Cambodia – NBC Issues Prakas on Conditions for Asset Management Institutions

Overview

On 19 February 2026, the National Bank of Cambodia (“NBC”) issued the Prakas on Conditions for Asset Management Institution (“Prakas”). This Prakas establishes a comprehensive regulatory framework governing the licensing, operation, and supervision of Asset Management Institutions (“AMIs”), entities authorized to acquire and manage Non‑Performing Loans (“NPLs”) and associated collateral from banks and financial institutions (“BFIs”).

This development forms part of the NBC’s broader initiative to improve Cambodia’s NPL‑resolution ecosystem, as also reflected in public briefings that highlighted capital thresholds and governance expectations for AMIs.

Key Regulatory Features

Purpose and Scope

The Prakas aims to “establish a regulatory framework for Asset Management Institution through acquisition and management of Non‑Performing Loans and collaterals from Banks and Financial Institutions.”

It applies to:

• AMIs; and
• BFIs under NBC’s supervisory authority.

Key Definitions

The Prakas contains several important definitions, including:

• Non‑Performing Loans: Loans classified as sub-standard, doubtful, or loss pursuant to the NBC’s 2017 Prakas on Credit Risk Grading and Impairment Provisioning.
• Asset Management Institution: An NBC-licensed institution established specifically to manage NPLs under this Prakas.
• Associated Collateral: Movable or immovable assets or rights attached to NPLs, including assets held by debtors or related third parties.
• NPL Management Activities: Activities such as debt recovery, restructuring, transfer, debt-to-equity conversion, and other NBC-approved measures.

Licensing Requirements

Minimum Registered Capital

Applicants must have a minimum registered capital of 200 billion riels (approx. USD 50 million).
Additionally, 100% of this capital must be deposited into an account maintained by the NBC prior to operational commencement.

License Validity and Fees

• Licenses are valid for five years, renewable upon application.
• AMIs must pay an annual license fee of KHR 50 million (approx. USD 12,500).

Permitted Activities

AMIs are authorized to carry out the following activities:

• Acquire and manage NPLs and associated collateral from BFIs.
• Acquire immovable debtor property through court-ordered auction, provisional administration, or liquidation.
• Provide debt collection services to BFIs.
• Facilitate collateral sales with debtor consent.
• Sell acquired loans to BFIs or other AMIs.

Prohibited Activities

AMIs may not:

• Issue loans or refinancing products;
• Provide loan guarantees;
• Acquire NPLs from BFIs that have provided lending facilities to the AMI, directly or indirectly; or
• Engage in any activity beyond the NPL‑management scope unless specifically approved by the NBC.

NPL Transfer and Debt Collection

The Prakas sets out a framework for the transfer of NPLs between BFIs and AMIs. AMIs must acquire NPLs through transparent, arm’s-length transactions at a price agreed between the parties. Upon acquisition, the AMI assumes all rights, title, interests, and obligations of the creditor, including the right to enforce claims against debtors and guarantors and to receive all associated collateral and security interests. AMIs are also subject to credit reporting obligations under the applicable Prakas on Credit Reporting. Any subsequent sale of acquired loans to BFIs or other AMIs requires prior approval from the NBC.

BFIs intending to dispose of NPLs to an AMI must obtain prior NBC approval, supported by a request letter, board resolution, NPL valuation documents, and any other documents required by the NBC. BFIs are further required to transfer all original loan documents to the AMI and to notify customers and the credit reporting service provider of the NPL transfer.

The Prakas also requires AMIs to establish a Code of Conduct governing debt collection activities that must adhere to the highest standards of professionalism and integrity and comply with applicable laws and regulations on consumer protection, data privacy, and professional secrecy. AMIs must further establish responsive mechanisms to resolve consumer complaints in accordance with the Prakas on Resolution of Consumer Complaints.

Regulatory and Market Context

Cambodia has seen a notable rise in NPL levels in recent years, drawing increased attention to overall banking sector stability and asset quality.

At the same time, policy direction from the NBC has emphasized market‑based and privately operated mechanisms rather than state‑led asset management companies. This approach aligns with broader efforts to support financial‑sector reforms, including work on bank resolution frameworks and the development of a deposit insurance system.

Within this context, the Prakas represents a significant step toward facilitating private‑sector participation in NPL resolution under a regulated and transparent framework.

Implications for Stakeholders

For Banks and Financial Institutions

AMIs provide a formal and regulated channel for transferring NPLs, which may help reduce balance‑sheet strain and improve prudential ratios.

For Prospective AMIs and Investors

Prospective AMIs and investors should note the following additional regulatory requirements under the Prakas:

• AMIs must be registered as a Public Limited Company.
• In addition to the 100% capital deposit requirement, AMIs must deposit 5% of registered capital as a capital guarantee into an account maintained with the NBC.
• Any BFI seeking to acquire or hold equity interest in an AMI, whether directly or indirectly, must obtain prior written approval from the NBC.
• AMIs must apply for license renewal at least 6 months prior to the expiration of the license.
• The Prakas imposes detailed governance requirements, including a minimum of 5 board members (with at least 2 independent members), quarterly board meetings with agendas provided to the NBC in advance, and the establishment of compliance, internal audit, and legal functions. All board members and senior management appointments require prior NBC approval.
• AMIs must also establish policies to manage conflicts of interest and implement whistleblower procedures for reporting compliance issues. Where an AMI intends to outsource any operational function, prior NBC approval is required, and the AMI remains fully liable for all acts of the outside service provider. The Prakas further imposes professional secrecy obligations on all board members, senior management, and staff, with sanctions for non-compliance under the Law on Banking and Financial Institutions. AMIs must maintain all transaction-related documents and records for a minimum of 10 years from the date of final resolution of the relevant NPLs.
• AMIs are subject to quarterly reporting obligations (due by the 15th day of the first month of the following quarter), including financial statements prepared in accordance with CIFRS and reports on NPL portfolio and recovery. Audited financial statements must be submitted to the NBC by 30 April of the following year.
• The Prakas establishes a sanctions regime, including daily fines for non-compliance (ranging from KHR 1,000,000 (approx. USD 250) to KHR 3,000,000 per day (approx. USD 750), and provides for license suspension or revocation where an AMI fails to commence operations within 6 months of licensing, violates applicable laws or regulations, becomes insolvent, or voluntarily ceases operations.

High capital thresholds and narrow business scope suggest a market open primarily to well-capitalized operators with specialized expertise in distressed‑asset management.

For the Broader Market

The framework is expected to improve NPL resolution efficiency and support overall financial sector stability, consistent with NBC’s long-term regulatory priorities.

The information provided here is for information purposes only and is not intended to constitute legal advice. Legal advice should be obtained from qualified legal counsel for all specific situations.

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