THE PRIME MINISTER OF GOVERNMENT
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SOCIALIST REPUBLIC OF VIET NAM
Independence - Freedom - Happiness
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No:
109/2003/QD-TTg
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Hanoi, June 05, 2003
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DECISION
ON THE ESTABLISHMENT OF THE COMPANY FOR SALE
AND PURCHASE OF ENTERPRISES’ OUTSTANDING DEBTS AND ASSETS
THE PRIME MINISTER
Pursuant to the December 25, 2001 Law on
Organization of the Government;
Pursuant to the April 30, 1995 Law on State Enterprises;
Pursuant to the Government’s Decree No. 69/2002/ND-CP of July 12, 2002 on the
management and handling of outstanding debts for State enterprises;
Pursuant to the Government’s Decree No. 178/CP of October 28, 1994 defining the
tasks, functions and organizational apparatus of the Ministry of Finance;
At the proposal of the Minister of Finance in Report No. 67 TTr/BTC of November
29, 2002 on the scheme on establishment of the company for sale and purchase of
enterprises’ outstanding debts and assets,
DECIDES:
Article 1.- To establish the company for sale and purchase
of enterprises’ outstanding debts and assets (hereinafter called Debt Sale and
Purchase Company for short) in order to handle outstanding debts, unnecessary
assets pending liquidation, and poor-quality supplies left in stock
(hereinafter called outstanding debts and assets for short), thus contributing
to making healthy the enterprise finance and accelerating process of State
enterprise reorganization and transformation.
Article 2.- The Debt Sale and Purchase Company is an
independent cost-accounting State enterprise, has its own seal and is allowed
to open its accounts at the State Treasuries and commercial banks according to
law provisions.
The Debt Sale and Purchase Company has its
head-office in Hanoi and branches and representative offices in some provinces
and cities.
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1. The Company’s charter capital: VND 2,000 (two
thousand) billion. In which:
a/ Allocations by the State budget from the
source of funding for transformation of State enterprises and commercial banks
in the 2001-2003 period: VND 500 (five hundred) billion.
b/ The remainder shall be gradually allocated by
the State budget till 2005.
2. Self-mobilized capital sources, including:
capital added from profits, credit loans and proceeds from bond issuance and
mobilization of other lawful sources according to business demands.
Article 4.- Objects and business scope of the Debt Sale and
Purchase Company are outstanding debts and assets of enterprises and other
activities prescribed in Article 5 of this Decision.
Article 5.- Business activities of the Debt Sale and
Purchase Company include:
1. To purchase enterprises’ outstanding debts
and assets (including assets and land-use right used as security for the debts)
in the forms of: direct negotiation, bidding, auction or designation by the
Prime Minister. To receive and handle debts and assets which are excluded and
not calculated into the value of enterprises when carrying out the
transformation of State enterprises’ ownership.
2. To handle the purchased and received debts
and assets:
a/ To claim debts;
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c/ To use the debts and assets to make
investment in the forms of contribution of share capital, contribution of
capital to joint ventures, and business cooperation according to law
provisions;
d/ To preserve, repair and upgrade assets for
sale, lease, investment, production and business organization or setting up of
joint ventures for exploitation thereof.
3. To mobilize capital in the form of issuing
debt-purchasing bonds for the purchase of a high-value debt with security
assets.
4. To provide consultancy and brokerage in
handling outstanding debts and assets.
5. To deal in other production and business
lines as prescribed by law.
Article 6.- Rights and obligations of the Debt Sale and
Purchase Company:
1. The Company shall have the rights to:
a/ Exercise the rights of State enterprises as
prescribed by the Law on State Enterprises;
b/ Get access to relevant information and data
at specialized management agencies such as tax agencies, enterprise finance
agencies, commercial banks, business registration agencies, securities trading
centers,… in service of the sale, purchase and reception of enterprises’
outstanding debts and assets, so as to ensure that the sale and purchase of
debts and assets shall be carried out with efficiency;
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d/ Join concerned indebted enterprises in
formulating and realizing plans on debt rescheduling and plans on organization
of production and business activities, aiming to restore and develop these
enterprises, and have sources for debt repayment;
e/ Request State enterprises having already gone
through reorganization or ownership transformation to transfer their
outstanding debts and assets already excluded when determining the value of
enterprises subject to ownership transformation, together with relevant
documents.
2. The company shall have the obligations to:
a/ Perform the obligations of State enterprises
as prescribed by the Law on State Enterprises;
b/ Provide adequate information and create
conditions for clients to inquire into matters related to the sale and purchase
of outstanding debts and assets carried out by the Company;
c/ Carry out the tasks of handling outstanding
debts and assets as designated by the Prime Minister or assigned under the
current regulations.
Article 7.- Principal contents on financial mechanism of the
Debt Sale and Purchase Company
1. To sell and purchase outstanding debts and
assets at negotiable prices, so as to ensure business efficiency and preserve
and develop the State capital at the enterprises.
In cases where the Company performs the tasks of
handling outstanding debts and assets at State enterprises under the Prime
Minister’s designation, it shall be entitled to the State budget’s support.
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a/ The Company’s turnovers shall include:
- The money amounts actually earned from debt
claiming and re-selling;
- The proceeds from the sale of assets;
- The proceeds from production and business
activities;
- The proceeds from the contribution of capital
to joint ventures, contribution of equity capital and business cooperation
according to law provisions;
- The charges and commissions earned from
consultancy and/or brokerage activities in handling outstanding debts and
assets;
- The value recovered from the sale of equities
or transfer of contributed capital;
- The proceeds from activities of leasing or
jointly exploiting assets ;
- Other proceeds.
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- Expenses for the purchase of debts and assets;
- Expenses for debt claiming;
- Expenses for provision of consultancy and
brokerage in handling outstanding debts and assets;
- Expenses for activities of selling debts and
equities and transferring contributed capital;
- Expenses for preservation, investment, repair
and upgrading of assets;
- Other expenses related to the sale, purchase
and reception of outstanding debts and assets;
- Expenses for the Company’s management.
c/ The Company’s profits and the mechanism for
distribution thereof shall comply with the regulations applicable to State
enterprises.
3. Wages and bonuses for laborers in the Company
shall be determined according to regulations applicable to State enterprises.
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1. The structure and organization of the
managerial and administering apparatus of the Company.
2. The appointment and dismissal of members of
the Company’s leadership.
3. The financial mechanism and charter for the
organization and operation of the Company.
4. The experimental handling of outstanding
debts and assets at 20 State enterprises included in the reformation program
having debts and assets valued at VND 5 billion or more, so as to draw
experiences and perfect the mechanism for the operation of the Debt Sale and
Purchase Company.
Article 9.- This Decision takes effect 15 days after its
publication in the Official Gazette.
The ministers, the heads of the
ministerial-level agencies, the heads of agencies attached to the Government,
the presidents of the provincial/municipal People’s Committees, the chairmen of
the Management Board and general directors of State Corporations shall have to
implement this Decision.
PRIME MINISTER
Phan Van Khai
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