What are regulations on organization of auction for wholly state-owned enterprises in Vietnam?

What are regulations on organization of auction for wholly state-owned enterprises in Vietnam?

Pursuant to Article 26 of the Decree 23/2022/NĐ-CP stipulating organization of auction for wholly state-owned enterprises in Vietnam as follows:

1. After the plan for selling the entire enterprise has been approved, the owner’s representative agency shall publish on its website and on the specialized property auction website information about the selection of property auction organization, and carry out selection of qualified property auction organization in accordance with Article 56 of the Law on property auction.

2. The owner’s representative agency shall conclude the auction service contract with the selected auction organization. The auction service contract shall include the primary contents prescribed in Article 33 of the Law on property auction.

3. Within 05 working days from the day on which the authority or organization competent to decide the sale of the entire enterprise announces the starting price, the professional auction organization shall make information about the property auction publicly available in accordance with Article 57 of the Law on property auction.

4. Procedures for auction of the enterprise shall be carried out following the ascending-bid auction method prescribed in Chapter III of the Law on property auction.

5. In case only one person registers for participation in the auction, attends the auction, offers bid or accepts the price, the provisions of Article 49 of the Law on property auction shall apply.

In case of sale of the entire enterprise accompanied by the land use rights over the land plot allocated by the State with collecting land levies or leased in accordance with regulations of the Land Law, if only one person registers for participation in the auction, attends the auction, offers bid or accepts the price, the auction shall be considered unsuccessful as prescribed in Article 52 of the Law on property auction, and another auction must be conducted. If the third auction is conducted but still unsuccessful, the owner’s representative agency shall report the case to the Prime Minister for consideration.

What are responsibilities of the Prime Minister and the owner’s representative agency when selling an wholly state-owned enterprise in Vietnam established under the Prime Minister’s decision?

Pursuant to Clause 1 Article 27 of the Decree 23/2022/NĐ-CP stipulating responsibilities of the Prime Minister and the owner’s representative agency when selling an wholly state-owned enterprise in Vietnam established under the Prime Minister’s decision as follows:

a) The Prime Minister shall consider approving the plan for selling the entire enterprise at the request of the owner’s representative agency and on the basis of appraisal report given by the Ministry of Finance and opinions given by the Ministry of Planning and Investment, the Ministry of Home Affairs, the Ministry of Justice, the Ministry of Labor, War Invalids and Social Affairs, and supervisory ministry.

b) The owner’s representative agency shall decide to select a qualified financial intermediary to provide valuation consulting service, and directly sign or authorize the enterprise to sign valuation consulting service contract; select and conclude contract with the auction organization; consider giving approval for the plan for use of existing employees and settlement of benefits to redundant employees; publish enterprise value; submit the plan for selling the entire enterprise to the Prime Minister for approval; consider giving approval for statements of financial accounts, costs incurred from the sale of the entire enterprise, payments made to redundant employees, and proceeds from the sale of the entire enterprise; consider giving approval for enterprise selling results and conclude the contract for sale and purchase of the entire enterprise; notify the completion of the sale of the entire enterprise;

c) The owner’s representative agency shall settle difficulties, complaints and denunciations concerning the sale of the entire enterprise within its competence and in accordance with regulations of law in force; consider issuing decisions on payment of costs incurred from the sale of enterprise in case the sale of the entire enterprise is unsuccessful or suspended;

d) The owner’s representative agency shall instruct and inspect the sale of the entire enterprise according to the contents prescribed in Articles 25, 26 and 29 of this Decree.

What are responsibilities of the owner’s representative agency when selling the entire wholly state-owned enterprise in Vietnam established under its decision or that it is assigned to manage?

Pursuant to Clause 2 Article 27 of the Decree 23/2022/NĐ-CP stipulating responsibilities of the owner’s representative agency when selling the entire wholly state-owned enterprise in Vietnam established under its decision or that it is assigned to manage as follows:

a) The owner’s representative agency shall decide to select a qualified financial intermediary to provide valuation consulting service, and directly sign or authorize the enterprise to sign valuation consulting service contract; select and conclude contract with the auction organization; publish enterprise value; consider giving approval for the plan for selling the entire enterprise; consider giving approval for statements of financial accounts, costs incurred from the sale of the entire enterprise, payments made to redundant employees, and proceeds from the sale of the entire enterprise; consider giving approval for enterprise selling results and conclude the contract for sale and purchase of the entire enterprise; notify the completion of the sale of the entire enterprise;

b) Perform the contents specified in Points c and d Clause 1 of this Article.

What are responsibilities of the sold wholly state-owned enterprises in Vietnam?

Pursuant to Clause 3 Article 27 of the Decree 23/2022/NĐ-CP stipulating responsibilities of the sold wholly state-owned enterprises in Vietnam as follows:

a) Proactively prepare the documents prescribed in Point a Clause 1 Article 25 of this Decree; organize settlement of financial issues and enterprise valuation in accordance with regulations of law;

b) Request the owner’s representative agency to make decision or consider giving approval within its competence for the contents specified in Point b Clause 1 of this Article (in case of an enterprise established under the Prime Minister’s decision) or Point a Clause 2 of this Article (in case of an enterprise established under decision of the owner’s representative agency or that it is assigned to manage).

c) Conclude the enterprise valuation consulting service contract with authorization of the owner’s representative agency;

d) Provide convenient conditions for persons registering for purchase of the enterprise to survey and access the documents as prescribed in Clause 1 Article 28 of this Decree;

dd) Organize the implementation of the plan for selling the entire enterprise according to auction method as prescribed in Article 26 of this Decree; submit report on sale of enterprise to the owner’s representative agency;

e) Transfer assets, records/books and relevant documents to the auction winner;

g) Request the owner’s representative agency to consider issuing decisions on payment of costs incurred from the sale of enterprise in case the sale of the entire enterprise is unsuccessful or suspended.

Best regards!