Chapter I
GENERAL PROVISIONS
Article 1. Position of Viettel
Viettel is a wholly state-owned defense enterprise affiliated to the Ministry of National Defense, entirely managed by Central Military Commission (CMC), perform special defense, political and military tasks assigned by the State and the Ministry of National Defense, and do business in accordance with regulations of law.
Article 2. Definitions
1. For the purpose of this Charter, the terms below are construed as follows:
a) “Viettel Group” is established under the Prime Minister’s Decision No. 2078/QD-TTg dated December 14, 2009; consists of a parent company, subsidiary companies, member enterprises and associate companies; engages in both business operation and performance of defense and military tasks. Its responsibilities, economic interests, technology, market and other services are closely related. To be specific:
- Viettel (the parent company - Level I)
- Subsidiary companies under control of Viettel (Level II enterprise).
- Subsidiary companies of Level II enterprises and inferior companies prescribed by law.
- Associate companies and voluntarily associated companies of Viettel.
b) “Viettel” is established under the Prime Minister’s Decision No. 2078/QD-TTg dated December 14, 2009 and converted into a state-owned single-member limited liability company under the Prime Minister’s Decision No. 978/QD-TTg dated June 25, 2010.
c) Dependent units are dependent cost-accounting units of Viettel, including: branches, representative offices, research institutes/units, public service providers (non-business units, academies, centers) and other business units in Vietnam and other countries within the organizational structure of Viettel. The list of dependent units is provided in the Appendix hereof and is subject to change during Viettel’s operation.
d) “member enterprise” means an enterprise whose 100% of charter capital/shares/stakes or control is held by Viettel or a subsidiary company.
dd) “subsidiary company” means an independent cost-accounting company whose 100% of charter capital or controlling shares/stakes are held by Viettel; or most or all members of the company’s Board of Members, Board of Directors, General Director or Director are directly or indirectly designated by Viettel; or charter is amended by Viettel. A subsidiary company can be a single-member limited liability company, multiple-member limited liability company, joint stock company, parent subsidiary company relationship in Vietnam or overseas, or other type of business prescribed by Vietnam’s law and the host country’s law.
e) “associate company” means a company whose non-controlling shares/stakes are held by Viettel, has a long-term business, technology, market relationship and other services with Viettel. A associate company can be a single-member limited liability company, multiple-member limited liability company, joint stock company in Vietnam or overseas, or other type of business prescribed by Vietnam’s law and the host country’s law.
g) “voluntarily associated company” means an enterprise whose shares/stakes are not held by Viettel but voluntarily associates with Viettel in a form prescribed by law, and has binding interests and obligations to Viettel under an association contract with Viettel.
h) Viettel’s charter capital is the capital invested in or promised by the State for a specific period of time and specified in this Charter.
i)Controlling shares/stakes of Viettel in another enterprise means an amount of more than 50% (or another ratio specified by law or the enterprise’s charter) of the enterprise’s charter capital or outstanding ordinary shares being held by Viettel.
k) Controlling interest of Viettel in another enterprise includes:
- Rights of the sole owner of the enterprise.
- Rights of the shareholder/contributor having the controlling share/stakes in the enterprise.
- The right to directly or indirectly designate most or all members of the company’s Board of Members, Board of Directors, General Director or Director.
- The right to approve and amend the enterprise’s charter.
- Other rights agreed between Viettel and the controlled enterprise and specified in the latter’s charter.
l) “association contract” means a contract on the association between the parties in terms of business, technology, market and other services.
m) “investment representative” means a person authorized in writing by Viettel to exercise its rights and responsibilities in another enterprise in which Viettel invests.
n) “managers” of Viettel include the president, General Director, Deputy General Director and chief accountant of Viettel.
2. The terms that are not defined in this Charter shall be construed in accordance with relevant laws.
Article 3. Name and headquarters of Viettel
1. Vietnamese name: Tập Đoàn Công nghiệp - Viễn thông Quân Đội.
2. International name: Viettel.
3. Abbreviated name: Viettel.
4. Type of business: single-member limited liability company.
5. Address of headquarters when this Charter is issued: No. 1 of Tran Huu Duc street, My Dinh 2 ward, Nam Tu Liem district, Hanoi. This can be changed during Viettel’s operation according to its duties and in conformity with this Charter.
6. Phone number: 04.62556789.
7. Fax number: 04.62996789.
8. Website: www.viettel.com.vn.
9. The trademark and logo of VIETTEL when this Charter is approved are registered under the certificate of trademark registration issued by National Office of Intellectual Property – the Ministry of Science and Technology.
Article 4. Legal status, functions and duties of Viettel
1. Legal status:
a) Viettel is a defense enterprise whose 100% of charter capital is held by the State, established by the Prime Minister, directly managed by the Ministry of National Defense; operates in accordance with the Law on Enterprise, relevant laws, regulations of the Ministry of National Defense and this Charter.
b) Viettel is a juridical person, has its own seal and charter; is permitted to open accounts at State Treasury, domestic and foreign commercial banks as prescribed by law.
c) Viettel has the right to ownership of its trade name and trademark as prescribed by law.
d) Viettel has its own capital and assets, is responsible for its debts and other liabilities with all of its assets.
2. Primary functions and duties of Viettel:
a) Defense and security tasks:
- Directly develop and manage the telecommunications network; use the telecommunications network of Viettel as backup military information network during peace time and serve defense purposes whenever necessary; ensure communications when needed and serve other military information tasks.
- Research, design, manufacture, assemble, repair military products, equipment and weapons as assigned by the State and the Ministry of National Defense.
b) Business operation:
- Directly do business within permitted business lines together with financial investment as prescribed by law.
- Invest in subsidiary companies and associate companies in Vietnam and other countries; control subsidiary companies by means of capital, operation, technology, trademark, market and other methods prescribed by law and this Charter.
- Exercise rights and obligations of the investor in subsidiary companies and associate companies; rights and obligations under voluntary association contracts.
Article 5. Objectives and business lines
1. Objectives:
a) Defense and security objectives:
- Develop a high technology defense complex that connects defense industry and national industry; creates military products, equipment and weapons.
- Ensure operation of the military information network in conflict situations and preparedness in peace time.
b) Business objectives:
- Organize business operation in accordance with state planning and policies; ensure profitability; preserve and develop state investment in Viettel and Viettel’s investment in other enterprises; fulfill other tasks assigned by the Government and the Ministry of National Defense.
- Develop a powerful, active and modern business-defense corporation that is able to compete in Vietnam and other countries; achieve high business efficiency, fulfill defense and security tasks; ensure reasonable structure; focus of the fields of telecommunications, information technology, broadcasting, postal services, research and development of telecommunications devices and high technology military equipment in Vietnam and other countries; contribute to socio-economic development and defense and security development; lead sustainable development of Vietnam’s telecommunications and information technology industry to serve international integration.
2. Business lines:
a) Primary business lines:
- Provision of telecommunications and information technology products; broadcasting; multimedia; communications; e-commerce, postal services and delivery. Provision of information on mobile networks. Production of applications, value-added telecommunications, information technology, television services. Provision of financial services, payment services, currency exchange; video game services, news websites, social networks and other services based on Viettel’s technology, services and products.
- Provision of counsel on management, survey, design, planning of projects for investment, construction, operation, maintenance, repair, lease of telecommunications, information technology, television works; lease of machinery, equipment and other tangible assets domestically and overseas.
- Research and development, manufacture, repair, improvement, maintenance, sale, technology transfer, export and import of military products, specialized vehicles and devices, weapons, ammunition, specialized chemicals, explosives, explosive materials, propellants, detonators); combat vehicles , support vehicles; airplanes, spaceships and relevant machines; measurement, inspection, navigation, control devices; combat gears serving defense and security.
- Research and development, manufacture, repair, sale of products and services; lease, export, import of dual-use products (serving both military and civilian purposes).
- Research and development, manufacture, repair, maintenance, technology transfer, export, import, distribution, wholesaling, retailing of telecommunications, information technology, television and multimedia product.
- Research and development, manufacture, sale, export and import civilian cryptography and network security products and services.
b) Relevant business lines:
- Advertising, market survey; provision of counsel on product introduction and trade promotion.
- Real estate trade (of existing projects); lease of unused offices, houses and land areas).
- Sports; training and development of human resources for domestic and overseas operation of Viettel Group.
c) Viettel may add other business lines that are not banned by law under decisions of the Prime Minister.
Article 6. Charter capital
1. Charter capital of Viettel on the issuance date of this Charter is 121.520.000.000.000 VND (one hundred twenty-one thousand, five hundred and twenty billion dongs).
2. Charter capital of Viettel during the period from 2015 to the end of 2020 will be 300.000.000.000.000 VND (three hundred thousand billion dongs).
3. Changes to the charter capital The Prime Minister shall be decided by the Prime Minister in consideration of proposal of the Ministry of National Defense and validation by the Ministry of Finance.
4. Viettel shall change the charter capital written in its certificate of enterprise registration according to the actual investment at the time.
Article 7. Representative of state ownership of Viettel
1. The Government shall exercise the rights and responsibilities of the representative of state ownership to Viettel’s operation as prescribed by law.
2. The Government, the Prime Minister, the Ministry of National Defense and relevant Ministries shall exercise the rights and responsibilities of the representative of state ownership to Viettel in accordance with regulations of law and this Charter.
3. The President of Viettel shall directly exercise the rights and responsibilities of the representative of state ownership at Viettel in accordance with regulations of law and this Charter.
Article 8. Legal representative
The legal representative of Viettel is its General Director.
Article 9. Communist Party organization and socio-political organizations within Viettel
1. Communist Party organization within Viettel is wholly under management of CMC, operates under regulations of CMC and the Charter of the Communist Party of Vietnam, the Constitution and the law. The Communist Party Committee of Viettel Group directly manages all aspects of its operation.
2. Socio-political organizations within Viettel shall operate under regulations of CMC, the Ministry of National Defense, their charters, the Constitution and the law.
Tìm kiếm
Nghị định 05/2018/NĐ-CP (Bản Word)
Nghị định 05/2018/NĐ-CP (Bản Pdf)