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THE
MINISTRY OF HOME AFFAIR
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SOCIALIST
REPUBLIC OF VIET NAM
Independence - Freedom – Happiness
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No.
40/2004/QD-BNV
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Hanoi,
May 21, 2004
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DECISION
APPROVING THE CHARTER OF VIETNAM ASSOCIATION OF
FOREIGN-INVESTED ENTERPRISES
THE MINISTER OF HOME AFFAIRS
Pursuant to Decree No.
102/SL-L004 of May 20, 1957 prescribing the right to set up associations;
Pursuant to the Government's Decree No. 45/2003/ND-CP of May 9, 2003 defining
the functions, tasks, powers and organizational structure of the Ministry of
Home Affairs;
Pursuant to the Government's Decree No. 88/2003/ND-CP of July 30, 2003
prescribing the organization, operation and management of associations;
At the proposals of the president of Vietnam Association of Foreign-Invested
Enterprises and the director of the Department for Non-Governmental
Organizations,
DECIDES:
Article 1.- To
approve the Charter of Vietnam Association of Foreign-Invested Enterprises
which was adopted on March 24, 2004 by its First Congress.
Article 2.-
This Decision takes effect 15 days after its publication in the Official
Gazette.
Article 3.-
The president of Vietnam Association of Foreign-Invested Enterprises and the
director of the Department for Non-Governmental Organizations shall have to
implement this Decision.
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FOR THE MINISTER
OF HOME AFFAIRS
VICE MINISTER
Dang Quoc Tien
CHARTER
OF VIETNAM ASSOCIATION OF FOREIGN-INVESTED ENTERPRISES
Chapter I
NAME, GUIDELINES AND
OBJECTIVES
Article
1.- The Association is named Vietnam Association of Foreign-Invested
Enterprises (called Association of Foreign-Invested Enterprises for short).
The English name: Association of
Foreign-Invested Enterprises
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Article
2.- Association of Foreign-Invested Enterprises is a voluntary organization
of the Vietnamese parties to foreign-invested enterprises, business cooperation
contracts and representatives of organizations and individuals operating in the
foreign investment domain under the Foreign Investment Law and Vietnamese
economic organizations of all economic sectors involved in foreign investment.
Objectives of the Association
are to associate and cooperate its members not for self-seeking purposes, with
a view to protecting their lawful rights and interests, to support one another
in enterprise management experience, professional training, supply of
information on undertakings, policies and legal documents of the Vietnamese
State in the economic field in general and on foreign investment in particular,
thus contributing to assisting the promotion of foreign investment in Vietnam,
with a view to expanding and raising the efficiency of each member enterprise's
foreign investment activities in Vietnam.
Article
3.- The Association of Foreign-Invested Enterprises has the legal person
status, its own seal and bank accounts
The Association is headquartered
in Hanoi city and has its representative offices in Ho Chi Minh City, Da Nang
city or other localities, depending on its demand and law provisions. Besides,
the Association may set up its overseas representative offices according to law
provisions.
Article 4.-
The Association of Foreign-Invested Enterprises is subject to the State
management by the Ministry of Planning and Investment, and operates throughout
the country under the laws of the Socialist Republic of Vietnam and this
Charter.
Chapter II
TASKS AND POWERS OF THE
ASSOCIATION
Article 5.-
Tasks of the Association
1. To propagate among and
educate its members the lines, undertakings, policies of the Party and the
State on the economic building and development in general and foreign
investment in particular, in order to make its members thoroughly grasp them.
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To supply information on
economy, market, etc., in order to raise efficiency of business activities of
member enterprises.
3. To organize conferences and
seminars for exchange of professional experiences, and encourage cooperation
and association among members for co-existence and development.
4. To organize training courses
in appropriate forms in support of investors.
5. To organize field trips and
study tours at home and abroad according to law provisions.
6. To perform the obligations
toward the State and other obligations set by its Executive Committee.
Article 6.-
Powers of the Association
1. To organize the collection of
opinions of its members on draft legal documents when it is so requested, and
to represent its members in making proposals to the State on undertakings,
policies, measures to promote and support the development of investment
activities and investment environment in Vietnam.
2. To protect legitimate
interests of its members; to advise the State management agencies on the
solution of problems in operations of enterprises represented by its members;
to reconcile internal disputes when it is so requested; and to represent its
members in internal and external relations related to its functions and tasks.
3. To build up its organization
and develop its membership, to build its material foundation and expand its
operation scope.
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5. To organize its attached
units to perform the tasks of training, providing services and/or consultancy,
etc., when demands therefor arise, according to law provisions.
6. To publish magazines and
documents on technical guidance and economic management according to law
provisions.
7. To coordinate with the concerned
agencies and organizations in performing its tasks.
Chapter III
MEMBERS
Article 7.-
Members
1. Full-fledged members:
Representatives of Vietnamese parties to joint-venture enterprises, business
cooperation contracts, Vietnamese working in enterprises with 100% of foreign
capital and Vietnamese enterprises and economic organizations involved in
foreign investment activities, that accept the Association's Charter,
voluntarily file applications for admission into the Association, pay
membership fees and yearly dues, may all become full-fledged members of the
Association.
Enterprises' representatives
joining the Association must be persons bearing the Vietnamese nationality and
nominated by such enterprises. When the persons nominated to the Association retire
or are transferred to other jobs, the member units may nominate other persons
in replacement.
2. Associate members:
Representatives being foreigners in foreign-invested enterprises, business
cooperation parties; other organizations and individuals, that fail to fully
satisfy the conditions for becoming full-fledged members, accept the
Association's Charter, file applications for membership fee, and pay admission
dues and yearly dues, may all become associate members of the Association.
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Member status of full-fledged
members, associate members and honorary members shall be determined by
recognition decisions of the Association's Executive Committee.
Members to the Club of
Foreign-Invested Enterprises that still join the Club's activities shall
automatically become members of the Association of Foreign-Invested Enterprises
without carrying out the procedures for admission to the Association.
Article 8.-
Interests of members
1. To participate in congresses
or elect delegates to attend in congresses of the Association.
2. To discuss, vote on, question
about and criticize all works of the Association; to propose and put forward
their opinions to State agencies through the Association.
3. To have their legitimate and
lawful rights and interests in production and business activities protected by
the Association.
4. To stand for, nominate and be
elected to the Association's Executive Committee and other posts.
5. To be provided by the
Association with experiences, professional training and fostering in forms of
supply of information and/or documents, participation in seminars, training
courses, technical demonstrations, study and survey tours at home and abroad.
6. To leave the Association.
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Article 9.-
Members have the obligations:
1. To strictly observe the
lines, policies and laws of the State and the provisions of this Charter; to
implement the Association's resolutions; to campaign for and develop
membership.
2. To participate in operations
and regular activities of the Association; unite and cooperate with one another
in order to build the Association organizationally stronger and stronger.
3. To supply necessary
information and data in service of the Association's operations.
4. To pay fully the membership
fee and yearly dues as prescribed.
Article
10.- The procedures for termination of members' rights
1. Members that voluntarily
withdraw from the Association must file applications to the Association's
Executive Committee.
2. Members shall be expelled
from the Association in cases where they seriously violate the Association's
Charter, thus damaging the honor, prestige and finance of the Association.
3. Members being enterprises or
organizations which have been suspended from operation by State agencies,
dissolved or declared bankrupt.
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The Association's Executive
Committee shall notify the list of members withdrawing from the Association,
those expelled from the Association and those having their names deleted to all
other members.
Chapter IV
ORGANIZATION OF THE
ASSOCIATION
Article
11.- The Association of Foreign-Invested Enterprises is organized and
operates on the principles of voluntariness, self-management, self-financing
and equality of all members.
Executive bodies operate on the
basis of democratic discussion, collective leadership and majority rule.
Article
12.- The Association is composed of:
- Its National Congress
- Its Executive Committee and
its assisting apparatus consisting of the Office and professional sections
- Its attached professional
branches
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Article
13.- The National Congress of the Association of Foreign-Invested
Enterprises
1. The National Congress of the
Association of Foreign-Invested Enterprises is the supreme-power body of the
Association. The Congress is held once every four years.
2. Major tasks of the Congress:
- To discuss term-end review
reports and new term's orientations for the Association's activities;
- To decide on the whole term's
working orientations and program of the Association;
- To decide on amendments and
supplements to the Association's Charter;
- To discuss and decide on a
number of important issues of the Association which go beyond the handling
competence of the Association's Executive Committee;
- To discuss and approve the
final financial settlement, and adopt the financial plan for the new term;
- To elect the new Executive
Committee of the Association;
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3. The Congress may be
extraordinarily convened to solve urgent issues of the Association at the
requests of two thirds of the members of the Association's Executive Committee
or at requests of over a half of the Association's members.
4. Resolutions of the Congress
shall be adopted on principle of majority.
Article
14.- The Association's Executive Committee
1. The Association's Executive
Committee is the leading body of the Association in between two congresses. The
number of members of the Association's Executive Committee shall be decided by
the Congress and directly elected through secret ballots or public voting.
Elected persons must win over 50% of the valid votes.
The members of the Association's
Executive Committee may be re-elected or dismissed ahead of time at requests of
more than half of the number of the Association's members. In case of
necessity, the Executive Committee may additionally elect a number of members
to the Executive Committee. The number of additionally elected Executive
Committee's members must not exceed one third of the number of existing
members.
The members of the Association's
Executive Committee being enterprises' representatives, who retire or are
transferred to other jobs, shall be replaced by other representatives nominated
by such enterprises.
The tenure of the Association's
Executive Committee shall be 4 years. The Association's Executive Committee
shall operate according to the Regulation adopted by the Congress.
2. The Executive Committee
elects the president, the vice presidents, the general secretary and appoint
its members to specific posts.
3. The president, the vice presidents
and the general secretary are the standing members of the Executive Committee.
The standing members of the Executive Committee shall be authorized by the
Executive Committee to lead and administer on its behalf all works of the
Association in between two sessions of the Executive Committee.
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5. Tasks and powers of the
Association's Executive Committee:
- To decide on measures for
implementation of the Congress's resolutions and operation programs for the
current term of office.
- To decide on annual working
programs and plans and notify operation results of the Association's Executive
Committee to the Association's branches.
- To decide on the membership
fee and yearly dues levels. To approve annual financial plans and final
settlements.
- To prescribe the
organizational structures and operation of the Association's professional
branches, professional sections, the Office and representative offices in different
regions; to prescribe the principles, regimes, use and management of assets and
finance of the Association.
- To elect and dismiss the
Association's leading posts: president, vice president, general secretary.
- To appoint the heads of the
professional sections and chief representatives of the Association in different
regions.
- To prepare contents, agenda of
and documents to be presented before the Congress.
- To decide on convening the
term Congress or annual conferences of delegates.
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1. The Association's president
has the powers and responsibilities:
- To act as the Association's
legal-person representative at law.
- To organize the implementation
of resolutions of the Congress, the delegates' conferences and decisions of the
Association's Executive Committee.
- To convene and chair the
meetings of the Association's Executive Committee.
- To personally direct the
Association's General Secretary.
- To approve the personnel of
the Association's Office and other organizations established by the
Association.
- To be answerable to the
Association's Executive Committee and all members for the Association's
operations.
2. The Association's vice
presidents are assistants to the president and assigned by the latter to handle
specific matters and may be authorized to administer the Association's
Executive Committee in the absence of the president.
Article
16.- The Association's General Secretary
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- Elaborate the operation
regulation of the Office and the regulation on management of finance and assets
of the Association, then submit them to the Association's Executive Committee
for approval.
- Periodically report to the
Association's Executive Committee on the Association's activities.
- Make annual reports and term
reports of the Association's Executive Committee.
- Manage the list of, dossiers
and documents on the Association's members and attached organizations.
- Be answerable to the
Association's Executive Committee and held responsible before law for
operations of the Association's Office.
- Be assisted by deputy
secretaries, who are appointed by the president at his/her requests and
unanimously approved by the Executive Committee's standing members.
Article
17.- The Association's Office
1. The Association's Office is
organized and operates according to the Regulation submitted by the General
Secretary to the Association's Executive Committee for approval.
The Association's Office may be
set up in the provinces or cities for convenient organization of the
Association's operations.
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3. Operation funding of the
Office shall be estimated and submitted by the General Secretary to the
Association's Executive Committee for approval.
Article
18.- The Inspection Board
1. The Inspection Board is
elected directly by the Association's Congress. The number of members of the
Inspection Board shall be decided by the Congress.
2. The Inspection Board operates
according to the Regulation adopted by the Congress.
Chapter V
FINANCE AND ASSETS OF
THE ASSOCIATION
Article
19.- Revenue sources of the Association
- The Association membership
fees and yearly dues contributed by the Association's members according to the
financial regulation of the Association.
- Financial aids of organizations
and individuals at home and abroad according to law provisions.
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Article
20.- Expenditures of the Association
Expenditures of the Association
shall be paid according to its financial regulation and include expenses for operation
of the Association's apparatus, expenses for information, conference, seminar,
propagation and press activities, material and technical foundations and other
reasonable expenses decided by the standing body of the Association's Executive
Committee.
Article
21.- Management and use of financial sources and assets
1. The standing body of the
Association's Executive Committee shall prescribe the management and use of
finance and assets of the Association in compliance with the State's
regulations.
2. The Inspection Board has the
responsibility to inspect and publicize the Association's finance and assets to
the members.
3. When the Association
terminates its operation or is dissolved, all its assets shall be handled
according to the provisions of the Government's Decree No. 88/2003/ND-CP of
July 30, 2003 on organization, operation and management of associations.
Chapter VI
COMMENDATION AND
DISCIPLINING
Article
22.- Commendation
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Article
23.- Disciplining
The Association's members,
members of the Association's Executive Committee, the standing body of the
Executive Committee and the Inspection Board, officials and staff members of
the Association that operate in contravention of the Charter and resolutions of
the Association, offend the Association's prestige and honor, or fail to pay
dues for two consecutive years or more shall, depending on the seriousness of
their violations, be criticized, reprimanded, cautioned or have their names
deleted from the list of members or subject to the violation handling by
competent State agencies according to law provisions.
Chapter
VII
IMPLEMENTATION PROVISIONS
Article
24.- This Charter consists of 7 chapters and 24 articles, and was
unanimously adopted on March 24, 2004 by the Congress of the Association of
Foreign-Invested Enterprises.
The amendments and supplements
to this Charter must be unanimously proposed by the National Congress of the Association
of Foreign-Invested Enterprises and approved by the competent State agencies
before taking implementation effect