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Decision 104/2006/qd-Ttg Dated: On The Establishment Of The Parent Company-Marine Ship Industry Corporation Vietnam

Original Language Title: Quyết định 104/2006/QĐ-TTg: Về việc thành lập Công ty mẹ - Tập đoàn Công nghiệp tầu thủy Việt Nam

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Decision on the establishment of the parent company-marine ship industry Corporation Vietnam _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ the PRIME MINISTER pursuant to the law on organization of the Government of 25 December 2001;
Pursuant to the law on State enterprises, 26 November 2003;
Pursuant to the law of business on June 12, 1999;
Pursuant to Decree No. 153/2004/ND-CP dated 9 August 2004 of the Government on the Organization, Management Of State-owned companies and convert the State Corporation, independent State companies under the parent company-subsidiary;
Pursuant to decision No. 103/2006/QD-TTg dated 15 May 2006 Prime Minister's approving the pilot schemes form the VINASHIN Corporation;
Proposal of the Board Of Vietnam shipbuilding industry Corporation.
Article 1 DECISION. Parent company-Vietnam shipbuilding industry Corporation (hereinafter known as Vietnam shipbuilding industry group) on the basis of the reorganized management, executives and members of dependent accounting industry Corporation Vietnam today.
1. Vietnam shipbuilding industry Corporation is the State-owned companies, has legal personality, seal, logo, the Charter organization and operation; Open an account at the State Treasury, Bank under the provisions of the law, are business owners themselves; responsible for inherited the rights and obligations of the Corporation of Vietnam shipbuilding industry.
2. Name: Vietnam shipbuilding industry Corporation.
International name: VINASHIN GROUP, abbreviated as VINASHIN.
3. Head Office: located in the city of Hanoi.
4. the registered capital of the Vietnam shipbuilding industry Corporation: is the equity of industry Corporation Vietnam on January 1, 2006 after the audit.
5. the business activities of the Vietnam shipbuilding industry group:-design consultant, general contractor, building µm l and repair of ships, equipment and facilities;
-Fabricated structural steel rigs, containers, demolition of old vessels, scrap import/export;
-Design construction, shipyard; investment in transport business, build civil-industrial, urban and housing; marine service businesses, deepening the Creek, leveling, create dumps, construction, building materials; electrical, electronics, industrial infrastructure, tourism;
-Production of materials, mechanical equipment, electrical, refrigeration, electronic in service industry; survey, design and installation of the automated system, telecommunications, communications, explosion;
-Production and business ship steel, high-strength steel; manufacture and installation of Interior equipment, container vessels;
-Production of the engine Assembly, engine, diezel fitted on ships; Assembly, repair, restoration, sales and import/export of materials, equipment and transportation;
-Import and export of materials, equipment and spare parts, ship fittings and goods related to the shipbuilding industry;
-Consulting, design, project, testing, production and consumption of the product; investment consultancy, technology transfer; cooperate with organizations and foreign market development industry;
-Organization of test harness the capacity of the means of transport, new container production and sea transport; freight, cargo and ship sale broker; business services, warehousing and harbor transport support; direct import-export petroleum, liquefied gas LPG;
-Financial operations, securities, banking, insurance;
-Organization of training of human resources to meet the needs of developing shipbuilding industry. Labor export, supply;
-Other professions as stipulated by law.
6. Management and operating structure of the Vietnam shipbuilding industry group include:-the Board of Vietnam shipbuilding industry group is the direct representative of the owner State at Vietnam shipbuilding industry group, has a maximum of 9 members.
Members of the Board, the Chairman of the Board is the President of the Government appointed by the Prime Minister. Chairman of the Vietnam shipbuilding industry Corporation l µ represented according to the laws of Vietnam shipbuilding industry group;
-Control Board Vietnam shipbuilding industry Corporation by the Board appointed, dismissed, reward, or discipline; There is a maximum of 10 members, of which the Chief is the Control Board Commissioner;
-The Executive Director of the Vietnam shipbuilding industry Corporation by the Board of Vietnam shipbuilding industry group appointed or contracted after the Prime Minister approves in writing;
-The General Director of the accounting function, the head of Vietnam shipbuilding industry group led by Chairman of the Vietnam shipbuilding industry Corporation appointed at the suggestion of the Chief Executive;
-Assisting apparatus, Board Of Executive Directors and the Director General of the function.
7. The relationship between the parent company-Vietnam shipbuilding industry group with the State-owner and its subsidiaries, associated companies are carried out according to the laws and regulations in terms of organization and activity of the Vietnam shipbuilding industry Corporation.
The unified Government to manage and organize the implementation of these rights, obligations of State-owner for Vietnam shipbuilding industry Corporation. The Prime Minister assigned to the Minister, the heads of ministerial agencies, government bodies and the Board of Vietnam shipbuilding industry group made a number of the rights of the owner under the provisions of the law.
a) Prime Minister decided:-to approve the objective, strategy, long term planning and business lines of the Vietnam shipbuilding industry Corporation on the basis of recommendations of the Board of Vietnam shipbuilding industry group and the comments of the Ministry of transport and planning and investment;
-To approve the Charter, approval of the amendment and supplement the Charter Vietnam shipbuilding industry group according to the recommendations of the Board of Vietnam shipbuilding industry group and the comments of the Ministry of transport, finance, planning and investment;
-Reorganized, dissolution, diversifying to own Vietnam shipbuilding industry group according to the recommendations of the Board of Vietnam shipbuilding industry group and the comments of the Ministry of transport, finance, planning and investment;
-Appointment of members of the Management Board, the Chairman of the Board Chairman of Vietnam shipbuilding industry group according to the recommendations of the Board Of Vietnam shipbuilding industry Corporation, the opinion of the Ministry of transport and the Ministry of Interior's appraisal;
-Approve the appointed or contracted with General Director Vietnam shipbuilding industry Corporation according to the recommendations of the Board of Vietnam shipbuilding industry group, the opinion of the Ministry of transport and the Ministry of Interior's appraisal;
-Through the establishment of new business projects due to Vietnam shipbuilding industry Corporation to invest 100% of the Charter capital; the reorganization, transformation, dissolution, bankruptcy, business members Vietnam shipbuilding industry Corporation; the Vietnam shipbuilding industry group receiving new members;
-Approved the investment project of Vietnam shipbuilding industry group, investment projects outside Vietnam shipbuilding industry Corporation under the authority of the Prime Minister's decision under the provisions of the law on investment;
-Decide the investment capital to capital formation and capital adjustments during operation for Vietnam shipbuilding industry group according to the recommendations of the Board of Vietnam shipbuilding industry group and the comments of the Ministry of finance, planning and investment , Transportation.
b) Ministry of transportation:

-Prime report comments when they board the ship industry Corporation Vietnam the prime of objective, strategy +, long-term plans and business lines of the Vietnam shipbuilding industry Corporation;
+ Charter, approval of the amendment and supplement the Charter Vietnam shipbuilding industry Corporation;
+ Reorganization, dissolution, diversifying to own Vietnam shipbuilding industry Corporation;
+ Appointed members of the Management Board, the Chairman of the Board Chairman of Vietnam shipbuilding industry group;
+ Appointed or contracted with General Director Vietnam shipbuilding industry Corporation;
-The same ministries: industry, planning and investment ... monitoring the implementation of the investment project of the Vietnam shipbuilding industry Corporation in the jurisdiction under the provisions of the law on investment.
c) Ministry of Finance:-check, monitoring the use of capital (including capital Government bonds) of the Vietnam shipbuilding industry Corporation; reviews the effectiveness of operations, the management of the activities of the Board of Vietnam shipbuilding industry group;
-Approve the financial regulation Vietnam shipbuilding industry Corporation according to the recommendations of the Board of Vietnam shipbuilding industry Corporation;
-Implement the investment capital to capital formation and capital adjustments during operation of the Vietnam shipbuilding industry group, after being approved by the Prime Minister.
d) Ministry of the Interior:-appraisal process the Prime Minister appointed the President of the Board, Board Member, Chairman of the Vietnam shipbuilding industry Corporation;
-Appraisal process the Prime Minister approves to board the Vietnam shipbuilding industry Corporation appointed or contracted with the Chief Executive Officer.
-Guidelines, procedures for appointment, dismissal, resignation, reward, or discipline for the Chairman of the Board, Board Member, Chairman of the Vietnam shipbuilding industry Corporation.
DD) Ministry of planning and investment: monitoring the implementation of the goals, the tasks to be assigned by the Prime Minister of Vietnam shipbuilding industry Corporation.
e) ministries, ministerial agencies, government agencies implement state management functions in the relevant fields for the Vietnam shipbuilding industry Corporation.
g) Board the Vietnam shipbuilding industry Corporation: is the direct representative of the owner State at Vietnam shipbuilding industry group and representatives for the owners of the company, his investment company, the entire capital stock. Pilot the Affairs of the Board of Vietnam shipbuilding industry group decisions and is responsible for the establishment of the Corporation, the Member company by the Group holds 100% of the Charter capital, moved the Member companies into limited liability companies 1 active members under the parent company-subsidiary , after being approved by the Prime Minister.
The Board of Vietnam shipbuilding industry group: construction project of a new establishment, dissolution, reorganization, transformation of ownership in Vietnam shipbuilding industry group the Prime; implemented under the scheme was approved.
-Goal decisions, strategic, long-term planning and business lines of the Vietnam shipbuilding industry group, after being approved by the Government and the Prime Minister of the Corporation, the company led by Vietnam shipbuilding industry Corporation owns the entire capital.
-To approve the Charter, approval of the amendment and supplement of the Corporation, the Member company by the Vietnam shipbuilding industry Corporation holds the entire capital.
-Decided to use, investment and working capital adjustments, other resources by the Vietnam shipbuilding industry Corporation for the investments of the company, the company members, but must guarantee the required capital levels as established business or level of capital for the industry, the profession in accordance with the law.
-Decided to use the capital of Vietnam shipbuilding industry group to invest in established Member units due to Vietnam shipbuilding industry Corporation owns the entire Charter capital but does not exceed the level of capital in the authority the decision of the Board and after the approval of the Prime Minister.
-Approval of the project company's capital contribution, member companies by themselves hold the entire Charter capital to establish the new State Corporation, limited liability company, a Member State, limited liability company, two State members outside the industry, the field of , the area defined in article 6 of law of State enterprises.
-Decisions or authorize the total ceo decided to venture capital contribution projects with foreign investment, foreign investment projects of the Corporation, its subsidiary holds the entire capital.
-Decide on the appointment, dismissal, resignation, signed, reward, or discipline Of ceo after approval by the Prime Minister.
-Test monitoring, Chairman Of the company, Director General, Director of the unit members in the performance of their functions and duties in accordance with the law on State enterprises and chartered Vietnam shipbuilding industry Corporation.
8. the organizational structure of the Vietnam shipbuilding industry group include:-design and consulting industry;
-Company information and control engineering;
-Import-export company Vinashin;
-Industrial development company Vinashin;
-Development and investment company industry.
-Training Cooperation Center of foreign labour;
-The Center for information technology.
9. The subsidiary is the Corporation by the Vietnam shipbuilding industry Corporation holds 100% of the registered capital, operating under the parent company-subsidiary, include:-Corporation industry South Million;
-Corporation industry Bach Dang;
-Corporation industry Quat;
-Corporation industry Saigon;
-VINASHIN finance company;
-Total investment and construction company VINASHIN, established on the basis of the sort of member enterprises of the shipbuilding industry Corporation Vietnam in the fields of investment and construction;
-Total transportation company VINASHIN, established on the basis of the sort of member enterprises of the shipbuilding industry Corporation Vietnam in the field of transport;
-Heavy industrial company VINASHIN, established on the basis of the sort of member enterprises of the shipbuilding industry Corporation Vietnam in industrial fields backend for shipbuilding.
The management structure of the Corporation said on: the President of the Corporation, to the Director General, the Deputy Director, the Chief Accountant and the maid. The Chairman Of the company by the President of the Corporation appointed by the industry.
10. The subsidiary by the Vietnam shipbuilding industry Corporation holds 100% of the registered capital, operating under the parent company-subsidiary, include:-limited liability company a member industry Ben Qian'an County;
-Limited liability company a member ship Ferries forest;
-Limited liability company a member of HA Long shipyard;
-Limited liability company a member of Danang shipbuilding;
-Limited liability company a member industry Nha Trang;
-Limited liability company a member ship and Saigon maritime industry;
-Company industry Soài Theater (new establishment).
11. The companies by the Vietnam shipbuilding industry Corporation holds over 50% of the capital: investment company of trade and transportation;
-Import-export company supplies ships;
-Technology joint stock company Vinashin refrigeration;
-Technical Corporation and Vinashin shipbuilding technology;

-Industrial Corporation Changchun vessels;
-Computer Corporation-controls-Vinashin media;
-Industrial joint stock company Hai Long cruise;
-Industrial Corporation English vessels;
-Joint stock company Shinec industry;
-Company industry;
-Joint stock company Vinashin;
-Joint stock company and Vinashin infrastructure development;
-Ship engineering company Vinashin waterway;
-Commercial joint stock company and built the Vinashin;
-Investment Corporation and Vinashin petroleum transport;
-Joint stock company and Vinashin investment;
-Joint stock company Vinashin precision mechanical;
-Company industry and Commerce hung Vuong;
-The investment company of urban development and the technology of shipbuilding;
-Consulting Corporation-built Vinashin;
-Investment Corporation developed high technology Vinashin;
-Company Vinashin multi-modal transport;
-Company applications and Vinashin shipbuilding technology development;
-Investment company and built the Central Vinashin;
-Venture company Vinashin-TGC container;
-The members of the Corporation are taking stock.
12. The companies linked by the Vietnam shipbuilding industry Corporation holding below 50%:-company environmental engineering industry Shintec;
-Joint stock Bank (HABUBANK);
-Limited liability company ship repairing factory Huyndai-Vinashin;
-Joint venture SHELLGAS HAIPHONG;
-Joint venture BAICAN SHIPPING Co. (Vietnam-Russia);
-Joint venture VISKO (dismantling old ships Vietnam-South Korea);
-Joint venture VINAKITA (Vinashin ship design-Kikada);
-Limited liability company ship Interior SEJIN-VINASHIN (Vietnam-South Korea);
-Joint design and shipbuilding engineering services-South Korea;
-Limited liability company AALBORG industries (boilers, ship manufacturing);
Limited liability company of marine equipment KOYO-VINASHIN.
13. The business units:-Institute of science and technology in shipbuilding;
-General University VINASHIN;
-School technical worker Bach Dang;
-School of engineering and shipbuilding industry professional I at Haiphong;
-School of engineering and shipbuilding industry profession II in Ho Chi Minh City;
-School of engineering and shipbuilding industry professional III in Da Nang. Article 2. Held: 1. The Board Of Vietnam shipbuilding industry company, the Prime Minister appointed the members of the Management Board, the Chairman of the Board, Chairman of the Vietnam shipbuilding industry Corporation.
2. The Board of Vietnam shipbuilding industry group:-The Prime Minister approves to appointed or contracted with General Director Vietnam shipbuilding industry Corporation;
-The Prime Minister approved the Charter organization and operations of the Vietnam shipbuilding industry Corporation;
-The decision to establish the Corporation says in paragraph 8 to article 1 of this decision;
-The decision to move the companies say in paragraph 3 article 1 this decision into a limited liability company members, operate according to the model of the parent company-subsidiary after the Prime Minister approving the conversion plan and roadmap implementation. Directs the development of investment companies, when eligible, the construction of the project of establishment Of the company the Prime Minister for approval under current rules;
-The decision to approve the Charter organization, the activities of the Corporation, its members companies holding 100% of the Charter capital;
– The Ministry of finance approved the financial regulations of the Vietnam shipbuilding industry Corporation.
Article 3. This decision takes effect 15 days from the date The report.
The Secretary of the Ministry: transportation, industrial, commercial, financial, construction, planning and investment, labor, invalids and Social Affairs, education and training, internal affairs, science and technology, resources and the environment, the Governor of the State Bank of Vietnam, the Steering Committee on innovation and business development , Heads of agencies, the Board of the Corporation and Vietnam ship industrial Board of Vietnam shipbuilding industry group is responsible for the implementation of this decision.