Chương 1 Luật doanh nghiệp nhà nước 2003: Những quy định chung

Chapter I

GENERAL PROVISIONS

Article 1.- State enterprises

State enterprises are economic organizations where the State owns the entire charter capital or holds dominant shares or contributed capital, which are organized in the form of State companies, joint-stock companies or limited liability companies.

Article 2.- Scope of regulation and subjects of application

1. The regulation scope of this Law shall cover:

a) The prescription of the establishment, reorganization, dissolution, ownership conversion, organization of management and operation of State companies;

b) Regulation of relationships between the owner being the State and the representative of the State's contributed capital portions at enterprises where the State owns the entire charter capital or enterprises where the State holds dominant shares or contributed capital.

2. The subjects of application of this Law shall include:

a) The State companies;

b) The representatives of the State's contributed capital portions at State-run joint-stock companies, one-member State-run limited liability companies, State-run limited liability with two or more members;

c) The representatives of the State's contributed capital portions at enterprises where the State holds dominant shares or contributed capital.

For representatives of the State's contributed capital portions at enterprises where exists a portion of State capital, the Government's regulations shall be complied with;

d) For special State companies in direct service of defense and/or security, the provisions of this Law and the Government's specific regulations shall be complied with.

Article 3.- Term interpretation 

In this Law, the terms and phrases below shall be construed as follows:

1. State companies are enterprises where the State owns the entire charter capital, which are set up, organizationally managed and operationally registered under the provisions of this Law. The State companies shall be organized in form of independent State companies, State corporations.

2. The State-run joint-stock companies are shareholding companies where all shareholders are State companies or organizations authorized by the State to contribute capital, which are organized and operate under the provisions of the Enterprise Law.

3. The State-run one-member limited liability companies are limited liability companies where the State owns the entire charter capital, which are organizationally managed and operationally registered under the provisions of the Enterprise Law.

4. The State-run limited liability companies with two or more members are limited liability companies where all members are State companies or where some members are State companies while other members are organizations authorized by the State to contribute capital, which are organized and operate under the provisions of the Enterprise Law.

5. Enterprises with dominant shares or contributed capital of the State are enterprises where the State's shares or contributed capital account for more than 50% of the charter capital and the State holds the dominant powers over such enterprises.

6. Enterprises with a portion of the State's capital are enterprises where the State's contributed capital portions account for 50% of the charter capital or less.

7. State companies holding the dominant powers over other enterprises are companies which own the entire charter capital or have shares or contributed capital accounting for more than 50% of the charter capital of other enterprises, holding the dominant powers over such enterprises.

8. The dominant powers over enterprises mean the powers to decide on operation charters, appointment, relief from duty, dismissal of key managerial titles, on managerial organization and other important management decisions of such enterprises.

9. Independent State companies are State companies which do not belong to the organizational structure of State corporations.

10. Charter capital of State companies means the capital amounts invested by the State in the companies and inscribed in the companies' charters.

11. Legal capital means the minimum capital amount required for the establishment of enterprises in a number of production and business lines according to the provisions of law.

12. Public-utility products and services are products and services essential for the life, economy and social affairs of the country, population communities of a territorial region or ensuring defense and security, and the costs of production and provision thereof under the market mechanism can hardly be covered by enterprises producing these products or providing such services; hence, the State shall order, assign plans on, or bid for, the production and/or provision thereof at prices or charges prescribed by the State.

Article 4.- Application of the Law on State Enterprises and other relevant laws.

1. State companies operate under this Law and other relevant laws. In case of disparity between the provisions of this Law and those of relevant laws on the same issue falling under the scope of regulation and subjects of application of the relevant laws, the provisions of such laws shall apply.

2. In cases of disparity between the provisions of this Law and those of relevant laws on the rights and obligations of owner being the State over the State companies or the provisions on the relations between the owner being the State and the persons authorized to represent the State's contributed capital, or the disparity between this Law and the Enterprise Law, the Law on Foreign Investment in Vietnam or laws corresponding to enterprises with the State capital, the provisions of this Law shall apply.

Article 5.- Political organizations and socio-political organizations in the State enterprises

The political organizations and socio-political organizations in the State enterprises shall operate within the framework of the Constitution, laws and their own charters in accordance with the provisions of law.