Decision No. 109/2004/QĐ-BCN on the conversion of Đáp Cầu Textile Company to Đáp Cầu Textile Joint Stock Company

Pursuant to …;

CONCERNING THE TRANSFORMATION OF THE ĐÁP CẦU TEXTILE COMPANY INTO THE ĐÁP CẦU JOINT STOCK TEXTILE 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 the Vietnam Textile - Garment Corporation (Proposal No. 1719 TTr/TCT dated September 14, 2004), the privatization plan for the Đáp Cầu Textile Company and the review report on the plan by the Enterprise Reform and Development Board of the Ministry dated September 17, 2004;

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

DECISION:

Article 1. Approves the privatization plan for the Đáp Cầu Textile Company (a subsidiary operating independently under the Vietnam Textile - Garment Corporation) as follows:

1. Capital structure:

The charter capital of the joint stock company is 10,000,000,000 VND (Ten billion VND). Among which:

- Shareholding ratio sold outside the company: 10.04%.

- The proportion of shares sold to employees within the company: 49.00%.

The value of one share: 100,000 VND.

2. The actual value of the Đáp Cầu Textile Company at the end of December 31, 2003 for privatization (Decision No. 1866/QĐ-TCKT dated July 14, 2004 of the Ministry of Industry) is 99,021,802,549 VND. Of this amount, the actual value of the State's capital in the company is 9,058,359,448 VND.

3. Preferential treatment for employees of the Company.

A total of 49,000 preferential shares will be sold to 2,821 employees of the company with a preferential value of 1,470,000,000 VND.

4. Regarding the privatization costs, retraining, and surplus labor resolution, the company shall process the necessary procedures, report to the Vietnam Textile - Garment Corporation, and seek approval from relevant state authorities according to current regulations.

Article 2. Transform the Đáp Cầu Textile Company into the Đáp Cầu Joint Stock Textile Company,

- International trade name: DAPCAU GARMENT JOINT STOCK COMPANY;

- Abbreviation: DAGARCO;

- Main office: Area 6 Thị Cầu, Bắc Ninh City, Bắc Ninh Province.

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

- Production and business of textile products, import and export of raw materials and accessories for textiles;

- Business and import and export of machinery, equipment, spare parts, chemicals serving production and business activities of the company;

- Real estate business, leasing offices, supermarkets, consumer goods, handicrafts, office equipment; tourism and transportation services;

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

Article 4. The Đáp Cầu Joint Stock Textile Company becomes a legal entity under Vietnamese law from the date of registration for business operations; it is entitled to use its own seal and open bank accounts in accordance with the law; it organizes and operates in accordance with the Articles of Association of the joint stock company and the Law on Enterprises.

Article 5. The Vietnam Textile - Garment Corporation is responsible for directing the Đáp Cầu Textile Company to organize the sale of shares and convene the first General Meeting of Shareholders of the joint stock company in accordance with current regulations.

The General Director and Chief Accountant of the Đáp Cầu Textile Company are responsible for managing the company's operations until the transfer of all capital, assets, labor, and land to the Board of Directors and General Director 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 Chairman of the Board of Directors and General Director of the Vietnam Textile - Garment Corporation, the General Director of the Đáp Cầu Textile Company, the Chairman of the Board of Directors and General Director of the Đáp Cầu Joint Stock Textile Company are responsible for implementing this Decision./.