Decision No. 108/2004/QD-BCT on the transformation of the Aluminum Coated Steel Haiphong Company into the Joint Stock Aluminum Coated Steel Haiphong Company

Pursuant to …;

Regarding the transformation of Haiphong Aluminum Enamel Iron Company into Haiphong Aluminum Enamel Iron Joint Stock Company

THE MINISTER OF INDUSTRY

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

Pursuant to Decree No. 64/2002/NĐ-CP dated June 19, 2002 of the Government on the conversion of state-owned enterprises into joint-stock companies;

Considering the proposal of Haiphong Aluminum Enamel Iron Company (Report No. 62/HALECO/CV-CPH dated September 27, 2004), the Shareholding Scheme for Haiphong Aluminum Enamel Iron Company, and the Verification Report on the Scheme by the Enterprise Reform and Development Board of the Ministry dated October 4, 2004;

At the proposal of the Enterprise Reform and Development Board and the Director of the Personnel and Organization Department,

DECISION:

Article 1. Approving the Shareholding Scheme for Haiphong Aluminum Enamel Iron Company (a subordinate enterprise under the Ministry of Industry) which includes the following main points:

1. Capital structure:

The registered capital of the joint stock company is 13,308,700,000 VND (thirteen billion three hundred and eight million seven hundred thousand VND). Of which:

- Shareholding ratio sold outside the enterprise: 6.62%.

- The proportion of shares sold to employees within the company: 70.00%.

The value of one share: 100,000 VND.

2. The actual value of Haiphong Aluminum Enamel Iron Company at the valuation date of December 31, 2003 for shareholding purposes (Decision No. 2401/QĐ-TCKT dated September 10, 2004 of the Ministry of Industry) is 29,511,536,341 VND. Among this, the actual value of the State-owned portion in the company is 13,308,633,261 VND.

3. Preferential treatment for employees within the company.

A total of 93,161 preferential shares were sold to 726 employees within the company with a preferential value of 2,794,830,000 VND. Among these, 16,055 preferential shares were sold on credit to 127 poor employees, valued at 1,123,850,000 VND.

4. Regarding the costs of shareholding, retraining of employees, and surplus labor resolution, the company will process and report to the Ministry of Industry and relevant state authorities for approval according to current regulations.

Article 2. Transforming Haiphong Aluminum Enamel Iron Company into Haiphong Aluminum Enamel Iron Joint Stock Company,

- International trade name: HAIPHONG ENAMEL IRON AND ALUMINUM WARES JOINT STOCK COMPANY;

- Abbreviation: HALECO;

- Main office address: No. 1 Ngo Quyen Street, Ngo Quyen District, Hai Phong City.

Article 3. The joint stock company engages in the following business activities:

- Producing, trading, and exporting enamel iron products, aluminum, stainless steel, other metals, refractory materials, and manufacturing chemicals;

- Trading in housing and leasing offices;

- Engaging in other businesses in accordance with the provisions of the law.

Article 4. Haiphong Aluminum Enamel Iron Joint Stock Company shall be a legal entity under Vietnamese law from the date of registration for business operations; it may use its own seal and open bank accounts in accordance with the law; it shall organize and operate in accordance with the Articles of Association of the joint stock company and the Law on Enterprises.

Article 5. Haiphong Aluminum Enamel Iron Company shall organize the sale of shares and convene the first General Meeting of Shareholders of Haiphong Aluminum Enamel Iron Joint Stock Company in accordance with current regulations.

The Director and Chief Accountant of Haiphong Aluminum Enamel Iron Company are responsible for managing the company's affairs until the transfer of all capital, assets, labor, and land to the Board of Directors and General Manager of the joint stock company.

Article 6. The Standard Measurement Quality Control Department shall be responsible for organizing and guiding the implementation of the Regulations adopted herein.

The Head of the Ministry’s Office, the Inspector General of the Ministry, the Heads of Departments and Bureaus under the Ministry, the Director of Haiphong Aluminum Enamel Iron Company, the Chairman of the Board of Directors, and the General Manager of Haiphong Aluminum Enamel Iron Joint Stock Company are responsible for implementing this Decision.