Circular 99/2025/TT-BTC, issued by the Ministry of Finance on October 27, 2025, replaces Circular 200/2014/TT-BTC as Vietnam’s corporate accounting regime. It applies to financial years beginning on or after January 1, 2026, so calendar-year companies are now closing their first year under it. For foreign-invested enterprises (FDIs), three changes matter most: accounts can be adapted through an internal policy, Pillar Two top-up tax has its own account, and head office and branch figures are aggregated with internal transactions eliminated.
This guide explains what the Circular is, who it covers and what an FDI should do at year-end. It sits inside the wider framework of accounting and reporting framework. The account-by-account differences are in the Part 2 comparison tables. Circular 99 moves presentation closer to IFRS terminology but keeps the historical cost basis. Decision 345/QD-BTC set the IFRS roadmap in three stages: preparation in 2020-2021, voluntary application in 2022-2025 and mandatory application after 2025, with the Ministry of Finance to set scope and timing. Circular 118/2026/TT-BTC (effective January 1, 2027) lets International Financial Centre members apply IFRS voluntarily; standard FDI companies stay on VAS, as explained in VAS vs IFRS.
1. Who Circular 99 Applies To
Enterprises of every sector and ownership type prepare full annual financial statements under Circular 99. Which regime governs a given company depends on its financial year and size:
| Situation | Applicable regime | Basis |
|---|---|---|
| Financial year beginning on or after January 1, 2026 | Circular 99 | Article 31.1 |
| Financial year that began before January 1, 2026 | Circular 200 until that year ends | Article 31.1 |
| State-owned enterprise equitization accounting | The Circular 200 provisions that Circular 99 expressly keeps | Article 31.2 |
| Small and medium-sized enterprise (SME) | Keep Circular 133/2016/TT-BTC or elect Circular 99, applied consistently for at least one annual accounting period | Article 31.3 |
An SME that switches regime restates the comparative figures as it would for a change in accounting policy and explains the reason and effect in the notes. Circular 99 does not replace Circular 133.
2. Terminology and Reporting Scope
- Renamed statement: The “Balance Sheet” (Bảng cân đối kế toán) becomes the “Statement of Financial Position” (Báo cáo tình hình tài chính). The change comes with realigned asset and liability classifications that favor economic substance over legal form.
- Head office and dependent units: An enterprise with dependent operating units aggregates the financial information of the head office and those units into one set of statements and eliminates all internal transactions between headquarters and units or between units. Parent-subsidiary consolidation follows the separate law on consolidated financial statements.
In practice, FDI groups with several factories or regional sites reconcile internal balances monthly and keep supporting vouchers for each elimination entry. Internal revenue (Account 511) is eliminated against internal cost of sales (Account 632), and internal receivables (Account 136) are offset against internal payables (Account 336). Unrealized profit in inventory transferred between locations is eliminated at year-end.
3. Functional Currency and Foreign Exchange
Circular 99 sets the criteria for the accounting currency and the exchange rate rules in Account 413:
- Choosing a foreign currency: An FDI may keep its books in a foreign currency such as USD, EUR or JPY only if that currency is the main currency in sales contract pricing and receipts and dominates payments for labor, raw materials and operating overhead. Statements filed with Vietnamese authorities are still presented in VND.
- Changing currency: The accounting currency cannot change mid-year. A change needs a documented, material shift in the underlying business and takes effect only from the first day of a new financial year.
- Rates and revaluation: Enterprises may use the average bank transfer buying and selling rate on the transaction date, or an approximate rate within +/-1% of that average, applied consistently through the period. Year-end revaluation of foreign currency monetary balances uses the average transfer rate of the commercial bank where the enterprise regularly transacts (the bank holding the account, for foreign currency demand deposits). Exchange differences for the period and on revaluation go to Account 515 or Account 635 in profit or loss. Translation differences from converting foreign-currency statements into VND are the exception and sit in equity.
4. Chart of Accounts: What Changes for FDIs
Enterprises may amend and add the name, number, structure and content of accounts for internal management, provided the figures presented in the financial statements do not change (Article 11.2). They issue an Internal Accounting Policy Regulation (Quy chế hạch toán kế toán, or an equivalent document) to support this. Part 2 gives the full comparison with Circular 200; the table lists only the changes that most often reach FDI books.
| Area | Change under Circular 99 |
|---|---|
| Account customization | Amend and add accounts under an internal policy, without Ministry of Finance approval |
| Biological assets | New Account 215, covering breeding and productive livestock and crops, at cost less depreciation and impairment |
| Pillar Two | Account 82112 records supplemental corporate income tax (QDMTT and IIR top-up) separately from regular corporate income tax |
| Dividends payable | New Account 332, separated from other payables (Account 338) |
| Provisions | Account 352 stays, with provisions recorded by type, such as product warranties, onerous contracts and restructuring |
| Removed accounts | Accounts 611 and 631 no longer appear in the chart (Appendix II) |
5. Assets, Inventory and Intangibles
- Fixed assets: Useful lives and depreciation methods are reviewed periodically. A significant change in the expected consumption pattern is a change in accounting estimate, applied prospectively under VAS 29.
- Inventory: Inventory is written down to net realizable value when the statements are prepared. Abnormal idle capacity costs and wasted material go straight to cost of goods sold rather than into inventory value. Year-end counts follow the enterprise’s own stocktake procedures.
- Internally generated intangibles: Research costs are expensed immediately. Development costs are capitalized only when the technical and economic feasibility criteria of VAS 04 are met, so capitalized software costs need time records and management milestone sign-offs.
6. Redeemable Preference Shares
Circular 99 looks at the substance of capital instruments. Under Circular 200, preference shares that the issuer had to redeem at a fixed future date were already presented as liabilities. Circular 99 adds two more tests: fixed mandatory dividends and conversion at market price. A preference share that meets any of the tests, including mandatory redemption at a set time or on specified conditions, is a Financial Liability in the Statement of Financial Position. The proceeds stay tracked in Account 41112 and are shown separately, split between current and long-term liabilities by redemption maturity.
This reshapes capital structuring, venture capital agreements and financial covenants. Foreign parents using mezzanine financing should align charter clauses so the local debt-to-equity ratios under bank lending agreements are not distorted.
7. Entities That Are Not Going Concerns
Circular 99 has separate rules for enterprises that expect to dissolve, go bankrupt, cease operations or significantly scale down within 12 months of the period end. Changes of legal form, splits, mergers and consolidations remain going-concern cases.
- Valuation: The historical cost principle stops applying. Assets and liabilities are revalued item by item at period end, for example inventory at the lower of cost and net realizable value, fixed assets at the lower of carrying amount and recoverable amount, and trading securities at fair value. Expected losses that are reasonably certain and measurable are accrued.
- Templates and disclosures: Only the Statement of Financial Position (Form B01-DNKLT) and the Notes (Form B09-DNKLT) use separate templates. The notes disclose recoverable amounts, the order in which liabilities can be settled (State budget, employees, loans, suppliers) and the timing of settlement.
8. FY2026 Year-End Checklist Under Circular 99
For a calendar-year FDI, the 2026 statements are the first prepared under Circular 99. Work through these items in order:
- Confirm the regime. A financial year that does not match the calendar year moves to Circular 99 from the first year beginning on or after January 1, 2026. An SME decides between Circular 133 and Circular 99 now, because the choice binds for at least one annual accounting period.
- Carry opening balances across. The Circular prescribes specific conversions: dividends payable in Account 338 move to Account 332; contributions to a business cooperation contract without joint control move from Account 138 to Account 2281; unfinished upgrade costs move from Account 2413 to Account 2414; balances of Accounts 441 and 466 move to Account 4118. Keep the mapping in working papers.
- Apply the transition method and explain it. The transition rules set retrospective or non-retrospective treatment under VAS 29 and require a voluntary policy change to be retrospective. When the accounting currency changes, the balance of Account 412 closes into undistributed profit (Account 4211) with the reason and effect disclosed in the notes. An enterprise that was accruing major repair costs not yet carried out stops accruing.
- Update systems and policy. Approve the Internal Accounting Policy Regulation for any amended or added accounts, and configure the ERP for Accounts 215, 82112 and 332 and the revised Account 352 provisions. Train the accounting team on intercompany eliminations and the exchange rate rules.
- Name the accounting service provider. Where the company hires an accounting service business to prepare the statements or act as chief accountant, the preparer and chief accountant block of the statements shows the practicing certificate number and the provider’s name (Article 16.4).
- File on time. Annual statements are due within 90 days after the financial year-end (Article 25). File them with the authorities set by the relevant laws (tax and statistics, and the Department of Finance where required), with the audit report attached where an audit is mandatory (Article 26 of Circular 99). The statutory audit requirements for FDIs explain when an audit applies, and transition mapping worksheets are worth validating with the auditor before closing.
Sound preparation protects compliance and the company’s cross-border profit remittances in Vietnam. Foreign enterprises that want support with account mapping and internal accounting policies can use ICLV’s statutory bookkeeping and accounting services.
