed to contribute capital to establish an insurance brokerage enterprise in accordance with the law. In case the relevant law does not require written approval, the capital contributing organization must have a document proving this.

• Document proving that the organization participating in capital contribution operates in a business line that requires minimum legal capital or charter capital or minimum capital that meets Clause 2, Article 63 of Decree 46/2023/ND-CP. 

4. Competent authority (6)

Ministry of Finance  

5. General standards for Managers of Insurance Brokerage Enterpises (7) 

• The right to manage the enterprise according to the provisions of the Law on Enterpises.

• The Managers of Insurance Brokerage Enterprises should have no administrative penalties in the insurance business field, no dismissal for internal process violations in the three consecutive years preceding the appointment, and no ongoing criminal prosecution at the time of appointment.

6. Standards of Members of the Board of Directors and Members of the Board of Members’ Council (8) 

• General standards specified in Section 5 

• Possess a university degree or higher.​ 

• Have at least five years of direct work experience in one or more of the fields of insurance, finance, or banking for the position of Chairman of the Board of Directors or Chairman of the Members’ Council; and at least three years for members of the Board of Directors or Members’ Council. 

• Shall not simultaneously serve as a member of the Board of Directors or a member of the Members’ Council of another insurance brokerage enterprise in Vietnam. 

7. Standards of the General Director (Director) or legal representative (9) 

• General standards specified in Section 5. 

• Possess a university degree or higher.

• Hold an insurance certificate or an insurance brokerage certificate issued by legally established training institutions domestically or internationally. This requirement does not apply to individuals who have a university degree or higher in insurance. 

• Have a minimum of five years of direct work experience in one or more fields of insurance, finance, or banking, of which at least three years must be in a managerial or supervisory position at an insurance enterprise, reinsurance enterprise, or a foreign branch in Vietnam, or in a managerial position at an insurance brokerage enterprise

• Reside in Vietnam during the tenure. 

• The following conditions for holding the following positions: 

(i) Must not simultaneously work for another insurance brokerage enterprise in Vietnam; Must not be a member of the Board of Directors or Member Council of another insurance brokerage enterprise in Vietnam; 

(ii) May only concurrently hold the position of head of a maximum of one branch, representative office, or business unit of the insurance brokerage enterprise; 

(iii) Must not simultaneously work for an insurance enterprise or a foreign branch in Vietnam; must not serve as a member of the Board of Directors or a member of the Members’ Council of an insurance enterprise or a foreign branch in Vietnam.. 

8. Standards of Deputy Director or Deputy General Director, Chief Accountant (10 

• General standards as prescribed in Section 5. 

• Possess a university degree or higher.

• Have a minimum of three years of work experience in one or more fields of insurance, finance, or banking. 

• Hold an insurance certificate or an insurance brokerage certificate issued by legally established training institutions domestically or internationally. This requirement does not apply to individuals who have a university degree or higher in insurance. 

• For the Chief Accountant, in addition to meeting the standards in Section 10.a and 10.b, the individual must also meet the conditions and standards for chief accountants as prescribed in the relevant legal documents on accounting. 

9. Standards for Heads of professional departments (11)

• General standards as prescribed in Section 5.

• Possess a university degree or higher.

• Have a minimum of three years of direct work experience in one or more fields of insurance, finance, or banking. 

• Hold an insurance certificate or an insurance brokerage certificate issued by legally established training institutions domestically or internationally. This requirement does not apply to individuals who have a university degree or higher in insurance. 

(1) Article 131 of the Law on Insurance Business 2022. 

(2) Article 63.1 of Decree 46/2023/ND-CP. 

(3) Article 10.6 of Decree 73/2016/ND-CP and Article 81.1 of Decree 46/2023/ND-CP. 

(4) Article 133.5 of the Law on Insurance Business 2022. 

(5) Article 64 of Decree 46/2023/ND-CP. 

(6) Article 15.1 of Decree 46/2023. 

(7) Article 76 of Decree 46/2023/ND-CP.

(8) Article 77 of Decree 46/2023/ND-CP. 

(9) Article 78 of Decree 46/2023/ND-CP. 

(10) Article 79 of Decree 46/2023/ND-CP. 

(11) Article 80 of Decree 46/2023/ND-CP. 

See more:

1/ Conditions for insurance brokerage of foreign investors in Vietnam

2/ Conditions for conducting insurance agency business for foreign investors

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