The DECISION of the MINISTER of INDUSTRY regarding the approval of the Statute of the Organization and activities of the Corporation the beer-Alcohol-Beverage INDUSTRY MINISTER Hanoi pursuant to Decree No. 74/CP DATED November 1, 1995 by the Government on the functions, duties, powers and organization of the Ministry of industry;
Pursuant to decision No. 75/2003/QD-BCN 6 May 2003 by the Minister of industry on the establishment Of the company the beer-Alcohol-Beverage Hanoi;
Proposal of the Board of the company Covers Alcohol-beer-beverage in Vietnam the number of Sheets 13/TTr-BODS on May 29, 2003;
At the suggestion of the Director of personnel organization, decision: article 1. Accompanying this decision approving the Charter organization and activities of the Corporation the beer-Alcohol-Beverage.
Article 2. This decision has the effect after 15 days from the date The report.
Chief of the Department, the Chief Inspector, the Director of the Bureau Chief of the Ministry, the Management Board, the Director General Of the company of beer-Alcohol-Beverage Hanoi and the Director of the Member units Of Alcohol-beer-beverage Hanoi is responsible for the implementation of this decision.
 
CHARTER of organization and activities of the Corporation the beer-Alcohol-Beverage Hanoi (approved with decision No. 96/2003/QD-BCN on 6/6/2003 of the Minister of industry) chapter I GENERAL PROVISIONS article 1. Beer Company-beverage-Wine Hanoi (hereinafter referred to as the Corporation) is the State Corporation, operating under the State Enterprise Law, established by decision No 75/2003/QD-BCN 6 May 2003 by the Minister of industry under the authorization of the Prime Minister , including the Member's independent accounting business, accounting and enterprise business units have intimate relations of economic interests, financial, technology, supply, consumption, services, information, research, training, marketing to enhance the business of the Corporation , the members of the mission objectives and the implementation of State Affairs.
Article 2. The Corporation has a duty to direct the Organization of production, sales of beer-alcohol-beverage; import export business supplies, raw materials, equipment and spare parts related to the industry of beer-alcohol-beverage and other business activities according to the law; consuming system organization; investment in production capacity, to meet the growing needs of the market, the dominant role of State-owned economic sectors; venture, associated with economic organizations in and outside the country; scientific research, innovation, technological equipment, creating new products and raw materials research and development primarily in the water; staff training, the Organization of workers; contribute to building the industry of beer-alcohol-beverage Vietnam into a powerful economy.
Article 3.
1. The Corporation has legal personality, has the civil-rights and duties according to law; responsibility of the entire business operation in the capital because Of company management; seal, have assets and focus funds, open bank accounts in foreign countries and according to the regulations of the State; organized and operated under the State Enterprise Law, the Charter Of the company by the Minister of industry for approval and the rule of law;
2. international transaction Name in English: HANOI BEER-ALCOHOL AND BEVERAGE COR-PORATION; abbreviation: HABECO;
3. Headquarters: 183 Hoang, Ba Dinh district, Hanoi;
4. Branches, representative offices in and outside the country;
5. Capital stock at the time of establishment: 710,824 million.
Article 4. The main business lines of the Corporation: 1. production, business types: beer, wine, soft drinks, alcoholic drinks, packaging;
2. Import and export product types: beer, wine, soft drinks; supplies, materials, equipment, spare parts are related to the production of beer, wine, soft drinks; types of aromatherapy, distilled to produce beer, wine, soft drinks;
3. Investment and construction, consulting, creating investment capital; research, training, technology transfer, design, fabrication, construction and installation of equipment and specialized works of beer, wine, soft drinks;
4. business hotels, travel, fairs, exhibitions, information, advertising;
5. Sales of other professions as stipulated by law.
Article 5. The Corporation is managed by a Board of Trustees and is managed by the Director General.
Article 6. 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 implementing the rights of the owner under the provisions of the law on State enterprises and other provisions of the law.
Article 7. 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.
The RIGHT of the CORPORATION article 8.
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; directly implement the Organization of production operations, to implement the objectives, tasks are assigned State.
2. The Corporation has the right to return to the unit members independent of management accounting, using the resources that the Corporation received by the State; adjust the resources already 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, Association, joint-stock capital contribution, purchase a part or all of the assets of the other enterprise under the provisions of the law; have the right investment, joint venture, Association, raising capital for the business members of the independent accounting to make production plans the business of the Corporation.
4. The Corporation has the right to transfer, lease, mortgage, pledge the assets administered by the Corporation, unless the property is the whole main lines under the rules of the governing body of technical-economic sector not yet depreciated value must be The foremost industry allows , 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 current legislation.
5. The Corporation has the right to liquidate or sell the property alienation is the main lines as prescribed by the governing body of technical-economic sectors have most value depreciation.
Article 9. The Corporation has the right to manage organizations, business organizations, as follows: 1. Organizational Management, business organization consistent with the goals of State duties.
2. Innovate technology equipment.
3. the most recent branch, Representative Office of the Corporation in the country and abroad in accordance with the law.
4. General business consistent with the goals and tasks of State Affairs; expand business scale under the capability of the Corporation and the needs of the market.
5. Selection and co-ordination between market members; be exported, imported under the provisions of the State.
6. The construction and application of the norms of labour, materials, price of salary on the unit or products on sales within the framework of the norms, the unit cost of the State.

7. Decentralized recruitment, hiring, layout used, labor training, the choice of the form of salary, bonuses and other benefits of the employers 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 cost of salary on the product unit, on revenue or costs of service and operational efficiency of the Corporation.
8. Be invited and foreign business partners of the Corporation in Vietnam; the decision to send representatives Of the offshore companies work, study, visit the survey; for the Chairman of the Board and the ceo must be the Minister of industry for permission. The other members of the Board of outward by the Chairman of the Board decision. Deputy Director-General and the other title in the offshore Corporation by the Director General for decision.
Article 10. The Corporation has the right financial management as follows: 1. use of capital and the funds of the Corporation to timely serve business needs according to the principles of conservation and effective.
2. self mobilization of capital to business activities but do not alter the form of ownership; be issued under the provisions of the law, be used rights value mortgage the land 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; and national level, management mode and use the funds as specified in the financial regulations and rules of the Corporation of the Ministry of finance.
4. use the remaining profit share deals to employees according to each person's dedication to the business results for the year and according to the shares (if any), then when did enough with the State development investment funds, and other funds according to regulations.
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 11. 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.
OBLIGATIONS of the CORPORATION article 12.
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, effective use of resources, land and other resources allocated, to accomplish your business objectives and tasks assigned by the State.
2. The Corporation is obliged to perform: a) the debts receivable, payable recorded in balance sheet assets by the Corporation at the time of establishment Of the company;
b) Charged the international credits that corporations use according to the decision of the Ministry of industry and the Government;
c) Charged the credits due to the direct loan Corporation or guarantees for the Member units of the loan according to the contract of guarantee, if the unit does not have the ability to pay.
Article 13. The Corporation has an obligation to manage business operations as follows: 1. the business registration 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 Of the company made.
2. Build the development strategy, annual and 5 year plan consistent with the Mission of State Affairs and the needs of the market.
3. Signing and implementation of the economic contract signed for the partners.
4. Make sure to meet the needs of the market and make the product price stabilization, essential services under the provisions of the State where the Corporation is doing business.
5. Innovation, technological modernization and management methods; use the income from the transfer of assets to reinvest, renewing equipment, technology of the Corporation.
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 regime, the financial settlement reports periodically according to the regulations of the 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 14.
1. The Corporation is obliged to perform the correct mode and the regulations on the management of capital, property, funds, accounting, audit, accounting and other regulations prescribed by the State, is responsible for the authenticity of the financial activities of the Corporation.
2. The Corporation publicized its annual financial report, the information to be correct and objective assessment on the operation of the Corporation as specified by the Government.
3. The Corporation made the tax obligation and the State budget according to the provisions of the law. The case of the property by the Corporation maneuver between the members in the form of a capital reduction, increase records do not have to pay tax in advance.
 
Chapter III MANAGEMENT COUNCIL, the CONTROL BOARD Article 15 1. The Board is a direct representation of the owner at the State Of the company, have full rights in the name of the company to decide all matters related to the identification and implementation of the goals, the tasks and rights of the Corporation, except in the matter of jurisdiction, liability of owners of decentralized authorities organizations representing owners make.
The Board is responsible to the Government, The industry and before the law of all activities of the Corporation.
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 the unit members and regulate capital, other resources among unit members; check, monitoring the implementation of the scheme;
c) check, monitoring all activities of the Corporation; the use, conservation and development of the 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 Minister of industry strategic planning, long-term development plan, the 5-year plan of the Corporation; the decision targets, annual plan of the Corporation to the Director General to the Member units and implementation;
DD) Organization, appraisal and review process the competent authorities approve the investment plans of investment projects, investment projects with foreign parties by which due to the Management Corporation,

e) The Minister of industry for approval or if the authorized Industry Minister then decided the joint venture projects with foreign government regulations; the decision of the joint ventures in the country, the other economic contracts has great value. The decision of the investment project, or the heads of the State bodies are competent to decide on the investment project, or authorize the Director General or Director of business members decided the investment projects in accordance with the regulations on investment and Government building. Approval of organization management, business organization of the Corporation by the Director General. Proposed split, enter, disbanded the unit members in accordance with the law;
g) enact and monitor implementation of the norms, technical-economic criteria, including price, product standard wages, trademarks, product and service pricing frame 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 Minister of industry approved the Charter and revised Charter supplements the Organization and activities of the Corporation. Approval of regulations and amendments and supplements 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 as stipulated by the Government;
I) financial regulation of construction Of the Ministry of finance companies through before the Chairman of the Board of registration issued;
k) appointed industrial Minister, dismissed, reward, or discipline Of the Director and the members of the Board. The decision of appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant Of the company.
Through the proposal of the Director General on the appointment, dismissal, reward, or discipline Director membership accounting units independently.
The decision of payroll management, executives Of the company and adjust when necessary according to the proposal of the Director General;
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), the loan guarantee; liquidation of the assets of the unit members to the decision or the State bodies are competent to decide according to the provisions in clause 2 article 10 and paragraph 4 Article 37 of the Charter;
n) through the report manufacturing activity business quarterly, 6, and every year of the Corporation, the aggregate financial statements (including balance sheet assets) of the Corporation and of the unit members, led by the President, 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 prescribed by law, to apply uniformly throughout the Corporation.
3. The Board has five members so appointed industry Minister, dismissed. Standards of the members of the Board are specified in article 32 of law of State enterprises.
4. The Board has Chairman of the Board, 1 member and ceo, 1 members cum head of the Board of control, and 2 other part-time members are experts on technical-economic and professional activities experience, out of which 1 member nominated by the Ministry of industry.
5. The Chairman of the Board and ceo not the company.
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 Corporation;
b) Cannot afford to undertake the work and the proposal of at least 2/3 of members of the incumbent Board;
c) Please resign, if there are legitimate reasons for d) when deciding what move or job to another.
7. The Chairman of the Board of management is responsible for implementation of tasks and powers of the Board specified in paragraph 2 of this Article.
8. working modes of the Board: a) the Board working under collective modes, regular meetings on quarterly to review and decide the issue of jurisdiction and responsibilities. When necessary the Board can extraordinary meeting to solve urgent problems of the Corporation by the Chairman of the management board or the Director-General or head of Department Control Board or on 50% of the members of the Board of the proposal;
b) Chairman of the Board convening and chairing all meetings of the Board, the case is absent because of the reason, the Chairman of the Commission for the other members 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 shall be sent to the members of the Board and the delegates were invited to the meeting before the meeting date for 5 days. The contents and conclusions of the meetings of the Board shall be recorded into the minutes and must 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;
d) When the Board meeting to consider the problems of strategy development, planning and annual and 5 year plan, joint venture projects with foreign countries, annual financial report, issued the system norms, technical-economic standards of the Corporation must then invite the competent representatives of the Ministry of related departments to attend the meeting; the case has important content to local governments to invite the representative to the provincial people's Committee attended the meeting; cases related to the rights and obligations of the employees of the company are invited to attend industry trade union representation. Representatives of organizations that are 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 by the authority;
DD) resolutions, decisions of the Board are required for the full enforcement 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 experts to help work on the management of the Corporation. The Director General ensures the conditions and means necessary for the Management Board, the supervisory board work.
Article 16. Assist the Board: 1. The Board of operating apparatus and use of the seal of the Corporation to carry out its mission.

2. The Board established the Control Board to help the Board make the inspection, monitoring the activities of the Director General, the maid and the members of the Corporation in financial operations, Executive Charter Of the company, resolutions and decisions of the Board the Executive, the laws of the State.
Article 17. 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 to put ourselves in the position to limit the honest virtues, even the indifferent or cause conflict between the interests Of the company with personal interests;
b) are not taking advantage of the position to the axis or appropriating action of the business opportunity Of the company, damage the interests of the Corporation;
c) not act beyond the powers of the Board specified in this Charter.
3. members of the Management Board Chairman, General Manager Of the company is established or hold the title of Executive Management limited liability companies, joint stock companies, companies with foreign capital when the Corporation, The industry introduced the candidate to the position of management or appointed legal representative of the Corporation for the capital Donate to enterprises; not have the relations of economic contracts with the private companies, limited liability companies, joint stock companies, companies with foreign capital investment by the wife or the husband, father, mother, father, foster mother, child, adopted child, siblings to hold titles, executive management.
4. The wife or the husband, father, fathers, mothers, adoptive mothers, children, adopted children, siblings of the Chairman of the Board, General Director Of the company not held chief accountant, Treasurer at the company and in the subsidiaries.
5. The members of the Management Board jointly responsible to the Minister of industry, and before the law about the resolutions and decisions of the Board; cases of incomplete duties, violating the Charter Of the company wrongly decided or exceeding 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 18. Control Board: 1. Control Board has three members, including the members of the Board of Trustees Chairman as assigned by the Board and the other two members by the Board appointed, dismissed, reward, or discipline; includes: 1 member nominated by the Minister of industry and a member elected by the Corporate Finance Directorate.
2. Control Board Member who is not his wife or the husband, father, mother, brother, sister, children of members of the Board, General Director, Deputy Director, Chief Accountant Of the company and not be any mission Chief in the administration of the Corporation or in other enterprises 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, technology; understanding the law;
b) seniority about work on not less than 5 years;
c) no criminal on charges related to economic activities.
4. the members of the Supervisory Board is five years. Control Committee members may be appointed; 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 mode.
Article 19. The duties, powers, responsibilities of the Supervisory Board: 1. Perform the task assigned by the administrator in compliance about checking, monitoring the activities of the Director General, the maid and the subsidiaries Of the company in financial activities, legal Executive. The Charter Of the company, resolutions, decisions of the Board.
2. The report of the Board of recurring quarterly, annually and work about test results, monitoring, timely detection and report immediately to the Board about the unusual activity, illegal signs in the Corporation.
3. do not reveal the test results, monitoring compliance of Management Association is allowed; be responsible for the Administration and legal compliance if intentionally ignored or cover up the offense.
 
Chapter IV GENERAL MANAGER and HELP the article 20.
1. The Director General by the Minister of industry appoints, dismissed, reward, or discipline as proposed by the Board. The Director General is the legal representative of the Corporation and is responsible to the Board, before the Minister of industry, 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. Deputy Director General is the Chief Executive of one or a number of areas of activity Of the company according to the assigned or authorized by the Director General and responsible to the Director General and the law on the President's duties assigned or delegated.
3. the Chief Accountant Of the company helped steer President, oversee the Organization of accounting, financial statistics of the Corporation, have the rights and duties prescribed by the law.
4. The Office and the operations of the Corporation have staff functions, assisting the Board Of Directors of patch management, operating and organizing production and business activities.
Article 21. The Director General has the following powers and duties: 1. The same President of the Board of capital newsletter (including debt), land, resources and the resources of the State to manage, use according to the goals, the tasks of State Affairs for the Corporation. Delivery of the resources received by the State for the subsidiaries under the scheme was approved by the Board. Recommendations of the Board of regulators to capital and other resources when it handed back 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 of construction methods of raising capital, the loan Board approval and implementation of that approach. Implementing and directing the work of financial, capital requirements of the service Of the company and of the subsidiaries.
3. Build the development strategy, long-term and annual plans, new investment projects and in-depth, collaborative projects with foreign investment, joint venture projects, coordinating the business of the unit members, training plans, training of officers of the Corporation, the measures implemented economic contract great value to the Board of review decisions the next program or the State bodies are competent to decide. Implementation of strategies, plans, projects, project, measure was approved.
4. Operating the business and production operations of the Corporation; responsible to the Board, before the Minister of industry, and before the law about business results Of the company, made the task of balancing the State's largest (if assigned).

5. Build and process of the Board approving the technical-economic norms, standard product, 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, price in the whole Of the company.
6. The proposal of the Management Board Of the company decided the appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant Of the company.
Through the Board before deciding on the appointment, dismissal, reward, or discipline members Director independent accounting.
The report of the Board when the decision of appointment, dismissal, rewarding discipline, Deputy Director, Chief Accountant member independent accounting; Director of Member units, accounting Chief, Deputy of the rooms, the offices of the Corporation.
7. Constructed to process the Board browser management of the Corporation; check payroll implementation management of the members; 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, disbanded the unit directly under the unit members by the Director of the unit members.
8. Build and process of the Board approved the labor regulation, regulation of wages, reward, or discipline applied within 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 of the results of operations of the Corporation, including quarterly reports, and annual financial report, general balance sheet, the assets of the Corporation.
10. Implement and check the membership service, and other lodging tax under the provisions of the law and of the State. Plans to use the net profit 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 meeting of the Board.
12. Subject to the supervision of the Management Board, supervisory board and the competent State agencies for the implementation of his executive duties.
13. 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 the CORPORATION Article 22. 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 agreements to 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 company.
4. Introduce the participants to the Board and the Control Board.
Article 23. Congress officials were organized and operated according to the instructions of the Vietnam General Confederation of labor.
 
Chapter VI SUBSIDIARY CORPORATION article 24.
1. General the company is a member unit of the State-owned independent accounting, accounting and business units (with the list given in the appendix to this Charter).
2. The members of the company seal, open an account at the Bank, in accordance with your payment method, the company's divisions and the rule of law.
3. A member's independent accounting business and accounting depend have chartered organizations and private activity; business units have the Organization and regulation of private activities. The Charter and bylaws by the Board of Trustees for approval consistent with the laws and regulations of the Corporation.
Article 25. Members are State enterprises independent accounting: 1. The business accounting of independent Members Of the company have the right to autonomy and financial autonomy, to be bound on the rights and obligations Of the company under the provisions of this Charter.
2. The Management Board, General Director Of the company has the rights to the members of independent accounting as follows: a) delegated to the Director of Member business management, business operations consistent with the Charter of the enterprise was the Board Of the company for approval.
Director membership accounting business independently 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;
c) approved the plan, test plan, and financial settlement; specify extract of reward funds, welfare in business under the provisions of the Ministry of finance;
d) Extract a part Funds the basic depreciation and profit after tax according to the provisions of the Ministry of finance to form the focus of the Foundation Of the company used in the the purpose of reinvestment, implementation of the investment project for the unit members;
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) regulates the financial resources, including the exchange between the Member units to use the most effective in the capital Of the company, on the principle of ensuring the total assets of the business were less withdrawal 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) approving the Charter organization and operation of enterprises, including provisions for decentralization of Business Director: Organization of business; recruitment rewards, promotions, disciplinary officials; credit limit (loan, loans and buy, sell slowly charged); sale of fixed assets, purchase and sale of shares of the company; purchase copyright arising, patent, technology transfer; join the venture units, the industry association; the other issue is related to the autonomy of a State enterprise under the State enterprise law;
k) check the operation of the business and business requirements to report on the financial situation and results of operations.
Article 26. Members Of the independent accounting firm liable for the debts, about his commitment to the extent of the capital due to the business management, use, namely: 1. In the work of the basic construction investment:

a) enterprises are delivered implementation of investment projects developed under the plan of the Corporation shall be the Corporation allocated resources to implement that project. Businesses investment projects, development projects not located in the project by the total direct operating company then this must mobilize enterprises, responsible for finance;
b) authority, approved the investment project implementation according to the investment management regulation and Government building.
2. in business activities, construction business and organizations make their plans on the basis of: a) guarantee the objectives, targets, the greater balance, the technical-economic norms, unit price and price to suit their business plan of the Corporation;
b) business expansion plans based on the optimal use of all resources that are mobilized and business fit in with the needs of the market.
3. in the financial activities and economic accounting.
a) business capital and other resources received by the State by leaving the company for business. The business mission is conservation, development capital and other resources;
b) business was right to mobilize capital, other credit sources under the Ordinance to implement the business plan and its investment development and responsible for the efficient mobilization of capital;
c) businesses formed the production Development Fund, Fund Awards, Welfare Fund, the financial reserve fund, the Pension Fund lost work according to the financial regulation of the Corporation. The enterprise has the obligation to republish the submission and used the funds of the Corporation as defined in the financial regulation Of the company and according to the decision of the Board;
d) responsible business tax and other financial obligations (if any) prescribed by law;
DD) business can be the Corporation authorised to perform the contract with domestic and foreign clients 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 corporation authorized to decide the establishment, dissolution, reorganization of the units and the Organization of the enterprise management under the provisions of the Charter Of the company and the Charter of the enterprise;
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 under the provisions of the labor code; the decision of appointment, dismissal, reward, or discipline Director of subdivisions and equivalent titles in business management and the business units according to the hierarchy of the Corporation;
c) enterprise has responsibility to take care of the development of human resources to ensure the implementation of the strategy and mission of business enterprises; take care to improve working conditions, living conditions of workers under the provisions of the labor law and the law of the Union.
Article 27. Members are dependent accounting units: 1. the 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. The powers and duties of the accounting unit dependencies are detailed in the Statute of the Organization and operation of this unit due to the Board for approval.
Article 28. The business units have the Organization and regulation of activities approved by the Board, is responsible authority as follows: 1. The organisation of research and development of science and technology, the Ministry and of the Corporation; service activities for enterprises in and outside the industry. In collaboration with enterprises, institutions, universities ... research, advice on the planning, development plans, new equipment and technology transfer and industry production of beer-alcohol-beverage.
2. Provide the information economy, new technology for corporations and businesses.
3. In coordination with the relevant industry standard construction industry research and testing organization according to standard rules.
4. Take advantage of the capacity and equipment of the Institute to organize production activities and other services.
5. Make the regime take currency compensate, are supported partially funding the State budget, is to create revenue from service contracts, or scientific research, training with the unit and from the funds of the Corporation by the Board of the decision.
 
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 the other business, 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.
2. The proposal of the Director General: elections, 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 capital to other businesses; responsible for the efficient use of conservation and development, which had contributed and profiting from the shares of the Corporation to other businesses.
Article 30. Rights and obligations of the person who directly manage the Corporation's stake in other businesses: 1. Join management titles, executives in the business capital of the Corporation by the rules of this business.
2. Follow-up and monitoring of the situation of this business activity.
3. Prepare the report and responsible to the Board Of the company about the capital of the Corporation to contribute to the business and other obligations, rights under Decree No. 78/2000/ND-CP dated 12 December 2000 of the Government.
 
Section II.
MANAGE SHARES of the BUSINESS ACCOUNTING of INDEPENDENT MEMBERS to DONATE to OTHER ENTERPRISES article 31. Business members are independent accounting capital contribution to other businesses under the Corporation's hierarchy. For the capital of the business to other businesses, the business manager had the right and obligation to manage the shares as follows: 1. capital contribution approach to construction Of the Board of Directors Of the company for approval.
2. The Corporation about the election, dismissed, reward, or discipline who directly manage the stake of the business to other businesses.
3. Monitoring, check using shares of the business, responsible for effective use, conservation and development of which had contributed; profit from shares of the business.
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 capital of his business by the rules of this business.
2. Tracking, monitoring the situation of the business activities of the enterprise with capital of his business.
3. the implementation report mode specified by the Director, responsible to the Management Board, General Director Of the company and the business manager of his business's stake in the business that I was sent in to join the Administration, and the other rights and obligations under the provisions of Decree No. 73/2000/ND-CP dated 12 December 2000 by the Government.
 

Section III.
The VENTURE UNIT Article 33. The venture unit which the Corporation or the members of the business Of the company involved, is managed, operated and operating under the foreign investment law, business law and other related laws of Vietnam. Of the company or the business members of the Corporation performs all duties and responsibilities for the venture to finance activities under the provisions of the law and according to the contract signed.
 
Chapter VIII FINANCIAL CORPORATION Article 34. The Corporation performed General Accounting mode, self financing business in accordance with the law on State enterprises, the other provisions of the law and the Charter of the Corporation.
Article 35.
1. the capital of the Corporation consists of: a) Which was and water delivered at the time of establishment Of the company;
b) additional state capital investment Corporation (if any);
c) portion of net profit are additional excerpts which according to current rules;
d) other capital sources (if any).
2. When there is a steady, rising capital, 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 the focus for the development of the whole Of the company effectively.
2. The funds of the Corporation is established under the provisions of this regulation, the financial regulation and the Corporation the Board decisions, including: a) Development Fund was created from the source deductions from profits of the subsidiaries under the provisions of the Ministry of finance , gains from shares in the Corporation's other businesses and profit after tax because of the business activities of the Corporation.
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 the Member units of the independent accounting, must follow the principle of the loan, pay, have internal interest rates due to the Director General for approval as authorized by the Board and under the guidance of the Ministry of finance;
b) financial reserve fund, the Pension Fund lost work, the reward Fund, Welfare Fund was established under the guidance of the Ministry of finance. The levels of extract, extract specific fund filed the above and the use of funds under the guidance of the Ministry of finance and 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, self balancing revenues and expenses, has the responsibility to preserve and develop the business capital of the Corporation, including the shares in other businesses.
2. Be responsible for the payment of the liabilities recorded in the balance sheet of the assets Of the company and other financial commitments.
3. Perform the test, monitoring of financial activity in the whole Of the company.
4. Every credit relationship lending, borrowing and buying, sales are slow to pay, the guarantee 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 is responsible for financial planning to manage production and service business. General, financial reporting, public finance under the regime to report to the State Agency as a rule.
6. The Corporation is responsible for filing taxes and filed under current law and under the financial regulation of the Corporation, except that the members have filed. Was using the interest rate after the completion of tax obligations for the State under current rules.
7. The profits of 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 subsidiaries Of the company and about the relationship between the financial activities Of the company with its subsidiaries perform consistent with the financial regulations of the Corporation.
9. Liability of the Corporation in its business relationships and in civil relations is limited at the level of the total capital Of the company 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 financial and business contracts of the competent State agencies as prescribed by law.
 
Chapter IX CONNECTION BETWEEN improperly with STATE AGENCIES and LOCAL GOVERNMENTS Article 38. The relationship with the Government: 1. Observance of laws, seriously implement the provisions of the relevant Government to corporations and State enterprises.
2. implementation of the master plan, the development strategy Of the company in overall strategic planning, industry development, the territory of the State.
3. Observance of the established rules, separation, dissolution; the policies of the organisation, officers; the mode of finance, credit, taxes, profit; the mode of accounting, statistics.
4. Subject to check, inspect the implementation of laws, policies and guidelines, the regime of the State at the Corporation.
5. Proposed recommendations on the solution, the mechanisms of State management policy for the Corporation and the industry of beer-alcohol-beverage.
6. Are management and the use of capital, property, land, the resources allocated by the State to perform business tasks and must be conserved, developed the resources.
7. Enjoy the mode of subsidy, subsidies and the other mode as specified by the Government.
Article 39. For The industry: 1. With state management functionality and technical-economic sector, The dominant corporations: a) issued the standard product: standard technology, including equipment, equipment imports, the level of technical-economic level and direct examination supervision Of the company on the implementation of the standards and norms;
b) issued planning and construction, the economic development industry-engineering and direct examination Of the company on the implementation of the master plan;
c) Corporation, is responsible for implementation of the provisions of the above and are recommendations to The relevant content, and comes on; get suggestions about solutions, mechanisms, policies and governance for the Corporation; enjoy the mode of subsidy, subsidies and other modes as defined by the State and by the Ministry.
2. With the tasks assigned by the State to make some functions of the owner, The dominant corporations: a) to establish, split, reorganize, dissolve the Corporation under the authorization of the Prime Minister;
b) approval of the Charter, the additional content, modifying the Charter of the Corporation;
c) appointment, dismissal, reward, or discipline the President and the members of the Board, General Director; election of representatives to join the Board and the Board of control of the Corporation.
d) in cooperation with the State Agency Affairs capital and other resources for the Corporation; check the operation of the Corporation; The Corporation is responsible for the report under the provisions of the State and other reports as requested by the Ministry.
DD) the direction Of the company in ensuring the State's large balance; meet the needs of the market of the goods, essential services under the provisions of the State where the Corporation is in business to stabilize prices;

e) Of the company also dominated, checking, monitoring of the different functions within the scope prescribed by law.
Article 40. 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 financial, accounting, tax accounting, organizational and accounting;
b) in compliance with the Executive and the mode of financial management, property, use of capital for business.
2. The Ministry of finance is the Government agency entrusted to make some functions of the owner, dominates the Corporation regarding: a) determines the capital, resources and other resources which the State Affairs Management Corporation for use.
b) check the use, conservation, development capital and other resources are delivered in the course of operations, are expressed through the annual financial report;
c) issued financial regulation model applies to corporations and through financial regulation before the Corporation's Chairman of the Board of registration issued.
3. The Corporation subject to the check, the financial inspection and other issues of the Ministry of finance.
4. The Corporation has the right to propose solutions, mechanisms, fiscal policy, credit and other content relevant to the Corporation and the industry of beer-alcohol-beverage.
Article 41. Ministries, ministerial agencies, other government agencies, as a State Agency, dominates the Corporation regarding: 1. the implementation of the technical-economic norms, product standards, product quality consistent with industry standards, relevant national standards.
2. implementation of the provisions on the protection of the environment.
3. Participate in appraising investment projects according to the strategy, the development of the technical-economic sector and regional economic planning.
4. implementation of the provisions regarding foreign relations and import and export.
5. Ensure the implementation of these rights, the obligation for workers under the provisions of the law.
6. The Corporation is subject to the checking, monitoring of these bodies on the field in the function has been the law for the Agency.
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 with respect to the people's Council, committees of the levels prescribed by the law.
 
Chapter X REORGANIZATION, DISSOLUTION, bankruptcy Article 43. The reorganization Of the company by the Board recommended to the Minister of industry to review the decision.
Article 44. The Corporation was abolished in the case of the Minister of industry saw no need to maintain the Corporation. The dissolution Of the company done by Decree No. 50/CP dated 28 August 1996 by the Government on establishment, reorganization, dissolution and bankruptcy of State enterprises and circular No. 66/2002/TT-BTC dated 6 August 2002 of the Ministry of finance guidelines, financial procedures when the dissolution of State enterprises.
Article 45. The reorganized, split, enter, and established new subsidiaries Of the company by the Board recommended to the Minister of industry to review the decision.
Article 46. If the Corporation and the subsidiaries Of the company losing the ability to pay debt due then processed according to the provisions of the law on enterprise bankruptcy.
 
Chapter XI ENFORCEMENT CLAUSE to article 47. The Charter consists of 11 chapters, 49, applied for Beer-Alcohol-Beverage.
All individuals, subsidiaries of the Corporation is responsible for the implementation of this Charter.
Article 48.
1. The members of the Corporation pursuant to the law on State enterprises, this Charter to build the Charter or bylaws of organization and operation of the unit, to the Director General of the Board Of the company for approval.
The Charter and bylaws of the unit members were not contrary to the Charter.
2. in case of need to supplement, modify this Charter, the Board of the Minister of industry.
The unit members as modified, supplemented the Charter or bylaws of organization and their activities, by the Director General of the Board 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, the continued and the city decided to establish business members have other rules with this Charter, if the Government and the Minister of industry for permission, then follow this rules./.
 
Annexes (attached to the Charter and organization of the activity Of the company the beer-Alcohol-Beverage Hanoi).
I. The MEMBER UNITS Of The CORPORATION Of BEER-ALCOHOL-BEVERAGE HANOI 1. Thanh Hoa Beer Company: headquarters: road 152 Quang Trung, Thanh Hoa city;
Telephone (037) 852131;
Fax: (037) 853270.
2. Wine Company Hanoi head office: 94 casting furnaces, Hai BA Trung district, Hanoi;
Phone: (04) 9713249;
Fax: (04) 8212662.
3. Haiphong glass co., Ltd: Head Office: 15 NGO Quyen Street, NGO Quyen district, Hai Phong city;
Phone: (031) 837257;
Fax: (031) 837137.
4. Trading and service company of beer-Alcohol-Beverage Hanoi: Head Office: 94 casting furnaces, Hai BA Trung district, Hanoi;
Phone: (04) 8210540;.
Fax: (04) 8211764.
5. Research Institute of Alcohol-beer-soft drink: headquarters: 389 lane Truong Dinh, Hai BA Trung district, Hanoi;
Phone: (04) 6621728;
Fax: (04) 6621727.
II. The VENTURE UNITS of FOREIGN companies with limited liability as a Director of San Miguel Haiphong glass: main office: 17A Ngo Street, NGO Quyen district, Hai Phong city;
Phone: (031) 837163;
Fax: (031) 826328.