What are regulations on contracts and transactions between SCIC of Vietnam and related persons?

What are regulations on contracts and transactions between SCIC of Vietnam and related persons?

Pursuant to Article 40 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating contracts and transactions between SCIC of Vietnam and related persons as follows:

1. Contracts and transactions between SCIC and the following persons shall be subject to decisions issued by the Board of Directors, the Director General and Comptrollers of SCIC according to the majority rules under which each person holds a vote:

a) Company’s owners and their related persons;

b) Members of the Board of Directors, Director General and Comptrollers;

c) Persons related to those persons stipulated in point b of this clause;

d) Managers for company’s owners, persons authorized to appoint such managers;

dd) Persons related to those persons stipulated in point b of this clause.

SCIC’s legal representatives must inform the Board of Directors and Comptrollers of persons involved in these contracts and transactions, enclosing draft contracts or major contents of these transactions.

2. Unless otherwise required by the SCIC’s Charter, the Board of Directors and Comptrollers shall be obligated to decide whether these contracts or transactions are accepted within 10 days of receipt of such notification according to the majority rules under which each participating person may cast a vote; interested persons shall not have voting rights.

3. Contracts or transactions prescribed in clause 1 of this Article shall be approved only when the following requirements are satisfied:

a) Parties entering into contracts or performing transactions are legal persons that are independent, have separate rights, obligations, property and interests;

b) Contractual or transactional prices are market prices determined when these contracts are signed or these transactions are performed;

c) Owners must comply with laws on contracts and other regulations on purchase, sale, lease or rental transactions between SCIC and owners.

4. If contracts or transactions which are invalidated and handled in accordance with laws are effected in breach of regulations laid down in clause 1 of this Article, SCIC’s legal representative and contracting parties shall be obliged to pay compensations for any loss incurred and reimburse profits gained from execution of these contracts or transactions to SCIC.

What are regulations on deputy Directors General, Chief Accountant of SCIC of Vietnam?

Pursuant to Article 41 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating deputy Directors General, Chief Accountant of SCIC of Vietnam as follows:

1. Appointment, contracting, termination of contracts with, dismissal, substitution, discharge, rewarding and sanctioning of SCIC's Deputy Directors General and Chief Accountant shall be subject to SCIC’s decision issued upon the request of SCIC’s Director General.

The number of Deputy Directors General shall be restricted to 5 persons. In case where more than 05 Deputy Directors General are needed, SCIC shall request the Ministry of Finance to petition the Prime Minister to seek his decision.

2. Deputy Directors General shall be charged with assisting SCIC's Director General in governing SCIC according to their duties assigned and their authority delegated by the Director General; shall be accountable to the Director General and laws for performing their assigned or entrusted tasks.

3. SCIC’s Chief Accountant shall assume the prime responsibility for SCIC’s accounting and statistical activities; shall assist SCIC’s Director General to carry out financial supervision over all of SCIC’s business in accordance with laws on finance and accounting; shall be held accountable to the Director General and Board of Directors and laws for carrying out assigned duties and delegated authority.

4. Deputy Directors General and Chief Accountant shall be appointed and contracted to the term of office lasting for 5 years at maximum and may be re-appointed or granted a renewal of their employment contracts.

5. Compensation packages, responsibility allowances and bonuses granted to Deputy Directors General and Chief Accountant shall be subject to laws and SCIC’s regulations.

What are regulations on assisting machinery of SCIC of Vietnam?

Pursuant to Article 42 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating assisting machinery of SCIC of Vietnam as follows:

1. SCIC’s assisting apparatus is composed of different operations departments established under the decision of the Board of Directors upon the Director General’s request.

2. These departments shall play their roles in advising and assisting the Board of Directors and the Director General in performing SCIC’s assigned duties.

3. The Director General shall make decision on appointment, re-appointment, discharge, resignation or contracting, termination of contracts with, rewarding and disciplining of persons holding managerial positions in these departments, and shall regulate functions and duties of these departments under his/her authority delegated by the Board of Directors.

Best regards!