Circular No. 03/2012/TT-BNV guiding the implementation of Decree No. 66/2011/NĐ-CP dated August 1, 2011 of the Government on the application of the Civil Servants Law to leadership and management positions in state-owned limited liability companies with one member and enterprises with state capital contributions.

CIRCULAR

Guidelines for Implementing Decree No. 66/2011/NĐ-CP dated August 1, 2011 of the Government on the application of the Law on Cadres and Civil Servants to leadership and management positions in state-owned limited liability companies with one member and persons appointed as representatives of state capital in enterprises with state participation

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Pursuant to Decree No. 48/2008/NĐ-CP dated April 17, 2008 of the Government stipulating the functions, tasks, powers, and organizational structure of the Ministry of Home Affairs;

Pursuant to Decree No. 66/2011/NĐ-CP dated August 1, 2011 of the Government on the application of the Law on Cadres and Civil Servants to leadership and management positions in state-owned limited liability companies with one member and persons appointed as representatives of state capital in enterprises with state participation (hereinafter referred to as Decree No. 66/2011/NĐ-CP);

Pursuant to Decree No. 86/2006/NĐ-CP dated August 21, 2006 of the Government amending and supplementing certain articles of Decree No. 132/2005/NĐ-CP dated October 20, 2005 of the Government on the implementation of rights and obligations of state owners towards state-owned companies;

Considering the proposal of the Director of the Cadre and Civil Servant Department, Ministry of Home Affairs;

The Minister of Home Affairs issues this Circular guiding the implementation of Decree No. 66/2011/NĐ-CP.

PART I
STANDARDS, CONDITIONS, PROCEDURES, AND FORMALITIES FOR APPOINTMENT, REAPPOINTMENT, RESIGNATION, REMOVAL, DESIGNATION OF REPRESENTATIVES, AND DISCIPLINARY MEASURES AGAINST ENTERPRISE MANAGERS AND REPRESENTATIVES APPOINTMENT, REAPPOINTMENT, RESIGNATION, REMOVAL, DESIGNATION OF REPRESENTATIVES DISCIPLINARY MEASURES AGAINST ENTERPRISE MANAGERS AND REPRESENTATIVES REAPPOINTMENT, RESIGNATION, REMOVAL OF ENTERPRISE MANAGERS AND DESIGNATION OF REPRESENTATIVES

Section 1
STANDARDS, CONDITIONS, PROCEDURES, AND FORMALITIES FOR APPOINTMENT, REAPPOINTMENT, RESIGNATION, REMOVAL, DESIGNATION OF REPRESENTATIVES, AND DISCIPLINARY MEASURES AGAINST ENTERPRISE MANAGERS AND REPRESENTATIVES REAPPOINTMENT, RESIGNATION, REMOVAL OF ENTERPRISE MANAGERS AND DESIGNATION OF REPRESENTATIVES REAPPOINTMENT, RESIGNATION, REMOVAL OF ENTERPRISE MANAGERS AND DESIGNATION OF REPRESENTATIVES

Article 1. Standards and Conditions for Appointment

1. Meeting the general standards for leadership and management positions as prescribed by the Party and State.

2. Specific standards and conditions are as follows:

a) Graduated from university or higher; possessing certificates of training and enhancement in politics, specialty, and foreign languages suitable to the requirements of the position to be appointed;

b) If the person proposed for appointment is within the enterprise's planning, they must have at least three years of practical work experience in another enterprise or related to business management if not within the enterprise's planning;

c) For initial appointments, the person must ensure a working period of one term of five years (60 months), for the position of supervisory board member, it is three years (36 months);

d) Enterprise managers who have been disciplined with dismissal, after the disciplinary decision expires and are considered for reappointment to leadership and management positions, their age for reappointment shall be implemented according to the initial appointment regulations.

3. Not appointing to managerial positions in any of the following cases:

a) During the period under consideration for disciplinary action;

b) During the execution of a disciplinary decision from a warning or higher, they cannot be appointed to a higher position;

c) Previously disciplined with dismissal due to corruption.

Article 2. Procedures and Formalities for Appointment

1. For positions within the Prime Minister’s authority to appoint, the Board of Directors shall submit a written request regarding the position, number of people proposed for appointment, and planned job assignments to the relevant ministry for submission to the Prime Minister, simultaneously sending to the Ministry of Home Affairs for review and submission to the Government Party Central Committee and the Prime Minister.

2. In cases where the competent authority is currently conducting inspections or audits, the competent authority shall consult with the head of the inspection or audit team before making an appointment; for positions within the Prime Minister’s authority, the relevant ministry shall consult with the head of the inspection or audit team before submitting to the Prime Minister for consideration and decision.

3. For those proposed for appointment within the enterprise's planning, after obtaining written approval from the competent authority on the principle, the Board of Directors or the Company Chairman shall organize the procedures and formalities as follows:

a) The Board of Directors or the Company Chairman convenes a meeting to introduce one to three candidates for each position to be appointed (with comments and evaluations of each candidate);

b) Organize a secret ballot, participants include: the Board of Directors or the Company Chairman; General Manager (Director); Deputy General Manager (Deputy Director); Chief Accountant; Supervisory Board Member; Heads and Deputy Heads of Departments (divisions) and equivalent positions; Heads of units under the Group or Corporation; Standing Committee of the Party Committee; Trade Union Chairperson of the Group or Corporation; Secretary of the Party Committee, Board of Directors or Company Chairman, General Managers of wholly state-owned enterprises under the Group or Corporation; representatives of the Group or Corporation's capital in joint-stock companies controlled by the Group or Corporation;

c) The chairperson of the meeting outlines the appointment requirements, the standards for the position to be appointed, the list of candidates introduced by the Board of Directors or the Company Chairman, summarizes the curriculum vitae, comments, evaluations, and development prospects of the candidates, plans job assignments for the candidates, candidates present their action programs if appointed, record ballots without signing names. The results of the confidence vote are important references but not the sole basis for appointment decisions;

d) The relevant ministry leads and coordinates with the Ministry of Home Affairs to organize confidence votes for the position of Chairman of the Board of Directors or Company Chairman within the Prime Minister’s authority to appoint;

đ) The Board of Directors or the Company Chairman is responsible for organizing confidence votes for Board of Directors members and General Managers, with the participation of the relevant ministry and the Ministry of Home Affairs. The organization responsible for collecting and preserving ballots maintains confidentiality;

e) The Board of Directors or the Company Chairman considers and concludes new issues arising (if any) and seeks opinions from the Standing Committee of the Party Committee or the Party Committee at the same level (hereinafter referred to as the Party Committee).

g) The Party's Central Committee provides comments and evaluations (agreeing or disagreeing) for each person proposed for appointment in writing to the Board of Directors or the Chairman of the company regarding the person proposed for appointment;

h) Based on the opinions of the Party's Central Committee, the Board of Directors discusses, comments, evaluates, and votes (by secret ballot) on each person proposed for appointment. The person proposed for appointment must be approved by a majority of the members of the Board of Directors. In case there is an equal number of votes for a particular position, the person recommended by the Chairman of the Board of Directors or the Chairman of the company shall be selected;

i) The Board of Directors or the Chairman of the company decides to appoint or prepares a report requesting the competent authority to consider and appoint;

4. For persons proposed for consideration and appointment from outside the enterprise, after the competent authority has issued a written agreement on the policy, procedure, and process, it will be organized and implemented as follows:

a) The Chairman of the Board of Directors or the Chairman of the company exchanges opinions with the Party's Central Committee, then convenes a meeting to propose or exchange opinions (in writing) about the person proposed for appointment by the competent authority;

b) Based on the need for appointment, the Chairman of the Board of Directors or the Chairman of the company issues a written opinion exchange with the leadership of the agency or unit where the person proposed for appointment works; meets the person proposed for appointment to discuss job requirements;

c) The Party's Central Committee provides comments and evaluations (agreeing or disagreeing) for each person proposed for appointment in writing to the Chairman of the Board of Directors or the Chairman of the company;

d) The Board of Directors discusses, comments, evaluates, and votes (by secret ballot) on the person proposed for appointment; the person proposed for appointment must be approved by a majority of the members of the Board of Directors;

đ) The Chairman of the Board of Directors or the Chairman of the company issues a decision to appoint or prepares a report requesting the competent authority to consider and decide;

5. For cases of establishing a new enterprise or due to merger, conversion of organizational model of the enterprise:

a) In the case of establishing a new enterprise, the competent authority exchanges opinions with the Party's Central Committee, then agrees with the leadership and management of the enterprise that is expected to transfer or appoint personnel before making a decision to transfer or appoint;

b) In the case of merger or conversion of organizational model of the enterprise where the new organization has the same level as the old enterprise, if the enterprise manager continues to be appointed to hold a similar position to their previous position, the term of appointment will be calculated from the date of appointment to the new position;

c) In the case of merger or conversion of organizational model where the new organization is at a higher level, the appointment of the enterprise manager will be carried out according to the initial appointment procedures;

d) In the case where the enterprise manager falls under the Prime Minister's authority to appoint, the Board of Directors or the Chairman of the company prepares a report and dossier to submit to the Minister of the relevant industry department for the industry department to report to the Prime Minister; simultaneously sending to the Ministry of Home Affairs for review and reporting to the Prime Minister for consideration and decision;

6. The report proposing appointment by the Board of Directors or the Chairman of the company sent to the competent authority clearly states the need for appointment, a summary of the resume, comments, evaluations, and the results of the Board of Directors' trust vote. The appointment proposal dossier includes:

a) A resume form for cadres and civil servants model 2C-BNV/2008 issued together with Decision No. 02/2008/QĐ-BNV dated October 6, 2008, of the Minister of Home Affairs (hereinafter referred to as Form 2C-BNV/2008), with a 4x6 cm photo attached (taken within three months from the date of dossier preparation) confirmed by the managing authority;

b) A self-assessment of work experience;

c) An assessment by the Board of Directors or the Chairman of the company (on strengths and weaknesses);

d) An assessment (agreeing or disagreeing) by the Party's Central Committee with the result of the trust recommendation vote;

đ) An assessment by the Party's Central Committee or local government as stipulated;

e) A consolidated record (ballot counting) of recommendation and trust votes for key officials;

g) A declaration of assets;

h) A declaration of sources for children's overseas education (if applicable);

i) Copies of educational certificates and training certificates (certified or stamped by the original issuing authority);

k) Inspection, audit, complaint resolution conclusions and related documents for the person proposed for appointment (if applicable);

7. For positions under the Prime Minister's authority to appoint, the relevant industry department prepares a report to the Prime Minister, including: reasons for appointment, a summary of the resume, comments, evaluations, proposed assignments, and the results of the trust vote by the industry department's leadership, along with the above-mentioned appointment dossier and sends it to the Ministry of Home Affairs for review and reporting to the Prime Minister for consideration and decision.

Article 3. Reappointment

1. Age for reappointment:

a) For business management personnel who have worked for at least three years (36 months), and for supervisory positions which have worked for at least two years (24 months) before reaching retirement age, if they are reappointed, the term of appointment will be calculated up to the retirement age as prescribed;

b) For business management personnel who have worked less than two years (24 months), and for supervisory positions which have worked less than one year (12 months) before reaching retirement age, the competent authority shall consider and decide to extend the time holding leadership positions or not hold leadership positions to work professionally until the retirement age as prescribed.

2. Procedures and formalities for reappointment:

a) Three months prior to the reappointment deadline, the Chairman of the Board of Members or the Company Chairman shall notify the business management personnel, and for the position of Chairman of the Board of Members or Company Chairman, the Ministry managing the industry shall notify and proceed with the procedures and formalities for considering reappointment;

b) The procedures and formalities for reappointment shall be carried out as prescribed in Clause 2 and Points b, c, d, đ, e, g, h, i of Clause 3, Article 2 of this Circular;

c) Business management personnel shall self-assess their performance of duties during the period of holding the position before the key cadres meeting;

3. Based on the opinions of the Party Committee, the Board of Members or the Company Chairman shall assess and provide recommendations on reappointment or non-reappointment within five years of assuming the position, and make decisions or propose to the competent authority to consider and decide on reappointment or non-reappointment;

4. The proposal and dossier for reappointment shall be implemented as for the first appointment, as prescribed in Clause 6, Article 2 of this Circular.

Article 4. Resignation, Removal

1. In cases where the competent authority is currently conducting inspections or audits, the competent authority shall exchange opinions with the head of the inspection or audit team before considering and deciding on resignation or removal of positions under the Prime Minister's authority or the industry management ministry shall exchange opinions with the head of the inspection or audit team before submitting to the Prime Minister for decision on resignation or removal;

2. During the tenure, if business management personnel self-assess that they do not meet the health and capability conditions to fulfill assigned responsibilities or have other reasons to request resignation, they shall submit a report to the Board of Members or the Company Chairman for consideration and decision or propose to the competent authority for consideration and decision. After resignation, business management personnel may be arranged for other work or resolved according to regulations. Until a decision on resignation is made, they must comply with all regulations and complete assigned tasks.

3. If business management personnel resign due to consecutive two-year losses (not achieving the profit rate target on state investment capital for two consecutive years or being in a loss-profit alternating situation but unable to rectify it) or have violations not severe enough for dismissal but no longer have the credibility to hold the position, the Board of Members or the Company Chairman shall consider and decide on removal or propose to the competent authority to decide on removal and arrange other work without waiting for the end of the appointment term.

4. The proposal for resignation or removal from the Board of Members or the Company Chairman submitted to the competent authority shall include reasons, assessments, and evaluations of strengths and weaknesses of the business management personnel requesting resignation or removal. The dossier for resignation or removal includes:

a) A resignation letter or a letter requesting to resign from the position;

b) A resume of officials and civil servants (model 2C-BNV/2008);

c) Assessments and evaluations by the leadership collective, including reasons for resignation or removal;

d) Self-assessment and evaluation by the business management personnel;

đ) Minutes of the Board of Members or Company Chairman meetings and related documents (if any).

Article 5. Appointment of Representatives

1. The term for appointing representatives shall be calculated from the date of the Shareholders' Meeting electing the Board of Directors and according to the term of the Shareholders' Meeting. For representatives who still have at least three years (36 months) of work before reaching retirement age, if reappointed, the term of appointment shall be calculated until the retirement age.

2. Procedures and formalities for appointing representatives:

a) In cases where the competent authority is currently conducting inspections or audits, the appointing authority shall exchange opinions with the head of the inspection or audit team prior to considering and deciding on the appointment of representatives;

b) A proposal from the advisory department to the competent authority regarding the policy of appointing representatives;

c) The appointing authority shall conduct reviews, evaluations, and approval through the leadership collective to introduce representatives to run for leadership positions in other enterprises; if elected, the appointing authority shall issue a decision assigning tasks and responsibilities to the representative to report for duty at the enterprise they were elected to and hold the position as determined by the Shareholders' Meeting.

3. Rights and responsibilities of representatives include:

a) Representatives shall enjoy rewards, training, and other benefits and policies as stipulated by current laws and the enterprise;

b) If representatives cease their duties without violating the law, the owner shall be responsible for arranging appropriate work assignments or implementing policies as prescribed by law;

c) Representatives shall fulfill the policies and regulations of the Party and the State and the enterprise's rules. Violations will result in disciplinary actions, compensation, and restitution as prescribed in this Circular and other relevant laws.

4. Proposals and files for appointing representatives shall be implemented as prescribed in Clause 6, Article 2 of this Circular.

Section 2
DISCIPLINE

Article 6. Procedure for Disciplinary Council Meetings

1. Preparation for Disciplinary Council Meetings:

a) At least seven working days before the Disciplinary Council Meeting, the summons must be sent to the enterprise manager or representative who has violated the law;

b) If the enterprise manager or representative who has violated the law is absent, they must provide a valid reason approved by the competent authority. If the enterprise manager or representative who has violated the law is absent after two summonses, the third summons will be issued, and if they remain absent, the Disciplinary Council will proceed with the meeting and recommend disciplinary measures;

c) The Secretary of the Disciplinary Council,兼任纪律委员会秘书的委员，负责准备与纪律处分有关的文件和记录纪律委员会会议纪要；

d) The files for disciplinary proceedings submitted to the Disciplinary Council include: self-criticism statements, brief resumes of the enterprise managers or representatives who have violated the law; minutes of the meeting for criticism of the enterprise managers or representatives, and other related documents (if any).

2. Procedures and formalities for organizing Disciplinary Council Meetings:

a) The Chairman of the Disciplinary Council announces the reasons and introduces the participants;

b) The Secretary of the Disciplinary Council reads the brief resumes of the enterprise managers or representatives who have violated the law and other related documents;

c) The enterprise manager or representative who has violated the law reads the self-criticism statement. If the enterprise manager or representative who has violated the law is absent, the Secretary of the Disciplinary Council will read it on their behalf; if the enterprise manager or representative who has violated the law does not prepare a self-criticism statement, the Disciplinary Council will continue with the remaining procedures of the meeting as stipulated in this clause;

d) Members of the Disciplinary Council and attendees express their opinions;

e) The enterprise manager or representative who has violated the law expresses their opinion; if the enterprise manager or representative who has violated the law does not express an opinion or is absent, the Disciplinary Council will continue with the remaining procedures of the meeting as stipulated in this clause;

f) The Disciplinary Council votes secretly to recommend disciplinary measures;

g) The Chairman of the Disciplinary Council announces the results of the secret ballot and approves the minutes of the meeting;

h) The Chairman of the Disciplinary Council and the Secretary of the Disciplinary Council sign the minutes of the meeting.

3. If multiple enterprise managers or representatives within the same enterprise violate the law, the Disciplinary Council will convene to examine and impose disciplinary measures on each case.

4. After the Disciplinary Council Meeting, within five working days, the Chairman of the Disciplinary Council shall submit a proposal to the competent authority recommending disciplinary measures, accompanied by the disciplinary request file including:

a) The self-criticism statement of the person subject to discipline and other related documents;

b) Minutes of the Disciplinary Council Meeting, including the results of the secret ballot of the Disciplinary Council.

5. For positions under the Prime Minister's authority to appoint in limited liability companies established by the Prime Minister's decision, the Board of Members or the Company Chairman shall submit the disciplinary file to the industry management ministry for review and submission to the Prime Minister, while also submitting to the Ministry of Home Affairs for verification and submission to the Prime Minister for consideration and decision.

Article 7. Disciplinary Decision

1. The procedure for issuing a disciplinary decision is as follows:

a) Within five working days from the date of the meeting's conclusion, the Disciplinary Council must submit a written recommendation on disciplinary action (accompanied by the minutes of the Disciplinary Council meeting and the disciplinary processing file) to the competent authority to decide on disciplinary action;

b) Within fifteen working days from the date of receipt of the Disciplinary Council's written recommendation, the competent authority shall issue a disciplinary decision or conclude that the business manager or representative has not violated the law;

c) In cases with complex circumstances, the competent authority deciding on disciplinary action may extend the time limit for disciplinary action according to Clause 2, Article 7 of Decree No. 34/2011/NĐ-CP dated May 17, 2011 of the Government on disciplinary measures for civil servants and bear responsibility for their decisions;

d) In cases where the business manager or representative commits a criminal act punishable by imprisonment without probation, within fifteen working days from the date of receipt of the decision and the effective court judgment, the competent authority deciding on disciplinary action shall issue a decision to terminate employment against the business manager or representative who has violated the law.

2. The disciplinary decision must clearly state the effective date of implementation.

3. After twelve months from the date the disciplinary decision becomes effective, if the business manager or representative does not continue to commit violations warranting disciplinary action, the disciplinary effect will automatically terminate. The managing authority does not need to issue a termination document for the disciplinary effect.

4. The form of disciplinary action must be recorded in the personnel file; related documents concerning disciplinary action shall be kept in the file of the business manager or representative.

Article 8. Complaints about Disciplinary Decisions

A business manager or representative subject to disciplinary action has the right to complain about the disciplinary decision in accordance with the law on complaints.

Article 9. Related Provisions on Disciplinary Action

When considering disciplinary action and implementing disciplinary decisions, the system, policies for business managers and representatives during periods of temporary detention, arrest, and suspension from work shall be applied according to Articles 22, 23, and 24 of Decree No. 34/2011/NĐ-CP dated May 17, 2011 of the Government on disciplinary measures for civil servants.

Section 3
PROVISIONS ON RESPONSIBILITY AND ANNOUNCEMENT OF DECISIONS

Article 10. Responsibilities of the Industry Management Ministry

1. The Industry Management Ministry is responsible for the implementation of procedures, formalities, standards, conditions, qualities, and capabilities of positions under its authority to appoint, reappoint, resign, and dismiss.

2. The Industry Management Ministry is responsible for the implementation of procedures, formalities, standards, and conditions for positions under the Prime Minister's authority to appoint, reappoint, resign, and dismiss.

Article 11. Responsibilities of the Ministry of Home Affairs

The Ministry of Home Affairs is responsible for reviewing the implementation of procedures, formalities, standards, and conditions for appointment, reappointment, resignation, and dismissal of positions proposed by the Industry Management Ministry for the Prime Minister's consideration and decision.

Article 12. Announcing the decision

1. The competent authority shall appoint an organization to announce the decision or authorize the directly managing agency to announce the decision with the participation and witnessing of relevant agencies in the presence of the business manager or the representative of the organization.

2. Information dissemination on mass media shall only be carried out for decisions that have been announced in accordance with the provisions of the law.

Chapter II
LIABILITY FOR COMPENSATION AND REPAYMENT OF THE BUSINESS MANAGER AND REPRESENTATIVE

Section 1
PRINCIPLES FOR HANDLING LIABILITY FOR COMPENSATION AND REPAYMENT

Article 13. Liability for compensation and repayment

In business operations, if the business manager or representative causes economic damage, loss of state capital and assets, or ineffective investment project decisions, they must bear the obligation to compensate and repay according to the provisions of this Circular.

Article 14. Principles for handling liability for compensation and repayment

1. When examining and handling the liability for compensation and repayment of the business manager or representative who has caused economic damage, loss of state capital and assets, it must be based on the nature of the damaging act and the actual extent of asset loss to determine the amount and method of compensation and repayment to the state or the enterprise. The examination and handling of liability for compensation and repayment must ensure objectivity, fairness, and transparency.

2. The business manager or representative who causes damage must fulfill the obligation to compensate and repay according to the decision of the enterprise's head or the competent authority:

a) In cases where the business manager or representative causes damage and then transfers positions, retires, or resigns, they must complete the compensation and repayment before transferring, retiring, or resigning; if they are unable to compensate and repay, the enterprise must cooperate with the new agency, organization, unit, or local government where the person causing damage resides to continue collecting compensation and repayment until the full amount is collected according to the competent authority's decision. If compensation and repayment are not carried out, the enterprise has the right to file a lawsuit with the Court requesting the person causing damage to compensate and repay according to relevant laws;

b) In cases where the business manager or representative who causes damage is sentenced to imprisonment without probation, the enforcement agency is responsible for collecting compensation and repayment according to the court judgment or decision;

c) In cases where multiple business managers or representatives cause economic damage, loss of state capital and assets during business activities and the enterprise compensates, all must jointly bear the responsibility for compensation and repayment based on the actual extent of asset loss and the degree of fault of each individual;

d) In cases where the business manager or representative causes damage and immediately thereafter submits a voluntary application for compensation and repayment which is agreed upon in writing by the competent authority regarding the amount, method, and deadline for compensation and repayment, there is no need to establish a Liability Handling Board as stipulated in Article 16 of this Circular;

e) In cases where material damage occurs due to force majeure confirmed by specialized agencies and the competent authority, the business manager or representative causing damage does not bear the responsibility for compensation and repayment;

3. If the enterprise where the business manager or representative causing damage is dissolved or merged, the agency, organization, or unit succeeding the dissolved or merged entity must continue to collect compensation and repayment until the full amount is collected according to the competent authority's decision.

4. State and enterprise assets damaged due to intentional fault of the business manager or representative causing damage must be fully compensated and repaid. If state and enterprise assets are damaged due to objective reasons or unintentional fault of the business manager or representative causing damage, the competent authority will decide the amount and method of compensation and repayment based on specific circumstances.

Section 2
BOARD, PROCEDURE, AND DOCUMENTS FOR EXAMINING AND HANDLING LIABILITY FOR COMPENSATION AND REPAYMENT

Article 15. Determination of the Value of Damaged Assets

1. When discovering individuals causing economic damage to state assets and business enterprises, verification and assessment of the damage must be organized, and a record of the incident's content must be established as a basis for considering and handling compensation and restitution responsibilities towards the individual causing the damage.

2. The value of damaged assets is determined based on the actual value of the asset (calculated according to market price at the time of occurrence), minus the remaining value of the asset (if any) at the time of occurrence.

3. The enterprise with an individual causing damage shall request the individual to write a report on the incident, propose a resolution; simultaneously, prepare to establish a Compensation and Restitution Responsibility Committee in accordance with Article 18 of this Circular.

Article 16. Compensation and Restitution Responsibility Committee

1. The authorized person must establish a Compensation and Restitution Responsibility Committee to consider and resolve compensation and restitution matters within thirty days from the date of discovering the individual causing damage to state and enterprise assets.

2. The members of the Compensation and Restitution Responsibility Committee include:

a) The Chairman of the Committee is the head or deputy head of the authorized level;

b) One member of the Committee is a representative of the same-level trade union executive board;

c) One member of the Committee is a representative of the unit where the individual causing damage works;

d) One member of the Committee is an expert in relevant economic, technical, and legal fields approved by the authorized level;

e) One member serving as the Secretary of the Committee is a representative of the same-level advisory agency on organization.

Article 17. Tasks and Principles of Operation of the Compensation and Restitution Responsibility Committee

1. The Compensation and Restitution Responsibility Committee has the following tasks:

a) Reviewing and assessing the nature of the damaging act; the extent of damage;

b) Determining the responsibility of the individual causing damage and related parties;

c) Advising the head of the authorized level on the amount and method of compensation and restitution;

d) In cases where the Committee discovers that the individual causing material damage has signs indicative of criminal activity, the Committee advises the authorized level to transfer the file to the competent authority for handling in accordance with the law.

2. The Compensation and Restitution Responsibility Committee operates under the following principles:

a) The Committee only convenes when all Committee members are present;

b) During discussion and voting to make decisions, Committee members must be objective, democratic, and comply with legal regulations;

c) Proposals regarding the amount and method of compensation and restitution are made through secret ballot by the Committee and follow the majority principle;

d) The meeting of the Committee is recorded in minutes for the Committee to review, approve, and signed by the Chairman of the Committee;

e) All meetings of the Committee must have the participation of the individual causing damage. If the individual causing damage is absent after being summoned twice by the Committee without a valid reason, then at the third summoning, if the individual continues to be absent, the Committee will still convene to consider and advise on compensation and restitution.

3. The Committee dissolves itself after completing its tasks.

Article 18. Documents and procedures for the Council to handle compensation and repayment responsibilities

1. When examining and resolving compensation and repayment matters, it must be based on the documents handling the compensation and repayment responsibility case, which include:

a) The record of the incident (or the conclusion document of the competent authority);

b) The statement of the person causing damage and those related;

c) Economic and technical documents (if any) of the equipment, devices, or property that was lost, damaged, or harmed;

d) The valuation document of the damaged property according to Clause 2, Article 15 of this Circular;

đ) Other relevant documents (if any).

2. The documents handling the compensation and repayment responsibility must be sent to the members of the Council to handle compensation and repayment responsibility five working days before the meeting for study.

3. The Council to handle compensation and repayment responsibility shall convene to examine and resolve compensation and repayment matters in the following sequence:

a) The Chairman announces the participants;

b) The Council member兼任书记员的委员报告企业管理人员或代表人的损害行为及赔偿金额；

c) The Council listens to the explanation from the enterprise manager or representative who must compensate and hears the opinions of the Council members;

d) The Council discusses and votes secretly on the amount and method of compensation and repayment;

đ) The Chairman announces the result of the secret vote and approves the minutes of the meeting;

e) The Chairman and the Council member兼任书记员的委员签署会议记录。

Section 3
IMPLEMENTATION OF COMPENSATION AND REIMBURSEMENT DECISIONS

Article 19. Time limit for issuing compensation and repayment decisions

1. Within five working days from the date the Council to handle compensation and repayment responsibility votes to approve the amount and method of compensation and repayment, the Chairman of the Council must prepare the meeting records and send them to the head of the enterprise or the competent authority for examination and decision.

2. Based on the recommendation of the Council to handle compensation and repayment responsibility, within ten working days from the date of receipt of the recommendation, the head of the enterprise or the competent authority issues a decision requiring the person causing damage to compensate and repay the damage caused; the decision must clearly state the amount, method, and deadline for compensation and repayment.

Article 20. Complaints about compensation and repayment decisions

1. If the person causing damage and those related disagree with the amount of compensation and repayment approved by the Council to handle compensation and repayment responsibility, they have the right to request the Council to hire experts or organizations for evaluation. The cost of hiring experts or organizations for evaluation shall be borne by the person making the request.

2. The person subject to compensation and repayment responsibility has the right to appeal the compensation and repayment decision of the head of the enterprise or the competent authority in accordance with the law on complaints.

Article 21. Handling enterprise managers or representatives who intentionally fail to fulfill their compensation and repayment obligations

1. Enterprise managers or representatives who intentionally fail to fulfill their compensation and repayment obligations shall be subject to disciplinary action.

2. In cases where the enterprise manager or representative no longer works, the competent authority has the right to initiate proceedings in court.

Chapter III
IMPLEMENTING PROVISIONS

Article 22. Implementation organization

1. The Department of Cadre and Civil Servants of Ministries managing sectors, the Cadre and Civil Servants Board of State Capital Investment Corporation (SCIC), Provincial Departments of Home Affairs under central cities shall organize the dissemination of the contents of this Circular.

2. State Capital Investment Corporation (SCIC), based on the provisions of Decree No. 66/2011/ND-CP and the guidance of this Circular, shall guide the implementation for the subjects who are enterprise managers and representatives at SCIC, subsidiaries directly under SCIC. For state-owned enterprises with capital contributions transferred to SCIC management after shareholding reform by ministries, sectors, and localities, the Board of Directors of SCIC shall have the responsibility to specify detailed regulations in line with the current legal mechanism for managing enterprise managers and representatives. At the same time, they have the responsibility to report to the Prime Minister and competent management agencies on the results of implementation.

Article 23. Effectiveness of Implementation

1. This Circular takes effect from August 15, 2012.

2. Repeal Circular No. 01/2008/TT-BNV dated January 15, 2008, issued by the Ministry of Home Affairs guiding the procedures and formalities for appointing, reappointing, relieving, rewarding, and disciplining Chairmen of Boards of Directors, Board Members, General Managers, Directors, Deputy General Managers, and Deputy Directors of state-owned companies.

Article 24. Responsibility for Implementation

Ministers, Heads of ministerial-level agencies, Heads of government-affiliated agencies, Chairmen of People's Committees of centrally governed cities, and relevant agencies, organizations, and individuals are responsible for implementing this Circular./.