What are regulations on reorganization of State Capital Investment Corporation (SCIC) in Vietnam?

What are regulations on reorganization of State Capital Investment Corporation (SCIC) in Vietnam?

Pursuant to Article 70 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating reorganization of State Capital Investment Corporation (SCIC) in Vietnam as folows:

Forms of SCIC reorganization shall be as follows: Merger, consolidation, splitting, division, transformation and others prescribed by laws.

1. SCIC reorganization shall be subject to the Prime Minister’s decision where necessary upon the request of the Ministry of Finance and shall conform to legally required procedures and documentation requirements.

2. The Prime Minister shall decide specific solutions to SCIC reorganization as per law.

What are regulations on ownership diversification of State Capital Investment Corporation (SCIC) in Vietnam?

Pursuant to Article 71 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating ownership diversification of State Capital Investment Corporation (SCIC) in Vietnam as folows:

1. SCIC must diversify ownership types to the extent that the Prime Minister decides to equitized and transfer part or all of state capital invested in SCIC.

2. Regulatory procedures and documentation requirements for diversification of ownership shall be subject to respective laws on ownership diversification approaches.

What are regulations on dissolution and bankruptcy of State Capital Investment Corporation (SCIC) in Vietnam?

Pursuant to Article 72 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating dissolution of State Capital Investment Corporation (SCIC) in Vietnam as folows:

1. Dissolution of SCIC’s business shall be considered in the following cases:

a) Upon expiration of its lifetime specified in the Charter, no extension decision is granted;

b) Such dissolution is subject to the decision of the Board of Directors after receipt of consent from a competent regulatory authority;

c) Its Enterprise Registration Certificate is revoked;

d) Other circumstances prescribed in law arise.

2. SCIC may be dissolved only to the extent that all debts and other asset-related obligations are paid in full, and SCIC is not falling into the situation in which any dispute that it involves is resolved by a Court or arbitration authority.

3. Dissolution of SCIC’s business must conform to the general program on reorganization, reform and restructuring of state enterprises that the Prime Minister has approved; in case where such dissolution is not prescribed in that program, the Ministry of Finance shall petition the Prime Minister to consider granting his decisions.

Pursuant to Article 73 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating bankruptcy of State Capital Investment Corporation (SCIC) in Vietnam as folows:

In case where SCIC loses capacity to pay debts due, and even though necessary financial actions have been applied but it remains unable to repay these debts, regulations laid down in the Law on Bankruptcy shall be applied.

What are regulations on right of access to SCIC's documents and records in Vietnam?

Pursuant to Article 74 of the organizational and operational charter of state capital investment corporation issued together with the Decree 148/2017/NĐ-CP stipulating right of access to SCIC's documents and records in Vietnam as folows:

1. On a quarterly and annual basis, SCIC shall be responsible for sending reports prescribed by laws to the Ministry of Finance and other related regulatory authorities.

2. In case of emergency, state regulatory authorities and state owner’s representative agencies shall be accorded authority to request (in writing) SCIC to provide any document or record relating to implementation of state management rights and rights of the state owner’s representative agency in accordance with laws and this Charter.

3. Apart from requesting provision of documents and records necessary for preparations for regular meetings of the Board of Directors, the Chairperson and members of the Board of Directors may request the Director General, Deputy Directors General, Chief Accountant or officeholders of SCIC to provide all documents and records relating to implementation of functions and duties of the Board of Directors.

4. SCIC’s Director General shall undertake storage of SCIC’s documents and records under SCIC’s regulations and laws.

5. SCIC’s intra-company employees shall be entitled to get information about SCIC in accordance with regulations laid down in this Charter and laws.

Best regards!