Zhejiang Province Enterprise State-Owned Assets Supervision And Administration

Original Language Title: 浙江省企业国有资产监督管理办法

Read the untranslated law here: http://www.chinalaw.gov.cn/article/fgkd/xfg/dfzfgz/201305/20130500387229.shtml

Zhejiang Province Enterprise State-owned assets supervision and administration

    (January 11, 2013, Zhejiang Province people's Government order No. 311, released March 1, 2013) Chapter I General provisions

    First in order to improve the State-owned assets supervision and administration system to protect State-owned assets, realize the value of State-owned assets of enterprises, according to the People's Republic of China Law on State-owned assets in enterprises, the People's Republic of China law, interim regulations on State-owned assets supervision and administration of enterprises and other relevant legal provisions and regulations, combined with the facts of the province, these measures are formulated.

    Enterprise in the second province of State-owned assets supervision and management, application of this approach.

    The enterprise State-owned assets in these measures refers to the provincial people's Governments above the county level enterprises of various forms of contribution by the formation of interest, including State-funded enterprises and its wholly-owned, controlled, and shares of State-owned assets.

    State-funded enterprises mentioned in these measures refers to people's Government above the county level in the province's State-owned enterprises, State-owned companies and State-owned capital controlled companies and State-owned capital of joint stock companies.

    Article classified management of State assets of enterprises by the people's Governments above the county level, the implementation of the separation of social and public functions and State assets management function separation, separation of ownership and management and the principle of non-intervention in enterprises shall operate independently of management.

    Fourth people's Governments above the county level shall strengthen leadership of the enterprise State-owned assets supervision and administration, establishing and perfecting the enterprise State-owned assets management and supervision system, the State-owned assets management system, enterprise value assessment and accountability systems of State-owned assets, innovation of State-owned assets supervision and management, implement the enterprise State-owned assets value of responsibility, improving the overall quality of the State-owned economy.

    Article fifth province, district municipal people's Government the establishment of State-owned assets supervision and administration bodies and identified by the County Department or Agency (hereinafter referred to as the State-owned assets supervision and administration bodies), and its wholly-owned, State-funded enterprises holdings and shares of State-owned assets supervision and administration.

    The people's Governments above the county level shall finance, monitoring, audit and other relevant departments and agencies in accordance with the responsibilities the supervision and administration of the enterprise State-owned assets management.

    Sixth people's Governments above the county level shall take measures of State-owned capital into important industries and key areas of focus, State-owned economy distribution and structure optimization, promoting technological innovation and progress, and enhance the control of the State-owned economy, influence.

    Seventh people's Governments above the county level shall set up a budget system for state capital operations, budget management of State-owned capital income and expenditure. The State-owned capital operation budget shall be prepared separately on an annual basis, incorporate the Government budget.

    State-owned capital operation budget expenditure according to the current year budget arrangement, does not contain deficit.

    Eighth article of any units and individuals have the right to state-funded to impeach and accuse the legitimate rights and interests of enterprises.

    Chapter to fulfill the responsibilities of investor's Agency

    Nineth representatives of State-owned assets supervision and administration of the people's Government, State-funded enterprises to fulfill their responsibilities of investor.

    Under the people's Governments above the county level needed, may authorize other agencies (including departments, the same below) on behalf of the people's Governments at the corresponding level, for a particular State-funded enterprises to fulfill their responsibilities of investor.

    Fulfill responsibilities of investor institutions by the people's Governments at the corresponding level to the public, subject to public supervision.

    Article tenth the responsibilities of investor bodies can delegate some responsibilities of investor-related departments, agencies perform.

    Entrusted part of the investor responsibility, shall sign a written agreement, clear commitments, deadlines, and their respective rights, duties, responsibilities, and the people's Governments at the corresponding level for the record.

    11th fulfilling responsibilities of investor representatives to the people's Government, for State-funded enterprises enjoy return on assets and the right to participate in major decisions and selection of managers and other investors.

    Fulfill responsibilities of investor institutions should maintain state-funded enterprise's position in the market and operational autonomy, in addition to shall perform the investor's duties, not to interfere with business activities shall not be assessed to the business and the property claimed, shall make use of the majority shareholder of abuse and damage State-owned holding company and the legitimate rights and interests of small shareholders.

    Article 12th functions as investors institution shall develop modified or involved in modifying the State-funded enterprise regulations, and regulations submitted to the people's Governments at the corresponding level for the record.

    Article 13th responsibilities of investor institutions should strengthen the State-owned enterprises and State-owned companies and holding companies of State-owned capital property transfers, investment, debt, guarantees, donations, and supervision and management of activities, establish and improve the relevant system and prevent the loss of State assets.

    Above the county level, fulfil the responsibilities of investor institutions and entrusted to perform part of the responsibilities of departments, agencies cannot provide guarantees or State-funded enterprises designated donations.

    Article 14th responsibilities of investor institutions should strengthen the State-owned enterprises, State-owned companies and holding companies of State-owned capital supervision and administration of workers ' compensation, rationally regulate income distribution.

    Article 15th investor responsibilities administrative normative documents of the Agency, shall file published in the 30th level people's Government record.

    Article 16th responsibilities of investor institutions shall report annually to the people's Governments at the corresponding level of discharge the responsibilities of the investor, and accept the supervision and evaluation of the people's Governments at the corresponding level.

    Chapter three State-funded enterprises

    17th State-funded enterprises confirmed and announced by the people's Governments at all levels, and higher level people's Government and its State-owned assets supervision and Administration Department for record.

    18th state-funded enterprises enjoy the following rights:

    (A) of their movable and immovable property and other property are legally entitled to possess, utilize, profit from and dispose of;

    (B) operational autonomy;

    (C) the enterprises funded by the law to its return on assets and the right to participate in major decisions and selection of managers and other investors;

    (D) the enjoyment of other rights according to law.

    19th State-funded enterprise shall perform the following duties:

    (A) business law, and accept the supervision and administration of departments and agencies;

    (B) establish a sound internal management system;

    (C) social responsibility;

    (D) other obligations according to law.

    20th State-owned enterprises, State-owned companies and State-owned capital controlled companies shall gradually establish a comprehensive budget management system, enterprise production management, investment, capital operation budget reports, and all other business activities, implementation of process monitoring.

    Article 21st State-owned enterprises, State-owned companies and State-owned capital controlled companies on major issues, brainstorming, should be made in accordance with decision making, and is documented.

    Significant matters prescribed in the preceding paragraph, in accordance with the State, local government and fulfil the responsibilities of investor institutions with provisions.

    22nd State-owned enterprises, State-owned companies and State-owned capital controlled companies shall, in accordance with national and provincial regulations, through congresses and other forms, practise democratic management and Corporate Affairs publicly, guarantees the worker's right to know, to participate, to express and to supervise, safeguard the legitimate rights and interests of workers.

    Trade union organizations, in accordance with the People's Republic of China Law on trade unions, the Chinese trade unions and other relevant provisions of the Constitution.

    23rd State-owned enterprises, State-owned companies and State-owned capital controlled companies shall establish business credit management system and the annual borrowing plan risk assessment system, strengthen credit and debt management.

    24th State-owned enterprises, State-owned companies and State-owned capital controlled companies shall establish security monitoring early warning system and donor reporting systems, strengthening security and donation management. 25th State-owned enterprises, State-owned companies and State-owned capital controlled companies shall establish annual investment plans analysis reporting system, organize investment benefit analysis dynamic monitoring activities and evaluation of major investment projects, strengthen investment management.

    In accordance with the relevant provisions of the State and province shall be submitted to the people's Governments at the corresponding level or relevant departments, agencies of relevant procedures from its provisions.

    State-owned enterprises, State-owned companies and State-owned capital controlled companies overseas (outside of mainland China, the same below) investments shall comply with the following requirements:

    (A) the investment project feasibility study should be carried out, in line with the State industrial policies, national and national (regional) laws and relevant international treaties.

    (B) presence of foreign enterprises operation and management staff should carry out regular rotation, and not in the country (region) of other investments and serve.

    (C) the property rights of foreign companies shall not be held; due to country (region) of legal provisions need to be held, it should be held with proof of legal formalities are completed.

    (D) the other provisions of the State and province for foreign investment.

    26th State-funded enterprises restructuring and related transactions and transfer of State-owned assets, in accordance with the People's Republic of China State-owned assets law and other relevant laws, regulations and rules of the regulations. 27th State-owned enterprises, State-owned companies in corporate restructuring, asset restructuring, asset and capital verification and the formation process of production and management of non-performing assets, should be qualified institutions publicly listed for sale, or transfer of State-owned non-performing assets management Corporation disposing, and submitted to the local government or its authorized responsibilities of investor institutions agree.

    Standard of bad assets in accordance with the relevant provisions of the State and province.

    28th State-owned enterprises, State-owned companies and State-owned capital controlled companies shall establish an internal auditing body, a sound system, economic activity of the enterprise and internal control the authenticity, legitimacy, effectiveness of supervision and evaluation.

    29th State-owned enterprises, State-owned companies and State-owned capital controlled companies shall establish enterprise legal system, protection of corporate counsel to carry out work.

    Corporate counsel responsible for legal services in business management and decision making, authority to enterprises ' legitimate rights and interests of its observations and recommendations.
State Fund of the fourth chapter Business Manager

    Article 30th selection and assessment State-owned enterprises, State-owned companies, managers of State-owned capital controlled companies, fulfilling responsibilities of investor institutions shall, in accordance with the People's Republic of China State-owned assets law and the People's Republic of China company law and other relevant laws, administrative regulations and the enterprise articles of Association.

    In accordance with the relevant provisions of the personnel management Department is responsible for selecting, evaluating State-funded enterprises, from its provisions.

    Selection and evaluation of State-owned capital equity participation Business Manager, shall be executed in accordance with the Constitution of the company.

    The managers of the State-funded enterprises mentioned in these measures refers to state-funded enterprise directors, supervisors and senior management staff.

    31st test State-owned enterprises, managers of State-owned companies and State-owned capital controlled companies shall be in accordance with the combination of incentives and constraints, benefit and development combined, combining efficiency and equity principles, a combination of rights and responsibilities, and sets over managers ' evaluation index and weight of science, establishing and perfecting the long-term incentive and restraint mechanism for managers.

    32nd article State-owned owned enterprise, and State-owned owned company and State-owned capital holding company of managers, on enterprise has faithful obligations and diligent obligations, should comply with Enterprise articles provides, shall not using terms received bribery or made other illegal income and improper interests, shall not occupation, and misappropriated enterprise assets, shall not beyond terms or violation program decided Enterprise major matters, shall not has other against Enterprise State-owned assets funded people interests of behavior.

    Article 33rd without fulfilling the responsibilities of investor's agency or the personnel management Department, the State-owned enterprises, State-owned company directors, senior management may not be in other business part-time, Manager may not serve concurrently as the Chairman of a State-owned company.

    Without consent of the shareholders ' meeting or general meeting of shareholders, State-owned capital controlled companies, State-owned capital shares of the company's directors and senior management personnel shall not working part time in other enterprises, Chairman of State-owned capital controlled companies shall not concurrently serve as managers.

    Directors and senior management shall not serve concurrently as a supervisor. 34th Chief Representative of property right of State enterprises funded by the State reporting system.

    Chief Representative of changes in property rights of enterprises and individuals should be on duty, periodic or special reports to fulfil the responsibilities of investor institutions.

    Chief Representative of State-owned property rights referred to in the preceding paragraph, refers to the State-owned enterprises, State-owned companies and Chairman of State-owned capital controlled company (no Board of Directors to be the Manager), and State-owned capital shares in the company by the local government and relevant departments and institutions designated by the.

    35th people's Governments above the county level, to fulfil the responsibilities of investor institutions and personnel departments, and other relevant departments and agencies shall take steps to implement state-funded enterprises external director system, supervisors and managers, improving the State-funded corporate governance structure.

    The fifth chapter of State-owned assets management

    Article 36th State-owned assets supervision and Administration Department shall, in accordance with national, provincial and local government regulations, State-funded enterprise State-owned assets property rights defining, property rights registration, statistics, management of assets.

    37th state-owned assets supervision and administration of State-funded enterprises ' assets should be distributed and dynamic monitoring of changes in implementation, and State-funded companies with the financial sector information sharing mechanism of dynamic asset management.

    38th State funding should be State-owned assets supervision and administration of assets and financial condition and operations, statistical analysis, regular reporting to the people's Governments at the corresponding level statistical analysis results.

    39th State-owned enterprises, State-owned companies and State-owned capital controlled companies have one of the following circumstances, valuation should be carried out:

    (A) the merger, Division or liquidation of enterprises;

    (B) enterprises;

    (C) the transfer of State-owned assets in enterprises or State-owned shareholders equity ratio changed (except for listed companies);

    (D) the transfer of property or business assets (business license shall record the leased asset as the business scope of the enterprise);

    (E) the non-monetary property foreign investment or debt;

    (Vi) other units to non-monetary contributions of property or debts;

    (G) the purchase of other assets;

    (H) articles of national, provincial and Enterprise valuation should be carried out in other circumstances.

    Gratuitous transfer between State-owned shares, may be exempted from assessment.

    40th engaged in State-owned enterprises, State-owned companies and holding companies of State-owned capital of financial auditing and assets appraisal business intermediaries, operational activities should be, objectively and impartially according to law, and meet the following conditions:

    (A) the Agency qualifications in accordance with laws and administrative regulations;

    (B) bodies set up for three years, and has no record of illegal employment in the past three years;

    (C) other conditions stipulated by State and province.

    State-owned enterprises, State-owned companies and holding companies of State-owned capital in the same economic and financial auditing and assets appraisal business, shall not be referred to the same intermediary to undertake.

    41st State-funded enterprises, the State-funded enterprise property rights, contract disputes with other companies, can apply to the people's Governments at the corresponding level, or the State-owned assets supervision and administration authority to mediate.

    The sixth chapter of State-owned assets supervision

    42nd people's Governments above the county level shall perform the responsibilities of investor and the State-owned assets supervision and management to the report of the Standing Committee of the present level, subject to supervision and question.

    43rd people's Governments above the county level shall of the State-owned assets supervision and administration bodies and other relevant departments and institutions to fulfil the responsibilities of investor and the State-owned assets supervision and management of the monitoring, evaluation and assessment.

    People's Governments above the county level and lower level people's Governments should be State-owned assets supervision and administration of State-owned assets supervision and management work of guidance and supervision.

    44th audit institutions of State-owned enterprises, State-owned company and the financial supervision of State-owned capital controlled companies and economic responsibility audit of the principals.

    45th people's Governments above the county level shall regularly publish Enterprise State-owned assets, fulfilment of the responsibilities of investor and the enterprise State-owned assets supervision and administration, subject to public supervision.

    The seventh chapter legal liability

    Article 46th acts in violation of these rules, People's Republic of China Law on State-owned assets in enterprises, the People's Republic of China law, interim regulations on State-owned assets supervision and administration of enterprises and other laws and regulations have legal liability provisions from its provisions.

    47th to fulfill the responsibilities of investor's Agency, the State-owned assets supervision and administration bodies and other relevant regulatory authorities, the Agency and its staff of any of the following acts, by the authority directly responsible for the charge and other direct liable persons shall be given administrative sanctions:

    (A) illegal intervention in State-funded operation of the enterprise;

    (B) the apportionment or illegally providing State-funded enterprises ask for property;

    (C) the unlawful disclosure of State-funded enterprises undisclosed information;

    (D) use of shareholder abuse, damage to state-owned listed companies and the legitimate rights and interests of minority shareholders;

    (E) other acts of dereliction of duty, abuse of power, favoritism.

    48th State fund managers abuse their powers, neglect their duties, resulting in losses of State-owned assets, legally undertake the compensation responsibility belongs to the agents of the State, by the authority shall be subject to punishment.

    The eighth chapter by-laws

    49th State-funded enterprises and sole proprietorships, holding and joint stock enterprises other than the business of State-owned assets supervision and administration, departments or institutions determined by the people's Governments above the county level in accordance with the measures shall apply.

    The Township people's Governments (including street) on the various forms of capital contribution by the formation of the State-owned assets supervision and administration carried out by the Township people's Government in accordance with the measures provided.

    Laws, administrative regulations on cultural, financial enterprises of State-owned assets supervision and management otherwise provides, from its provisions.

    National provisions of State-owned assets supervision and administration of listed companies from its provisions. 50th these measures come into force on March 1, 2013.