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THE
STATE BANK
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SOCIALIST
REPUBLIC OF VIET NAM
Independence - Freedom - Happiness
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No.
324/QD-NH5
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Hanoi
, September 30, 1997
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DECISION
RATIFYING THE STATUTE ON THE ORGANIZATION AND OPERATION OF THE
BANK FOR FOREIGN TRADE OF VIETNAM
THE GOVERNOR OF THE STATE BANK
Pursuant to the Law on State Enterprises of
April 20, 1995;
Pursuant to the Ordinance on the State Bank of Vietnam, the Ordinance on Banks,
Credit Cooperatives and Financial Companies promulgated together with Order
No.37/LCT-HDNN8 and Order No.38/LCT-HDNN8 of May 24, 1990 of the President of
the State Council;
Pursuant to Decree No.15-CP of March 2, 1993 of the Government on the tasks,
powers and State management responsibilities of the ministries and the
ministerial-level agencies;
Pursuant to Document No.3329/DMDN of July 11, 1996 of the Government empowering
the Governor of the State Bank to sign the decision on the re-establishment of
the Bank for Foreign Trade of Vietnam;
Pursuant to Document No.3575/DMDN of July 18, 1997 of the Government empowering
the Governor of the State Bank to temporarily ratify the Statute on the
Organization and Operation of the State-Owned Banks;
At the proposals of the chairman of the Managing Board of the Bank for Foreign
Trade of Vietnam and the head of the Financial Regulations Department of the
State Bank of Vietnam,
DECIDES:
Article 1.- To ratify
the Statute on the Organization and Operation of the Bank for Foreign Trade of
Vietnam, that includes 12 Chapters, 57 Articles and is attached to this
Decision.
Article 2.- This
Decision takes effect 15 days after its signing and shall replace Decision
No.252/QD-NH5 of November 11, 1992 of the Governor of the State Bank allowing
the application of the Statute of the Bank for Foreign Trade of Vietnam.
Article 3.- The chairman
of the Managing Board and the General Director of the Bank for Foreign Trade of
Vietnam, the head of the Financial Regulations Department, the head of the
Office, the chief inspector, the heads of the attached units of the Central
State Bank, the Directors of branches of the State Bank in the provinces and
cities directly under the Central Government shall have to implement this
Decision.
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FOR THE
GOVERNOR OF THE STATE BANK
DEPUTY GOVERNOR
Do Que Luong
STATUTE
ON THE ORGANIZATION AND OPERATION OF THE BANK FOR
FOREIGN TRADE OF VIETNAM
(Ratified
under Decision No.324-QD/NH5 of September 30, 1997 of the Governor of the State
Bank)
Chapter I
GENERAL PROVISIONS
Article 1.- The Bank
for Foreign Trade of Vietnam (hereafter referred to as the Bank for Foreign
Trade for short) is a State enterprise of special category, comprising member
units which are closely bound together in economic interests, finance,
technology, information, training and marketing research in business
activities; the Bank for Foreign Trade operates in the fields of monetary and
credit business and services related to financial, monetary and banking
activities.
The Bank for Foreign Trade was established under
Decree No.115-CP of December 30, 1962 of the Government Council, then
re-established under Decision No.286/QD-NH5 of September 21, 1996 of the
Governor of the State Bank, as empowered by the Prime Minister, after the State
corporation model stipulated in Decision No.90-TTg of March 7, 1994, with a
view to enhancing the accumulation, concentration, professionalization and
business cooperation to fulfill the tasks assigned by the State; and raising
business capability and efficiency of the member units and the entire Bank for
Foreign Trade, thus meeting demands of the national economy.
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1. The legal person status under the Vietnamese
law.
2. Its proper name as "Ngan Hang Ngoai
Thuong Vietnam".
Its international transaction name in English as
the Bank for Foreign Trade of Vietnam, or Vietcombank in abbreviation.
3. Its head office located in Hanoi city.
4. Its organizational and operational statute,
managerial and executive apparatus;
5. Its capital and properties, of which the
statutory capital set by the Government is 1,100,000,000,000 VND (One thousand
and one hundred billion Vietnam Dong); the Bank shall take responsibility for
its debts within the capital and properties under the State ownership and its
management.
6. Its own seal and bank accounts opened at the
State Bank and other domestic and foreign banks.
7. Its property balance sheets and centralized
funds as prescribed by law.
Article 3.- The
duration of operation of the Bank for Foreign Trade is 99 years, from the date
the Governor of the State Bank signed decision on its re-establishment after
the State corporation model.
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Article 5.- The Bank for
Foreign Trade shall submit 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 the provinces and cities directly
under the Central Government according to their prescribed functions; and at
the same time submit to the management by these agencies in their capacity as
the agencies excercising the owner's rights over a State enterprise as
prescribed in the Law on State Enterprises and other provisions of law.
Article 6.- The
organization of the Communist Party of Vietnam in the Bank for Foreign Trade
shall operate in accordance with the Constitution and laws of the Socialist
Republic of Vietnam State and the regulation of the Communist Party of Vietnam.
The Trade Union organization and other
socio-political organizations in the Bank for Foreign Trade shall operate in
accordance with the Constitution, law and their own statutes.
Chapter II
RIGHTS AND OBLIGATIONS OF
THE BANK FOR FOREIGN TRADE
Section 1.- RIGHTS OF THE
BANK FOR FOREIGN TRADE
Article 7.- The Bank for
Foreign Trade shall have the following rights:
1. To manage and use the capital, land and other
resources assigned to it by the State; and the mobilized capital, financial aid
and borrowed capital as prescribed by law in order to achieve the objectives
and perform the assigned or entrusted tasks.
2. To re-assign the resources that the Bank has
received from the State to its member units for management and use, and
readjust such resources, if necessary, in conformity with the overall
development plan of the whole Bank for Foreign Trade.
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Article 8.- Under the
provisions of law, the Bank for Foreign Trade shall have the right to organize
the following professional activities:
1. Mobilizing capital:
a/ Receiving savings deposits, demand and time
deposits and deposits for payment in Vietnam Dong or foreign currencies from
all Vietnamese and foreign organizations and individuals;
b/ Issuing different kinds of certificate of
deposit, bills of credit, time bills and the Bank's bonds and applying other
forms of capital mobilization.
2. Receiving aid capital and entrusted
investment capital from the Government, the State Bank as well as international
and national organizations and individuals for programs on economic, social and
cultural development.
3. Borrowing capital from the State Bank and
other financial and credit institutions inside and outside the country, and
from foreign organizations and individuals.
4. Lending:
a/ Providing economic organizations with short-,
medium- and/or long-term loans in Vietnam Dong and foreign currencies;
providing individuals and family households of all economic sectors with
short-, medium- and/or long-term loans in Vietnam Dong;
b/ Discounting commercial bills, time bills,
bonds and other papers of monetary value
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6. Undertaking the payment through letters of
credit (LCs), providing credit guaranty and re-guaranty, guaranty for bid
participation and bidding and other guaranty and re-guaranty services for
enterprises, financial and credit institutions inside and outside the country.
7. Conducting monetary and credit business and
providing external banking services.
8. Making investment in forms of stock purchase,
capital contribution, joint venture, purchase of assets and other investment
forms, that involve other enterprises and financial-credit institutions.
9. Engaging in the pledge of movable assets.
10. Trading gold and silver, precious metals and
gems (including the import-export thereof).
11. Providing payment services for customers.
12. Trading in securities and acting as broker
or agent to issue securities for customers.
13. Keeping, preserving, and managing
securities, papers of monetary value and other valuable assets for customers.
14. Providing consultancy services regarding
monetary issues, banking agency, management of capital and investment
development projects at the customers' request.
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16. Providing insurance services.
17. Engaging in other business lines as
prescribed by law and with the permission of the competent State agency.
18/ Performing other professional services
entrusted by the State and the State Bank.
Article 9.- The Bank for
Foreign Trade shall have the right to organize its management and business as
follows:
1. Organizing the managerial apparatus and
business in conformity with the objectives and tasks assigned by the State.
2. Renewing technology and equipment.
3. Opening transaction offices, branches and
representative offices inside and outside the country as prescribed by law.
4. Carrying out professional business activities
defined in Article 8 of this Statute; expanding the business scope according to
its capability and the market's demand.
5. Selecting markets and uniformly assigning
such markets to its member units.
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7. Under the regulations of the State Bank, the
Bank for Foreign Trade shall be entitled to:
a/ Set specific interest rates for different
kinds of deposits and loans;
b/ Determine the maximum amount of loan lent to
a customer;
c/ Determine the rates of commission, fee,
reward and fine applicable in the Bank's business and service activities;
d/ Determine the exchange rates in foreign
currency trading.
8. Initiating lawsuits on economic and civil
disputes and proposing the prosecution of criminal cases related to the Bank's
activities.
9. Requesting the customers who wish to borrow capital
to produce documents and dossiers and provide information on their production,
business and financial situation so as to consider the lending and inspect the
use of the Bank's loans.
10. Refusing credit relations and other business
relations with customers if it deems that such relations are contrary to law
and do not bring economic efficiency or the possibility to recover the capital.
11. Setting and applying labor norms and wage
unit prices within the frameworks of norms and unit prices set by the State.
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13. Directly signing agreements and contracts
for business purposes, for scientific and technical cooperation and training of
cadres of the Bank for Foreign Trade with organizations and individuals inside
and outside the country. Inviting and receiving domestic and foreign business
partners. Sending personnel of the Bank (including its member units) abroad for
business, study, visit or survey tours; the sending of the Chairman of the
Managing Board or the General Director abroad must be permitted by the Governor
of the State Bank. The sending of other members of the Managing Board, the
Control Commission and assistants to the Managing Board abroad shall be decided
by the Chairman of the Managing Board. And the sending of the Deputy General
Directors and other officials of the Bank for Foreign Trade abroad shall be
decided by the General Director.
Article 10.- The Bank
for Foreign Trade shall have the following financial management rights:
1. To be entitled to financial autonomy, to take
initiative in business, pay costs and take self-responsibility for its business
results, to preserve and develop the capital so as to ensure the growth of the
Bank's operations and business activities.
2. To use its capital and funds to promptly meet
business requirements on the principle of capital preservation, efficiency and
compliance with the State Bank's regulations on ensuring safety in banking
business activities and relevant provisions of law.
3. To borrow capital from the State Bank
according to the regulations of the Governor of the State Bank and to mobilize
capital for business activities without altering the form of State ownership
over the Bank for Foreign Trade. Be entitled to issue bonds, time bills and
bills of credit of the Bank and other papers of monetary value as prescribed by
law; be entitled to mortgage the land use right associated with assets under
its management for business loans at other credit organizations in accordance
with the provisions of law.
4. To set up, manage and use the centralized
funds in accordance with the provisions of law.
5. To be entitled to use the remaining profits
in accordance with the provisions of law.
6. To be entitled to capital subsidies and
business profit subsidies or other State's preferential treatment regimes when
performing the tasks assigned by the Government.
7. To be entitled to investment or re-investment
privileges as provided for by the State.
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Section 2.- OBLIGATIONS OF
THE BANK FOR FOREIGN TRADE
Article 12.- The Bank
for Foreign Trade shall have the following obligations in managing its
properties:
1. To receive and efficiently use, preserve and
develop the capital allocated by the State; to receive and efficiently use the
land and other resources assigned by the State for the achievement of the business
objectives and the performance of the tasks assigned by the State.
2. To fulfill its commitments regarding:
a/ The repayment of deposits to depositors;
b/ The debts to be recovered or paid as stated
in the property balance sheet of the Bank for Foreign Trade at the time of its
establishment after the State corporation model;
c/ The payment of international credits it has
borrowed from the Government or the State Bank for use to achieve its business
objectives or the assigned objectives and to fulfill its assigned tasks;
d/ The payment of credits directly borrowed by
the Bank or by its member units or customers under the Bank's guaranty
according to the guaranty contracts, provided that such units or customers are
incapable of paying due debts.
Article 13.- The Bank
for Foreign Trade shall have the following obligations in managing its business
activities:
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2. To map out the development strategy, the
five-year and annual plans in accordance with the tasks assigned by the State
and the market demands.
3. To sign economic and civil contracts with its
partners and organize the implementation thereof.
4. To contribute to meeting the monetary
market's demands and play the leading role in monetary business activities, to
ensure the major objectives in the implementation of the State's policies on
monetary stabilization as assigned by the Governor of the State Bank.
5. To renew and modernize technology and mode of
management; to use revenues from the transfer of properties for re-investment
and renovation of equipment and technology of the Bank for Foreign Trade.
6. To fulfill its obligations toward the
laborers as prescribed by the Labor Code, to ensure the laborers' participation
in the management of the Bank.
7. To observe the State's regulations on the
protection of natural resources, environment, national defense and security.
8. To observe the reporting, statistical and
accounting regimes and the regimes of periodical and extraordinary reports as
required by the State; to make extraordinary reports at the request of the
owner's representatives; to take responsibility for the reports' authenticity.
9. To submit to the inspection by the owner's
representatives; to comply with the inspection regulations of the State Bank,
the financial agencies and the State competent agencies as prescribed by law.
10. To strictly observe the regimes and
regulations on the management of capital, properties, funds as well as the
accounting, cost- and-profit accounting and auditing regimes and other
regulations of the State; to take responsibility for the authenticity of the
Bank's financial activities.
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12. To fulfill all tax payment obligations and
State budget remittances as prescribed by law. Properties transferred by the
Bank for Foreign Trade among its member units in the form of capital increase
or decrease shall not be subject to the registration fee; the internal
circulation services between the member units in service of capital supply and
business shall not be subject to the turnover tax.
Chapter III
THE MANAGING BOARD AND CONTROL COMMISSION OF THE BANK
FOR FOREIGN TRADE
Article 14.-
1. The Managing Board of
the Bank for Foreign Trade shall perform the function of managing the Bank's
activities and take responsibility for the Bank's development in accordance
with the tasks assigned by the State.
2. The Managing Board shall have the following
powers and tasks:
a/ To receive the capital (including debts
regarded as capital), land and other resources assigned to the Bank for Foreign
Trade by the State;
b/ To consider and ratify the plan proposed by
the General Director on the allocation of capital and other resources to the
Bank's member units as well as the plan on the readjustment of capital and
other resources among the member units; to inspect and supervise the
implementation of such plans;
c/ To inspect and supervise all activities
within the Bank, including the use, preservation and development of the assigned
capital and resources, the execution of resolutions and decisions of the
Managing Board, the observance of the provisions of law and the fulfillment of
obligations toward the State;
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e/ To organize the evaluation of new investment
plans and projects on investment cooperation with foreign parties, which
involve capital managed by the Bank for Foreign Trade; and submit them to the
competent agency for ratification
f/ To submit to the Governor of the State Bank
for ratification or to decide, under the authorization of the Governor of the
State Bank, the capital contribution to joint venture projects and stock
purchase in accordance with the regulations of the Government and the State
Bank; to decide economic contracts of high value;
g/ To ratify and supervise the application of
the interest rates, the rates of commission, fee, reward and fine set for
customers in each period of the Bank's business activities, as well as the
norms and economic-technical criteria, including the wage unit price and
service charges applicable to the customers and within the Bank at the proposal
of the General Director on the basis of the general regulations of the banking
branch and the State;
h/ To elaborate and submit to the Governor of
the State Bank for ratification the Statute on the Organization and Operation
of the Bank for Foreign Trade and the amendments and supplements thereto. To
ratify the organizational and operational statutes and regulations of the
Bank's member units and the amendments and supplements thereto at the proposal
of the General Director. To decide the establishment of the Bank's transaction
offices, branches and representative offices inside and outside the country in
accordance with the provisions of law. To approve the management and business
organization plan submitted by the General Director. To propose the
establishment, splitting, merger or dissolution of member units in accordance
with the provisions of law;
i/ To ratify draft legal documents guiding in
detail the implementation of policies, regimes and regulations of the State on
banking activities as well as the draft rules, regulations as well as
technical, professional and managerial norms in business activities of the Bank
for Foreign Trade so that they shall be signed for issuance by the General
Director;
j/ To draw up and issue the operational
regulation of the Managing Board, the organizational and operational regulation
of the Control Commission; and ratify the working regime of the internal
inspection apparatus of the Bank for Foreign Trade;
k/ To ratify the financial regulations, labor
regulations and wage, commendation and discipline regulations to be applied in
the whole Bank as prescribed by law;
l/ To submit to the Governor of the State Bank:
- The appointment, dismissal, commendation,
discipline or replacement of members of the Managing Board in accordance with
the regulation of the Government;
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- The appointment, dismissal, commendation or
discipline of the Deputy General Directors and the chief accountant of the Bank
for Foreign Trade;
m/ To decide the appointment, dismissal,
commendation or discipline of other members of the Control Commission;
To decide the appointment, dismissal,
commendation or discipline of the Directors of the member units, the head of
the internal inspection bureau and the persons directly managing the Bank's
contributed capital at other enterprises at the proposal of the General
Director;
To decide the total payroll of the managerial,
executive and business apparatus of the Bank and adjust it, if necessary, at
the proposal of the General Director.
n/ To ratify the plan proposed by the General
Director on the establishment and use of the centralized funds in accordance
with the current regulations and corresponding to the business and financial
plans of the Bank for Foreign Trade;
o/ To approve the increase of the Bank's statutory
capital, the guaranty of loans and liquidation of properties of the member
units, which shall be decided by the General Director; the liquidation of
important properties and equipment, as prescribed by the Government must be
submitted to the Governor of the State Bank and the Ministry of Finance for
decision in accordance with the provisions of law; to approve the annual plans
on capital mobilization (in any form) of the independent cost-profit accounting
member units so that the General Director shall decide them in accordance with
the provisions of law;
p/ To adopt the quarterly, biannual and annual
reports on the Bank's activities, the general financial statement (including
the property balance sheet) and the annual final account statements of the Bank
for Foreign Trade and its member units submitted by the General Director; to
request the General Director to make public the annual financial statement of
the Bank in accordance with the regulations of the Ministry of Finance and the
State Bank;
q/ To adopt issues on legal proceedings and
disputes related to the Bank at the proposal of the General Director so as to
submit them to the Governor of the State Bank for decision, or decide such
issues according to its competence; to propose the State Bank to submit to the
Government for permission the placement of the Bank for Foreign Trade in the
state of preservation;
r/ To promulgate the regulations on keeping
secret in business, internal economic information and protection of State
secrets as prescribed by law, which shall be submitted by the General Director
for uniform application in the whole Bank for Foreign Trade;
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t/ To be entitled to express opinions on
decisions of the State Bank's Inspectorate regarding the inspection and
examination of the Bank for Foreign Trade; in case of any disagreement, it
shall be reported to the competent agency for settlement;
u/ To ratify and decide other issues submitted
by the General Director, according to his/her competence.
Article 15.-
1. The Managing Board
shall be composed of 5 or 7 members appointed and dismissed by the Governor of
the State Bank. Criteria of the Managing Board members are stipulated in
Article 32 of the Law on State Enterprises.
2. The Managing Board shall comprise a number of
members working on a full-time basis, including the Chairman of the Managing
Board and the General Director, and the head of the Control Commission; and a
number of members working on a part-time basis, who are experts with
experiences in the areas of banking, finance, business administration and law.
3. The Chairman of the Managing Board shall not
concurrently be the General Director of the Bank for Foreign Trade.
4. The term of office of a member of the
Managing Board shall be five years. A member of the Managing Board may be
re-appointed. He/she shall be dismissed and replaced in one of the following
cases:
a/ Violating law or Statute of the Bank for
Foreign Trade;
b/ Being incapable of undertaking the assigned
work and at the proposal of at least 2/3 of the incumbent members of the
Managing Board;
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d/ Upon a decision on transfer or a new
assignment;
5. The Chairman of the Managing Board shall have
to organize the performance of the tasks and the exercise of powers of the
Managing Board as prescribed in Item2, Article 14 of this Statute.
Article 16.- Working regime
of the Managing Board:
1. The Managing Board shall work according to
the collective regime and regularly meet once a month to consider and decide
issues that fall under its competence and responsibilities. In case of
necessity, the Managing Board may convene extraordinary meetings to handle
urgent issues of the Bank for Foreign Trade, at the request of the Chairman of
the Managing Board, the head of the Control Commission, the General Director or
more than 50% of the Managing Board members.
2. The Chairman of the Managing Board shall
convene and chair all the Managing Board's meetings; in case of his/her absence
for plausible reasons, he/she shall authorize another member of the Managing
Board to convene and chair the meetings.
3. A meeting of the Managing Board shall be
considered valid only when it is participated by at least 2/3 of the Board's
members. All documents of a meeting of the Managing Board must be sent to the
Board's members and the invited delegates 3 to 5 days in advance. The contents
and conclusions of a meeting of the Managing Board must be recorded in a
minutes which must be signed by all members attending the meeting. The
resolutions and decisions of the Managing Board shall take effect when they are
voted for by more than 50 % of the total of the Managing Board's members.
Members of the Managing Board shall have the right to reserve their opinions.
Such reservations shall be made in writing with signature of the involved
member and shall be filed in the relevant resolutions and decisions of the
meeting.
4. When the Managing Board meets to consider
issues on the development strategy, planning, five-year and annual plans, big
investment projects, joint venture projects involving foreign parties and the
annual financial statements or to promulgate the system of norms, economic and
technical criteria of the Bank for Foreign Trade, it shall have to invite
competent representatives of the concerned ministries and branches to attend
the meeting; if there's an important content related to the local authority, it
shall have to invite representatives of the provincial People's Committee to
the meeting; if the content relates to the rights and obligations of the
laborers in the Bank, it shall have to invite representatives of the Trade
Union organizations of the banking branch. The invited representatives shall
have the right to speak at the meeting but shall not participate in voting; if
detecting that the resolutions and decisions of the Managing Board harm the
common interests, they shall be entitled to send a petition to the Managing
Board and at the same time report to the heads of the agencies that they
represent for consideration and settlement according to their competence. In
case of necessity, the heads of such agencies shall report to the Prime
Minister.
5. The resolutions and decisions of the Managing
Board shall be binding on the entire Bank for Foreign Trade. In case the
General Director's opinions differ from the resolutions or decisions of the
Managing Board, the General Director shall be entitled to reserve his/her
opinions and petition to the competent State agency for handling. Pending a
decision of the competent State agency, the General Director shall still have
to abide by the resolutions and decisions of the Managing Board; the General
Director of the Bank for Foreign Trade, the Directors of its member units shall
have to provide fully and promptly necessary information related to the Bank's
activities at the request of the Managing Board.
In case of necessity, the Managing Board may
inspect all accounting books, documents and letters of transaction of the Bank
and its member units, but must not affect the Bank's business activities.
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6. Expenditures on the operation of the Managing
Board and the Control Commission, including wages and allowances for the
members and assistants thereof, shall be included into the managerial
expenditures of the Bank for Foreign Trade. The General Director shall ensure
all necessary working conditions and facilities for the Managing Board and the
Control Commission.
Article 17.- Assisting
apparatus of the Managing Board:
1. The Managing Board shall use the executive
apparatus and seal of the Bank for Foreign Trade to perform its tasks.
2. The Managing Board shall be assisted by at
most 5 experts, who work on a full-time basis. The selection, replacement,
commendation and discipline of the assistants to the Managing Board shall be
decided by the Chairman of the Managing Board.
3. The Managing Board shall set up a Control
Commission to assist it in inspecting and supervising the General Director, the
assisting apparatus and the Bank's member units in their executive and
financial activities as well as in their observance of the Bank's Statute, the
execution of the resolutions and decisions of the Managing Board and in their
observance of the State's laws.
Article 18.- Rights and
responsibilities of members of the Managing Board:
1. The full-time members shall receive their
basic wages according the wage scale set for the State employees and according
to the wage distribution regime applicable to the State enterprises as provided
for the Government; they shall also be entitled to rewards corresponding the
business results of the Bank for Foreign Trade. The part-time members shall be
entitled to responsibility allowances and rewards as provided for by the
Government.
2. Members of the Managing Board must not:
a/ Place themselves in a position that restricts
their honesty, public-mindedness and impartiality or causes contradictions
between the Bank's interests and personal interests.
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c/ Take actions beyond the competence of the
Managing Board as provided for in this Statute.
3. Members who are the Chairman of the Managing
Board and the General Director of the Bank for Foreign Trade shall not be
allowed to use his/her title to set up private enterprises, limited liability
companies (including joint venture enterprises) or stock companies, to hold
managerial and executive posts in private enterprises, limited liability
companies or stock companies or to sign economic contracts with private
enterprises, limited liability companies or stock companies where his/her
spouses, parents or children hold managerial or executive posts.
4. The spouses, parents, children and siblings
of the Chairman of the Managing Board and the General Director of the Bank for
Foreign Trade must not be the chief accountant or cashier at the head office of
the Bank or its member units.
5. The members of the Managing Board shall
jointly take responsibility before the Governor of the State Bank and before
law for the resolutions and decisions of the Managing Board; if they fail to
fulfill the assigned tasks, violate the Statute of the Bank, make wrong
decisions or make decisions ultra vires or abuse their powers, thus causing
damage to the Bank and the State, they shall be held accountable therefor and
make material compensation for such damage in accordance with the provisions of
law.
Article 19.- The
Control Commission:
1. The Control Commission is composed of 5
members including its head being a member of the Managing Board in accordance
with the Board's assignment and four other members to be appointed, dismissed,
commended or disciplined by the Managing Board, including one accountant, one
recommended by the Congress of the Workers and Employees of the Bank for
Foreign Trade, one recommended by the Governor of the State Bank and one
recommended by General Director of the General Department for the Management of
State's Capital and Properties at Enterprises. The head of the Control
Commission, as assigned by the Managing Board, shall be recognized only under
the approval by the Governor of the State Bank.
2. Members of the Control Commission must not be
the spouses, parents, children or siblings of the General Director, the Deputy
General Directors or the chief accountant of the Bank and must not hold any
other posts in the managerial apparatus of the Bank or other credit
organizations.
3. A member of the Control Commission must have
the following qualifications:
a/ Being an experienced expert in banking,
accounting, auditing, economic and financial domains, knowledgeable about laws;
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c/ Having no criminal records or having not been
administratively sanctioned for violations related to economic activities;
d/ Being a virtuous, honest and independent
person in his/her work.
4. The term of office of a member of the Control
Commission is 5 years. A member of the Control Commission may be re-appointed
or replaced during his/her term if he/she fails to fulfill the assigned tasks.
5. The members of the Control Commission shall
enjoy wages and rewards as decided by the Managing Board according to the
regulations of the State.
6. The organizational and operational regulation
of the Control Commission shall be promulgated by the Managing Board.
Article 20.- Tasks,
powers and responsibilities of the Control Commission:
1. To perform tasks assigned by the Managing
Board regarding the inspection and supervision of executive activities of the
General Director, the assisting apparatus and the member units of the Bank for
Foreign Trade in their financial activities, in their observance of laws and
the Bank's Statute as well as the execution of the resolutions and decisions of
the Managing Board.
2. To submit quarterly and annual reports and
specific reports to the Managing Board on the inspection and supervision
results; promptly detect and immediately report to the Managing Board on unused
activities with indications of law breaking in the Bank for Foreign Trade.
3. To participate and express opinions in
meetings of the Managing Board.
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Chapter IV
THE GENERAL DIRECTOR AND
ASSISTING APPARATUS
Article 21.-
1. The General Director
of the Bank for Foreign Trade shall be appointed, dismissed, commended or disciplined
by the Governor of the State Bank at the proposal of the Managing Board. The
General Director shall be the Bank's representative at law and shall take
responsibility before the Managing Board, the Governor of the State Bank and
before law for running the Bank's activities. The General Director shall have
the highest executive power in the Bank for Foreign Trade.
2. The General Director shall be assisted by a
number of Deputy General Directors who shall run one or a number of fields of
activities of the Bank under the assignment by the General Director and take
responsibility before the General Director and before law for the assigned
tasks.
3. The chief accountant of the Bank for Foreign
Trade shall assist the General Director in directing and organizing the
implementation of the accounting and statistical work and shall have rights and
tasks as prescribed by law.
4. The Office of the Bank for Foreign Trade and
the specialized and professional sections as well as departments at the Bank's
head office shall have the function of advising and assisting the Managing
Board and the General Director in managing and running the Bank's work.
5. The internal inspection apparatus shall
assist the General Director in inspecting the business activities of the Bank
for Foreign Trade and its member units in accordance with the provisions of law
and internal regulations of the Bank.
Article 22.- The
General Director shall have the following tasks and powers:
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2. To elaborate and organize the implementation
of the plan for the mobilization and efficient use of capital, preserving and
developing capital according to the plan approved by the Managing Board.
3. To draw up the development strategy, the
long-term and annual plans, the programs of action, new-investment and
intensive investment plans and projects, projects on investment cooperation
with foreign parties, joint venture projects and projects for business
cooperation between member units, the plans for training and re-training the
Bank's cadres and measures for the implementation of economic contracts of high
value so as to submit them to the Managing Board for consideration and decision
or for further submission to the State Bank and the competent State agencies
for decision. To organize the implementation of the ratified plans, programs,
projects and measures.
4. To run the business activities of the Bank
for Foreign Trade; take responsibility for the results of the Bank's business
activities; to fulfill the tasks and major objectives in the implementation of
the State's policies on monetary stabilization as assigned by the Governor of
the State Bank to the Bank for Foreign Trade; take responsibility before the
Managing Board, the Governor of the State Bank and before law for the
fulfillment of the above objectives and tasks in accordance with the
regulations of the State.
5. To set and submit to the Managing Board for
ratification different interest rates, the rates of commission, reward and fine
applicable to customers in each period of business operation of the Bank, as
well as the economic-technical norms, criteria, wage unit price and service
charges in conformity with the general regulations of the branch and the State.
To organize the implementation and inspect the implementation of the norms,
criteria and unit price in the whole Bank for Foreign Trade.
6. On the basis of the policies, regimes and
regulations on operations of the State-owned banks, to draw up and submit to
the Managing Board for approval the draft regulations, rules as well as
professional, technical and managerial norms in business activities of the
Bank, which shall be signed for their promulgation.
7. To propose the Managing Board to submit to
the Governor of the State Bank for decision the appointment, dismissal,
commendation or discipline of the Deputy General Directors and the chief
accountant of the Bank for Foreign Trade.
To propose the Managing Board to appoint,
dismiss, commend or discipline the Directors of the member units, the head of
the internal inspection bureau and the persons directly managing the
contributed capital of the Bank for Foreign Trade at other enterprises.
To appoint, dismiss, commend or discipline the
deputy directors, the chief accountants of the member units, directors of the
units attached to the member units and other equivalent posts at the proposal
of the directors of the member units.
To appoint, dismiss, commend or discipline the
heads and deputy heads of the sections and departments, the head and deputy
head(s) of the Bank's Office, the chief inspector and inspectors of the Bank
for Foreign Trade.
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To submit to the Managing Board for approval the
organizational and operational statutes and regulations of the member units
elaborated by the Directors of these units; to decide on the plan for
establishing, re-organizing and dissolving the units attached to the member
units at the proposal of the Directors of the member units.
9. To work out and submit to the Managing Board
for approval the financial regulations, labor regulations, wage, commendation
and discipline regulations to be applied within the Bank; to work out and
submit to the Managing Board for approval the regulations on the functions,
tasks and working regime of the internal inspection bureau of the Bank.
10. To organize the running of the Bank's
activities according to the resolutions and decisions of the Managing Board; to
submit to the Managing Board for approval the reports on the Bank's business
results, including: the quarterly, biannual and annual reports, the general
financial statements (including the property balance sheet) and the annual
final account statements of the Bank and its member units.
11. To report to the Managing Board, the State
Bank and the competent State agencies on the results of the Bank's business
activities, including the quarterly, biannual and annual reports, the general
financial statements (including the property balance sheet) and the annual
final account statements of the entire Bank for Foreign Trade.
The general financial statement must be clearly
divided into two parts, one concerning the centralized cost-profit accounting
of the Bank and the other concerning the cost-profit accountings of the
independent cost-profit accounting member units. The general financial
statement must be certified by the auditing agency approved by the competent
State agency in accordance with the current provisions of law.
12. To sign, within the ambit of his/her
responsibility, documents, contracts and certificates of the Bank for Foreign
Trade and take responsibility before the Managing Board and before law for
his/her decisions.
13. To represent the Bank for Foreign Trade in
international relations, legal proceedings, disputes, dissolution and
bankruptcy.
14. To fulfill the Bank's tax payment obligation
and inspect the fulfillment of tax and other payment obligations by its member
units as prescribed by law; draw up the plan for distribution of the Bank's
after-tax-profit to be submitted to the Managing Board for approval in
accordance with the regulations of the State.
15. To provide fully documents requested by the
Managing Board and the Control Commission. To prepare relevant documents for
the meetings of the Managing Board.
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17. To be entitled to decide the application of
measures beyond his/her jurisdiction in emergency cases (such as natural
calamities, enemy sabotage, fires, accidents), and take responsibility for such
decisions; then report immediately to the Managing Board, the State Bank and
the competent State agencies for further settlement.
Article 23.- The
internal inspection apparatus:
1. The internal inspection apparatus is composed
of the head and the deputy heads of the internal inspection bureau, the chief
inspector and the inspectors. The head of the internal inspection bureau shall
run the internal inspection apparatus. The inspectors working at the head
office of the Bank for Foreign Trade shall be placed under the head of the
inspection bureau; the inspectors working at the member units and units
attached to the member units shall be placed under the chief inspector. The
regulations on the organization and operation of the internal inspection
apparatus shall be submitted by the General Director to the Managing Board for
approval.
2. The head, the deputy heads of the internal
inspection bureau, the chief inspector and the inspectors must have all the
qualifications stipulated in Items 2 and 3, Article 18 of this Statute.
3. The head of the internal inspection bureau
shall be appointed or dismissed by the Managing Board at the proposal of the
General Director. The deputy heads of the internal inspection bureau, the chief
inspector and inspectors shall be appointed or dismissed by the General
Director.
4. The internal inspection apparatus shall have
the following tasks:
a/ To inspect the managerial and executive work
of the Bank for Foreign Trade and its member units in accordance with the
provisions of law and the Bank's Statute;
b/ To perform the control in order to ensure
that the process of carrying out professional business activities is in
compliance with the provisions of law on banking activities and the internal
regulations of the Bank for Foreign Trade;
c/ To supervise the strict observance of the
regulations of the Bank for Foreign Trade on ensuring safety in the monetary
business and credit activities of the Bank and its member units;
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e/ To perform the function of internal auditing
of the Bank for Foreign Trade;
f/ To report to the General Director and the
Head of the Control Commission the inspection and auditing results, making
recommendations on the operation of the Bank for Foreign Trade;
g/ To consider and settle, within its functions
and powers or submit to the General Director for consideration and settlement
of complaints related to business activities of the Bank for Foreign Trade;
h/ Not to disclose the inspection and auditing
results if it is not so permitted by the General Director or the head of the
Control Commission; to take responsibility before the General Director and the
Managing Board for the reported inspection and auditing results;
i/ Within his/her prescribed functions, the head
of the internal inspection bureau shall be entitled to attend meetings convened
by the General Director of the Bank for Foreign Trade.
Chapter V
THE COLLECTIVE OF
LABORERS IN THE BANK FOR FOREIGN TRADE
Article 24.- The
Congress of Workers and Employees of the Bank for Foreign Trade is the direct
forum for the laborers to take part in the management of the Bank. The Congress
shall have the following rights:
1. To participate in the elaboration of the
collective labor agreement so that the representative of the labor collective
negotiates and signs such agreement with the General Director;
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3. To discuss and give comments on the
plannings, plans, the evaluation of the efficiency of business management, to
propose measures for labor safety and improvement of the working and living
conditions for the laborers, the environmental hygiene as well as the training
and re-training of laborers of the Bank for Foreign Trade;
4. To recommend candidates to the Managing Board
and the Control Commission.
Article 25.- The
Congress of Workers and Employees is organized and operates under the guidance
of the Vietnam General Confederation of Labor.
Chapter VI
MEMBER UNITS OF THE BANK
FOR FOREIGN TRADE
Article 26.-
1. The Bank for Foreign
Trade comprises member units which are independent cost-accounting State enterprises,
dependent cost-accounting units and non-business units. The list of the member
units is provided for in the Appendix attached to this Statute.
2. The member units of the Bank for Foreign
Trade have their own seals, are allowed to open their accounts at different
banks in conformity with their cost-accounting modes.
3. The member units which are independent
cost-accounting units shall have their own organizational and operational
statutes; the dependent cost-accounting units and non-business units shall have
their own organizational and operational regulations. These statutes and
regulations must be ratified by the Managing Board, which conform to the law
and the Statute of the Bank for Foreign Trade;
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1. State independent cost-accounting enterprises
which are members units of the Bank for Foreign Trade shall have the right to
business and financial autonomy, be bound in interests and duties to the Bank
under the provisions of the Bank's Statute.
2. The Managing Board and the General Director
of the Bank for Foreign Trade shall have the following rights over the member
units which are independent cost-accounting enterprises:
a/ To empower the member enterprise's Director
to manage and run the operations of the enterprise in conformity with such
enterprise's statute already ratified by the Managing Board. The Director of
the member unit being the independent cost-accounting enterprise shall take
responsibility before the Managing Board, the General Director of the Bank for
Foreign Trade and before law for the operation of his/her enterprise;
b/ To appoint, dismiss, commend and discipline
the Directors, Deputy Director(s) and the chief accountants of member
enterprises as well as the Directors of the units attached to the member
enterprises and other equivalent posts;
c/ To ratify the plans, inspect the
implementation of the plans and final financial account statement; to define
the level to be deducted for the establishment of reward and welfare funds of
the enterprise according to the regulations of the Ministry of Finance and the
financial regulations of the Bank for Foreign Trade;
d/ To deduct part of the capital depreciation
fund and the after-tax profit according to the regulations of the Ministry of
Finance and the current provisions of law for setting up centralized funds of
the Bank for Foreign Trade to be used for re-investment and/or the
implementation of investment projects at the member units;
e/ To ratify the projects and plans for expanded
investment and/or in-depth investment, joint venture, supplement or retrieval
of part of the capital, or for the assignment of stocks under the management of
the Bank held by its member enterprises;
f/ To regulate financial sources, including
foreign currencies among member units so as to achieve the highest results in
the use of capital in the Bank for Foreign Trade, on the principle of ensuring
that the total properties of the enterprise from which part of the capital has
been withdrawn shall not be lower than the total debts plus the allocated State
budget capital and other capital sources belonging to the enterprise that have
been adjusted correspondingly to the tasks or size of such enterprise;
g/ To ratify forms of wage payment, wage unit
price and measures to ensure the living and working conditions for the workers
and employees of the enterprise;
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i/ To ratify the organizational and operational
statutes of the enterprises, which clearly state the assignment of the power to
the Directors of the enterprises in organizing the managerial apparatus of the
enterprise; recruiting, commending, promoting and disciplining workers and
employees; limiting the credit (borrowings and lendings); purchasing and
selling of fixed assets and stocks of the stock companies, and entering into
joint ventures in accordance with the provisions of the Law on State
Enterprises and the regulations of the State Bank on ensuring safety in
monetary and credit activities; purchasing and selling copyrights, patents,
inventions, technological transfer; joining economic associations; and other issues
related to the autonomy of a State enterprise being a member of the Bank for
Foreign Trade as defined by the Law on State Enterprises;
j/ To inspect the operation of the enterprises
and request them to report on the financial situation and business results.
Article 28.- The member
units of the Bank for Foreign Trade, which are independent cost-accounting
enterprises, shall take initiative in conducting business activities and take
responsibility for their debts and commitments within the amount of State-owned
capital allocated by the Bank for Foreign Trade to them for the management and
use. More concretely:
1. In the development investment strategy:
a/ Enterprise are assigned to organize the
implementation of the development investment projects according to the plan of
the Bank for Foreign Trade. The enterprises shall be allocated capital and
resources by the Bank for the implementation of such projects.
b/ Enterprises may invest on their own in
constructions and development projects outside the projects directly managed by
the Bank for Foreign Trade. In this case, the enterprises shall have to
mobilize fund by themselves (in accordance with the provisions of law) and
shall take financial responsibility.
2. In business activities, the enterprises shall
draw up and organize the implementation of their own plans on the basis of:
a/ Ensuring objectives, targets and major
economic-technical norms (including the unit prices and prices) of the
enterprises in accordance with the overall plan of the Bank for Foreign Trade;
b/ The plans for business expansion based on the
optimum use of all resources in the possession of the enterprises or mobilized
by themselves according to the market's demands.
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a/ Enterprises shall receive capital and other
resources allocated by the State to the Bank for Foreign Trade, and then
re-assigned by the Bank to the enterprises. The enterprises shall have to
preserve and develop such capital and resources;
b/ Enterprises shall be entitled to mobilize
capital and other credit sources in accordance with the provisions of law for
the implementation of their own business plans and development investment
plans;
c/ Enterprises shall be entitled to set up their
own development investment funds, financial reserve funds, severance allowance
reserve funds, reward funds, welfare funds and other funds in accordance with
the regulations of the Ministry of Finance and the current provisions of law.
The enterprises shall have to deduct part of their funds to contribute to the
centralized funds of the Bank for Foreign Trade and be entitled to use such
centralized funds of the Bank as defined in the Statute and financial
regulations of the Bank and the resolutions and decisions of the Managing Board;
d/ Enterprises shall have to pay taxes and
fulfill other financial obligations as prescribed by law;
e/ Enterprises may be empowered by the Bank for
Foreign Trade to carry out, on behalf of the Bank for Foreign Trade contracts
with domestic or foreign customers.
4. In the domain of organization, personnel and
labor:
a/ Enterprises may propose the Bank for Foreign
Trade to consider and decide or may be empowered by the Bank to decide the establishment,
re-organization or dissolution of their attached units and the organization of
their managerial apparatuses in accordance with the Bank's Statute and their
own statutes;
b/ In the framework of the payrolls adopted by
the Bank for Foreign Trade, the enterprises are entitled to recruit, employ or
lay off workers and employees in their managerial and business apparatuses. The
appointments to or dismissals from the posts in the enterprises' managerial
apparatuses and their attached units as well as the arrangement and application
of the wage system must comply with the assignment of power by the Bank for
Foreign Trade;
c/ The enterprises have the responsibility to
care for the human resource development to ensure the implementation of their
development strategy and business tasks, to care for the improvement of the
working and living conditions of the laborers as prescribed by the Labor Code
and the Law on Trade Union.
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1. Such units include transaction offices and
branches attached to the Bank for Foreign Trade, which are located in the areas
necessary for the Bank's business activities.
2. They are the authorized representatives of
the Bank for Foreign Trade and have the right to business autonomy according to
the assignment by the Bank; are bound in obligations and interests to the Bank
for Foreign Trade, which shall take final responsibility for financial
obligations arising from commitments of such units.
3. They are entitled to sign economic and civil
contracts and take their initiative in carrying out business, organizational
and personnel activities under the assignment or authorization by the Bank.
4. They have their attached units, including
branches attached to the dependent cost-accounting member units, transaction
offices, shops and savings-banks located in the areas necessary for the Bank's
activities. Those units shall have their own seals in service of the empowered
business activities.
5. The business apparatuses, functions, tasks,
powers and obligations of the dependent cost-accounting units and their
attached units shall be defined in their organizational and operational
regulations ratified by the Managing Board.
Article 30.- The member
units which are non-business units:
The non-business units have their own
organizational and operational regulations ratified by the Managing Board,
adopt the regime of covering expenditures with revenues, are entitled to create
their own sources of revenues through the performance of services and contracts
on scientific research and training for units inside and outside the country
and are entitled to enjoy the reward fund and welfare fund according to the
prescribed regime. In case the distribution of such funds is lower than the average
of the Bank for Foreign Trade, they may be given support from the reward and
welfare funds of the Bank.
Chapter VII
MANAGEMENT OF THE
CONTRIBUTED CAPITAL OF THE BANK FOR FOREIGN TRADE AND ITS MEMBER ENTERPRISES AT
OTHER ENTERPRISES
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Article 31.- With
regard to the capital contributed by the Bank for Foreign Trade to other
enterprises, the Bank's Managing Board shall have the following rights and
obligations:
1. To adopt the plans for capital contribution,
joint venture or stock purchase, worked out by the General Director to be
submitted to the competent State agency for decision.
2. To appoint, dismiss, commend or discipline,
at the proposal of the General Director, the persons directly managing the
capital of the Bank for Foreign Trade at the enterprises to which the Bank has
contributed its capital.
3. To supervise and inspect the use of capital
contributed by the Bank for Foreign Trade to other enterprises, take
responsibility for the efficient use, preservation and development of the
contributed capital and collect profits from the capital contributed by the
Bank to other enterprises.
Article 32.- Rights and
obligations of the persons directly managing the capital contributed by the
Bank for Foreign Trade to other enterprises:
1. To hold managerial and/or executive posts at
the enterprise having capital contributed by the Bank under the Statutes of
such enterprises.
2. To monitor and supervise the operations of
such enterprises.
3. To observe the reporting regime and take
responsibility before the Managing Board of the Bank for Foreign Trade for the
efficiency of the use of the capital contributed by the Bank to such
enterprises.
Section 2.- MANAGEMENT OF THE
CAPITAL CONTRIBUTED BY AN INDEPENDENT COST-ACCOUNTING MEMBER ENTERPRISE TO
OTHER ENTERPRISES
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1. To work out the plan on capital contribution,
joint venture or stock purchase for the General Director to propose to the
Managing Board of the Bank to submit it to the Governor of the State Bank for
decision.
2. To appoint, dismiss, commend or discipline
the persons directly managing the capital contributed by the enterprise to
other enterprises.
3. To supervise and inspect the use of the
capital contributed by the enterprise, take responsibility for the efficient
use, preservation and development of the contributed capital, and collect
profits from the capital contributed by the enterprise to other enterprises.
Article 34.- Rights and
obligations of the persons directly managing the capital contributed by the
enterprise to other enterprises:
1. To hold managerial and/or executive posts at the
enterprises having capital contributed by the their enterprises under the
statutes of the enterprises concerned.
2. To monitor and supervise the business
activities of the enterprises having capital contribution of their enterprises.
3. To observe the reporting regime prescribed by
the Directors, and take responsibility before the Managing Board, the General
Director of the Bank for Foreign Trade for the efficient use of the capital
contributed by their enterprises to the enterprises where they are assigned to
manage and control the contributed capital.
Section 3.- JOINT VENTURE
UNITS
Article 35.- The joint
venture units which the Bank for Foreign Trade or its member enterprise(s)
participate in shall be managed, run and operate in accordance with the Law on
Foreign Investment, the banking legislation and relevant laws of Vietnam. The
Bank for Foreign Trade or its member enterprises shall excercise all rights,
fulfill their obligations and responsibilities towards these joint ventures for
financial operations as prescribed by law and the signed contracts.
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FINANCE OF THE BANK FOR
FOREIGN TRADE
Article 36.- The Bank
for Foreign Trade is an independent cost-accounting unit that adopt the regime
of general cost-accounting and financial autonomy in business in conformity
with the Law on State Enterprises, the banking legislation, the other
provisions of law and the Statute of the Bank for Foreign Trade.
Article 37.-
1. The statutory capital
of the Bank for Foreign Trade is composed of:
a/ The capital assigned by the State at the time
of its establishment;
b/ Additional capital allocated by the State to
the Bank (if any);
c/ "The reserve fund for addition to the
statutory capital", to be deducted in accordance with the provisions of
law;
d/ Other capital sources as prescribed by the
Government, guided by the Ministry of Finance and the State Bank.
2. The Bank for Foreign Trade must not use its
statutory capital for purposes contrary to the provisions of law.
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Article 38.- The
mobilized capital of the Bank for Foreign Trade:
1. The Bank for Foreign Trade shall use and have
to repay the capital (both principal and interests) mobilized from its
customers according to the set time-limits.
2. The mobilized capital of the Bank for Foreign
Trade shall include various kinds of capital mobilized in forms mentioned in
Item 1, Article 8 of this Statute.
3. The mobilized capital shall be used only for
activities prescribed by law.
4. The Bank for Foreign Trade shall have to
abide by the prescribed limits of mobilization and the safety rate as
prescribed by law.
Article 39.- Capital
borrowed by the Bank for Foreign Trade:
With regard to its borrowed capital (from the
State Bank, foreign banks, financial and credit organizations or foreign
organizations and individuals), the Bank for Foreign Trade shall have to use
them for the right purposes and with economic efficiency, thus bringing about
profits and ensuring the repayment of both principal and interests.
Article 40.- Capital
received by the Bank for Foreign Trade (aid capital, development investment
capital, entrusted investment capital) shall be used as loans under the State's
programs and plans on centralized capital construction or as support for
development investment in the programs and projects with specific objectives.
Article 41.- Other
kinds of capital of the Bank for Foreign Trade, formulated during the process
of the its professional activities, shall be used in accordance with the
provisions of law.
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1. The Bank for Foreign
Trade is entitled to set up and use centralized funds to ensure high efficiency
for the development process of the whole system of the Bank.
2. The centralized funds of the Bank for Foreign
Trade shall be set up and used in accordance with the provisions of the Bank's Statute
and its financial regulations and the current regulations of the State,
including:
a/ The development investment fund;
b/ The fund for scientific research and
centralized training;
c/ The financial reserve fund;
d/ The severance allowance reserve fund;
e/ The reward and welfare funds;
f/ Other funds (as prescribed by law).
Article 43.- Financial
autonomy of the Bank for Foreign Trade:
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2. The Bank for Foreign Trade shall take
responsibility for paying the debts recorded in its property balance sheet and
fulfilling other financial commitments, if any.
3. The Bank for Foreign Trade shall inspect and
supervise financial activities within the whole Bank.
4. The Bank for Foreign Trade shall conduct the
cost-accounting according to the accounting accounts systems provided for by
the State Bank under agreement with the Ministry of Finance.
5. The Bank for Foreign Trade shall have to work
out, submit and register its financial plan and financial statements as well as
the property balance sheet in accordance with the current provisions of law.
6. The Bank for Foreign Trade shall have to pay
taxes and other remittances in accordance with the provisions of law and its
financial regulations, except for the taxes already paid by its member units.
It is entitled to use the profit after fulfilling its tax obligations toward
the State under the current regulations.
7. The profit earned by the Bank for Foreign
Trade shall be determined and used in accordance with the current financial
regulation.
8. The profit earned by the Bank for Foreign
Trade or its member units from their capital contributed to other enterprises
shall be exempt from the profit tax, if these enterprises have paid the profit
tax before the dividends are apportioned to the capital contributors.
9. The financial operations of the member units
of the Bank for Foreign Trade and the relations in financial operations between
the Bank and its member units shall comply with the Bank's Statute and its
financial regulations.
10. The material responsibility of the Bank for
Foreign Trade in its business and civil relations is limited to the total
amount of capital owned by the State and managed by the Bank, which is made
public at the latest point of time.
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12. The Bank for Foreign Trade shall submit to
the inspection and supervision regarding its financial and business activities
by the competent State agencies as prescribed by law.
13. Handling of business losses:
a/ The Bank for Foreign Trade is entitled to
apply necessary measures as prescribed by law to cover losses that may occur in
its business activities;
b/ In cases where the Bank has suffered from
losses for a long time and is incapable of paying debts to its customers, the
State Bank may propose the Government to place the Bank for Foreign Trade in
the state of preservation and apply measures to normalize the situation.
Chapter IX
RELATIONSHIP BETWEEN THE
BANK FOR FOREIGN TRADE AND THE STATE AGENCIES AND THE LOCAL AUTHORITIES
Article 44.- The
relationship with the Government:
1. Observing law, strictly implementing the
Government's regulations related to the Bank and State enterprises.
2. Carrying out its plan and development
strategy, within the State's master plans and strategy for the branch and
territorial development.
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4. Submitting to the control and inspection
regarding the observance of laws, policies and regimes of the State at the Bank
for Foreign Trade.
5. Observing the State auditing regime.
6. Being entitled to make suggestions, proposals
on solutions, managerial mechanisms and State's policies regarding the Bank for
Foreign Trade.
7. Being entitled to manage and use capital,
properties, land and other resources assigned by the State in order to perform
its business tasks and to preserve and develop these resources.
8. Enjoying the regimes of allowances and subsidies,
privileges and capital support and other regimes as provided for by the
Government.
Article 45.- The
relationship with the Ministry of Finance:
1. Submitting to the State management by the
Ministry of Finance, regarding:
a/ The observance of the financial, accounting
and tax regimes as well as the organization of the cost-accounting apparatus;
b/ The performance of tasks regarding the
assignment of capital and services for the State budget.
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a/ Determining capital and other resources
assigned by the State to the Bank for Foreign Trade for management and use;
b/ Inspecting the effective use, preservation
and development of capital and other resources assigned to the Bank in the
process of its operation and reflected in its annual final account statement;
c/ Examining, inspecting the contents of the
financial report and the annual final account statements of the Bank for
Foreign Trade;
d/ Issuing approval for the Managing Board to
promulgate the detailed financial regulations of the Bank for Foreign Trade.
3. Submitting to the control and inspection of
financial and other matters that comes under the competence of the Ministry of
Finance.
4. Being entitled to propose solutions,
mechanisms, financial and credit policies and other contents related to the
Bank for Foreign Trade, requesting the Ministry of Finance to approve the
proposal on the organization of the transfer of properties of high value, the
fulfillment of financial obligations, the distribution of the after-tax profit,
the liquidation of important properties and equipment in accordance with the
regulations of the Government in the Bank for Foreign Trade and the additional
allocation of the State budget to the Bank for Foreign Trade.
Article 46.- The
relationship with the State Bank:
1. Submitting to the direct State management in
the following domains:
a/ Observing law and strictly implementing the
Government's regulations related to the Bank for Foreign Trade and State
enterprises;
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c/ Implementing the plannings and orientations
mentioned in Point b, Item 1 of this Article;
d/ Performing other tasks assigned by the
Governor of the State Bank.
2. Effecting tools and measures for management
currently provided for by the State Bank, regarding:
- The compulsory reserve rate;
- The limit of credit;
- The limit or norm of remainder in accounts in
cash and foreign currencies;
- The re-discount interest rates, the maximum
lending interest rates;
- The exchange rates on the markets organized by
the State Bank;
- The regimes of banking reporting and
inspection;
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3. Submitting to the control, inspection and supervision
by the State Bank in the implementation of the provisions of Items 1 and 2 of
this Article, according to the functions of the State Bank and the provisions
of the banking legislation.
4. Submitting to the management by the State
Bank in its capacity as the agency assigned by the State to perform a number of
functions of the owner in the following domains:
a/ Establishing, splitting, merging,
re-organizing and dissolving the Bank for Foreign Trade under the authorization
of the Prime Minister;
b/ Determining the model, and organizational
structure of the Bank's business activities;
c/ Ratifying the Statute of the Bank for Foreign
Trade and the amendments, supplements thereto;
d/ Appointing, dismissing, commending and
disciplining the members of the Managing Board, the General Director, the
Deputy General Directors and the chief accountant of the Bank for Foreign
Trade; recommending members of the State Bank to the Control Commission of the
Bank for Foreign Trade, and ratifying the headship of the Head of the Control
Commission of the Bank;
e/ Taking part in the assignment of capital and
other resources to the Bank for Foreign Trade and inspecting its operations;
the Bank for Foreign Trade shall have to report to the State Bank in accordance
with the regulations of the State and make other reports at the request of the
State Bank;
f/ Taking part, together with the State-owned
banks, in contributing to the fulfillment of the tasks and key objectives to
implement the State's policy on monetary stabilization; performing other tasks
under the directions of the Governor of the State Bank;
g/ Deciding projects on capital contribution,
stock purchase, joint venture and investment cooperation;
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Article 47.- The
relationship with the ministries, the ministerial-level agencies and the
agencies attached to the Government:
1. Submitting to the State management by these
agencies in the following domains:
a/ Implementing the economic-technical norms,
the standards of products, the quality of products and services in conformity
with the relevant branch and national standards.
b/ Observing the regulations on environmental
protection.
c/ Observing the regulations on external
relations, import and export.
d/ Ensuring the laborers' interests and
fulfilling obligations toward the laborers as prescribed by law.
e/ Inspecting, supervising the State-owned banks
in the domains that come under their functions as prescribed by law.
2. Being entitled to propose to these agencies
the contents related to the relationship mentioned in this Article.
Article 48.- With
regard to the local authorities in their capacity as the State management
agencies in the localities, the Bank for Foreign Trade shall submit to their
State management, observe the administrative regulations and fulfill
obligations toward the local People's Councils and the People's Committees of
different levels in accordance with the provisions of law.
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RELATIONSHIP BETWEEN
THE BANK FOR FOREIGN TRADE AND THE CREDIT ORGANIZATIONS AND CUSTOMERS
Article 49.- The
relationship with the credit organizations shall be effected on the following
principles:
1. Voluntariness, equality and mutual benefit.
2. Cooperation, mutual promotion and support in
the application of professional, scientific and technical advances, the
management of the Bank and maintainnance of customers' credit.
Article 50.- The
relationship with the customers shall be effected on the following principles:
1. Taking civil liability for the customers'
properties and capital and the Bank's commitments to the customers within the
amount of capital owned by the State and managed by the Bank.
2. Keeping secret data as prescribed by law, creating
favorable conditions for the customers' lawful activities.
Chapter XI
RE-ORGANIZATION,
DISSOLUTION AND BANKRUPTCY
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Article 52.- The Bank
for Foreign Trade shall be dissolved if the Governor of the State Bank deems
its existence unnecessary, reports it to and obtains approval thereof from the
Prime Minister. For the dissolution of the Bank for Foreign Trade, the Governor
of the State Bank shall set up a dissolution council. The properties of the
already dissolved Bank for Foreign Trade, after making all payments prescribed
by law, shall be under the State ownership.
Article 53.- The re-organization,
splitting, merger, dissolution, addition, establishment of member units of the
Bank for Foreign Trade shall be proposed by the Managing Board to the Governor
of the State Bank for consideration and decision.
Article 54.- The Bank
for Foreign Trade and its independent member units, if facing difficulties or
losses in business activities and if, after applying necessary financial
measures, still fail to pay the due debts, shall be handled in accordance with
the provisions of the Law on Enterprises' Bankruptcy.
Chapter XII
IMPLEMENTATION
PROVISIONS
Article 55.- This
Statute shall apply to the Bank for Foreign Trade. All individuals and member
units of the Bank for Foreign Trade shall have to implement this Statute.
Article 56.-
1. Member units of the
Bank for Foreign Trade shall, on the basis of the Law on State Enterprises, the
banking legislation and this Statute, elaborate their own organizational and
operational statutes or regulations for the General Director to submit them to
the Managing Board for ratification, except for cases otherwise prescribed by
law. The statutes and regulations of the member units must not be contrary to
the Statute of the Bank for Foreign Trade.
2. If the Statute of the Bank for Foreign Trade
needs to be amended or supplemented, the Managing Board shall make proposal
thereon and submit it to the Governor of the State Bank for decision. The
member units, when amending or supplementing their organizational and
operational statutes or regulations shall have to submit such amendments or
supplements to the General Director so that the latter submits them to the
Managing Board for decision.
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