Nghị định 47/2021/NĐ-CP hướng dẫn Luật Doanh nghiệp
THE GOVERNMENT
——-
SOCIALIST REPUBLIC OF VIETNAM
Independence – Freedom – Happiness
—————
No. 47/2021/ND-CP
Hanoi, April 01, 2021
DECREE
ELABORATION OF SOME ARTICLES OF THE LAW ON ENTERPRISES
Pursuant to the Law on
Government Organization dated June 19, 2015 and the Law dated November 22, 2019
on amendments to the Law on Government Organization;
Pursuant to the Law on
Enterprises dated June 17, 2020;
Pursuant to the Law on
Management and Use of State Capital Invested in Business Operation at
Enterprises dated November 26, 2014;
Pursuant to the Law on
Information Technology dated June 29, 2006;
At the request of the
Minister of Planning and Investment;
The Government
Promulgates a Decree on elaboration of some Articles of the Law on Enterprises.
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GENERAL
PROVISIONS
Article
1. Scope and regulated entities
1. This Decree elaborates
some Articles of the Law on Enterprises on social enterprises, state-owned enterprises,
groups of companies, defense and security enterprises and disclosure of
information of state-owned enterprises.
2. This Decree applies to
the enterprises, organizations and individuals specified in Article 2 of the
Law on Enterprises.
Article
2. Definitions
For the purpose of his
Decree, the terms below are construed as follows:
1. “social enterprise” means an enterprise that satisfies the
criteria specified in Clause 1 Article 10 of the Law on Enterprises.
2. “defense and security
enterprise” means a state-owned enterprise that directly serves defense and
security or combines business operation with defense and security as prescribed
in Clause 5 Article 217 of the Law on Enterprises and satisfies the conditions
specified in Article 13 of this Decree.
3. “group of companies”
means a group of companies that are related to one another by ownership of
shares/stakes or other forms of association.
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5. “National State-owned
Enterprise Database” means the collection of data about basic information of
state-owned enterprise and is developed, updated, managed and operated on
www.business.gov.vn in order to provide information about state-owned
enterprise and serve social interests.
6. “person authorized to
disclose information” means an individual who is authorized by the enterprise
to disclose information; has the power to append signatures and seals according
to the enterprise’s rules and regulations.
Chapter
II
SOCIAL
ENTERPRISES
Article
3. Responsibility of social enterprises and owners of sole proprietorships,
members, shareholders of social enterprises
1. Social enterprises
shall maintain pursue of social and environmental objectives, retained earnings
for re-investment and other contents in the commitment to pursue social and
environmental objectives throughout their operation. Unless the social and
environmental objectives are terminated ahead of schedule, the social
enterprise shall return all incentives, aids and sponsorships it received to
pursue social and environmental objectives if it fails to fulfill the
commitment to pursue social and environmental objectives and maintain retained
earnings for re-investment.
2. Owners of sole
proprietorships, general partners of partnerships, members of limited liability
companies and related entities that are shareholders of joint stock companies,
members of the Board of Directors, the Director/General Director holding office
or within a specific period of time shall be jointly responsible for the damage
caused by the social enterprise’s violations as prescribed in Clause 1 of this
Article.
Article
4. Receipt of aids and sponsorships
1. Social enterprises may
receive foreign non-governmental aids to pursue their social and environmental
objectives in accordance with regulations of law on receiving foreign
non-governmental aids.
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a) The enterprise shall
prepare a document about receipt of sponsorship which specifies: information
about the sponsors, types of property, value of property or money, time of
sponsorship; requirements to be satisfied by the recipient; full name and
signature of the sponsor’s representative (if any).
b) Within 10 working days
from the receipt of the sponsorship, the enterprise shall send a notification
to the authority in charge of management of aids and sponsorships affiliated to
the People’s Committee of the province where the enterprise is headquartered.
The notification shall be enclosed with a copy of the document about receipt of
sponsorship.
Article
5. Conversion of social protection establishments, social funds and charitable
funds into social enterprises
1. A social protection
establishment, social fund or charitable fund may use all of its property,
rights and obligations for conversion into a social enterprise after obtaining
the written approval from the authority that issued the license for establishment.
2. After conversion, the
social enterprise shall inherit all lawful rights, interests, debts (including
tax debts), employment contracts and other obligations of the social protection
establishment, social fund or charitable fund. The social protection
establishment, social fund or charitable fund is shut down from the day on
which the social enterprise is granted the Certificate of Enterprise
Registration.
3. Documentation and
procedures for conversion from social protection establishments, social funds
and charitable funds into social enterprises shall comply with the Law on
Enterprises and regulations of the Government on enterprise registration.
Article
6. Full division, partial division, consolidation, merger, dissolution of
social enterprises
1. Social enterprises
shall be fully divided, partially divided; consolidated, merged with other
social enterprises or other enterprises as prescribed by corresponding
regulations of the Law on Enterprises.
2. In case of premature
termination of social and environmental objectives and dissolution of a social
enterprise, the remaining assets or finance received by the social enterprise
shall be returned to the providers, transferred to other social enterprises or
organizations with similar social objectives or transferred to the State as
prescribed by the Civil Code.
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Chapter
III
STATE-OWNED
ENTERPRISES AND GROUPS OF COMPANIES
Article
7. State-owned enterprises and determination of ratio of charter capital or
total voting shares held by the State in enterprises
1. The parent company prescribed
in Point a Clause 2 and Point a Clause 3 Article 88 of the Law on Enterprises
must not be a subsidiary company in a another business group, corporation or
group of parent company – subsidiary companies.
2. The ratio of charter
capital or total voting shares held by the State in an enterprise means the
total ratio of charter capital or voting shares held by the state ownership
representative bodies in that enterprise.
3. An independent company
mentioned in Article 88 of the Law on Enterprises is a joint stock company or
limited liability company whose charter capital or total voting shares are held
by the State and does not belong to any group of parent company – subsidiary
companies
Article
8. Board of Controllers, Controllers at wholly state-owned enterprises
1. The state ownership
representative body shall establish a dedicated unit or assign a unit or
individual in the state ownership representative body to monitor, assess,
perform the tasks relevant to the operation, management, benefits of the Board
of Controllers and Controllers.
2. Salaries,
remunerations, bonuses, working conditions, costs of business trip and other
operating costs of the Board of Controllers and Controllers shall be decided by
the state ownership representative body, at least equal to those of the Board
of Members or Deputy General Director/Deputy Director of the enterprise; will
be included in the enterprise’s business costs and presented in a separate
section in the enterprise’s annual financial statement.
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The Board of Controllers
and Controllers at an enterprise 100% charter capital of which is held by the
State (hereinafter referred to as “wholly state-owned enterprise”) shall
fulfill the obligations in Article 104 and the following regulations:
1. Prepare the annual
work plan and submit it to the state ownership representative body for approval
and promulgation within the first quarter; implement the approved work plan.
In the cases where
unscheduled inspects are necessary for early detection of errors of the
enterprise, the Board of Controllers and the Controllers shall proactively take
actions and report to the state ownership representative body.
2. Supervise the
execution of major investment projects whose value exceeds 30% of equity or
capital of Group B projects according to the Law on Public Investment,
contracts, sales, purchases, business transactions whose value exceeds 10% of
equity or at the request of the state ownership representative body; unusual
business transactions of the company.
Article
10. Operating regulations of the Board of Controllers and Controllers
1. The state ownership representative bodies of wholly
state-owned enterprises prescribed in Point a Clause 1 Article 88 of the Law on
Enterprises shall promulgate operating regulations of the Board of Controllers
and Controllers.
2. The Board of Members
of multiple-member limited liability companies that are state-owned enterprises
and subsidiary companies of state-owned enterprises prescribed in Clause 1
Article 88 of the Law on Enterprises shall promulgate operating regulations of
the Board of Controllers and Controllers at the enterprises.
3. The Board of Members,
Presidents of parent companies that are state-owned enterprises shall
promulgate operating regulations of the Board of Controllers and Controllers of
the single-member limited liability companies that are wholly owned by the
parent companies.
4. Operating regulations
of the Board of Controllers and Controllers shall include:
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b) The mechanism form
cooperation; rights, obligations and responsibilities of the enterprise and its
executives to operation of the Board of Controllers and the Controllers;
c) The mechanism for cooperation,
reporting, seeking opinions between the state ownership representative body,
the Board of Controllers and the Controllers regarding their rights and duties;
d) The mechanism for
cooperation between the Board of Controllers, the Controllers, the enterprise’s
executives, the representative of the direct owner, the representative of state
capital in the enterprise, the representative of the enterprise’s capital in
other enterprises in performance of rights and obligations of the Board of
Controllers and the Controllers to the enterprise, the subsidiary companies,
the subsidiary companies with stakes or associate companies of the enterprise.
dd) Scope, contents of
rights, obligations and duties of the Board of Controllers and the Controllers;
e) Salaries,
remunerations, bonuses, working conditions, costs of business trip and other
operating costs of the Board of Controllers and the Controllers;
g) Other contents decided
by the state ownership representative body.
Article
11. Super-voting shares
1. The charter of the joint stock company shall specify the
time and total number of votes or the number of votes of each super-voting
share.
2. The organizations
authorized by the Government as prescribed in Clause 1 Article 116 of the Law on
Enterprises are the state ownership representative bodies and shall perform the
state’s rights and obligations to the super-voting shares.
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Article
12. Cross ownership between companies in a group of companies
1. Contribution of
capital, purchase of shares of other enterprises or for establishment of a new
enterprise as prescribed in Clause 3 Article 195 of the Law on Enterprises
include:
a) Joint contribution of
capital to establish a new enterprise.
b) Joint purchase of
stakes/shares of existing enterprises.
2. An enterprise within
at least 65% state capital mentioned in Clause 3 Article 195 of the Law on
Enterprises is a state-owned enterprise at least 65% of charter capital or
voting shares of which are held by the State.
3. The president of the
company, the Board of Members, the Board of Directors shall be responsible for
ensuring conformity with Article 195 of the Law on Enterprises when proposing,
deciding capital contribution, purchase of shares/stakes of other companies,
and jointly responsible for paying compensation for the damage incurred by the
company due to the violations against this Clause.
4. The business
registration authority shall reject registration of change of the company’s
members/shareholders if violations against Clause 2 and Clause 3 Article 195 of
the Law on Enterprises are found while processing the application.
Chapter
IV
DEFENSE AND
SECURITY ENTERPRISES
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An enterprise will be
identified as a defense and security enterprise in the following cases:
1. All of the following
conditions are satisfied:
a) The enterprise is a
single-member limited liability company in which state ownership is represented
by the Ministry of National Defense or the Ministry of Public Security.
b) The enterprise’s
sector and location is included in the List of sectors and areas directly
serving defense and security in Appendix 1 of this Decree.
c) The enterprise is
assigned by the Ministry of National Defense or the Ministry of Public Security
to produce, supply defense and security-related products and services or
perform defense and security tasks using resources of the State of the
enterprise that are suitable for the objectives of the enterprise.
2. Other cases decided by
the Prime Minister to meet defense and security requirements at the time.
Article
14. Rights and obligations of defense and security enterprises
Defense and security
enterprises have the rights and obligations prescribed in Article 9 of the Law
on Enterprises and the following regulations:
1. Defense and security
enterprise shall be provided by the Ministry of National Defense or the
Ministry of Public Security with adequate resources and charter capital to
perform assigned defense and security tasks.
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a) These activities are
approved in writing by the Ministry of National Defense or the Ministry of
Public Security;
b) These business
activities are meant to support defense and security tasks or improve
efficiency of property after the assigned defense and security tasks have been
fulfilled;
c) These activities do
not cause reduction in capacity or affect the performance of assigned defense
and security tasks;
d) Taxes are fully paid
as prescribed by law.
3. Manage the use of provided
resources for performance of defense and security tasks in accordance with
applicable regulations on the management and use of state property in the
people’s armed forces and relevant laws.
4. Comply with decisions
of the Ministry of National Defense or the Ministry of Public Security on
transfer of capital or assets serving performance of defense and security tasks
of the enterprise to other enterprises for performance of defense and security
tasks where necessary. In this case, the Ministry of National Defense or the
Ministry of Public Security shall be responsible for the debts and other
liabilities of the enterprise.
5. Changes or addition of
business lines are subject to approval by the Ministry of National Defense or
the Ministry of Public Security.
6. Comply with
regulations of law on international cooperation and regulations of the Ministry
of National Defense or the Ministry of Public Security during association with
foreign organizations and individuals in performance of defense and security
tasks.
Article
15. Organizational structure and managerial positions of defense and security
enterprises
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Article
16. Benefits of defense and security enterprises and employees thereof
1. A defense and security enterprise shall be entitled to:
a)
Exemption, reduction of land rents, land levy
and tax on use of land assigned for performance of defense and security tasks
according to the Law on Land and its guiding documents;
b) Have the following
costs covered by the State: military equipment for commissioned officers,
career military personnel, defense workers, non-commissioned officers, police
workers; drills, combat training; payment for defense and security works. In
case state budget cannot fully cover these costs, they may be recorded as
operating costs of the enterprise, which can be deducted during assessment and
ranking of enterprises according to regulations of the Government;
b) Be provided with
funding by the State for maintenance, repair, operation of production lines
serving defense and security in case of production suspension without being
able to cover the costs;
b) Be provided with 02
reward and benefit funds equal to 02 months’ salaries in case the enterprise’s
funds are not adequate;
dd) Be provided with
financial assistance in construction of kindergartens and education in areas
without public schools; healthcare in areas where medical stations have to be
maintained;
e) Depreciate the fixed
assets that are expensive productions lines for weapons, military vehicles,
equipment serving defense and security according to instructions of the
Ministry of Finance.
2. Employees of a defense and security enterprise shall be
entitled to the following benefits:
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b) Employees who are
injured or die during performance of defense and security tasks will be
considered for recognitions as meritorious persons if eligible; employees
having occupational accidents will be considered for occupational accident
benefits as prescribed by labor laws.
c) The State shall
provide adequate funding to pay salaries and social insurance for commissioned
officers and career military personnel during retirement preparation time;
payments for discharge, resignation according to applicable regulations;
provide assistance in paying salaries to essential employees that have to be
maintained to operate defense and security production lines in case of
production suspension without being able to cover the costs.
Article
17. Recognition, re-recognition of defense and security enterprises
1. The Prime Minister
shall decide recognition and re-recognition of defense and security enterprises
on the basis of the request of the Ministry of National Defense and the
Ministry of Public Security and validation by the Ministry of Planning and
Investment every 05 years.
2. Recognition,
re-recognition of defense and security enterprises shall be organized as
follows:
a) Within 01 year from
the effective date of this Decree and 06 months before the periodic
re-recognition of defense and security enterprises, the Ministry of National
Defense and the Ministry of Public Security shall review the enterprises that
satisfy the conditions specified in Article 13 of this Decree to prepare
applications for recognition and re-recognition of defense and security
enterprises: send 03 sets of applications for recognition/re-recognition of the
defense and security enterprise as prescribed in Article 18 of this Decree to
the Ministry of Planning and Investment for validation.
b) The Ministry of
Planning and Investment shall seek opinions from the Ministry of Finance and
relevant Ministries where necessary after receiving the satisfactory
application. The Ministry of Finance and enquired Ministries shall offer their
opinions about within 15 working days from the receipt of the enquiry from the
Ministry of Finance.
d) The Ministry of
National Defense and the Ministry of Public Security shall send their responses
to the Ministry of Planning and Investment; complete their applications and
submit them to the Prime Minister for recognition and re-recognition of defense
and security enterprises.
3. A new enterprise that
satisfies the conditions specified in Article 13 of this Decree will be
recognized as a defense and security enterprise without undergoing the
recognition process. The written approval or decision on establishment of the
enterprise issued by the Prime Minister can replace the decision on recognition
of defense and security enterprise.
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5. Single-member limited
liability companies in which state ownership is represented by the Ministry of
National Defense or the Ministry of Public Security that are not recognized or
re-recognized as defense and security enterprises shall undergo ownership
transfer, rearrangement and capital withdraw as prescribed by law.
Article
18. Application for recognition/re-recognition of defense and security
enterprise
An application for
recognition/re-recognition of defense and security enterprise shall have the
following contents:
1. The enterprise’s name;
sectors, business lines, location; defense and security tasks, products and
services provided by the enterprise over the last 05 years before application
date.
2. Assessment of the
enterprise’s performance over the last 05 years (charter capital, equity,
post-tax profit, payment to state budget; total debts payable, total
employees).
3. The enterprise’s name;
sectors, business lines, location; defense and security tasks, products and
services provided by the enterprise over the last 05 years before application
date.
4. Objectives, plan for enterprise
development in the next 05 years from the application date.
5. Other contents
relevant to the recognition/re-recognition of defense and security enterprise
(if any); documents relevant to defense and security tasks assigned or ordered
by the Ministry of National Defense or the Ministry of Public Security.
Article
19. Assigning defense and security tasks, ordering defense and security
products and services, inspection and supervision of defense and security
enterprises
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(028) 3930 3279
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0906 22 99 66
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2. Before August 31 every year, the Ministry of National
Defense and the Ministry of Public Security shall submit reports to the Prime
Minister, the Ministry of Planning and Investment and the Ministry of Finance
on performance of enterprises under their management in the preceding year.
Such a report shall specify: the enterprise’s business performance; production,
provision of defense and security products and services; performance of defense
and security tasks; provision of benefits for the enterprise’s employees.
Chapter
V
DISCLOSURE
OF INFORMATION OF STATE-OWNED ENTERPRISES AND NATIONAL STATE-OWNED ENTERPRISE
DATABASE
Section
1. DISCLOSURE OF INFORMATION OF STATE-OWNED ENTERPRISES
Article
20. Information disclosure principles
1. The disclosure of
information of state-owned enterprises shall be adequate, accurate and timely
as prescribed by law in order to ensure openness and transparency of the
enterprises’ operation, ensure effectiveness of management and supervision by
state authorities and the society.
The enterprise’s legal
representative or the person authorized to disclose information shall be
responsible for the adequacy, timeliness, truthfulness and accuracy of the
information disclosed.
3. The report on
information disclosure shall be prepared according to the form in Appendix II
hereof and converted into an electronic file (pdf, Word, Excel). The filename
shall match the type of report as specified in Appendix II hereof. Information
shall be disclosed in Vietnamese language.
4. An online information
disclosure report has the same legal value as that of a physical report and is
the basis for comparison and verification of information serving information
collection; inspection, supervision as prescribed by law.
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(028) 3930 3279
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0906 22 99 66
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Article
21. Methods and means of information disclosure
1. Information may be
disclosed in the form of physical documents and electronic data.
2. Means of information
disclosure include:
a) The enterprise’s
website.
b) The state ownership
representative body’s website.
c) www.business.gov.vn.
3. In case the
information disclosure date is a day off or public holiday prescribed by law, the
enterprise shall disclose information on the day succeeding the day off or
public holiday.
4. information disclosure
on means of mass media shall be regulated by state ownership representative
bodies.
Article
22. Information disclosure accounts on www.business.gov.vn
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2. An information
disclosure account on www.business.gov.vn shall have the following
contents:
a) Information about the
legal representative: full name, ID number; phone number, email address;
position.
b) Basic information
about the enterprise: The enterprise’s name, enterprise ID number, headquarters
address, phone number, email address, website; state ownership representative
body; ratio of state capital in the enterprise.
3. The enterprise must
change its password within 01– 03 working days from the day on which the
account is created; protect the account and password; promptly inform the
Ministry of Planning and Investment if the account or password is lost or
stolen or used by an unauthorized person.
Article
23. Periodically disclosed information
1. A wholly state-owned enterprise shall periodically
disclose the following information:
a) Basic information
about the enterprise and its charter;
b) Overall objectives,
specific objectives and targets of the annual business plan approved by the
state ownership representative body according to Form No. 2 in Appendix II
hereof; this information shall be disclosed before March 31 of the execution
year;
b) Report on
implementation of the annual business plan according to Form No. 3 in Appendix
II hereof; this information shall be disclosed before June 30 of the year
preceding the succeeding year;
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dd) 6-month report on
administration and organizational structure of the enterprise according to Form
No. 5 in Appendix II hereof; this information shall be disclosed before July 31
every year;
g) The mid-year financial
statements and summaries thereof audited by an independent audit organization,
including the financial statement of the parent company and the consolidated
financial statement (if any) as prescribed by regulations of law on corporate
accounting; this information shall be disclosed before July 31 every year;
h) The annual financial
statements and summaries thereof audited by an independent audit organization,
including the financial statement of the parent company and the consolidated
financial statement (if any) as prescribed by regulations of law on corporate
accounting; this information shall be disclosed within 150 days from the end of
the fiscal year.
2. Enterprises over 50% charter capital or voting shares are
held by the State shall disclose information in accordance with Points a, c,
dd, e, h Clause 1 of this Article.
Article
24. Ad-hoc information disclosure
The enterprise shall
disclose information on its website or printed matter (if any) and posted at
the headquarters, business location, www.business.gov.vn and send a
notification to the state ownership representative body within 36 hours from
the occurrence of any of the events specified in Clause 1 Article 110 of the
Law on Enterprises.
Article
25. Disclosing information
1. The enterprise shall
publish the information specified in Article 23 and Article 24 of this Decree
on its website and www.business.gov.vn on schedule; and concurrently send a
report to the state ownership representative body. For information that is
important, relevant to or affecting national secrets and security, business
secrets, the enterprise shall request the state ownership representative body
to decide which information should be restricted from disclosure.
2. The state ownership
representative body shall publish on its website the information to be
periodically disclosed by the enterprise within 05 working days from the day on
which the enterprise’s report is received. The state ownership representative
body shall decide restriction of disclosure of information that is important,
relevant to or affecting national secrets and security, the enterprise’s
business secrets, and submit a report to the Ministry of Planning and
Investment for monitoring.
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1. The enterprise shall
submit a report to the state ownership representative body in case information
cannot be disclosed on schedule due to force majeure or the disclosure of which
is subject to approval by the state ownership representative body.
2. The state ownership
representative body shall consider delaying information disclosure and send a
written notification to the Ministry of Planning and Investment.
3. The enterprise shall announce the delay on its website and
disclose information after the force majeure event has been dealt with or after
the state ownership representative body offers its opinion about information
restricted from disclosure.
Section
2. NATIONAL STATE-OWNED ENTERPRISE DATABASE
Article
27. Rules for development, update, management and utilization of National
State-owned Enterprise Database
1. The development,
update, management and utilization of National State-owned Enterprise Database
shall satisfy the following requirements:
a) The contents are
appropriate, accurate, timely and effective;
b) Existing data are
utilized; reuse of the same sources of data is avoided;
c) Long-term use is
prioritized with an aim to achieve multiple objectives.
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(028) 3930 3279
DĐ:
0906 22 99 66
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Article
28. Management and utilization of National State-owned Enterprise Database
1. The following information about an enterprise may be
published on www.business.gov.vn:
The enterprise’s name, enterprise ID number, headquarters address, phone
number, email address, website; state ownership representative body; ratio of
state capital in the enterprise, the enterprise’s legal representative,
business lines, periodic and ad-hoc information disclosure reports.
2. Enterprises are
entitled to use information and data on National State-owned Enterprise
Database using their information disclosure accounts.
3. The management and
utilization of National State-owned Enterprise Database shall comply with
guidance of the Ministry of Planning and Investment.
Article
29. Funding for development, update, management and utilization of National
State-owned Enterprise Database
1. The funding for
development, update, management and utilization of National State-owned
Enterprise Database shall be provided from:
a) The state budget;
b) Aids, sponsorships and
other lawful sources of funding.
2. The management and use
of funding for development, update, management and utilization of National
State-owned Enterprise Database shall comply with regulations of the Law on
State Budget, bidding laws, regulations of sponsors and relevant laws.
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(028) 3930 3279
DĐ:
0906 22 99 66
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Article
30. Responsibilities of enterprises
1. Establish regulations
on information disclosure in accordance with this Decree, including authority,
responsibility, tasks of relevant individuals and units.
2. Build a website within
03 months from the effective date of this Decree. The website shall display the
time of upload of the information and basic information about the enterprise;
periodic and ad-hoc information disclosure reports prescribed by this Decree.
3. Declare and take
responsibility for the accuracy of information updated in electronic forms on
www.business.gov.vn when uploading information disclosure reports.
Defense and security
enterprises shall update electronic forms to www.business.gov.vn,
information about finance and business performance of the preceding year before
June 30 every year, including: charter capital, equity, total assets, total
revenue, pre-tax and post-tax profits, taxes and other amounts paid to the
State, total outward investment, financial investment, total liability, total
number of employees, salary fund, average salary.
4. Comply with regulations; facility inspection and
supervision by state ownership representative bodies and relevant authorities
as prescribed by law.
Article
31. Responsibilities of state ownership representative bodies
1. Develop a separate column on information disclosure by
enterprises on the state ownership representative body’s website; provide
adequate funding form state budget or other lawful sources to upgrade, maintain,
operate the state ownership representative body’s website serving information
disclosure by enterprises as prescribed by this Decree.
2. Approve contents of reports prescribed in Point b Clause 1
Article 23 of this Decree before March 20 every year and upload periodic
information disclosure reports to the state ownership representative body’s
website.
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(028) 3930 3279
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0906 22 99 66
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Article
32. Responsibilities of the Ministry of Planning and Investment
1. Ensure information
infrastructure and necessary devices for management, maintenance, operation of www.business.gov.vn;
ensure continuity, stability, safety and accessibility of information disclosed
by enterprises.
2. Organize training;
provide guidance on information disclosure, management and use of National
State-owned Enterprise Database.
4. Develop, update, manage,
use National State-owned Enterprise Database on www.business.gov.vn
to ensure access and effective use of information serving social interests.
5. Preside over the
integration, sharing, connection of National State-owned Enterprise Database
with enterprise database of Ministries, ministerial agencies, governmental
agencies, the People’s Committees of provinces and other organizations to
facilitate the Government’s administration.
6. Periodically review and propose upgrades to information
technology infrastructure of www.business.gov.vn. Prepare periodic or ad-hoc
estimates of regular expenditures to ensure adequate budget for operation and
upgrade of www.business.gov.vn.
Article
33. Handling violations
1. Enterprises that
violate regulations on this Decree on information disclosure shall face
administrative penalties for violations against regulations on planning and investment
according to regulations of the Government.
2. Te state ownership
representative body shall assess and rank executives, representatives of state
capital in enterprises in accordance with applicable regulations on management
of people holding positions and representatives of state capital in enterprises
in case the commit the following violations:
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(028) 3930 3279
DĐ:
0906 22 99 66
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b) Disclosed information
is not truthful and accurate.
3. The state ownership
representative body shall be responsible to the Government for:
a) Failure to supervise
and inspect information disclosure by enterprises in accordance with this
Decree;
b) Failure to publicly
and punctually upload the information disclosed by enterprises under its
management to its website.
Chapter
V
IMPLEMENTATION
CLAUSES
Article
34. Effect and transition clauses
1. This Decree comes into
force from the day on which it is signed.
2. This Decree replaces
and annuls the following documents:
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b) The Government’s
Decree No. 93/2015/ND-CP dated October 15, 2915 on organization, management and
operation of defense and security enterprises.
c) The Government’s
Decree No. 96/2015/ND-CP dated October 19, 2015 elaborating some Articles of
the Law on Enterprises.
d) The Prime Minister’s
Decision No. 35/2013/QD-TTg dated June 07, 2013 promulgating operating regulations
of the Board of Controllers and Controllers of wholly state-owned single-member
limited liability companies.
3. Enterprises recognized
as defense and security enterprises under Decree No. 93/2015/ND-CP are entitled
to the benefits specified in Article 16 of this Decree for 3 years from the
issuance date of the decisions on recognition of defense and security
enterprise. After this 3-year period, they shall implement the regulations of
this Decree on re-reorganization of defense and security enterprises.
4. Except the cases
specified in Clause 3 Article 195 of the Law on Enterprises, the enterprises
that contributed capital or purchased shares before June 01, 2015 may buy,
sell, transfer, increase, decrease the stakes/shares but must not increase the
cross ownership ratio before July 01, 2015.
Article
35. Responsibility for implementation
1. The Ministry of Finance shall take charge and cooperate
with the Ministry of Labor, War Invalid and Social Affairs, the Ministry of
National Defense and the Ministry of Public Security in providing guidelines
for implementation of Article 16 of this Decree.
2. The Ministry of
National Defense and the Ministry of Public Security shall provide guidelines
for implementation of regulations on reporting information disclosure,
inspection supervision of defense and security enterprises; standards,
conditions, procedures for designation, dismissal, removal from office,
commendation, disciplining of people holding managerial positions in defense
and security enterprises prescribed in Clause 2 Article 15 of this Decree.
3. Ministries,
ministerial agencies, governmental agencies, the People’s Committees of
provinces, relevant organizations and individuals are responsible for
connection, integration, sharing information about state-owned enterprises with
National State-owned Enterprise Database as instructed by the Ministry of
Planning and Investment.
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ON BEHALF OF THE GOVERNMENT
THE PRIME MINISTER
Nguyen Xuan Phuc
