Decision No. 06/2007/QD-BCT on the establishment of Phong Phu Corporation under the Vietnam National Textile and Garment Group

Pursuant to …;

Regarding the establishment of Phong Phu Corporation

under the Vietnam National Textile and Garment Group

_____________ 

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 Document No. 7599/VPCP-ĐMDN dated December 29, 2006 of the Office of the Government regarding the restructuring of the following companies: Phong Phu Textile Company, Ha Noi Textile-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 the Establishment of Phong Phu Corporation;

At the recommendation of the Director of the Personnel and Organization Department,

DECISION:

Article 1. To establish Phong Phu Corporation based on the restructuring of the Phong Phu Textile Company under the Vietnam National Textile and Garment Group.

Phong Phu Corporation (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 2. Phong Phu Corporation 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, autonomy in business operations, and succession of the rights and obligations of the Phong Phu Textile Company in accordance with the law.

1. Vietnamese name: Phong Phu Corporation;

2. International trade name: PHONGPHU CORPORATION;

3. Abbreviation: PHONGPHU CORP;

4. Head office: Ward Tăng Nhơn Phú B, District 9, Ho Chi Minh City;

5. Business activities of the Corporation:

a) Production and trading of yarn, fabric, towels, embroidery thread, ready-made garments.

b) Trading of cotton, fiber, chemicals, dyes, machinery, spare parts serving the textile and garment industry;

c) Trading of fashion goods, food technology products, cosmetics, agricultural, forestry, marine products, handicrafts, office equipment, stationery, electrical materials, electronics, plastic products;

d) Trading of real estate, construction, and leasing of industrial infrastructure, factories, warehouses; construction and trading of tourist areas;

đ) Tourism services, hotel services; catering and entertainment services;

e) Logging, processing, and trading of forest products, minerals, stone, sand, gravel;

g) Production and trading of electricity;

h) Investment and financial trading;

i) Trading in other industries as prescribed by law.

6. The registered capital of the Corporation at the end of June 2006 was 239,651,800,613 VND (Two hundred thirty-nine billion, six hundred fifty-one million, eight hundred thousand, six hundred thirteen dong).

7. Management structure of the Corporation: General Director, Deputy General Director, 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 shall be 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. The Board of Directors of the Vietnam National Textile and Garment Group shall approve the Charter of organization and operation of the Phong Phu Corporation and direct the implementation of the shareholding reform of the Parent Company - Phong Phu Corporation in 2007 in accordance with the provisions of the law.

This Decision shall take effect fifteen days after its publication in the Official Gazette.

The Head of the Office of the Ministry, the Inspector General of the Ministry, the Heads of Departments, the Heads of Agencies under the Ministry, the Board of Directors and the General Director of the Vietnam National Textile and Garment Group, the General Director of the Phong Phu Textile Corporation, the General Director of the Phong Phu Corporation, and the Heads of units concerned shall be responsible for implementing this Decision.