The GOVERNMENT _ _ _ _ _ _ the SOCIALIST REPUBLIC of VIETNAM independence-freedom-happiness _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ no: 2/CP of Hanoi, on 25 January 1996 DECREE of the GOVERNMENT to ratify the Charter organization and operations of the Vietnam Chemical Corporation _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ the GOVERNMENT pursuant to the law on Government Organization, 30 September 1992;
Pursuant to the law on State enterprises of 20 April 1995;
Proposal of the Board of Vietnam Chemical Corporation, the DECREE: article 1. Validating chartered organization and operations of the Vietnam Chemical Corporation attached to this Decree.
Article 2. The Minister of finance, the Governor of the State Bank, the Minister of industry and the Ministers, heads of ministerial agencies, heads of government agencies concerned pursuant to this Charter to guide the implementation of this Decree.
Article 3. This Decree shall take effect as from the date of signing.
The Ministers, heads of ministerial agencies, heads of government agencies, the Chairman of the provincial people's Committee, the central cities, the Board and the General Director of the Vietnam Chemical Corporation is responsible for the implementation of this Decree.
CHARTER of ORGANIZATION and ACTIVITY of the VIETNAM CHEMICAL CORPORATION (approved in Decree No. 02/25 01/CP of 1996 of the Government) _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ chapter I GENERAL PROVISIONS article 1. The Vietnam Chemical Corporation (hereinafter referred to as the Corporation) is the State Corporation includes the unit members having intimately relations of economic interests, financial, technology, supply, consumption, services, information, training, research, marketing; active in the chemical industry. The Corporation established by the Government of Prime Minister to enhance accumulation, focus, assigned to specialization and cooperation in production to make the task of State Affairs, and enhance the efficiency of business units and members of the Corporation, to meet the needs of the economy.
Article 2. The Corporation has business mission chemicals, including research and planning, business plan consistent with strategy, planning, chemical industry development plan of the State investment, creating capital investment, construction, manufacturing, transportation, import and export, consumption of goods and materials supply equipment related to the chemical industry; conducting other business activities in accordance with the law, the policy of the State.
Article 3. The Corporation has: 1. Legal personality under the law of Vietnam;
2. the Organization and operational rules, the Executive Management;
3. private property and Capital, are responsible for the debt to the extent of the capital because Of the management company;
4. Seal and opened an account at the State Treasury, the banks in and outside;
5. Balance sheet assets, the focus Fund under the provisions of the Government and direction of the Ministry of finance.
6. international transaction Name is VIETNAM NATIONAL CHEMICAL CORPORATION, abbreviated VINACHEM.
7. Headquartered in Hanoi.
Article 4. The Corporation is subject to the governance of the ministries, ministerial agencies, government agencies, provincial people's Committee and the central cities; at the same time under the management of the Agency as the Agency made the owner's rights with respect to state-owned enterprises under the State enterprise law and the other provisions of the law.
Article 5. The Corporation is managed by a Board of Trustees and is managed by the Director General.
Article 6. Vietnam's Communist party organization of companies operating under the Constitution, the laws of the State of the Socialist Republic of Vietnam and the Vietnam Communist Party's rule.
Unions and other social-political organizations in the corporation operating under the Constitution and the law.
Chapter II RIGHTS and OBLIGATIONS of the CORPORATION section I RIGHTS of the CORPORATION article 7.
1. The Corporation has the right to manage, use of capital, land, resources and the resources of the State Affairs in accordance with the law to implement the goals, tasks are assigned State.
2. The Corporation has the powers handed back to the member management, using the resources that the Corporation received by the State; adjust the resources were allocated to the unit members in case of need, in accordance with the general development plan of the Corporation.
3. The Corporation has the right investment, joint venture, equity contributions, to buy part or all of the assets of the other enterprise under the provisions of the law.
4. The Corporation has the right to transfer, replace, lease, mortgage, pledge the assets under the management of the Corporation, except those devices, important buildings under the provisions of the Government must be the competent State agencies, on the principles of conservation and development capital; with respect to land, resources and management rights in the use of the Corporation shall comply with the law.
Article 8. The Corporation has the right to manage organizations, business organizations, as follows: 1. Organizational Management, business organization consistent with the goals and tasks of State Affairs;
2. Technological innovation, equipment;
3. the most recent branch, Representative Office of the Corporation in the country and abroad in accordance with the law;
4. the profession of business fit with the goals and tasks of State Affairs; expand business scale under the capability of the Corporation and the needs of the market; other trades business if the competent State agencies for additional permission;
5. Options markets and consistently assigned to the market between the members; be exported, imported under the provisions of the State;
6. the framework decision or the purchase price, the sale price of products and services, primarily to unify the minimum export price, the import price maximum, except for those products and services priced by the State;
7. The construction and application of labour norms, the price on the product unit wages within the framework of the norms, the unit cost of the State;
8. Decentralized recruitment, hiring, layout used, labor training, the choice of the form of salary, bonus and made the other rights of the employer under the provisions of the labor law and the other provisions of the law; deciding salary, bonus for employees on the basis of the unit price on the product unit wages, costs of service and operational efficiency of the Corporation;
9. Invite and foreign business partners to work with the Corporation in Vietnam. The decision sent the company's overseas work, study, visit the survey; except for the Chairman of the Board and the ceo must be prime. The other members of the Board of outward by the Chairman of the Board decision. Vice President, other members of the company abroad due to the Director General for decision.
Article 9. The Corporation has the right financial management as follows: 1. use of capital and the funds of the Corporation to serve the business needs in a timely manner according to the principles of conservation, is effective. Case of need to use the resources, funds to purposes other than the regulation must in principle be repaid;
2. self mobilization of capital to business activities but do not alter the form of ownership; be issued in accordance with the law; is the mortgage value of land use right associated with the assets under the management of the Corporation in the Vietnam Bank for business loans in accordance with the law;

3. the establishment, management and use of funds, the basic depreciation Fund; the rate quoted, management mode and the use of funds under the guidance of the Ministry of finance and are specified in the financial rules Of the company;
4. use the profit remaining after did enough with the State development investment funds, and other funds under the rules divide workers according to the dedication of each person on the business results for the year and according to the shares (if any);
5. Enjoy the mode of subsidy, subsidies or other preferential regimes of State while performing the duties of production or provision of services serving the defense, security, disaster prevention, public works or provide products, services, according to the State's price policy is not enough to offset the cost of production of the product , the service of the Corporation;
6. Enjoy the preferential investment or reinvestment according to the regulations of the State.
Article 10. The Corporation has the right to reject and denounce all requests to provide the resources that are not regulated by any individual or organisation, except the terms of voluntary contributions for humanitarian purposes and public utility.
Section II of the OBLIGATIONS of the COMPANY article 11.
1. The Corporation is obliged to receive and use effectively, conservation, development of capital of State Affairs, including the portion invested in other enterprises; received, the effective use of land, resources and the resources of State Affairs, to accomplish your business objectives and tasks of the State Affairs.
2. The Corporation is obliged to perform: a) The debts, are charged in a balance of assets of the Corporation at the time of establishment Of the company;
b) Charged the international credits that companies use as determined by the Government;
c) Charged the credits due to the direct loan Corporation or the credits have been the guarantee Corporation for the subsidiaries loans under the guarantee contract, if the unit does not have the ability to pay.
Article 12. The Corporation has an obligation to manage business operations as follows: 1. post digital business and trading correct registered trades; responsible to the State about the results of the operations Of the company and the customer is responsible, under the law on products and services provided by the Corporation;
2. Build and implement the development strategy, the 5-year plan, annual plan consistent with strategy, planning, socio-economic development plan of the State society, State Affairs mission objectives and the needs of the market;
3. Signing and implementation of the economic contract signed with partners;
4. Ensure the large balance of the State, to meet the needs of the market and stabilize prices made these goods, essential services under the provisions of the State where the Corporation is doing business.
5. Innovation, modernizing technology and management methods; income from transfer of property must be used to reinvest, innovation in technology, equipment Of the company;
6. Perform the obligations for workers under the provisions of the labor code, ensuring workers participation in the Management Of the company;
7. implementation of the provisions of the State on the protection of natural resources, the environment, defense and national security;
8. Make statistical reporting, periodic reports under the provisions of State and extraordinary reports at the request of the representative of the owner; responsible for the authenticity of the report;
9. Subject to the test of the representative of the owner; in compliance with the regulations on the inspection of financial institutions and of the competent State agencies as prescribed by law.
Article 13. The Corporation has the obligation of financial management as follows: 1. Perform correct mode and the regulations on the management of capital, property, funds, accounting, payment plan, audit mode and other modes due to State regulation; responsible for the authenticity and legality of financial operations of the Corporation.
2. Publicize the annual financial report, the information to be correct and objective assessment on the operation of the Corporation as specified by the Government.
3. Perform the obligation to pay taxes and the State budget according to the provisions of the law. The case of the property by the Corporation assigned among the members in the form of a capital reduction, increase records do not have to pay in advance. The sale of finished products internal rotation between the Member units to continue to complete the services of the internal rotation between the Member units to serve the production does not have to pay tax revenues.
Chapter III MANAGEMENT COUNCIL, the CONTROL BOARD article 14.
1. The Board performed the functions of operations management Corporation, responsible for the development of the Corporation under the State mission assigned.
2. The Board has the following duties and powers: a) Received capital (including debt), land, resources and the resources allocated by the State for the Corporation;
b) consideration, approval by the Director-General recommendations on the allocation of capital and other resources for members; check, monitoring the implementation of the scheme;
c) check, monitoring all activities of the Corporation; including the use, conservation, development of capital and resources allocated; the implementation of the resolutions and decisions of the Board, the provisions of the law; the implementation of the obligations of the State;
d) through the proposal of the Director General to the Prime Minister approved the strategy, planning, long-term development plan, the 5-year plan of the Corporation. The decision to target, the annual plan Of the company and reports the Prime Minister; Browse plans for exploration and exploitation of the resource protection and management of the Corporation, to the Director assigned to the unit members;
DD) organization assess and process the competent authorities approve the investment plan, new investment projects, investment cooperation projects with foreign capital by parties by the management company;
e) The Prime Minister for approval or if the authoritative Prime Minister then decided to joint venture projects with foreign government regulations; the decision of the joint ventures with domestic, economic contracts has great value. The Prime Minister decided to invest in the project group A; project investment decision in Group C and is authorized to decide some projects of the Group B; authorization for the Director General or Director of unit members browse the small investment projects;
g) enact and monitor the implementation of the norms, technical-economic criteria, including salary, unit price unit price and quota in construction of specialization, product standards, trademarks, product and service pricing of the company according to the proposal of the Director General on the basis of common rules of the industry and the nation;
h) building and the Prime Minister approved the Charter and the revised content, additional Charter organization and operation of the Corporation. Ratification of the Charter, the Statute of the Organization and operation of the unit members and the additional amendments, the Charter or bylaws of organization and operation of the unit members as proposed by the Director General. The decision to open a branch, Representative Office of the Corporation in the country and abroad according to the procedure prescribed by law. Approve the scheme governing the Organization, the business of the Corporation by the Director General. Establish, split, enter, disbanded the unit members in accordance with the law;

I) recommend to the Minister of industry of the Government of Prime Minister appointed, dismissed, reward, or discipline Of the Director; the industry Minister appointed, dismissal, rewarding discipline, Deputy Director, Chief Accountant Of the company according to the proposal of the Director General; the decision of appointment, dismissal, reward, or discipline members Unit Director as proposed by the Director General; the decision Of payroll management, administration and business of the Corporation and adjusted as necessary according to the proposal of the Director General;
k) financial regulation issued by the Corporation after the Ministry of finance through the content built consistent with the financial regulations applicable to the form Of the State companies by the Ministry of Finance issued;
l) approval by the Director-General recommendations on the establishment and use of the focus Fund correspond to the business plan, the financial plan of the Corporation;
m) considering financing plan (in any form), guarantee loans; liquidation of the assets of the unit members to the decision or the Prime Minister decides according to the principles specified in article 37 paragraph 4 of this regulation;
n) through quarterly activity reporting, 6 months and annually by the Corporation, the aggregate financial statements (including balance sheet assets) of the Corporation and of the Members Of the company by the Director General, and asked the Director General publish annual financial reports as stipulated by the Ministry of finance;
o) enact security regulations in the business, the internal economic information, protect State secrets as defined by law, by the Director General, to apply uniformly throughout the Corporation.
3. The Board has five members appointed by the Prime Minister, dismissed. Standards of the members of the Board are specified in article 32 of law of State enterprises.
4. The Board consists of a number of dedicated members, including the Chairman of the Board, a Board member and ceo cum Chief, a member of the Board of control and some other members are experts on technical-economic sector, economics, finance, business administration, law may be dedicated or part-time members.
5. The Chairman of the Board and ceo not the Corporation.
6. the term of Office of Board members is five years. Members of the Board may be appointed. Members of the Board was dismissed and was replaced in the following cases: a) breaking the law, violating the Charter Of the company;
b) Cannot afford to undertake the work and the proposal of at least 2/3 of the incumbent members of the Board;
c) Please resign if there are justifiable reasons;
d) when deciding what move or job to another.
7. The Chairman of the Board of management is responsible for implementation of the duties and powers of the Board specified in paragraph 2 of this Article.
8. working modes of the Board: a) the Board working under collective mode, the regular quarterly meetings to review and decide the issue of jurisdiction and responsibilities. When necessary, the Board can the extraordinary meeting to solve urgent problems of the Corporation, by the Chair of the Board, or the President, or the Secretary of the Board of control, or over 50% of the members of the Board of the proposal;
b) Chairman of the Board convening and chairing all meetings of the Council, in the case of absence for good reason, the Chairman of the credentials for a member of the Board presiding the meeting;
c) meetings of the Board are considered valid when at least 2/3 of the members present. The documents of the meeting of the Board of the meeting shall be sent to the members of the Board and the delegates invited to the meeting before the meeting of the pharmacy 5 days. The contents and conclusions of the meetings of the Board shall be recorded into the minutes and must all be members of the Board attended the meeting. The resolution, the decision of the Board in effect when there are over 50% of the total members of the Board voted approval. Members of the Board have the right to reserve their opinions;
When the local administrator) meeting to review the problems of strategy development, planning and annual and 5 year plan, major investment projects, joint venture projects with foreign countries, annual financial report, issued the system norms, technical-economic standards of the Corporation must then invite a representative of the Ministry of related departments attended the meeting; the case has significant content related to the local authority must then invite representatives attend the provincial people's Committee meeting; cases relating to the rights and obligations of workers must then invite representatives to attend the industry unions. Representatives of the agencies, the Organization was invited to the meeting are right speech but does not participate in voting; When the resolution or decision of the Board be detrimental overall benefits shall have the right to petition in writing to the Board, and reported that his agency heads to review representative, addressed the authority. Where necessary, the agency heads reported the Prime Minister;
DD) resolutions, decisions of the Board are required to enforce against all individuals and units in the whole Of the company. In the case of the opinion of the Director General other than resolutions, decisions of the Board, the Director General has the right to reserve the comments and recommendations to the competent State agencies to handle; in time yet to have the decision of the competent State agencies, the Director General must still approve the resolution, the decision of the Board;
e) costs of operation of the Board, of the Board of control, including salary and allowances for the members of the Management Board, supervisory board members and the staff of the Board, is calculated on the cost management of the Corporation. The Director General ensures the conditions and means necessary for the Management Board, the supervisory board work.
Article 15. Help the work of the Board: 1. The Board of operating apparatus and use of the seal of the Corporation to carry out its mission.
2. The Board has no more than five experts, professional activity.
3. The Board established the Control Board to help the Board make the inspection, supervision Of the Director, the Minister and the Members Of the company in operating activities, financial activities, observance of the Charter Of the company, resolutions and decisions of the Board , executive law.
Article 16. The rights and responsibilities of members of the Board: 1. The members who are dedicated to the basic wage is rated according to whether the employees, paid according to the salary distribution mode in State enterprises as defined by the Government, are entitled to the bonus corresponds to the effective operation of the Corporation. The part-time members are entitled to the allowance and bonus responsibilities prescribed by the Government.
2. members of the Board: a) not put ourselves in the position would restrict the ability to perform honest virtues, even the indifferent or cause conflict between the interests Of the company and personal interests;
b) are not taking advantage of the position to the shaft to his advantage or have the Act appropriating the business opportunities of the Corporation, do damage to the interests Of the company.
c) not act beyond the powers of the Board specified in this Charter.

3. members of the Board is the President, ceo, not in the name of individuals to establish private companies, limited liability companies, joint stock companies; not hold the title of executive management, private enterprise, limited liability company, joint stock company; not have the relations of economic contracts with the private companies, limited liability companies, joint stock companies by the wife or husband, Dad, mom, I held the managerial, operating in these units.
4. Either spouse, father, mother, children, siblings, brother of the President of the Board, General Director of not serving Chief Accountant, Treasurer at the company and in the subsidiaries.
5. The members of the Management Board jointly responsible to the Prime Minister and before the law of all resolutions and decisions of the Board; cases of incomplete duties, violating the Charter Of the company, the wrong decision or exceed the authority, held rights abuse, causing damage to the Corporation and the State must take responsibility and compensation for the material damage caused by themselves in accordance with the law.
Article 17. Control Board 1. Control Board has five members, including a member of the Management Board Chairman as assigned by the Board and by the members of the Board appointed by the decision, dismissed, reward, or discipline; includes 1 member is a professional accountant, a member of Congress by the employees Of the company introduced, a member by the Minister of industry introduced by one Member and General Director of capital management and State assets in the enterprise.
2. Control Board members must be not your wife or husband, mother, father, siblings, brother of Director General, Deputy Director, Chief Accountant Of the company and not be any mission Chief in the administration of the Corporation or of any duty would in other businesses along with technical-economic sector Of the company.
3. Control Board members must have the following standard: a) is the expert in accounting, auditing, economics, or technology; understanding the law;
b) experienced the work of the specialized on not under 5 years;
c) don't have the money, the money on charges related to economic activity.
4. the members of the Supervisory Board is five years. In the course of the work, if not complete tasks will be replaced.
5. Control Board members are entitled to salary, bonus by the Board decided to follow the State's management mode.
Article 18. The duties, powers, responsibilities of the Supervisory Board: 1. Perform the duties assigned by the Board about the inspection, monitoring the activities of the Director General, the maid and the subsidiaries Of the company in financial activities, legal Executive, Charter Of the company , the resolutions and decisions of the Board;
2. The report of the Board periodically and annual and quarterly work about test results, monitoring; timely detection and immediate report of the Board about the unusual activity, illegal signs in the Corporation;
3. do not reveal the test results, monitoring when not yet allow the Board; is responsible to the Board and the law if intentionally ignored or cover up the offense.
Chapter IV the GENERAL DIRECTOR and the HELP the article 19.
1. The Director General of the Government appointed by the Prime Minister, dismissed, reward, or discipline as proposed by the Board and the Minister of industry. The Director General is the legal representative of the Corporation and is responsible to the Board, the Prime Minister and the law on the operations of the Corporation. The Director General is the person who has the right to the highest executive in the Corporation.
2. the Deputy Director is the help Of a ceo or a number of areas of activity Of the company according to assigned by the Director General and responsible to the Director General and the laws on Director General mission assigned to perform.
3. the Chief Accountant Of the company helped steer President, oversee the organization accounting, statistics of the Corporation, have the rights and duties prescribed by the law.
4. The Office, the room or professional service Corporation's chief function, helps the Board of management and the Director General in management, Executive jobs.
Article 20. The Director General has the following powers and duties: 1. The same President of the Board of capital newsletter (including debt), resources, land and other resources of the State to manage, use according to the goals, the tasks of State Affairs for the Corporation. Segment assigned the resources received by the State for the subsidiaries Of the company under the scheme was approved by the Board. Recommendations of the Board of adjustment which other resources when distributed to the Member units and adjusted when there is a change in the Mission of the unit members in the form of increased capital reduction;
2. Using efficiently, preserve and grow capital under the scheme was approved by the Board. Construction methods of raising capital the Board of approval and implementation of that approach. Performing and directing financial companies of the Corporation make the mobilization of capital, loan capital requirements of service Of the company and of the subsidiaries;
3. Build the development strategy, long-term and annual plans, the program activity, the protection and exploitation of the resources Of the company, the new investment project and invest, cooperative projects with foreign investment, the joint venture approach, coordinated approach the business of the unit members the training plan, and the fostering of the Corporation, the measures implementing the economic contract great value to the Board of review, the decision or the next State agencies have the authority to decide. Implementation of strategies and plans, plan, project, measure was approved;
4. The business activities of the Corporation and is responsible for the business results Of the company; perform the task and great balance of State Affairs for the Corporation; responsible to the Board, before the Prime Minister, before the law about making great balance and stabilize the prices of chemicals in the water;
5. Build and process of the Board approving the technical-economic norms, product quality standards, unit price, unit price and salary level in the construction of specialization in accordance with the General rules of the industry and of the State. Implement and test the implementation of norms, standards, this unit price throughout the Corporation;
6. the Board recommended to the Minister of industry the decision of appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant Of the company; the proposal of the Management Board appointed, dismissed, reward, or discipline members directors. The decision of appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant member units, the Director of subdivisions, subsidiaries and equivalent titles according to the proposal of the Director of the unit members. The decision of appointment, dismissal, rewarding, and Deputy Chief rooms discipline or Committee, the Chief Justice and Associate Office of the Corporation;

7. Constructed to process the Board browser of payroll management and business of the Corporation and to adjust when changes to the Organization and staffing management and business of the Corporation and its subsidiaries; founded and directed the maid; check the implementation of payroll management and business of the subsidiaries; the Board approved the Charter, bylaws of organization and operation of the unit members by the Director of the unit members; Browse schemes established, reorganized, dissolved the subdivisions, subsidiaries by Directors members;
8. The construction and the Management Council approved labor regulation; Regulation of salary, reward, or discipline; Security rules apply in the Corporation;
9. Governing the operations of the Corporation as of the resolution or decision of the Board; the report of the Board and the competent State authorities about the results of business operations of the Corporation, including quarterly reports, 6 months and yearly financial report, general balance sheet, the assets of the Corporation.
Aggregate financial report must delineate clearly the focus of the accounting portion Of the company and the members of the independent accounting, the Board adopted. Aggregate financial report must be based on the basis of the documents were legitimate Audit Agency confirmed;
10. Implement and check the membership service, and other lodging tax under the provisions of the law and of the State. Plans to distribute the profit after taxation of the Corporation the Board approval under the provisions of the State;
11. Provide full of documents at the request of the Management Board and the Supervisory Board. Preparation of the documents for the meetings of the Board;
12. Subject to the checking, monitoring of the Management Board, supervisory board and the competent State agencies for the implementation of his executive duties;
13. Is the decision to apply measures beyond his jurisdiction in cases of emergency (natural disasters, fire, the enemy, the problem) and take responsibility for those decisions; at the same time must report immediately to the Board and the competent State agencies to tackle next.
Chapter V COLLECTIVE WORKERS in article 21 CORPORATION. Congress officials of the Corporation is the form directly to the worker participation in the Management Of the company. Congress officials have the right to: 1. Discuss construction of collective labor agreement for collective labor representatives negotiated and signed with the Director-General;
2. Discussion and through regulation of use of the relevant Fund directly to the benefit of employees of the Corporation;
3. Discuss and contribute ideas on planning, planning, assessing the efficiency of business management, to propose measures for labor protection, improved working conditions, the physical and spiritual life, sanitation, training and retraining of workers of the Corporation;
4. Introduce the participants to the Board, the Board of control.
Article 22. Congress officials were organized and operated according to the instructions of the Vietnam General Confederation of labor.
Chapter VI MEMBER UNITS of the CORPORATION Article 23.
1. The Corporation has subsidiaries is the State enterprise of independent accounting, the accounting business depends and the business units (list of unit members are noted in the appendix to this Charter).
2. The Members Of the company seal, open bank accounts in line with its accounting methods.
3. A member's independent accounting business and accounting business dependent Charter organization and private activity; business units of the Corporation have the Organization and regulation of private activities. The Charter and bylaws were approved by the Board consistent with the laws and regulations Of the company.
Article 24. Members are State enterprises independent accounting: 1. The business of independent accounting state is a Member Of the company business autonomy and financial autonomy, to be bound on the rights and obligations Of the company under the provisions of the Charter Of the company.
2. The Management Board, General Director Of the company has the rights to members of the independent accounting business is as follows: a) the credentials for enterprise management, the Director of operations of the business line with the Charter of the enterprise are the Board Of the company. The Director of the independent accounting business responsible to the Management Board, General Director Of the company, before the law on the activities of the business;
b) appointment, dismissal, discipline, rewarding the Director, Deputy Director, Chief Accountant business members, Director of subdivisions, business members and equivalent titles;
c) approved the plan, test plan, financial settlement; specify extract of reward funds, welfare in business under the guidance of the Ministry of finance and in accordance with the financial regulation of the Corporation;
d) Extract the basic depreciation Fund and profit after tax according to the provisions of the Ministry of finance and materialized in the financial regulation Of the company to establish the Fund of the Corporation used on rollover purposes, make the investment in the subsidiary;
DD) approved projects, investment expanded plan, invest, cooperate, supplements, recovery of a part of capital, the transfer of shares in the management of the Corporation are due to the members holding business;
e) reconcile financial resources, including foreign currency, between the unit members to use the most effective in the capital Of the company, on the principle to ensure the total assets of the enterprises was revoked less which is lower than the total debt plus capital levels have been adjusted to correspond with the mission or business scale;
g) approve the form of salary, wages and unit price measures to guarantee the life, labor conditions for officials and employees of the enterprise;
h) decide to expand or narrow the scope of business of business members according to the development strategy of the Corporation;
I) ratify the Charter organization and operation of enterprises, which regulates the decentralization of Business Director for organization: business management; recruit, reward, promote, discipline officials, credit limit (loan, loans, sales slowly charged); sale of fixed assets, purchase and sale of shares of the company; purchase copyright invention, patent, technology transfer; join the venture unit, the Economic Association; the other issue is related to the autonomy of a State enterprise is a Member Of the company under the provisions of the law on State enterprises;
k) check the operation of the business and business requirements to report on the financial situation and results of operations.
Article 25. Members Of the company's independent accounting enterprises responsible for the debt, about his commitment to the extent of the capital due to the Business Manager, use; in particular: 1. In strategy and development investment: a) the assigned enterprise implementation of investment projects developed under the plan of the Corporation. Business is the Corporation allocated resources to implement the project;

b) businesses of investment projects, development projects not located in the project by the Corporation directly. In this case the auto financing business, responsible for finance.
2. in business activities, construction business and organizations make their plans on the basis of: a) ensures the goals, indicators, the balance sheet, the technical-economic norms (including price and price) of the business fit in with the General Plan of the Corporation;
b) business expansion plans based on the optimal use of all resources that are mobilized and business consistent with market demand.
3. in the financial activities and economic accounting: a business) is received a portion of capital and resources of State Affairs for the Corporation, by the Corporation to the enterprise segment. Businesses have a duty to implement the conservation, development and capital resources;
b) business was right to mobilize capital, other credit sources under the law to implement the business plan and its investment and development;
c) businesses formed the basic construction investment fund, the production Development Fund, Fund Awards, Welfare Fund, the financial reserve fund according to the enterprise's Charter was approved by the Board and under the guidance of the Ministry of finance. The enterprise has the obligation to republish the submission and used the funds of the Corporation under the provisions of the Charter Of the company and according to the decision of the Board;
d) enterprise is responsible for closing the type of tax and other financial obligations (if any) prescribed by law;
DD) business can be the corporation authorized to execute contracts with clients in Australia and overseas on behalf Of the company.
4. In the field of organisation, staff and labour: a) the enterprise has the right to suggest the Corporation review, decision or be the authoritative decisions of company establishment, reorganization, dissolution of the dependent unit and the Organization of the enterprise management under the provisions of the Charter Of the company and your own business rules;
b) within the framework of staffing is the Corporation, the business was the right selection, layout or use for retrenchment for employees working in management and its business. The appointment, dismissing the officer titles in business management and business units; the arrangements, the implementation of salary mode complies with the hierarchy of the Corporation under this regulation;
c) enterprise has responsibility to take care of the development of human resources to ensure the implementation of the development strategy and business tasks of the business; take care to improve working conditions, living conditions of workers under The labor law and the law of the Union.
Article 26. Members are dependent accounting enterprises: 1. business autonomy according to the hierarchy of the Corporation, subject to the legally binding obligations and rights with respect to the Corporation. The Corporation is responsible for the end of the financial obligations incurred by the commitment of these units;
2. Signed economic contracts, was actively done the business activities, financial activities, organization and personnel according to the hierarchy of the Corporation. Powers and duties of the accounting business dependent materialized in the Organization and operation of this unit by the Board approval.
Article 27. The business units have the Organization and regulation of activities approved by the Board; perform independent accounting mode taking currency compensate, create revenue from service contracts, scientific research and training for the units in the country and abroad; enjoy the reward Fund and Welfare Fund according to mode, lower case the average rate of the Corporation can be supported from the reward and benefits fund of the Corporation.
Article 28.
1. Finance companies is business accounting of independent Members Of the company, operating under the law and instructions of the Governor of the State Bank, according to the Charter and the Organization of activities by the Board and approval by the authority of the Director General Of the company.
2. Finance companies the task of raising capital to lend capital to serve the needs of the Corporation and the Member units, through credit loans form the content of the Government's incentives, trade credit of banks and financial institutions in the country and abroad; stocks, corporate bonds, bonds, buy sell papers and vouchers are priced according to the rule of law; idle capital mobilization of employees within the Corporation and the unit in the technical-economic sector in which the business corporations.
3. Financial companies made for the financing of investment projects Of the company, perform other services according to the provisions of the Charter of the Corporation and the regulation of financial companies in the Corporation by the State Bank. For large projects, the owner directly contracted, financial companies do service functions.
4. The unit using the company's financial capital in principle have the borrower has to pay, made the internal interest rate regime by the financial firm to recommend to the Director General Of the company for approval under the authorization of the Board.
Chapter VII MANAGE the SHARES of the CORPORATION and of the BUSINESS MEMBERS in the BUSINESS Category I MANAGE SHARES in the CORPORATION'S OTHER BUSINESSES Article 29. For the capital of the Corporation to other businesses. The Board Of the company has the following rights and duties: 1. capital contribution approved by the Director General to build to the decision or the heads of the State bodies are competent to decide according to the hierarchy in Detail e clause 2 article 14 of the Charter;
2. At the suggestion of the President, decided the election, dismissed, reward, or discipline who directly manage the Corporation's stake in the business capital of the Corporation;
3. Monitor, check the use of the company's total stake to other businesses; responsible for the efficient use of conservation and development, which had contributed and profiting from the company's capital contribution to other businesses.
Article 30. Rights and obligations of the person who directly manage the Corporation's stake to other business: 1. Join management titles, executives in business capital of the Corporation by the rules of this business;
2. Follow-up and monitoring activities in this business;
3. Prepare the report and responsible to the Board Of the company about the company's stake in this business.
Section II MANAGEMENT SHARES of the BUSINESS ACCOUNTING of INDEPENDENT MEMBERS in the OTHER BUSINESS article 31. Business members are independent accounting capital contribution to other businesses under the Corporation's hierarchy. For the capital of the enterprises to other enterprises, directors have the right and obligation to manage this stake as follows: 1. capital contribution approach to construction Of the Board of Directors Of the company;
2. Election, dismissed, reward, or discipline who directly manage the stake of the business to other businesses;
3. Monitoring, check using shares of enterprises; responsible for the efficient use of conservation and development, which had contributed; profiting from the capital of the business to other businesses.
Article 32. The rights and obligations of the direct management of enterprise's stake to other business: 1. Join management titles, executives in the business unit's contribution to its capital according to the rules of this business;

2. Follow-up and monitoring of the situation of business activities of the enterprise with capital of his business;
3. the implementation report mode specified by the Director; responsible to the Board of the Corporation and directors about effective use of enterprise's stake in the business that I was sent in to join the management, operating.  
Section III Article 33 JOINT VENTURE UNITS. The venture unit which the Corporation or business Members Of the company involved, is managed, operated and operating under the foreign investment Law, corporate law and other relevant Laws of the Philippines. Of the company or the business Members Of the company performed all the rights, obligations and liability for this venture regarding financial activities under the provisions of the law and according to the contract signed.
Chapter VIII FINANCIAL CORPORATION Article 34. The Corporation made the regime General Accounting, financial autonomy in business suit with the State enterprise law, the other provisions of the law and the Charter Of the company.
Article 35.
1. the capital of the Corporation consists of: a) Which was delivered at the time of establishment Of the company;
b) additional investment capital (if any).
c) portion of net profit are additional excerpts which according to current rules;
d) other capital sources if available.
2. When the increase or decrease in capital stock, the Corporation must timely adjustments in the balance sheet of assets and capital stock of the Corporation has been adjusted.
Article 36.
1. The Corporation is established and used the funds to ensure that the focus for the development of effective Corporation.
2. The funds of the Corporation is established under the provisions of the Charter Of the company, materialized in the financial regulation and the Corporation the Board decisions, including: a) Development Fund was established from basic depreciation and capital gains deductions of the members according to the provisions of the Ministry of finance , gains from the company's capital to enterprises and other sources.
Basic depreciation capital & income reinvestment of the extra accounting unit in the Corporation are focused at the Corporation to invest according to the annual plan.
The Corporation financing the basic depreciation of independent accounting enterprises must make the principle of the loan paid, with interest due to the Director General of internal approval under the authorization of the Board and under the guidance of the Ministry of finance. For the expansion of production capacity in some cases necessary, corporations can mobilize capital depreciation in the business members of the independent accounting in the form of a capital reduction for business records be mobilized; no financing basic depreciation of fixed assets not yet paid debt;
b science and Research Foundation) training focus, to give the units in charge of scientific research, training and retraining staff members throughout the Corporation was formed from the production Development Fund of the unit members and funding your career training from the State budget (if any), and other sources, which are obtained from the performance of services and contract research, training was signed with enterprises and business units in the country and abroad;
c) financial reserve fund, Fund Awards, Welfare Fund was established under the guidance of the Ministry of finance. The levels of extract, extract specific submissions for the aforementioned Fund and the use of this Fund are specified in the financial regulation of the Corporation.
Article 37. The financial autonomy of the Corporation: 1. The Corporation operates on the principle of financial autonomy of self balancing the revenues, is responsible for the conservation and development of the business of the funds Of the company, including shares in other businesses.
2. The Corporation is responsible for the payment of the liabilities recorded in the balance sheet of the assets Of the company and other financial commitments (if any).
3. The Corporation checks, monitoring of financial activity in the whole Of the company.
4. Any related credit (loans, loan and purchase, sales are slow to pay, the guarantor) between the Corporation with the external partners Of the company must follow the hierarchy of norms for once the loan under the provisions of the Ministry of finance.
5. The corporation responsible for the construction, the process of registration, financial planning, balance sheet assets of the Corporation for report to the authority and the total annual settlement with the Ministry of finance. The Ministry of finance to check and approve the settlement of the Corporation.
6. The Corporation is responsible for filing taxes and the other filed under the provisions of current legislation and according to the financial regulation of the Corporation, except that the members have filed, are using the interest rate after the completion of tax obligations for the State under current rules.
7. The profit that the Corporation or the subsidiary obtained from shares in other businesses do not have to file income taxes, if the business has filed income taxes before the dividend for the parties.
8. the financial activities of the Member units Of the company with the unit members to be made consistent with the Charter Of the company and the financial regulation Of the company.
9. Liability of the Corporation in its business relationships and in civil relations is limited at the level of the total capital stock of the Corporation at the time of publication.
10. General the company must perform strictly statistical and accounting Ordinance, accounting mode and current financial reporting for State enterprises.
11. The Corporation subject to the checking, monitoring of the financial and business activities of the competent State agencies as prescribed by law.
Chapter IX RELATIONSHIP BETWEEN CORPORATIONS with STATE AGENCIES and LOCAL GOVERNMENTS Article 38. The relationship of the Government.
The Corporation: 1. Observance of laws, seriously implement the provisions of the relevant Government to corporations and State enterprises;
2. Implementing the development strategy Of the company in the overall planning, development of sector strategies and the territory of the State;
3. Observance of the established rules, split, enter, dissolved; the policies of the Organization and staff; financial regime, credit, taxes, profit; the mode of accounting, statistics;
4. Subject to check, inspect the implementation of laws, policies, and guidelines of state mode in the Corporation;
5. the proposed solution, mechanism and management of State policy for the Corporation;
6. Are management and the use of capital, property, land, resources and the resources allocated by the State to perform business and mission to conserve, develop these resources;
7. Enjoy the mode of subsidy, subsidies and the other mode as specified by the Government.
Article 39. The relationship with the Ministry of finance.
1. The Corporation is subject to the dominant State of the Ministry of finance about the job: a) in compliance with the accounting, tax, finance, accounting, organizational and accounting;
b financial and audit) internal audit Of the company.
2. The Ministry of finance is the Government agency entrusted to make some of the owner's rights to govern the Corporation regarding: a) determines the capital, resources and other resources which the State assigned to the Corporation management, use;
b) check the effective use, conservation, development capital and other resources are allocated in the operating process is demonstrated through a yearly settlement;
c) settlement of the year Browse the Corporation;
d) through financial regulation of the Corporation to the Board Of the company register.

3. The Corporation subject to the check, the financial inspection and other issues under the jurisdiction of the Ministry of finance.
4. The Corporation has the right to propose solutions, mechanisms, fiscal policy, credit and other content related to the Corporation; recommendations approved by the Ministry of finance to implement the transfer of large value assets, the credit limits on relations, the implementation of the financial obligations, the distribution of profits after tax, the liquidation of assets of the Corporation, the additional capital budget due to the Corporation.
Article 40. The relationship with the Ministry of industry.
1. With state management functions on the chemical, The dominant industry Of the company: a) issued the standard product, technological standards, including the odd equipment, equipment; the level of chemical industry norms and direct examination, supervision Of the company on the implementation of the standards and norms;
b) issued planning and construction, chemical industry development orientation; direct examination Of the company on the implementation of the master plan;
c) Corporation, is responsible for implementation of the above provisions of the Ministry of industry and the recommendations of the relevant content.
2. With the tasks assigned by the State to make some of the owner's rights State, The dominant industry Of the company: a) to establish, split, enter, reorganization, dissolution of the Member units Of the company, within the scope authorized by the Prime Minister.
b) along with Agency is the Prime mandate, prepared for submission to the Prime Minister appointed, dismissed, reward, or discipline of members of the Board, General Director Of the company;
c) appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant Of the company; introduce people to the Board Of the company;
d) join the intersection of capital and other resources Of the company, check the operation of the Corporation; The Corporation is responsible for the report under the provisions of the State and at the request of the Ministry of industry;
DD) the direction Of the company in ensuring greater balance of the State, making the stabilization of prices and meet the needs of the market of the goods, essential services under the provisions of the State where the Corporation is doing business;
e) Of the company also dominated, checking, monitoring of the industry in the scope of the functions of the order prescribed by the law.
Article 41. Other ministries, ministerial agencies and governmental bodies, as a State Agency, dominates the Corporation regarding: 1. the implementation of the technical-economic norms, product standards and product quality consistent with industry standards and relevant national standards;
2. implementation of the provisions on the protection of natural resources, environment;
3. Participate in appraising investment projects according to the strategy, the development of the technical-economic sector and regional planning of the economy concerned;
4. implementation of the provisions regarding foreign relations and export/import;
5. Ensure the implementation of the rights and obligations with respect to the employees of the company under the provisions of the law;
6. The Corporation is subject to the checks, inspections, monitoring of these bodies on the field in the function has been the law for the Agency.
7. The Corporation has the right to propose to the Agency about the policies, mechanisms and solutions related to the content on.
Article 42. For local authorities, as the authorities of the State in the territory Of the company subject to the governance and the observance of the administrative regulations, the obligations for the people's councils and people's committees of the levels prescribed by the law.
Chapter X REORGANIZATION, DISSOLUTION, bankruptcy Article 43. The reorganization Of the company by the Board suggest the prime consideration, decision.
Article 44. The Corporation was dissolved in case the Prime Minister sees no need to maintain this Corporation. When a decision to dissolve the Corporation, the Prime Minister established the Council dissolved. Of the assets of the Corporation were dissolved after the payment is charged in accordance with the law, State-owned.
Article 45. The reorganized, split, enter, dissolved, add new units and Members Of the company by the Board of the prime consideration, decision.
Article 46. Of the company and the subsidiaries Of the company if the inability to pay the debt due then processed according to the provisions in the law on enterprise bankruptcy.
Chapter XI ENFORCEMENT CLAUSE to article 47. This Charter is applied to the Vietnam Chemical Corporation. All individual, unit members of the Vietnam Chemical Corporation is responsible for the implementation of this Charter. The Charter in effect enforced from the date of signing the Decree.
Article 48.
1/The Member units Of the company based on the State enterprise law and the Charter Of the company to build the rules or regulations of the Organization and its activities, to the Director General of the Council of Trustees. The Charter and bylaws of the Member units Of the company are not contrary to the Charter Of the company.
2/case needs additional, modifying the Charter of the Corporation, the Board of the Prime Minister's decision. The Members Of the company as amended and supplemented the Charter or bylaws of organization and their activities, by the Director General of the Council of Management Of the company decided.
Article 49. In the case of the text of the Government's ministries, ministerial agencies, government agencies, provincial people's Committee, central cities and decided to set up business members have other rules with this Charter shall perform according to this Charter.

 



Government (signed) Vo Van Kiet