Chapter I
GENERAL PROVISIONS
Article 1. Scope of regulation and subjects of application
This Decree defines the functions, tasks and operation mechanism of the State Capital Investment Corporation (below referred to as the Corporation).
The Corporation is an enterprise established under decision of the Prime Minister; has its charter capital invested by the State and is assigned to manage state capital in enterprises transferred from ministries, ministerial-level agencies and People’s Committees of provinces and centrally run cities (provincial-level People’s Committees).
The organization and operation of the Corporation comply with this Decree, its charter and relevant laws.
Article 2. Form of organization of operation of the Corporation
The Corporation operates as a single-member limited liability company with 100% of charter capital held by the State.
Article 3. Interpretation of terms
1. In this Decree the terms below are construed as follows:
a/ Unit of the Corporation means a dependent-cost accounting unit within the organizational structure of the Corporation;
b/ Subsidiary of the Corporation means a company which is established and has over 50% of its charter capital held by the Corporation (excluding enterprises received under Clause 1, Article 7 of this Decree);
c/ Associated company of the Corporation means a company with capital contributed by the Corporation, which is other than companies defined at Point b, Clause 1 of this Article (including also received enterprises);
d/ Representative means a person appointed or authorized by the Corporation to represent part or the whole of state capital contributed by the Corporation to an enterprise, who has several or all of the rights and obligations of shareholders, capital contributors or joint-venture parties of the enterprise;
dd/ Sale of state capital means the sale by the Corporation of some or all of its shares or contributed capital in an enterprise received and invested by the Corporation.
2. Other terms in this Decree have the meanings as interpreted in the Civil Code, the Law on Enterprises and other legal documents. “Law” means Vietnamese law.
Article 4. Functions and tasks of the Corporation
1. To receive the rights of the state owner representative in enterprises as prescribed in Clause 1, Article 7 of this Decree.
2. To exercise the rights and perform the obligations of the owner toward enterprises and capital amounts received and directly invested by the Corporation.
3. To continue with the reorganization and equitization of, or sale of state-invested capital in. transferred enterprises under current regulations.
4. To invest capital in groups, corporations or parent companies operating in the sectors or business lines where the State holds the controlling right.
5. To invest capital in projects as designated by the Government or the Prime Minister.
6. To invest capital in accordance with law in sectors, fields and projects that will bring about economic benefits.
7. To provide investment consultancy, financial consultancy, equitization consultancy, corporate governance consultancy, enterprise ownership transformation consultancy, enterprise merger and acquisition and consultancy and other enterprise support services in accordance with law.
8. To perform tasks related to the enterprise reorganization and development support fund as prescribed by law.
9. Other tasks as decided by the Prime Minister.
Article 5. Organizational structure of the Corporation
The organizational structure and managerial and executive apparatus of the Corporation comply with law.
The Members’ Council of the Corporation consists of 7 members. The Chairperson and members of the Members’ Council may work on a full-time or part-time basis.
Article 6. Rights and obligations of the Corporation
1. To manage, effectively use, preserve and develop state-invested capital and state capital in enterprises assigned to the Corporation for management.
2. To report to the Ministry of Finance for appraisal and submission to the Prime Minister for approval overall schemes on the reorganization and renovation of single-member limited liability companies with 100% state capital assigned to it for management.
3. To report to the Ministry of Finance for appraisal and submission to the Prime Minister for approval production and business strategies and plans and five-year development investment plans.
4. To select and decide on fields and forms of investment and capital investment on market principles, ensuring effectiveness, profitability and lawfulness.
In case of performing capital investment tasks for socio-political purposes assigned by the Government or the Prime Minister, the Corporation shall organize monitoring to clearly determine results of performance of these tasks for reporting to the Prime Minister for consideration and handling.
5. To contribute capital and assets to joint ventures or partnerships with domestic and foreign investors in the forms of purchasing part or the whole of other companies, forming new enterprises, signing business cooperation contracts and other lawful forms.
6. To take the initiative in deciding on investment of additional capital and sale of capital of enterprises received from ministries, ministerial-level agencies or provincial-level People’s Committees in accordance with current laws; to take the initiative in selecting forms of sale of capital received by the Corporation 01' invested by it in enterprises under this Decree and its charter; to reach agreement on repurchase of shares and capital contributions already sold to investors in order to ensure the rights and interests of the State.
7. To be entrusted investment capital sources of the State and organizations and individuals at home and abroad.
8. To establish and contribute capital to establishing subsidiaries or associated companies (including also fund management companies and investment funds).
9. To decide on the establishment of branches, representative offices and attached units at home and abroad after obtaining approval of competent authorities.
10. To appoint, authorize and assess the performance of representatives; to relieve from duty, commend and reward, and discipline representatives; to decide on remuneration levels, bonuses and other benefits for representatives in enterprises which are assigned to the Corporation for management.
11. To assign representatives to decide on contents prescribed in this Decree.
12. To participate in selecting representatives for capital amounts in enterprises with capital to be transferred to the Corporation.
13. To exercise other rights and perform other obligations as prescribed by law.
Tìm kiếm
Nghị định 151/2013/NĐ-CP (Bản Word)
Nghị định 151/2013/NĐ-CP (Bản Pdf)