(MPI) - At the request of the Minister of Planning and Investment , the Government issued Decree No. 97/2024/ND-CP dated July 25, 2024 amending and supplementing a number of articles of Decree No. 10/2019/ND-CP dated January 30, 2019 of the Government on the implementation of rights and responsibilities of the owner's representative; effective from September 10, 2024.
Specifically, amend and supplement Clause 2, Article 3 to the Prime Minister to exercise the rights and responsibilities of the representative of the State owner according to the provisions of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises and the provisions of relevant laws for enterprises in which the Prime Minister decides to invest capital to establish enterprises as prescribed in Appendix I issued with this Decree.”
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| Illustration photo. Source: MPI |
Amend and supplement Clause 3, Article 3 as follows: The owner's representative agency shall exercise the rights and responsibilities of the state owner's representative agency in accordance with the provisions of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises and the provisions of relevant laws for enterprises established by the owner's representative agency; Enterprises assigned to be managed by the owner's representative agency or directly assigned to be the owner's representative agency, including enterprises established by the Prime Minister before the Law on Management and Use of State Capital Invested in Production and Business at Enterprises takes effect and are not listed in Appendix I attached to this Decree; The state capital invested in joint stock companies and limited liability companies with two or more members".
Regarding the implementation of the Prime Minister's rights and responsibilities, the Decree clearly states and amends Point c, Clause 2, Article 6 as follows: Approve the strategy, production and business plan and 5-year investment and development plan of the enterprise upon the proposal of the owner's representative agency and the appraisal opinion of the industry management ministry. The industry management ministry specified in Appendix II attached to this Decree shall preside over and coordinate with the Ministry of Finance, the Ministry of Planning and Investment and relevant agencies to develop an appraisal report, send it to the owner's representative agency for synthesis, and submit it to the Prime Minister for consideration and decision.
For the strategy, production and business plan and 5-year investment and development plan of enterprises directly serving national defense and security, the Ministry of National Defense and the Ministry of Public Security shall preside over and coordinate with the Ministry of Finance, the Ministry of Planning and Investment and relevant agencies to develop an appraisal report and submit it to the Prime Minister for consideration and decision.
Contents of strategy, production and business plan and 5-year investment and development plan as prescribed in Clause 3, Article 9 of Decree No. 10/2019/ND-CP.”
The Decree also amends the contents at Point c, Clause 4, Article 9 related to the rights and responsibilities of the owner's representative agency regarding the charter, strategy, and plans of enterprises in which the State holds 100% of the charter capital; Amends Point b, Clause 1, Clause 2, Article 10 related to the rights and responsibilities of the owner's representative agency regarding the management of staff of enterprises in which the State holds 100% of the charter capital.
Regarding the organization of the implementation of rights and responsibilities regarding financial and investment activities of enterprises in which the State holds 100% of charter capital, the Decree amends Clause 3, Article 11 as follows: Consider and approve at the request of the Board of Members and the Chairman of the company the following contents:
Capital mobilization plan for each project with a mobilization level above the level prescribed in Point a, Clause 3, Article 23 of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises.
Capital mobilization of enterprises in which the State holds 100% of charter capital is a credit institution shall comply with the provisions of the law on credit institutions and relevant laws.
Capital mobilization plan of foreign organizations and individuals.
For foreign loans in the form of enterprises borrowing themselves and being responsible for repayment, except for foreign loans in the form of imported goods with deferred payment, the representative body of the owner shall approve the foreign loan policy of the enterprise. Capital mobilization of enterprises in the form of enterprises borrowing themselves and being responsible for repayment shall be carried out in accordance with relevant laws.
For loans guaranteed by the Government, implementation shall comply with the provisions of the law on public debt management and other relevant legal provisions.
Investment, construction, purchase and sale projects of fixed assets of enterprises with value exceeding the level prescribed in Point a, Clause 1, Article 24 of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises.
Investment projects outside the enterprise with value exceeding the level prescribed in Point a, Clause 4, Article 28 of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises.
The order and procedures for preparing, appraising and approving projects and plans specified in Clause 2 of this Article shall comply with relevant legal provisions.
At the same time, amend Clause 4, Article 11 as follows: Decide to allow the Board of Members and the Chairman of the company to sign contracts to lease, mortgage, or pledge fixed assets of the enterprise with a value greater than the level delegated to the Board of Members and the Chairman of the company according to the provisions of the Law on Management and Use of State Capital Invested in Production and Business at Enterprises and the Government's guiding regulations."
The Decree also amends the contents related to the organization of the implementation of rights and responsibilities for the State capital invested in joint stock companies and limited liability companies with two or more members as prescribed in Article 13, specifically, amending points e, g, i, Clause 5; Amending Clauses 5, 6, 8, Article 14 related to the rights and responsibilities of the direct owner representative at enterprises in which the State holds 100% of the charter capital and established by decision of the Prime Minister; Amending points a, e, Clause 1, Article 15 related to the rights and responsibilities of the direct owner representative at enterprises in which the State holds 100% of the charter capital and established by decision of the owner representative agency or assigned to act as the owner representative.
According to the Decree, Clause 1, Article 17 is amended and supplemented to include the following responsibilities for relevant organizations and individuals: The owner's representative agency shall develop and implement internal regulations on the organization of the implementation of rights and responsibilities for enterprises in which the State holds 100% of the charter capital and state capital at enterprises that it decides to establish or is assigned to manage.
The Ministry of Finance provides guidance on financial handling in cases of reorganization (merger, consolidation, division, separation) and dissolution of enterprises in which the State holds 100% of the charter capital.
Political organizations and socio-political organizations shall apply the provisions of this Decree to organize the implementation of the rights and responsibilities of the owner's representative for enterprises owned by political organizations and socio-political organizations."
This Decree annuls the provisions in Clause 11, Article 11 of Decree No. 10/2019/ND-CP dated January 30, 2019 of the Government on the exercise of rights and responsibilities of the representative of the State owner. In case there are different provisions on the exercise of rights and responsibilities of the representative of the owner in Decree No. 01/2018/ND-CP dated January 3, 2018 of the Government promulgating the Charter on organization and operation of the Northern Food Corporation and Decree No. 11/2018/ND-CP dated January 16, 2018 of the Government promulgating the Charter on organization and operation of the Vietnam Railway Corporation with the provisions in this Decree, the provisions in this Decree shall apply.
The Decree clearly states that Decree No. 01/2018/ND-CP dated January 3, 2018 of the Government promulgating the Charter on organization and operation of the Northern Food Corporation and Decree No. 11/2018/ND-CP dated January 16, 2018 of the Government promulgating the Charter on organization and operation of the Vietnam Railway Corporation shall expire after 24 months from the effective date of this Decree. The State Capital Management Committee at Enterprises shall be responsible for promulgating the Charter on organization and operation of the Northern Food Corporation and the Vietnam Railway Corporation in accordance with Clause 1, Article 9 of Decree No. 10/2019/ND-CP dated January 30, 2019 of the Government on the implementation of the rights and responsibilities of the representative of the State owner.
The Government requests Ministers, Heads of ministerial-level agencies, Heads of Government agencies, Chairmen of People's Committees of provinces and centrally run cities, Board of Members, Chairmen of companies of enterprises in which the State holds 100% of charter capital and representatives of State capital to be responsible for implementing this Decree./.
Source: https://www.mpi.gov.vn/portal/Pages/2024-7-29/Nghi-dinh-sua-doi-bo-sung-mot-so-dieu-ve-thuc-hien99e9r0.aspx
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