Chương X Luật doanh nghiệp 2005: Điều khoản thi hành

Chapter X

IMPLEMENTATION PROVISIONS

Article 166.- Transformation of state companies

1. All state companies established under the 2003 Law on State Enterprises must be transformed into limited liability companies or joint-stock companies as provided for by this Law within not more than four years from the effective date of this Law, depending on the annual transformation plans.

The Government shall stipulate and guide the transformation order and procedures.

2. During the period of transformation, issues that are not provided for by this Law shall still comply with the provisions of the 2003 Law on State Enterprises.

Article 167.- Enterprises in service of security, defense

State enterprises established directly in service of security, defense or the combination of economic and defense and security activities shall be organized, managed and operate in accordance with the provisions of this Law and separate regulations of the Government.

Article 168.- Exercise of the rights of the owner of the state capital at enterprises

1. The State exercises the rights of an owner of the state capital at enterprises on the following principles:

a/ To exercise the rights of an owner in the. capacity as an investor;

b/ To secure and develop the state capital;

c/ To separate the function of an owner and the function of state administrative management;

d/ To separate the exercise of the owner's rights and the rights to business autonomy of the enterprises; to respect the rights to business of the enterprises;

e/ To exercise consistently and concentratedly the rights and obligations of the capital owner.

2. Functions, duties and rights of state owner-representing agencies; mechanisms for exercise of the rights of the state capital owner; methods and criteria for evaluating the effectiveness and situation of state capital security and development; mechanisms of coordination, supervision and evaluation of state owner representing agencies; guidelines and measures to rearrange, restructure, reform, and raise the effectiveness of the operations of, state enterprises shall comply with the provisions of law.

3. The Government shall submit to the National Assembly annual sum-up reports on the situation of state capital-related business, situation of state capital and assets security and development in enterprises.

Article 169.- Establishment of state enterprises

State enterprises established after this Law takes effect must be registered, organized, managed and operate in accordance with the provisions of this Law and other relevant laws.

Article 170.- Application to enterprises established before this Law takes effect

1. Limited liability companies, joint-stock companies, private enterprises and partnerships which were set up in accordance with the 1999 Enterprise Law are not required to carryout procedures for re-registration.

2. Foreign-invested enterprises established before this Law takes effect, except for the case stated in Clause 3 of this Article, shall have the following rights:

a/ To re-register and organize the management and activities according to this Law and other relevant laws. The re-registration must be made within two years as from the effective date of this Law;

b/ Not to make re-registration; in this case the enterprises shall only be allowed to carry business activities within the business lines and the duration stipulated in the investment licenses and shall continue to enjoy investment preferences provided for by the Government.

3. Foreign-invested enterprises whose foreign investors have committed to transfer without indemnification all the assets invested after the operation duration to the Vietnamese Government may be transformed only if so allowed by the competent state agency as stipulated by the Government.

4. Business households that employ ten or more laborers must register to operate as enterprise according to this Law.

Small-sized business households shall make business registration and operate under regulations of the Government.

Article 171.- Implementation effect

1. This Law takes effect as from July 1, 2006.

2. This Law replaces the 1999 Enterprise Law; the 2003 Law on State Enterprises, except the case stated in Clause 2, Article 166 of this Law; provisions on the organization, management and operation of enterprises in the 1996 Law on Foreign Investment in Vietnam and the 2000 Law Amending and Supplementing a Number of Articles of the Law on Foreign Investment in Vietnam.

Article 172.- Implementation guidance

The Government shall detail and guide the implementation of this Law.