Decision No. 05/2007/QD-BCN On the establishment of Viet Tien Garment Corporation under the Vietnam National Textile and Garment Group

Pursuant to …;

Regarding the establishment of Viet Tien Textile and Garment Joint Stock Companyunder the Vietnam National Textile and Garment Group

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THE MINISTER OF INDUSTRY

Pursuant to Decree No. 55/2003/NĐ-CP dated May 28, 2003 of the Government on the functions, tasks, powers, and organizational structure of the Ministry of Industry;

Pursuant to Circular No. 7599/VPCP-ĐMDN dated December 29, 2006 of the Office of the Government on restructuring the companies: Phong Phu Textile Company, Ha Noi Textile and Garment Company, Viet Tien Garment Company;

Considering the proposal of the Vietnam National Textile and Garment Group at Report No. 28/TĐDM-TCLĐ dated January 9, 2007 and the project for establishing Viet Tien Textile and Garment Joint Stock Company;

At the proposal of the Director of the Personnel and Organization Department.

Pursuant to …;

Article 1. Establish Viet Tien Textile and Garment Joint Stock Company based on the restructuring of Viet Tien Garment Company under the Vietnam National Textile and Garment Group.

Viet Tien Textile and Garment Joint Stock Company (hereinafter referred to as the Corporation) operates according to the holding company-subcompany model within the organizational structure of the Vietnam National Textile and Garment Group.

Article 2Viet Tien Textile and Garment Joint Stock Company is a state-owned enterprise operating under the Law on State-Owned Enterprises, having legal personality, seal, emblem, charter of organization and operation, bank accounts at commercial banks and state treasuries, being self-governing in business activities, and inheriting all legal rights and obligations of Viet Tien Garment Company as stipulated by law.

1. Vietnamese name: Viet Tien Textile and Garment Joint Stock Company;

2. International trade name: VIETTIEN GARMENT IMPORT - EXPORT CORPORATION;

3. Abbreviation: VTEC;

4. Head office: 7 Le Minh Xuan Street, Ward 7, Tan Binh District, Ho Chi Minh City;

5. Business fields of the Corporation:

a) Production of various types of garments;

b) Export and import services, cargo transportation and delivery;

c) Production and trading of textile materials and accessories; machinery, spare parts, and equipment for garment industry; electrical, audio, and lighting equipment;

c) Trading of printing machines, photocopiers, computer equipment; devices, software in the field of computers and technology transfer; telephones, fax machines, telephone systems; air conditioning systems and their spare parts (for domestic and industrial use); household and industrial pumps;

d) Trading of infrastructure investment in industrial zones;

đ) Trading of nutritional drinks and cosmetics;

e) Investment and financial trading;

g) Other business fields as prescribed by law.

6. The registered capital of the Corporation at June 30, 2006 was 129,629,339,233 VND (One hundred twenty-nine billion, six hundred twenty-nine million, three hundred thirty-nine thousand, two hundred thirty-three VND).

7. Management structure of the Corporation: General Director, Deputy General Directors, Executive Director, Chief Accountant, and supporting staff.

8. Rights and obligations of the Corporation; organization and management of the Corporation; relations between the Corporation and its subsidiaries and associated companies; relations between the Corporation and the Vietnam National Textile and Garment Group and competent state agencies are regulated in the Charter of Organization and Operation of the Corporation, the Charter of Organization and Operation of the Vietnam National Textile and Garment Group, and current laws.

Article 3. Subsidiaries and associated companies:

1. Subsidiaries are joint stock companies or limited liability companies in which the Corporation holds controlling shares or capital contributions.

2. Associated companies are joint stock companies or limited liability companies in which the Corporation does not hold controlling shares or capital contributions.

(List of subsidiaries and associated companies in the attached Appendix).

Article 4. Direct the Board of Directors of the Vietnam National Textile and Garment Group to approve the Charter of Organization and Operation of Viet Tien Textile and Garment Joint Stock Company and direct the implementation of the shareholding reform of the parent company - Viet Tien Textile and Garment Joint Stock Company in 2007 as prescribed by law.

Article 5. This Decision shall take effect 15 days from the date of publication in the Official Gazette.

The Heads of the Ministry's Office, Inspectorate, Departments, and Bureaus, the Board of Directors and General Director of the Vietnam National Textile and Garment Group, the General Director of Viet Tien Garment Company, the General Director of Viet Tien Textile and Garment Joint Stock Company, and the Heads of related units are responsible for implementing this Decision./.