Circular No. 220/2013/tt-Btc: Guide The Implementation Of A Number Of Articles Of Decree No. 71/2013/nd-Cp On 11 July 2013 Of Government On State Capital Investment In The Business And Financial Management Dd

Original Language Title: Thông tư 220/2013/TT-BTC: Hướng dẫn thực hiện một số điều của Nghị định số 71/2013/NĐ-CP ngày 11 tháng 7 năm 2013 của Chính phủ về đầu tư vốn nhà nước vào doanh nghiệp và quản lý tài chính đ

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FINANCE MINISTRY
Number: 220 /2013/TT-BTC
THE SOCIALIST REPUBLIC OF VIETNAM.
Independence-Freedom-Happiness
Hanoi, December 31, 2013

IT ' S SMART

Instructions to execute some of the provisions of the Digital Protocol 71 /2013/NĐ-CP

July 11, 2013 of the Government on State Capital Investment

to the business and financial management of the business

by the state that holds 100% of the rules

____________________

Base of Protocol 118 /2008/NĐ-CP November 27, 2008 the Government regulates the function, mandate, jurisdiction, and organizational structure of the Ministry of Finance;

Base of Protocol 71 /2013/NĐ-CP July 11, 2013 by the Government on the investment of state capital into the business and financial management to the state-controlled business is 100% of the charter capital;

At the suggestion of the Director of Corporate Finance;

The Minister of Finance issued the Guidance Notification on some of the provisions of the Digital Protocol 71 /2013/NĐ-CP July 11, 2013 by the Government on the investment of state capital into the business and financial management to the state-controlled enterprise 100% of the charter capital:

Part 1

GENERAL REGULATION

Number one. Adjustment range

This information instructs a number of things on capital investment, state capital management investing in the business and financial management of the state-owned business that holds 100% of the regulatory capital by regulation at the Digital Protocol. 71 /2013/NĐ-CP July 11, 2013 of the Government (later called the Digital Protocol) 71 /2013/NĐ-CP).

Article 2. Subject applies

1. This information applies to the specified objects at Article 2 of the Digital Protocol. 71 /2013/NĐ-CP.

2. State-owned enterprises hold 100% of the operating capital operating in particular areas of financial regulation that follow their own regulations issued by the competent authority and executed by other relevant content. at the General Decree 71 /2013/NĐ-CP And guidance on this.

3. State-owned enterprises hold 100% of the regulatory base rules of Corporate Law, Digital Decree 71 /2013/NĐ-CP and guide at this Smart to enact the provision of capital investment and financial management to the company-owned subsidiary that holds 100% of the charter capital.

Third. Explain the word

In addition to the words understood by regulation at Article 3 Protocol 71 /2013/ND-CP, in this message the words below are understood as follows:

1. "The mobiling capital of the business" is the borrowing capital of credit organizations, other financial institutions, individuals in and out of the country; to issue bonds; receive capital and other forms of capital mobiles under the rule of law to serve. business manufacturing operations.

2. "The assets of the business" are tangible assets and intanable assets under management, the use of the business formed from the already invested state capital, which mobiles and other capital sources at the business are reflected on the balance sheet. The business of the business at a certain point (not including operating business assets, goes on loan, receiving the passport, receiving the public, receiving the sale of agent, signing).

3. "Other business" is business:

-There is a stake, the capital of the state by the ministry, the peer-to-government agency (later called the Department of Public Administration), or the People's Committee of the Provinces, the Central City of Central (later known as the Provincial People's Committee) as the capital.

-There is a stake, which is the capital of the LLC a member of the state that owns 100% of the charter capital.

Part 2

SPECIFIC REGULATIONS

Chapter I

STATE CAPITAL INVESTMENT AND CAPITAL MANAGEMENT

INVESTING IN BUSINESS

Section 1

INVESTMENT IN BUSINESS

What? 4. State capital investment into business

The investment of state capital into the business implementation by regulation at Section 1, Chapter II of the Digital Protocol 71 /2013/NĐ-CP and the following instructions:

1. State capital investment into the business to implement projects, important works by the state and projects, other works to establish new businesses or to develop, expand the scale of production, business of the business that is working to be a part of the business. consistent with the region ' s economic development overall planning, the industry, land use planning, and must ensure the implementation of the right sequence, the procedure of investing in accordance with the provisions of the law on building construction and the regulation of the relevant law, granted. I have the authority to approve.

2. The payment of state capital investment in the course of the implementation of the investment project and the investment of state capital investment when the project is completed, the investment owner, the business implementation of the state ' s current regulatory regulation of payment management and capital investment decision. It's a state budget source.

3. State capital investment to maintain or increase the rate of state capital invested in other businesses must be granted authority approval, ensuring the procedure under the provisions of the Corporate Law, Investment Law, Securities Law and the Agency ' s Guide documents, and the government. Yes, I have jurisdiction.

4. State capital investment to buy back part of the capital or the entire business part of the other economic component must follow the methodology provided by the Ministry of Industry and the Provincial People ' s Commission with the appraisal of the Ministry of Finance, Ministry of Planning and Investment and Development. The Prime Minister approx.

Section 2

STATE CAPITAL MANAGEMENT INVESTING IN BUSINESS

OTHER THAN THE DEPARTMENT MANAGER, THE PEOPLE ' S COMMITTEE.

PROVINCIAL LEVEL AS OWNER OF CAPITAL

What? 5. Do the right, the responsibility of the owner to state capital investment in another business.

The Department of Industry Management, the Provincial People ' s Committee performs the rights, the responsibility of the owner to state capital investment in another business through the prescribed representative at Article 8 of the Digital Agenda. 71 /2013/NĐ-CP In there.

1. Building the statute to test, monitor the activity of the representative in time to detect and handle the flaws, the weakness of the representative in the exercise of the right, the responsibility of the owner under the rule of law as the basis of assessment of the degree. complete the duties of the agent who have been entrusted with the implementation of the management of state capital in another business.

2. Requis the periodic, five or breakthrough representative execution of aggregation, assessment of the situation of business production, financial situation and petition of handling measures, unlawable dismantling of the capital ' s capital efficiency invested in the enterprise. In addition to appendix 02, it is accompanied by the No. 2 appendix, which reports equity and sent back to the Ministry of Finance (Enterprise Finance Bureau). The deadline for the agent to submit the current implementation report on the deadline of filing a current business financial report.

3. Managing the implementation of the option to purchase additional release shares, the delegate ' s conversion bonds and is responsible when the case of the agent in violation of the exercise of the right to purchase additional release shares, the bond conversion bond at This is 2 Article 6 of this.

What? 6. Rights, the responsibility of the agent

1. The representative performs the rights, responsibility in the management of state capital investment in the other business under the regulation at paragraph 1, paragraph 4 Articles 9 and paragraph 2 Article 10 of the Digital Protocol 71 /2013/NĐ-CP and the activities of the agent's activities issued by the Ministry of Finance.

2. The agent is entitled to buy additional release shares, bond bonds by decision of the specified equity firm in save c, paragraph 2, Article 9 digital decree 71 /2013/NĐ-CP.

In the case of representatives being represented in many companies, it is only the option to purchase additional release shares, the bond of conversion at a holding company that the person is appointed to represent. The representative is responsible for reporting and being decided by the owner of the implementation of the right to buy the stake above; the right to purchase additional release shares, the voting bond of the agent in the remaining holding companies is under the ownership of the owner. State capital at the other business (except where the agent was bought in the right of the existing shareholder).

What? 7. Increase, state capital reduction invested in other businesses led by the Ministry of Industry, the Provincial People ' s Commission as owner.

1. When the other business plans to raise the charter capital, the agent must build an additional state capital investment scheme into the other business that reports the decision holders under the regulation at Article 7 of the Digital Protocol. 71 /2013/NĐ-CP . The additional method of capital includes the content:

a) The legal base to increase the capital of the other business.

b) The financial situation, the result of the business production of the other business for three years prior to the implementation of the capital increase.

c) Strategy, business production plans, development investment plans and the use of increased capital of the business.

d) Evaluation of economic benefits obtained and influence increased state capital investment in other businesses.

The proposed source of state capital to another business.

2. The additional case of additional venture capital investment from the other business from the Fund to support and develop the business, the Department of Industry Management, the Provincial People's Committee sets up the filing of the Treasury Department to submit a review, the decision.

3. The other business case that operates is not in the industry, the state sector needs to continue to invest more capital by criteria, the portfolio of state enterprises issued by the Prime Minister, the Department of Industry Management, the Provincial People ' s Committee review, decision to transfer the option to purchase additional release shares, the bond that transfers to the organization, the other individual.

The principle of transfer of the shares of the shares, the bond of conversion is made in accordance with the method of public auction. Determining the starting price is done through the organization with the functional appraisal function in accordance with the law of the price appraisal. The time case allows shareholders to exercise the right to buy shares, the bond that transfers under the short equity firm ' s release method, which is not enough to hold a transfer auction, the owner considers a transfer pricing decision in accordance with the rules. And make sure it works.

The person with authority decides to transfer the concession to the shares, the conversion bond is not decided to transfer to the business including wife, husband, father, foster father, mother, foster mother, child, child, sister, sister, sister, and sister. This is not decided to transfer to individuals who are in the same relationship.

4. The proceeds of the transfer of the shares buy shares, bonds of conversion at other businesses after excluding expenses related to the transfer of a share of the shares, completing tax obligations under the rule of law, the remainder being submitted to the property. The fund supports and develops the business.

5. The reduction of a portion of the capital or the recovery of an entire state capital investment in another business led by the Ministry of Industry Management, the Provincial People's Committee, is the owner of the capital to be made in accordance with the transfer method stipulated at this Article 8.

Section 3

STATE CAPITAL TRANSFER INVESTMENT IN BUSINESS

What? 8. The state capital transfer method invested in the business

The state capital transfer method has invested in accordance with the regulation in accordance with Article 14 of the Digital Protocol. 71 /2013/NĐ-CP and the following instructions:

1. The transfer of state capital at the LLC to a state owned by a state-owned 100% of the charter capital in the form of a share of goods or semi-business by the arrangement, innovation enterprise has been approved by the Prime Minister. It is done by the Government's regulation of the shares of goods or businesses that are owned by the state.

2. Transfer of state capital at the LLC a member to become a limited liability company of two or more members:

a) Transfer a portion of state capital at the LLC a member of the state owned by 100% of the charter must follow the method of arrangement, renewal of the business that has been approved by the Prime Minister.

b) Transfer of capital in the form of public auction or direct agreement:

-The public auction when the transfer of capital is valued at 10 billion dollars on the implementation of the Stock Exchange. Where the transfer of capital is less than 10 billion, it is possible to rent a financial institution, sell auction, organize an auction at the business, or make an auction at the Stock Exchange.

-Sell a direct agreement between a capital owner (or authorized body agency, text-to-text) with an investor in the case of only one buyer registered to buy or the case of the Prime Minister authorized to sell the deal. Right, direct.

When the transfer of capital is in the form of direct agreement, the authority decides to transfer the undecided transfer to the business including wife, husband, father, foster father, mother, foster mother, child, child, brother, sister, brother, brother. management of this business and is not decided to transfer to individuals who are of the same relationship.

-The identification of the starting price for the state capital before the organization of public auction or agreement is made through the organization that has a price appraisal function in accordance with the law of the price appraisal that must ensure the full determination principle. sufficient value the state of the state capital at the business including the value generated by the value of land use or the transfer of the concession to the use of the legal land by the rule of the land law and the value of intellectual property rights (if any) of the country. business by law, at the time of capital transfer.

3. Transfer of investment state capital at the LLC two-member LLC or at the holding company:

a) The industry regulator, the Provincial People's Committee on the portfolio of investment in non-industry businesses, the state sector holds capital, directed the head of the capital transfer method to report owners who decide the transfer method. The capital concession after the consultation of the Ministry of Finance, the Ministry of Planning and Investment in accordance with Article 15 of the Fourth Protocol. 71 /2013/NĐ-CP.

b) The transfer method is composed of the following content:

-The legal basis, the purpose of transfer capital.

-Evaluation of the gain and influence of the transfer of state capital investment into other business.

-Capital transfer form.

c) The investment state capital transfer at the two-member LLC becomes:

-The state equity firm requires that a 2-member LLC return to the acquisition of its contribution, the valuation of the transfer price in accordance with the regulation at Article 43 of the Business Law in 2005.

-A state that owns a state capital that transfers part of its capital to another member or transfer to the organization, the individual is not a member of the company, according to Article 44 of the 2005 Enterprise Law, in which:

+ If the transfer to other members of the company is a state equity that deals with the transfer price with other members. The valuation of the agreement price on the basis of the organization's appraisal results has a price appraisal function under the regulation at paragraph 2 This.

+ If the transfer to the organization, the individual is not a member of the company, does a public auction or a direct agreement under the regulation at paragraph 2.

d) State capital transfer at the holding company:

-For the holding company that listed on the stock market or registration of transactions on the Upcom exchange then the transfer of capital (stock transfer) performs in accordance with the method of trading (joint command, agreement) under the law of law. about the stock. The transfer case in accordance with the agreement, the price of the agreement must be within the exchange price of the stock exchange at the transfer date.

-For an unlisted or unregistered holding company trading on the Upcom exchange, make a transfer of capital under regulation at paragraph 2.

Chapter II

FINANCIAL MANAGEMENT FOR BUSINESS DUE TO

THE STATE HOLDS 100% OF THE CHARTER CAPITAL

Section 1

ENTERPRISE CAPITAL MANAGEMENT

What? 9. Define the specified capital level

The identification of the charter capital and capital investment rules for the business are implemented by regulation at Article 18 Digital Protocol. 71 /2013/ND-CP, specific:

1. For the new established business:

a) Profile of the specified capital:

-The investment project, the proposed enterprise establishment project;

-The decision to establish the business of the competent authorities.

b) Method of specified capital:

-The new established business on the basis of a completed construction project investment project has been completed by the maximum operating capital of 30% of the total investment capital building that has already been granted authoritalization of approval.

Where the investment project has a state's investment capital greater than 30% of the total capital invested in the assets of the business, the regulatory capital is determined by the state's capital investment.

-For the newly established business that is not tied to the project-building investment project, the base on scale, mission, business profession is defined in the establishment project to determine the initial regulatory capital guarantee of the average operating business. Usually.

-The new established business has business professions in areas that must be legally defined by law, while there are businesses in the non-regulated sector that have to have legal capital, which is a charter when it comes to business. It ' s determined not to be less than the business capital of the business.

2. For the operating business:

a) The principle of adjustment of the charter capital rate:

-The identification of the needs and adjuvation of the business ' s charter capital is operating to be based on the target, mission, development strategy and scale expansion, the business manufacturing operations industry according to the plan, the planning has been announced. Granted authority approval.

-The adjustment of the regulatory capital of the business must be on the basis of capital demand to implement the investment project, procurement of assets that serve the business ' s main business production activities; capital demand for product production operations, commodity business, and business. service; the need for capital to be invested outside the business in accordance with the approved jurisdiction.

-The regulatory capital rate increases the minimum applicable for 03 years from the date of being approved by the owner and must ensure binding to the capital plan to add enough of the charter capital from the development investment fund to be extracted from the annual tax profit or other sources. The rules are different.

-The case after three years of business is still not enough sources to add enough regulatory capital that has been approved by the owner of the business that regulates the target, the mission, the development strategy that planned to be delivered to the business or the business. in the case of the need to perform the approved business production mission, the owner makes the granting of an additional regulatory capital supplement to the business by regulation at paragraph 4, Article 18 of the Digital Protocol. 71 /2013/NĐ-CP.

b) The method of determining an adjuvable capital increase adjustment: the business defines in the general formula as follows:

V. Reset.

=

V. Browse.

+

30% of the total investment demand, procurement of the property that serves the business ' s main business operations.

+

V. sxsp-kdhhdv

In it:

-V. Browse. is the charter capital level that has been granted to approve prior approval.

-Investment capital demand, procurement of forms of assets that serve the main business activities of the business including:

+ The total investment of approved investment projects under a 5-year development plan portfolio or in the industry development planning has been granted authoritated jurisdiction. For projects with a period of time for 3 years, the investment level of the base redefining the rate of funding for the business is only under the demand for capital to implement the project within a period of adjusted capital adjustment of 03 years (not counting on the investment level of). the whole project.

+ The investment project case has been completed but has not yet entered the specified capital determination of the previous adjustment, which is included in the specified regulatory capital adjustment.

+ The projects, the equity investment construction work in which the state budget is invested, is based on the amount invested by the state budget for the project to increase the cost of the business.

+ Case-building investment project (due to the agency, other unit as the investment owner) for the management business, exploitation, use, the entire state capital has invested in the project under the investment project decision-building investment project. Approval is calculated at the rate of adjusted regulatory capital.

+ The case of an ongoing investment project is granted a decision to suspend or adjust the scale of the project, the business must base the need for capital investment in accordance with the authority ' s regulatory decision to determine (adjusted) the capital level. The rules of the business.

+ The business case that has investment ventures out of business that has been approved is based on the corporate capital contribution rate at the subsidiary, the company aligned to calculate the total capital investment of projects when determining the rate of capital of the business. Oh,

-V. sxsp-kdhhdv is the capital demand for product manufacturing operations, the business goods business of the business.

The method that defines as follows:

V. sxsp-hhkd = 30% x

The increased margin between the total demand capital demand, the commodity business, the service to the third year since the year of redefining the regulatory capital relative to the demand for product production, the commodity business, the implementation of the previous year adjacent to the real year. The specified capital is redefining.

The increased margin between the total demand for product production, the commodity business, the service to the third year since the year redetermined the cost of capital compared to the demand for product production, the commodity business, the implementation of the prior year adjoining year. The cost of which is calculated based on the performance revenues of the manufacturing activity, the business in the financial statements of the business that was audits of the previous year adjacent to the year redefined the rate of capital, and the rate of average revenue growth rate. Five-year-old business planning has been granted jurisdiction over the third year since the year of redefining the charter capital.

Example:

+ In 2014, the business offered to define and adjust the regulatory capital increase; in 2013 (as the year prior to the year before the charter capital redefined) the implementation of the manufacturing operation, the business record on the financial report of the business was 1000 billion.

+ According to the business ' s five-year business production plan that has been approved, the average annual sales growth rate of the five-year plan is 5% per year.

+ In 2016 (as the third year since the year of redefining the charter capital and is in the time of the planned five-year business production plan).

+ Identification of the increase in demand for capital production, the business of goods, services for each year to the 3rd year (2016) since the year of redefining the regulatory capital as follows:

The year 2014 was 1000 billion copper x 5% = 50 billion copper.

2015 was (1000 billion copper + 50 billion bronze) x 5% = 52.5 billion copper.

The year 2016 was (1000 billion copper + 50 billion copper + 52.5 billion bronze) x 5% = 55.12 billion copper.

+ The gap increases between the total capital demand for product production, commodity trading, service to the third year (2016) compared to the previous year adjacent to the charter capital year (2013) as the business 's regulatory capital' s regulatory base. is: 157.62 billion copper (50 billion copper + 52.5 billion copper + 55.12 billion bronze).

+ The price of adjusted regulatory capital for product production operations, the commodity business, the service of the business calculated for 3 years from 2014 to 2016 of the business was: V sxsp-kdhhdv = 30% x 157.62 billion copper = 47.2 billion copper.

c) Records, self-approval:

Profile:

-The decision to approve the charter capital level of the competent authority before adjusting to the rate of the business ' s charter capital.

-The regulatory capital adjustment method of the business is:

+ The version of the equation of the method determines the regulation of adjuvable regulatory capital and related proof documents (such as the decision to approve a five-year plan; decisions regarding the approval of building investment projects or related decision-making). The task of stopping the investment project, the decision to adjust the target, the mission to plan the business, the state of the state of the state ...

+ The process of capital sources to supplement the charter capital (prescribed at paragraph 4 Article 18 of the Protocol) 71 /2013/NĐ-CP).

-The quarterly financial report, the year at the time of the regulatory capital adjustment and the prior year adjoining the business ' s charter capital adjustment has been audits.

Approval sequence:

-For business led by the Prime Minister's decision to establish, a prescribed record sent to the Department of Management, for a 15-day period since the date of the business's adoption, the Department of Industry Manager is responsible for examining the prescribed guarantee. and send the proposed text (accompanied by the business ' s profile) to the Ministry of Planning and Investment to participate in the opinion and the Ministry of Finance for appraisal. In the 15-day period since the date received the recommended text of the Department of Industry and Profile of the business, the Ministry of Planning and Investment and the Ministry of Finance has a written opinion to the Department of Industry Management to complete the filing of the Prime Minister reporting the decision. adjust the charter capital to the business.

-For business run by the Department of Corporate Management, a prescribed filing to the Department of Industry Management, for a 15-day period since the date of the business ' s filing, the Department of Industry Manager has a responsibility to examine the regulatory and regulatory filings. send the proposed text (accompanied by the business ' s profile) to the Ministry of Finance for an agreement to make a deal. In the 15-day period since the date received the recommendation text of the Ministry of Industry Management and Profile of the business, the Ministry of Finance has a written agreement on the charter capital level and the business ' s charter capital supplements to the Department of Industry Management to decide the adjustment. the charter capital for the jurisdiction.

-For the business led by the Provincial People's Committee, it is set to be submitted by the Department of the People's Committee to the Provincial People's Committee. In the 15-day period since the date of the business's adoption, the Provincial People's Committee has the responsibility to examine the prescribed assurance records, degrade the metrics and decide to adjust the charter capital to the business under jurisdiction.

-In the process of receiving, the filing of regulatory capital adjustments to the business, the case of a business ' s profile is not guaranteed by regulation, in the 15-day period since receiving the record, the Department of Industry Management (for the Central Business). management), the Provincial People ' s Committee (for the local-led business) and relevant agencies, whose text offers the additional business to complete the case in accordance with the prescribed procedure, the School of Competent Authorities and the relevant agency does not accept it. Business-adjusted regulatory filings must have a text (stating the reasons) that answer the business.

What? 10. Enterprise capital mobiles

1. The raising of capital of the business implementation by regulation at Article 19 of the Digital Protocol 71 /2013/NĐ-CP.

2. The business is entitled to bail out to subsidiaries due to the business owning 100% of the charter capital or subsidiaries with shares, which contribute to capital loans at the Bank or credit organizations under the rule of law. In it:

a) The subsidiary is required to have a healthy financial situation, with no overdue debt; the guarantee of capital loans to implement the investment project must be on the basis of a project efficiency appraisal; the company is guaranteed to have a commitment to guarantee capacity. Payment of debt to a secured loan.

b) The business can guarantee each of the subsidiary's loan by the rate (%) the capital of the business in the charter capital of the subsidiary and the total value of the bail on a subsidiary that does not exceed the actual number of business contributions at the company. Your company.

At the same time, the total value of the bail on subsidiary companies does not exceed the equity of the business and in the scope of the debt coefficient payable on the equity capital stipulated at paragraph 3, Article 19 Digital Protocol. 71 /2013/NĐ-CP.

c) The actual number of actual contributions by the business at the subsidiary company is defined:

-For a business-owned subsidiary that owns 100% of the charter capital, the actual capital value of the business is determined based on the equity capital (code 410) on the balance sheet in the Most recent Quarter Financial Report at the time of the company's bail. You.

-For the subsidiary subsidiary, the business 's dominant capital is the actual value of the business determined on the basis of equity (code 410) on the balance sheet of the most recent quarterly Financial Report with the time of the company' s bail. human company (x) with the capital's capital, which is under the value of your company.

d) A conservative business case exceeds the regulation specified above or the decision to bail lead to the loss of capital, the property of the business the person has the authority to decide to take responsibility under the rule of law.

The Company ' s capital loan contracts for subsidiaries are implementing regulations at Digital Information 117 /2010/TT-BTC On August 5, 2010, the Ministry of Finance continued until the expiration of the expiration of the contract's contract.

3. Businesses that do not have the functioning of the credit organization under the provisions of the Law of Credit organizations are not used to use their capital funds to carry out lending practices to businesses, organizations, individuals. In particular, the business reported the owners of the Prime Minister to decide.

What? 11. Investment Operations Capital Out of Business

1. The business performs investment activity outside the business under regulation at Articles 29, 30, 31, 32, 33 of the Digital Agenda. 71 /2013/NĐ-CP In there.

a) The business is not used in the business of being employed by the business, to borrow, to receive, to receive, to receive, to sell, to invest, to invest outside the business.

b) The case for investments outside the business, when the business is receiving the number of shares issued by equity firms without payment of money (including the amount of stock that has received is being followed by the number in the theory of transparency). Periodically, the business must follow, the accounting in the business bookbook of the business, namely:

-For shares received by the dividend dividend company (dividend dividend by stock) the accounting business increased its financial activity revenue and increased the value of the investment outside the business corresponding to the dividend amount divided.

-For the stock receiving is not the remaining payment (the stock receives not due to dividend dividend), the stock base enterprise receives and stock denominations to record financial operating revenue and increase the value of the investment out of the stock market. In addition to business.

2. The business makes transfers of capital investment out under regulation at Article 30 of the Digital Protocol. 71 /2013/NĐ-CP and follow the following instructions:

a) The method of transfer of capital investment out of business:

-The transfer of capital investment outside the business in the subsidiary company is a limited liability company a member owned by the business that holds 100% of the charter capital to convert to a two-member LLC. public or direct agreement stipulated at paragraph 2, Article 8 of this Information.

-The transfer of capital investment outside the business at the two-member LLC becomes made by regulation at point c, paragraph 3, Article 8 of this Information.

-The capital transfer of the investment business at the holding company companies is in accordance with the regulation at point d, paragraph 3, Article 8 of this Information. The hiring of the organization performs the auction sale and determines the sale price in the case of the sale of the business agreement by regulation at point c, paragraph 1, Article 30 of the Digital Protocol 71 /2013/NĐ-CP.

-By decree of paragraph 2 Article 30 of the Digital Protocol 71 /2013/NĐ-CP then the transfer of capital investments outside the business must follow the market price principle at the time of the sale. In it:

+ The transfer price case is expected to be captured at market price (the price has been specified in accordance with the laws of price appraisal, the Vietnam price appraisal standard), but is still lower than the value written on the business ' s accounting book, if the business has made a provision of a prevarable reserve and a larger or greater margin of citation between the expected sale price compared to the value of the accounting book, the Board Member or the Chairman of the Company decides to move. In order to recover your investment.

+ The prevarable bill of extracts is still lower than the difference between the value of the investment scored on the accounting book with the expected transfer value, the Member Council or the Company Chairman must report the review owner, the decision before. Make the transfer.

-For the transfer of the left, the bonds that the business has invested in interest, the transfer of the entity is in accordance with the release of the organization's release or the release of the organization (subject). In the case of a pre-term bond transfer business, the transfer price must ensure that the principle of return is invested and profitable.

The transfer of bonds has been registered as registered, listing and trading on the stock exchange market, the business implemented by the regulation of the securities law.

b) The proceeds of the transfer of the investments are out:

Proceeds of the transfer of investments outside the business after minus the value of capital invested on the business ' s accounting book, the transfer costs and the implementation of the prescribed tax obligation, the amount left the accounting business into the results. Business business.

What? 12. Insurance Capital at Enterprise

The business is responsible for implementing the conservation and development of equity at the business under regulation at Article 34 of the Digital Protocol. 71 /2013/NĐ-CP specific:

1. Insurance of capital:

The base on interest only, the hole of the business according to the quarterly financial report, the year to assess the level of capital coverage of the business.

a) For the business with interest or no loss, the level of capital coverage of the business is determined by the H factor:

H =

Equity of the business at the time of the report

The equity of last year ' s business was adjacent to the report.

In it:

-The equity of the business to determine the level of capital coverage includes the equity source of the owner (code 411), the development investment fund (code No. 417), the underlying source of capital construction (code 421) on the Balance Sheet according to the quarterly financial report or the year. (Form B 01-DN issued with number decision 15 /2006/QĐ-BTC On March 20, 2006, Minister of Finance and Text of the amendment, added, replaced if available.

-When determining the capital conservation system as specified above, the business must exclude the objective factors that affect the change of capital in the report as: capitalization of the investment state to the business, state capital moved from elsewhere.

The method of assessing the level of conservation of capital: if the system H = 1 business is fully funded, the H > 1 business has developed capital.

b) The case of business-loss business (not a guarantee of capital), Member Council or Corporate Chairman must have a report to the owner and the Ministry of Finance on the cause of insecurity losses. The owner of the business base of the business decides to carry out financial oversight or special financial oversight of the business under the current regulation.

The loss of the business of the business follows the regulation of the existing business income tax legislation.

2. Measure implementation of capital:

The business performs capital safeguards under regulation at paragraph 2, Article 34 of the Digital Protocol. 71 /2013/ND-CP, In which the extracts of contingices include a bill rebate in inventory; the debt bill must be difficult to collect; the provision of losses of long-term financial investments; the maintenance of products, goods, construction work, regulations at the end of the year. Digital 228 /2009/TT-BTC December 7, 2009, and Digital News 89 /2013/TT-BTC June 28, 2013 of the Ministry of Finance (the following calls for the Ministry of Finance). For the investment of capital outside the business to be cited in accordance with the regulation of the loss of the losses to the long-term financial investments in the United States.

Section 2

MANAGEMENT AND USE OF BUSINESS ASSETS

What? 13. Manage and use fixed assets

1. Enterprise makes investment, construction, procurement, management, use and extracts fixed asset depreciation in the process of regulation in accordance with regulations at Articles 20, 21, 22, 23 of the Digital Agenda. 71 /2013/ND-CP, Digital 45 /2013/TT-BTC April 25, 2013 of the Ministry of Finance guidelines for the management regime, use and extract fixed asset depreciation and Modified, complementary or substitution (if available).

2. For the particular business sector has its own regulations on investment, procurement, management, use of fixed assets by profession, in addition to the implementation of the stipulation provided by the law of specialized law.

3. The liquation, the fixed asset sale of the business implementation by regulation at paragraph 2, paragraph 3 Article 23 of the Digital Protocol 71 /2013/NĐ-CP and follow the following instructions:

a)

The business is entitled to actively carry out the liquoration, the fixed-asset concession that has been damaged, outdated, without the need to use or not be used to recover capital.

b) The procedure, the procedure for liquing, the fixed asset concession:

-The Chairman of the Member Council or the Chairman of the Company decides to establish the Board of liquism, the fixed-asset concession at the business. The Council component consists of: General Manager or Director, Chief Accounting Officer, relevant departments and some knowledgable experts on the technical feature of the fixed asset (if necessary).

-The mission of the Council of liquoration, concession of the fixed assets of the business:

+ Determine the actual status of the technique, the remaining value of the liquorable asset, the concession.

+ Identifying the cause, the responsibility of the collective, the individual involved in the case of a new fixed asset case that does not yield economic efficiency to the sale but is not able to recover enough investment, undeductible assets have failed to fail. correction must be liquorated, ceded to report a regulatory holder in accordance with the rules.

+ The organization identifies or hires the organization with a price appraisal function to determine the obtained value of the liquemable, franchisor.

+ An auction or organization-selling organization has a sales function of the type of concession liquoration assets under the regulation of the relevant law.

-The liquoration council, which sells the self-ending assets after the completion of the liquoration, the franchise's fixed assets.

c) The cost of the revenue and cost of liquour, the fixed asset sale of the operating business by regulation at paragraph 3 Article 35 and paragraph 2 Article 36 of the Digital Protocol 71 /2013/NĐ-CP.

d) The case when the business execution of the approved construction investment project, the business must lift or cancel the old fixed asset then the processing and accounting of the former fixed asset upon the lifting or cancellation of the business performed as an asset. For the case of liquoration, the concession is fixed.

What? 14. Enterprise inventory management

The management of the inventory of the business implementation by regulation at Article 24 of the Digital Protocol 71 /2013/NĐ-CP In there.

1. Enterprise must build a rule on management of goods, materials, materials, tools, inventory tools, which are traveling on the road; unfinished products in the production process, finished products, but not yet imported warehouses, finished products, products, and products. Sending the sale. The statute must define the coordination of each department of management in the enterprise and the responsibility of each department, every individual involved in tracking, managing the assets of the above business.

2. For the inventory of the forecosure object, the citation and use of the inventory rebate made by the direction of the Finance Ministry ' s projection of the bill.

What? 15. Manage debt receivable

1. Management, process of the receivable debt of the operating business by regulation at paragraph 1, Article 25 of the Digital Protocol 71 /2013/NĐ-CP And the digital decree. 206 /2013/NĐ-CP December 9, 2013, the Government's management of debt management by the state holds 100% of its charter capital.

2. For debt to be subject to a backup extraction subject, the extraction and completion of the debt reserve must be difficult to take in accordance with the guidance of the Department of Finance ' s backup.

What? 16. Rate processing

The recognition, evaluation, handling of the exchange rate arbitrates in the business implementation by regulation at Article 26 of the Digital Agenda. 71 /2013/NĐ-CP and Digital News 179 /2012/TT-BTC October 24, 2012 of the Ministry of Finance provides for the recognition, evaluation, processing of exchange rate arbitrates in the business and the revised, complementary or substitution (if available).

Section 3

REVENUE MANAGEMENT, COST AND PROFIT DISTRIBUTION

What? 17. Revenue management, other income and the cost of the business

The management of revenue, other income and the cost of the operating business pursues to Articles 35, 36, 37 of the Digital Protocol. 71 /2013/NĐ-CP In there.

1. Member Council or Corporate Chairman, General Manager, Corporate Director responsible to the owner and prior to the law, the firm management organization ensures the correcalization and legalization of the revenues, other income and operating expenses. Business production.

2. The whole revenue, other income and the cost of operating the business of the student business must be full of evidence from the provisions of the accounting law and the full reflection in the business ' s accounting book according to the current corporate accounting regime. Go.

3. Revenue, other income identified by the Vietnamese currency, the foreign exchange case must be required to make a change in the Vietnamese as defined by the law.

4. The business must be correct, calculating the cost of manufacturing, business, self-making all costs by the revenues of the business and taking responsibility for the results of its business operations.

What? 18. Distribution of Profit

The profit distribution of the business implementation pursues to Article 38 of the Digital Protocol. 71 /2013/NĐ-CP In there.

1. Base to extract the reward fund, the welfare fund, the business management officer ' s fund that defines as follows:

a) In terms of business categories A, B, C as the base of extracts of the funds made in accordance with the guidelines of the Financial Supervising Regulation and effective assessment of operations and public-information financial information on the state owned by the state as owner and business. the state capital with the Digital Protocol 61 /2013/NĐ-CP June 25, 2013 of the Government and the Digital Information 158 /2013/TT-BTC November 13, 2013 by the Ministry of Finance.

b) On the monthly wage making the base for the funds to extract the funds:

-For the reward fund, the corporate welfare fund: the worker 's wage fund base in the business year' s fiscal year is determined by the stipulation at the International Monetary Fund. 50 /2013/ND-CP 14 May 2013 Government of Labor Management, salaries and bonuses for workers working in the LLC a member of the state as the owner, divided (:) for 12 months.

-For a corporate management reward fund: the wage fund base, the management of the management official (in charge and not in charge) is determined by the regulation of the Digital Protocol. 51 /2013/NĐ-CP 14 May 2013 of the Government on the Wage Regime, remunation, bonuses for Member Council Member or Chairman of the Company, Control Officer, General Manager or Director, Deputy General Manager or Deputy Director, Chief Accounting Officer LLC. A member state owned by the state, divided (:) for 12 months.

2. The chairman of the Member Council or the Chairman of the Company decides the allocation of the reward fund and the welfare fund after the unification of opinion with the Board of Corporate Uniform Board.

3. The number of benefits remaining after distribution and extracts of regulatory funds, the business makes up the filing of the Fund to support and develop the business by regulation at the 3 Article 38 clause of the Digital Protocol. 71 /2013/NĐ-CP.

A member council or company Chairman is responsible for directing the General Manager or Director to complete the return of the profit to the Arrangement Assistance Fund and the slowest business development before June 30 of the following year of the report. The case of a slow-moving business (filed after 30/6) or not willing to submit, in addition to assessing the extent of failing to complete the mandate of the business management officer, the business must be subject to a slow rate of interest, applying the statutory coervate measure. management and use of the Arrangement Support Fund and the development of the company issued under the Digital Decision 21 /2012/QĐ-TTg April 10, 2012, Prime Minister of the Prime Minister.

The remaining profit of 2013 and 2014 after extracts the funds under the provisions of the Digital Protocol. 71 /2013/NĐ-CP and guide to this information, the business does submit by regulation at the Digital Protocol. 204 /2013/ND-CP 05/12/2013 by the Government Regulation and guidelines for the National Assembly Resolution on some of the 2013, 2014 state budget implementation and guidance in Digital Information. 187 /2013/TT-BTC December 2, 2013, of the Ministry of Finance.

4. For the direct business serving the defense, security, businesses established to perform the task primarily, regularly stabilize production and supply of products, utility services provided by the state of planning, in addition to the implementation of the distribution of the business. profit by the provisions of this Privacy, the business enjoyed the support of 2 reward funds, the government's own regulatory benefit fund.

What? 19. Use of funds

1. The use of development investment fund, reward fund, welfare fund, corporate manager management implementation in accordance with provisions 2, 3, 4, 5, 6, 7 Article 39 of the Digital Agenda. 71 /2013/NĐ-CP and follow the following instructions:

a) The development investment fund is used to supplement the regulatory capital of the business. Where businesses have greater ownership of equity than the charter capital has been granted jurisdiction, the Ministry of Finance has a method of reporting the Prime Minister which transferred the business ' s development investment fund to the Fund for Arrangement Assistance and Development. business by regulation at paragraph 4 Article 38 of the Digital Decree 71 /2013/NĐ-CP.

-The transfer of the development investment fund of the business was determined only after the business had used the fund to add enough regulatory capital that had been granted authority approval as of the time of 31/12 of the five financial statements.

-In the five-day period from the date of the decision to move the Prime Minister ' s move, the business is responsible for filing money on the Fund to support and develop the business while the investment fund decreased investment fund corresponding to the amount of money submitted. The fund supports and develops the business. In case the business is slow to file, not willing to submit, in addition to assessing the level of not completing the task of a business management officer, the business should be subject to a slow rate of interest, the business will be imposed on the coercated measure. management and use of the Arrangement Support Fund and the development of the company issued under the Digital Decision 21 /2012/QĐ-TTg April 10, 2012, Prime Minister of the Prime Minister.

b) For the use of the reward fund, the welfare fund, the business management officeholder, the business must build the regulatory process that uses the funds under the rule of law, ensure democracy, transparency that have the participation of the Executive Board. business and public service in the business prior to the execution.

-The business ' s reward fund is used to pay according to the content and correct subject rules at paragraph 3 Article 39 of the Digital Protocol 71 /2013/NĐ-CP In there.

+ The subject of reward funds is the entire employer of the business including the General Manager or Director, Deputy General Manager or Deputy Director, the Chief Accounting Officer working under the labor contract.

+ The business reward fund is not used to reward an object as a business manager.

-The Welfare Fund is used to spend the welfare and object rules stipulated at paragraph 3 Article 39 of the Digital Protocol. 71 /2013/NĐ-CP including the subjects being a business manager.

-Business Manager Manager:

+ Member Council or Corporate Chairman of the Enterprise Management Board Base, which has been cited, determines the amount of funds that must submit to the Owner and the Ministry of Finance (case of a business controlled by the Ministry of Finance appointed by the Ministry of Finance) for the (specialized and non-professional) Controller by regulation.

+ The amount of an enterprise management officer reward (after the exception of the number of audits under the specified code name), is used to reward the subjects as other management officials of the business.

+ The funding from the fund for the business management officer performs by regulation at the Digital Protocol. 51 /2013/NĐ-CP 14 May 2013 by Government and Digital News 19 /2013/TT-BLTBXH September 9, 2013, of the Ministry of Labor and Social Affairs.

2. Handout the number of financial contingers and profits divided by equity:

When the 2013 financial report was established, the entire balance of the financial reserve fund came to December 31, 2013 and the amount of profit was divided by equity as of December 31, 2012 (if any), the business was connected to the investment fund developed. of the business to use an additional charter capital supplement that has been granted to the prescribed approval authority.

Section 4

FINANCIAL PLANNING, ACCOUNTING REGIME,

STATISTICS, AUDITS AND REPORTS

What? 20. Financial Plan

The business builds long-term and annual financial planning by regulation at Article 40 of the Digital Protocol. 71 /2013/NĐ-CP The only annual financial plan for the Treasury Department.

1. For the business led by the Prime Minister to the establishment and business established by the Department of Industry Management:

a) The base to the business production plan has been approved by the Board of Directors or President, the business that reviews the business production situation of the five reporting and financial planning next year to send the Department of Industry and Ministry of Finance. It was before July 31st every year.

b) The presiding industry regulator coordinated with the Treasury Department reviewing the financial plan due to the business setting up and having a formal opinion by writing for the business to complete the financial plan. The financial plan after the completion of the Board of Directors or the Chairman of the Company decides to be the basis for the Department of Industry Management and the Ministry of Finance to execute the oversight, evaluate the business production activities of the business.

2. For the business led by the Provincial People ' s Commission decided to establish:

a) Based on the business production plan that has been approved by the Board of members or the President of the Company, the business performs the business production situation of the five reporting and financial planning next year to the Provincial Finance Department before the date. 31/7 annually.

b) The Finance Department governs financial planning due to the business and reports the Provincial People ' s Committee has a formal opinion by writing for the business to complete the financial plan. The financial plan after the completion was decided by the Board of Commissioners or the Chairman of the Company to be the basis for the Department of Finance to help the Provincial People's Committee perform oversight, evaluate the business production of the business.

What? 21. Accounting mode, statistics, audit.

Businesses must organize the implementation of the accounting regime, statistics under the rule of law, enumerate full evidence from the original, updating bookkeeping books, full reflection, timely, honest, accurate, objective, financial activities, and financial activities. The financial statements of the law of the year.

What? 22. Other financial statements and reports

The business performs financial statements and other reports by regulation at Article 41 of the Digital Protocol. 71 /2013/NĐ-CP In there.

1. End of the fiscal year, the business has to establish and submit the right deadline of financial statements, surveillance reports, statistical reports to the agencies under the current regulation. Implementing a prescribed financial statement.

2. The business ' s year financial report is set up by the regulation banner at Decision No. 15 /2006/QĐ-BTC On March 20, 2006 of the Minister of Finance, the revised, complementary, alternative, alternative (if present) and the addition of the 2b-DN 2b-DN Report "Report of the situation committed to the state budget of the year ..." according to appendix 01 issued by this message.

3. In addition to setting up and sending financial statements of the year, when completing the monitoring and evaluation report, rating the company issued by Digital. 158 /2013/TT-BTC November 13, 2013 by the Ministry of Finance, the business must submit the Owner and the Ministry of Finance (for the central business), the Finance Department (for the local business).

4. In addition to the prescribed financial statements as specified above, the business is also required to implement and submit a report of the report upon the request of the owner and the state governing body. For businesses with domestic loans and foreign loans that are sent by the Government to submit reports under the existing regulations of the law on debt management are covered by the Government.

Chapter III

THE ORGANIZATION.

What? 23.

1. This message has been in effect since 15 February 2014 and applies to the fiscal year from 2013 onwards.

2. This information replaces the Digital 117 /2010/TT-BTC 5/8/2010 of the Ministry of Finance guidelines the financial mechanism of the LLC a member held by the State as its owner and Digital Private Information. 138 /2010/TT-BTC September 17, 2010, the Ministry of Finance guidelines for the distribution of profits to the LLC a member owned by the State. The manual contents of capital investment, state capital management invested in the business and financial management of the state-held business 100% of the charter capital provided by the Ministry of Finance and ministries, the industry, the agency, the issue unit did not conform to its regulation. Number Protocol 71 /2013/NĐ-CP And the instructions on this message are repel.

3. In the course of execution if there is difficulty entanging, the units reflect on the Ministry of Finance to study, resolve ./.

KT. MINISTER.
Chief.

(signed)

Xiaowen Chen