New regulations on establishment of enterprises with 100% state-owned capital

The Government has just issued Decree 23/2022/ND-CP on the establishment, rearrangement, ownership conversion and transfer of the right to represent the owner in enterprises in which 100% charter capital is held by the State. It stipulates the following conditions and documents for establishment of enterprises in which 100% capital is held by the State:

New regulations on establishment of enterprises with 100% state-owned capital

New regulations on the establishment of enterprises with 100% state-owned capital (Illustration image)

1. Conditions for establishing an enterprise in which 100% capital is held by the State

According to Article 4 of Decree 23/2022/ND-CP , enterprises with 100% charter capital held by the State may only be considered for establishment when fully meeting the following conditions:

- Having an operating industry or field within the scope of state capital investment to establish an enterprise in accordance with the law on management and use of state capital invested in production and business in enterprises.

- Ensure sufficient charter capital according to regulations, specifically:

+ Enterprises must have a charter capital of not less than 100 billion VND when established.

+ In case of doing business in lines and trades that require legal capital, in addition to the above conditions, the charter capital of the enterprise upon establishment must not be lower than the legal capital level prescribed for that business line.

+ For enterprises providing essential public products and services, ensuring social security, or operating in a number of industries, fields or geographical areas that require capital investment from the State to establish an enterprise, the operating capital shall be the rate may be lower than 100 billion dong but not lower than the legal capital level prescribed for business lines and industries requiring legal capital.

- Have a valid profile as prescribed.

- The establishment of an enterprise must conform to the national socio-economic development strategy and plan, and the national sector plan.

2. Dossier of application for establishment of an enterprise in which 100% capital is held by the State

2.1 For enterprises established by the Prime Minister's decision

According to Clause 1, Article 6 of Decree 23/2022/ND-CP , the application file for establishment of an enterprise established by the Prime Minister's decision includes:

- An application for the establishment of an enterprise;

- The enterprise establishment project includes the following main contents:

+ Legal grounds, objectives and necessity of enterprise establishment;

+ Name, organizational model of enterprise management and operation time;

+ The location of the enterprise's head office, the location of the production and business establishment and the area of ​​land to be used; branches, representative offices (if any);

+ Tasks assigned by the State; business; the list of products and services provided by the enterprise;

+ Assess the suitability of enterprise establishment with the national socio-economic development strategy, plan, and sector planning;

+ Market situation, demand and market prospects for each type of product or service provided by the enterprise; technology to be applied to production and business activities; production, business and investment and development plans for 5 years after its establishment;

+ Charter capital level; expected total investment capital;...

+ Expected economic consequences, social efficiency;

+ Expected supply of labor, raw materials, materials, energy, technology,...

- Draft charter of the enterprise specified in Clause 4, Article 6 of Decree 23/2022/ND-CP .

2.2 For enterprises established by decision of the agency representing the owner

Clause 2, Article 6 of Decree 23/2022/ND-CP stipulates that the documents submitted to the Prime Minister for consideration and approval of the policy upon establishment of an enterprise established by the decision of the owner's representative agency include:

- An application for the establishment of an enterprise;

- Business establishment project with the above contents.

Note: In case the establishment of an enterprise is associated with the formation of an investment project, investment procedures shall comply with the provisions of the law on investment.

Decree 23/2022/ND-CP takes effect from June 1, 2022; replace Decree 172/2013/ND-CP and Decree 128/2014/ND-CP .

Jewel

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