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THE
STATE BANK
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SOCIALIST
REPUBLIC OF VIET NAM
Independence - Freedom - Happiness
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No:
122/2001/QD-NHNN
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Hanoi,
February 20, 2001
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DECISION
PROMULGATING THE MODEL CHARTER ON ORGANIZATION AND OPERATION
OF STATE-RUN COMMERCIAL BANKS
THE STATE BANK GOVERNOR
Pursuant to the Vietnam State Bank Law No.
01/1997/QH10 and Credit Institution Law No. 02/1997/QH10 of December 12, 1997;
Pursuant to the Government’s Decree No. 15/CP of March 2, 1993 on the tasks,
powers and State management responsibilitie’s of the ministries and
ministerial-level agencies;
Pursuant to the Government’s Decree No. 49/2000/ND-CP of September 12, 2000 on
the organization and operation of the commercial banks;
At the proposal of the director of the Department for Banks and Non-Bank Credit
Institutions,
DECIDES:
Article 1.- To
promulgate together with this Decision the Model Charter on organization and
operation of the State-run commercial banks.
Article 2.- This
Decision takes effect 15 days after its signing and replaces Decision No.
318/QD-NHNN5 of November 25, 1996 of the State Bank Governor to promulgate the
Model Charter on organization and operation of the State-run banks.
Article 3.- The
director of the Office, the director of the Department for Banks and Non-Bank
Credit Institutions, the heads of units under the State Bank, the directors of
the State Bank’s branches in provinces and centrally-run cities, the chairmen
of the Managing Boards and the general directors of the State-run commercial
banks shall have to implement this Decision.
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STATE BANK GOVERNOR
DEPUTY GOVERNOR
Tran Minh Tuan
MODEL
CHARTER ON ORGANIZATION AND OPERATION OF STATE- RUN
COMMERCIAL BANKS
(Promulgated together with Decision No. 122/2001/QD-NHNN of February 20,
2001 of the State Bank Governor)
Chapter I
GENERAL PROVISIONS
Article 1.- The
State-run commercial banks (hereafter called the bank for short) are
established under the State Bank Governors decisions and may carry out banking
activities and other relevant business activities for the purpose of profit,
contributing to achieving the economic targets set by the State.
Article 2.- The
bank has:
1. The legal person status under Vietnamese law;
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3. The organization and operation charter, the
managerial and executive apparatus;
4. The charter capital;
5. Its own seal, accounts opened at the State Bank
as well as domestic and foreign banks according to the regulations of the State
Bank;
6. The financial balance sheet, funds as
provided for by law.
Article 3.- The
bank has the operation duration of 99 years as from the date the decision on
its establishment is issued.
Article 4.- The
bank submits to the State management by the State Bank, the ministries, the
ministerial-level agencies, the agencies attached to the Government and the
People’s Committees of all levels according to their respective functions and
law provisions.
Chapter II
THE CONTENTS AND SCOPE
OF OPERATION OF THE BANK
Section 1. CAPITAL
MOBILIZATION
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1. Accepting deposits of organizations,
individuals and other credit institutions in forms of demand deposit, time
deposits and other kinds of deposit.
2. Issuing deposit certificates, bonds and other
valuable papers to mobilize capitals of domestic and foreign organizations and
individuals when so approved by the State Bank Governor.
3. Borrowing capital of other credit
institutions operating in Vietnam and foreign credit institutions.
4. Borrowing short-term loans of the State Bank
in form of capital reallocation.
5. Other forms of capital mobilization as
stipulated by the State Bank.
Section 2. CREDIT ACTIVITIES
Article 6.- The bank
provides credit to organizations and individuals in forms of loans, discount of
commercial bills and other valuable papers, guaranty, financial leasing and
other forms prescribed by the State Bank.
Article 7.- The
bank provides loan capital to organizations and individuals in the following
forms:
1. Short-term loans to meet the demand for
capital for production, business, service and welfare.
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3 Provision of loans under the Prime Ministers
decisions in case of necessity.
Article 8.-
1. The bank is entitled to
request customers to supply documents proving the feasible business plans and
financial capabilities of their own as well as their guarantors before deciding
the provision of loans; entitled to terminate the provision of loans and
recover debts ahead of time when detecting that the customers have supplied false
information and/or violate the credit contracts.
2. The bank is entitled to handle assets used as
security for loans of the borrowing customers as well as assets of the
guarantors in fulfilling their guaranty obligations in order to recover debts
according to the provisions of the Government’s Decree on securing loans of
credit institutions; to institute lawsuits against customers for their
violations of the credit contracts and/or against the guarantors for their
failure to perform or improper performance of their guaranty obligations
according to the provisions of law.
3. The bank is entitled to exemption and/or
reduction of lending interest rates, banking charges, to debt reschedule and/or
debt purchase/sale according to the regulations of the State Bank.
Article 9.-
1. The bank provides
guaranty for loans, payment, contract performance, bidding participation and
other forms of banking guaranty for organizations and individuals according to
the regulations of the State Bank.
2. The bank is entitled to effect the
international payment, to provide guaranty for loans, payment and other forms
of banking guaranty where the guarantees are foreign organizations or
individuals.
Article 10.-
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2. The bank rediscounts the commercial bills and
other short-term valuable papers for other credit institutions.
Article 11.- The
bank must set up the financial leasing company when conducting financial
leasing activities.
Section 3. PAYMENT AND
TREASURY SERVICES
Article 12.-
1. The bank opens deposit
accounts at the State Bank (Transaction Bureaus or provincial/municipal
branches of the State Bank) where its head office is located and maintain the
compulsory reserve deposit balances thereat according to the regulations of the
State Bank; open deposit accounts at other domestic banks according to the
regulations of the State Bank.
2. The banks transaction bureaus and branches
open deposit accounts at the State Banks branches in the provinces or cities
where such transaction bureaus and branches are headquartered.
3. The bank opens accounts for domestic and
foreign customers according to the provisions of law.
Article 13.-
1. The bank provides the
following payment and treasury services:
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b) Domestic payment for customers.
c) Collection and expenditures on others behalf.
d) Other payment services according to the
regulations of the State Bank.
e) International payment services when so
permitted by the State Bank.
f) Cash collection and payment for customers.
2. The bank organizes the internal payment
system and participates in the domestic inter-bank payment system, and
participates in the international payment system when so permitted by the State
Bank.
Section 4. OTHER ACTIVITIES
Article 14.- The
bank performs the following other activities:
1. Using its charter capital and reserve fund to
contribute capital to and/or purchase shares of, enterprises and other credit
institutions according to the provisions of law.
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3. Participating in the monetary market
according to the regulations of the State Bank.
4. Dealing in foreign exchange and gold on
domestic and international markets when so permitted by the State Bank.
5. Being entitled to make the entrustment, to
accept the entrustment, to act as agents in domains related to banking
activities, including the management of property and/or investment capital of
domestic and foreign organizations and individuals, under entrustment or agency
contracts.
6. Providing insurance services; being entitled
to set up affiliate companies or joint ventures for insurance business
according to the provisions of law.
7. Providing the following services:
a) Financial and monetary consultancy for
customers in forms of providing direct consultancy for customers or setting up
affiliate companies according to the provisions of law.
b) Preserving precious exhibits, valuable papers,
leasing safes, pledging and other services according to the provisions of law.
8. Directly conducting or setting up affiliate
companies to conduct other business activities related to banking operation
according to the provisions of law.
Article 15.- The bank
must not directly deal in real estates.
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Chapter III
ORGANIZATIONAL
STRUCTURE, ADMINISTRATION, MANAGEMENT, CONTROL OF THE BANK
Section 1. ORGANIZATIONAL
STRUCTURE
Article 17.- The
organizational system of the Bank
1. Head office
2. Transaction centers, branches (called grade
1-branches), representative offices, public-service units, companies affiliated
to the bank.
3. Branches of the grade 1-branches (called
grade 2- branches).
4. Branches of the grade 2-branches (called
grade 3- branches).
5. Transaction bureaus and savings banks,
affiliated to transactions centers, grade 1-branches, grade 2-branches, grade
3-branches.
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Article 18.- The
organizational structure of the managerial and executive apparatus of the head office
1. The managing board and the assisting
apparatus.
2. The control board.
3. The general director and the assisting
apparatus.
4. The internal inspection and audit system.
Article 19.- The
apparatus assisting the general director
1. The deputy- general directors.
2. The chief accountant.
3. Specialized, professional sections or
departments.
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Article 20.- The
organizational structure of the executive apparatus of the transaction center,
grade 1- branches. grade 2- branches, grade 3 branches
1. Director.
2. Deputy directors
3. Head of accountancy section.
4. Specialized and professional sections.
5. Transaction bureaus, savings banks.
6. Internal inspection, audit teams.
Article 21.- The
organizational structure of the executive apparatus of the public-service units
and representative offices shall be prescribed by the Managing Board in
conformity with the provisions of law.
Article 22.- The
organizational structure of the executive apparatus of affiliate companies
shall comply with the Governments regulations applicable to each type of
affiliate company permitted to be set up.
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Article 23.- Administering
the bank is the Managing Board. The Managing Board post holders shall be
appointed and dismissed by the State Bank Governor after obtaining the consent
of the Government’s Commission for Organization and Personnel.
Article 24.- The
Managing Board and its members
1. The Managing Board is composed of 5 or 7
members, including full-time members and part-time members; the part-time
members are persons other than incumbent holders of leading posts in the State
apparatus; the numbers of members of the Managing Board, the full-time members
and the part-time members shall be stipulated by the Managing Board.
2. The chairman of the Managing Board, the
member of the Managing Board who concurrently holds the post of General
Director and the member of the Managing Board who concurrently holds the post
of the head of the Control Board are full-time members.
3. The Managing Board members are persons who
have prestige, professional ethics and knowledge about banking operation and
are subjects other than those prescribed in Article 40 of the Law on Credit
Institutions.
4. The chairman and other members of the
Managing Board must not authorize the persons who are not members of the
Managing Board to perform their respective tasks and exercise their respective
powers.
5. The Managing Board chairman must not join the
Managing Boards or participate in the administration of other credit
institutions, except where such institutions are affiliate companies of the
bank.
6. The Managing Board chairman is not
concurrently the General Director or Deputy-General Director.
7. The term of office of a member of the
Managing Board is 5 years. The Managing Board members may be re-appointed.
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1. To administer the bank according to the
provisions of the Law on Credit Institutions, the Governments Decree on
organization and operation of commercial banks and other relevant law
provisions.
2. To receive capital sources and other
resources assigned by the State.
3. To submit to the State Bank Governor for
approval:
a) The amendments and supplements to the Charter
of the bank;
b) The establishment of affiliate companies;
c) The opening of transaction centers, branches,
representative offices at home and abroad (hereinafter called the representative
offices for short), the establishment of public-service units of the bank;
d) The capital contribution to, the purchase of
share of, the joint venture with, foreign investors;
e) The division, separation, consolidation,
merger, re-purchase or dissolution of the bank and/or its transaction centers,
branches, representative offices, affiliate companies, public-service units;
f) Changes prescribed in Clause 1, Article 31 of
the Law on Credit Institutions;
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h) The appointment and dismissal of the head and
members of the Control Board;
i) The acceptance of independent audit
organizations for the audit of activities of the bank.
4. To approve plans on allocation of capital and
other resources to affiliate companies.
5. To decide on the capital contribution to, the
purchase of share of, enterprises and/or other credit institutions, except the
capital contribution to, purchase of shares of and joint venture with, foreign
investors.
6. To approve plans for business activities,
plans for use of after-tax profits, proposed by the General Director.
7. To decide the appointment and dismissal of
directors of transaction centers, branches, representative offices or
public-service units.
8. To decide on the organizational structure of
the managerial and executive apparatus at the head office; the organizational
structure of the executive apparatuses of the transaction centers, branches,
representative offices, public-service units; the public-employee regulation,
the wage-payment regulation and the commendation and discipline regulation,
applicable within the bank.
9. To prescribe the interest rates, exchange
rates, commission rates, charges, fine levels, applicable to customers under
the provisions of law.
10. To promulgate the regulation on operation of
the transaction centers, branches, representative offices, public-service
units, affiliate companies.
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12. To promulgate the regulation on organization
and operation of the internal inspection and audit as prescribed by law.
13. To approve the general financial reports and
annual settlement of the bank.
14. To promulgate legal documents guiding in
detail the implementation of policies, regimes and regulations of the State and
the State Bank on banking operations.
15. To exercise other rights and perform other
tasks as prescribed by law.
Article 26.- Tasks of
the Managing Board members:
1. The Managing Board chairman has the tasks:
a) To take general responsibility for all
activities of the Managing Board, to assign tasks to members in order to
fulfill the tasks and exercise the powers of the Managing Board;
b) To sign on behalf of the Managing Board
together with the General Director the reception of capital and other resources
assigned to the bank by the State;
c) To sign documents falling under the
competence of the Managing Board for submission to the State Bank Governor,
concerned bodies;
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e) To convene and chair meetings of the Managing
Board and assign its members to prepare contents therefor;
f) To monitor and urge the fulfillment of tasks
by the Managing Board members between two meetings of the Managing Board.
2. The tasks of the Managing Board members shall
be assigned by its chairman, which are suitable to the activities of the bank
and the working conditions of each member.
Article 27.- The
assisting apparatus of the Managing Board
1. The Managing Board uses the executive
apparatus and seal of the bank to perform its tasks.
2. The Managing Board has an assisting body of
no more than 5 full-time officials. The Managing Board chairman shall select
and replace assistants to the Managing Board.
3. The Managing Board shall set up the Control
Board to inspect and supervise activities of the bank.
Article 28.- The
working regime of the Managing Board
1. The Managing Board works according to the
collective regime; meets once every month to consider and decide on matters
under its competence and responsibility. When necessary, the Managing Board may
hold extraordinary meetings to settle urgent issues of the bank on the basis of
the proposal of its chairman or the head of the Control Board, or the General
Director, or over 50% of the Managing Board members.
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3. The Managing Boards meetings are considered
valid when they are attended by at least 2/3 of its members. All documents on
the Managing Boards meetings must be sent to its members and delegates invited
to attend the meetings 5 days before the meetings.
The Managing Board meetings shall be recorded in
minutes which must be signed by all participating members of the Managing
Board.
The resolutions and decisions of the Managing Board
must be voted for by more than 50% of its members. Where the number of votes
for and the number of votes against are equal, the final decision shall rest
with the side where stays the vote of the Managing Board chairman.
Any Managing Board members who have opinions
different from the resolutions and/or decisions of the Managing Board may
reserve their opinions and report them to the competent State bodies; pending
the decisions of the competent bodies, they still must abide by the resolutions
and/or decisions of the Managing Board. The reserved opinions shall be made in
writing with the signatures of the reservists and kept together with the
relevant resolutions and decisions of the meetings.
5. The Managing Boards resolutions and decisions
are binding on the entire bank.
6. The banks General Director, the directors of
transaction centers, branches, public-service units, affiliate companies shall
have to fully and promptly supply necessary information relating to the banks
activities at the request of the Managing Board.
7. The Managing Board members have the
responsibility to keep secret the supplied information.
8. The expenses for operations of the Managing
Board and the Control Board, including wages and allowances of the members of
the Managing Board and the Control Board as well as the assisting body of the
Managing Board, shall be accounted into the managerial costs of the bank.
The General Director ensures working conditions
and facilities for the Managing Board and the Control Board.
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1. The Control Board has the minimum membership
of 5, of which at least half work on the full-time basis; one member
recommended by the Finance Minister, and one member recommended by the State
Bank Governor. The number of the Control Board members shall be decided by the
Managing Board.
2. The head of the Control Board is a member of
the Managing Board and assigned by the Managing Board. Other members of the
Control Board shall be appointed and dismissed by the Managing Board. The head
and other members of the Control Board must be approved by the State Bank
Governor.
3. The Control Board members shall be persons
other than the subjects prescribed in Article 40 of the Law on Credit
Institutions and satisfy the requirements on professional qualifications and
ethics as prescribed by the State Bank.
Article 30.- Tasks and
powers of the Control Board
1. To inspect the financial activities of the
bank; supervise the observance of cost-accounting regime, and the operations of
the internal inspection and audit system of the bank.
2. To appraise the annual financial reports of
the bank; to examine every specific matter related to the financial activities
of the bank when deeming it necessary or under the decisions of the Managing
Board.
3. To frequently inform the Managing Board of
the results of financial activities.
4. To report to the Managing Board on the
accuracy, truthfulness and legality of book entries, keep vouchers and compile
accounting books, report on the banks finance; operation of the internal
inspection and audit system of the bank.
5. To propose measures for supplementing,
amending or improving the financial operation of the bank according to law
provisions.
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7. Other tasks and powers prescribed by law.
Section 3. GENERAL DIRECTOR
AND ASSISTING APPARATUS
Article 31.-
Administering the banks operation shall be the General Director, who is
assisted by a number of deputy General Directors, chief accountant and
professional apparatus.
Article 32.- The
General Director is the legal person representative of the bank, who takes
responsibility before the Managing Board and law for running daily activities
according to his/her tasks and powers prescribed in Article 36 of this Model
Charter.
Article 33.- Deputy
General Directors shall assist the General Director in administering one or
several domains of activities of the bank according to the latters assignment
and take responsibility before the General Director and law for the tasks
assigned by the General Director.
Article 34.- The
General Director and Deputy General Directors must not be the subjects
prescribed in Article 40 of the Law on Credit Institutions, must reside in
Vietnam while holding such posts, have the professional qualifications and
capability to administer the bank as provided for by the State Bank.
Article 35.- The
General Director and his/her deputies shall be appointed, dismissed, commended
and disciplined by the State Bank Governor at the proposal of the Managing
Board.
Article 36.- The tasks
and powers of the General Director:
1. To sign, together with the Managing Board
chairman, the reception of capital and other resources assigned by the State
for management and use. To assign capital and other resources to affiliate
companies.
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a) Amendments and supplements to the banks
Charter;
b) The establishment of affiliate companies;
c) The opening of transaction centers, branches,
representative offices, public-service units;
d) Decisions on the organizational structure of
the managerial and executive apparatus at the head- office; the organizational
structure of the executive apparatuses of the transaction centers, branches,
representative offices, public-service units;
e) The appointment and dismissal of Deputy
General Directors, chief accountant; directors of transaction centers,
branches, representative offices or public-service units;
f) The promulgation of regulation on operations
of the transaction centers, branches, representative offices, public-service
units, affiliate companies;
g) Plans on business activities, plans on the
use of after-tax profits;
h) The interest rates, exchange rates,
commission rates, charge and fine levels applicable to customers under the
provisions of law;
i) The decision on capital contribution to,
purchase of shares of, enterprises and/or other credit institutions;
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k) The changes prescribed in Clause 1, Article
31 of the Law on Credit Institutions;
l) Selection of independent audit organizations
to audit activities of the bank;
m) The general financial reports and annual
settlement of the bank;
n) The promulgation of documents guiding in
detail the implementation of policies, regimes of the State and the State Bank
on banking operations.
3. To appoint and dismiss heads and deputy heads
of professional sections or departments at the head-office; the deputy
directors, heads of the accountancy sections and heads of the internal
inspection teams of the transaction centers, branches, representative offices,
public-service units as well as other title holders.
4. To organize the implementation of plans on
business activities, plans on the use of after-tax profits after they are
approved by the Managing Board.
5. To administer and decide on matters related
to the business activities of the bank strictly according to law and the
decisions of the Managing Board; to take responsibility for the business
results of the bank.
6. To represent the bank in international
relations, legal proceedings, disputes, dissolution, bankruptcy.
7. To decide the application of measures beyond
his/her competence in case of emergency (natural calamities, enemy sabotage,
fires, accidents) and take responsibility for such decisions, then immediately
report such to the Managing Board, the State Bank and other competent State
bodies for further settlement.
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9. To report to the Managing Board, the State
Bank and other competent State bodies as stipulated by law on the results of
the business activities of the bank.
10. Other powers and tasks as prescribed by law
and decided by the Managing Board.
Article 37.- The chief
accountant shall be appointed and dismissed by the State Bank Governor at the
proposal of the Managing Board after obtaining the consent of the Finance
Ministry. The chief accountant shall assist the General Director in directing
the performance of accounting and statistical work of the bank, and have the
rights and obligations as prescribed by law.
Article 38.- The
professional sections or departments at the head-office shall function as advisers,
assisting the Managing Board and the General Director in managing and
administering the affairs of the bank. The organizational structure, functions
and tasks of the professional sections or departments shall be decided by the
Managing Board at the proposal of the General Director.
Section 4. INTERNAL
INSPECTION, AUDIT SYSTEM
Article 39.- The
internal inspection and audit system
1. The full-time internal inspection and audit
system (called collectively the internal inspection system) under the managerial
apparatus of the General Director from the head office to transaction centers,
branches, representative offices and affiliate companies shall assist the
General Director in effecting the smooth, safe and lawful administration of all
professional activities of the bank. People working in the internal inspection
system shall not concurrently hold other posts of the bank.
2. The internal inspection system and the
personnel performing this operation (the internal inspection personnel) operate
independently from the professional sections, transaction centers, branches,
representative offices and affiliate companies and are independent in making
evaluation, conclusions and proposals in the inspection and audit activities.
Article 40.- The
internal inspection personnel
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1. Being knowledgeable about laws and the
operations they perform.
2. Having university diploma in banking, economics
or financial accountancy.
3. Having been engaged in the banking work for
at least three years.
Article 41.- Tasks of
the internal inspection organization
1. To regularly inspect the observance of laws,
the regulations of the State Bank and the internal regulations; to directly
inspect the professional operations in all domains at the head office,
transaction centers, branches, representative offices, affiliate companies.
2. To audit the professional activities in each
period and each domain with a view to accurately evaluating the results of
business activities and the real financial situation of the bank.
3. To report in time to the General Director,
the Managing Board and the Control Board on the results of the internal
inspection and/or audit and to make proposals on measures to overcome
shortcomings and existing problems.
4. Other tasks as prescribed by the General
Director.
Article 42.- The powers
of the internal inspection organization
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2. To request the General Director (Directors)
to set up inspection or re-investigation teams to perform the tasks of regular
and irregular inspection and audit.
3. The head of the internal inspection section
at the head office or the leaders of the internal inspection teams at
transaction centers, branches, representative offices or affiliate companies
may attend meetings convened by the General Director or directors.
4. To propose the General Director or directors
to handle according to competence the units and/or individuals that violate
laws and regulations of the State Bank and the bank.
5. Other rights as prescribed by the General
Director.
Chapter IV
FINANCE,
COST-ACCOUNTING, REPORT, AUDIT FOR BANK
Section 1. FINANCE
Article 43.- The bank
follows the financial regime prescribed by the Government and guided by the
Finance Ministry.
The Managing Board chairman, the General
Director of the bank shall be responsible before law and before the State
management bodies for the observance of the financial regime of their own bank.
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1. The charter capital.
2. The State-allocated capital for investment in
construction and asset procurement (if any).
3. The difference amounts brought about by
revaluation of property, exchange rate differences.
4. Reserve funds to supplement the charter
capital, the investment fund for professional development, the financial
reserve fund, the job severance allowance fund, reward fund, welfare fund.
5. Profits left for the bank and not yet
distributed to various funds.
6. Capital mobilized in various forms prescribed
in Article 5 of this Model Charter.
7. Other kinds of capital as prescribed by law.
Article 45.-
1. The bank may use its
operation capital in service of business activities, investment in
construction, procurement of fixed assets according to the provisions of law.
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3. The bank may mobilize capital and assets
among its affiliate companies with legal person status and independent
cost-accounting.
Article 46.- Deduction
for establishment of funds
The bank may make deductions for establishment
of the following funds:
1. The charter capital supplement reserve fund;
2. The financial reserve fund;
3. The investment fund for professional
development;
4. The job severance allowance reserve fund;
5. The reward fund;
6. The welfare fund.
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1. The bank is financially autonomous,
self-responsible for its business activities, fulfill its obligations and
commitments as provided for by law.
2. Within 120 days from the end of the fiscal
year, the bank shall publicize its financial report according to the provisions
of law.
Section 2. COST-ACCOUNTING,
REPORTING
Article 48.-
1. The bank follows the
accounting and statistical regime as prescribed by law.
2. The fiscal year of the bank starts on January
1 and ends on December 31 of the calendar year.
3. The bank implements the cost-accounting
according to the system of book-keeping accounts prescribed by the State Bank.
Article 49.-
1. The bank follows the
regime of financial reporting as prescribed by law regarding accountancy and
statistics and periodical professional reporting as stipulated by the State
Bank Governor.
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a) Unusual development in professional
activities which may seriously affect the business situation of the bank;
b) Big changes in organization.
3. Within 90 days as from the end of the fiscal
year, the bank sends its annual reports to the State Bank as provided for by
law.
Section 3. AUDIT FOR THE
BANK
Article 50.-
1. Within no more than 30
days before the end of the fiscal year, the bank shall select an auditing
organization other than the internal audit to audit its operation. That
auditing organization must be approved by the State Bank.
2. The audit of the banks operations shall
comply with the provisions of the Law on Credit Institution, legislation on
independent audit and guiding documents of the State Bank.
Chapter V
SPECIAL CONTROL,
BANKRUPTCY, DISSOLUTION AND LIQUIDATION OF THE BANK
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1. Where the bank is in
the danger of losing its capability to pay its customers, it must immediately
report to the State Bank on its real financial situation, the causes and the
remedial measures already applied and to be applied.
2. The bank may be placed in the state of
special control in the following cases:
a) Where it is in the danger of insolvency;
b) Where irrecoverable debts may lead to the
danger of insolvency;
c) The banks accumulative loss figure is larger
than 50% of its actual charter capital amount and funds.
Article 52.- In urgent
cases, in order to ensure its capability to repay the customers� deposits, the bank may be
provided with special loans by other credit institutions or the State Bank.
Such special loans shall be repaid with priority before all other debts of the
bank.
Article 53.- Bankruptcy
of the bank
The bankruptcy of the bank shall comply with the
provisions in Article 98 of the Law on Credit Institutions.
Article 54.-
Dissolution of the bank
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a) The State deems it unnecessary to maintain
it.
b) It is not permitted by the State Bank to
extend its operation upon the expiry thereof.
2. The State Bank Governor shall decide the
dissolution and decide the establishment of the council for the dissolution of
the bank.
Article 55.- Liquidation
of the bank
1. Where the bank is declared bankrupt, the
liquidation of the bank shall comply with the provisions of law on bankruptcy
of enterprises.
2. Upon its dissolution according to Article 54
of this Model Charter, the bank shall proceed with the liquidation under the
supervision of the State Bank.
3. All expenses related to the liquidation shall
be paid by the liquidated bank.
Chapter VI
INFORMATION DISCLOSURE
AND CONFIDENTIALITY BY THE BANK
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Article 57.- The bank
may exchange information with other credit institutions on banking operations
and on customers.
Article 58.- The bank
has the responsibility to provide the State Bank with information relating to
the granting of credits to customers at the request of the State Bank and shall
be provided by the State Bank with information relating to banking operations
of customers having relations with the bank.
Article 59.-
1. The bank’s employees
and concerned people must not disclose the State secrets and business secrets
of the bank, which they know.
2. The bank may refuse requests of organizations
and/or individuals for the supply of information on customers’ deposits and/or
assets as well as on the bank�s
operations, except where is so requested by competent State bodies as provided
for by law or so consented by the customers.
Chapter VII
IMPLEMENTATION
PROVISIONS
Article 60.- The
State-run commercial banks shall base themselves on this Model Charter and
other relevant law provisions to make their own charters on organization and
operation and submit them to the State Bank Governor for approval.
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STATE BANK GOVERNOR
DEPUTY GOVERNOR
Tran Minh Tuan