Directive No. 12/1999/CT-TTg On the Summary of Implementation of the Law on State-Owned Enterprises.

DIRECTIVE

Regarding the Summary of Implementation of the Law on State Enterprises

The Law on State Enterprises, adopted by the National Assembly on April 20, 1995, serves as the legal foundation for the organization, operation, and management reform of state enterprises, creating conditions to enhance the autonomy and self-responsibility of enterprises and the effectiveness of state management over state enterprises. However, in recent years, due to changes in the business environment and operating conditions of state enterprises, some provisions of the Law on State Enterprises are no longer suitable for current circumstances. Additionally, certain new issues arising in practice have not been regulated by the Law on State Enterprises, hindering the operations of enterprises and the reform of the state enterprise sector.

To gather additional information to serve the study and drafting of the amended Law on State Enterprises in accordance with the direction of state enterprise management reform as set forth in Resolution of the Fourth Plenary Session of the Central Committee of the Party (Eighth Term); to meet the requirements for economic and social development; to address the limitations and shortcomings of the current law; and to further strengthen the autonomy and self-responsibility of enterprises and the effectiveness of state management over state enterprises, the Prime Minister requests that the Ministers, Heads of ministerial-level agencies, Heads of government-affiliated agencies, Chairpersons of provincial People's Committees under the central government, and Councils of Management of Total Corporations 91 conduct a summary and evaluation of achievements and shortcomings, identify the causes; propose amendments, supplements, or new regulations in the Law on State Enterprises; focusing particularly on the following main contents:

1. Provisions regarding the classification method and criteria for determining state enterprises engaged in business activities and those engaged in public services; rights and obligations of the aforementioned types of state enterprises.

2. Rights and responsibilities of the state owner towards state enterprises; the delegation of authority to implement state ownership among representative bodies and authorized representatives of state ownership for state agencies; coordination between these agencies; rights and responsibilities of ministries, ministerial-level agencies, government-affiliated agencies managing industries and sectors, provincial People's Committees, and the Ministry of Finance; coordination among these agencies in managing state enterprises.

3. Model of Total Corporation.

The model of Total Corporation 91 and Total Corporation 90; the nature of the connection among member units; relations between Total Corporations and member enterprises; hierarchical management within Total Corporations; relations between Total Corporations and state management agencies.

4. Model of Board of Directors.

Functions, tasks, rights, and responsibilities of the Board of Directors, Chairman of the Board of Directors, General Director, and Enterprise Manager; relations between the Board of Directors and the General Director.

The number of state enterprises that have established a Board of Directors, the number of Board members (average, highest, lowest), composition, standards, and working system of the Board of Directors.

Financial management mechanism for state enterprises.

Regulations on the management and utilization of state capital and assets allocated to enterprises; management of revenue, expenses, and business results; profit distribution; accounting and statistical systems; annual financial report disclosure mechanisms... for each type of state enterprise (business-operating enterprises, public service enterprises, Total Corporation 91, Total Corporation 90, and member enterprises).

6. Management of state capital in other enterprises.

Situation of mobilization, management, and utilization of external capital contributions to state enterprises and management of state capital contributions to other enterprises (number of state enterprises attracting external capital, number of state enterprises contributing capital to other enterprises, number of enterprises with 100% state capital formed and registered according to the Company Law, number of state enterprises engaging in joint ventures with foreign entities, contribution ratios, forms of contribution, management mechanisms for this capital).

Situation of capital attraction from cadres, workers, and employees (number of state enterprises attracting capital from cadres, workers, and employees but not yet converted into joint-stock companies, management mechanisms and organizational structures).

Evaluation of regulations and implementation of ownership conversion in state enterprises; functions, rights, and obligations of the Board of Directors, General Director or Manager, of persons directly managing state capital contributions in other enterprises, and issues requiring resolution (especially the issue of repurchasing and transferring state capital contributions, management of state capital at state enterprises undergoing shareholding transformation).

7. Evaluation and proposals for amending and supplementing other state mechanisms and policies for state enterprises.

During the process of summarizing the implementation of the Law on State Enterprises, the Ministers, Heads of ministerial-level agencies, Heads of government-affiliated agencies, Chairpersons of provincial People's Committees, and Councils of Management of Total Corporation 91 are requested to pay attention to evaluating the specific characteristics in the organization and management of state enterprises managed by ministries, sectors, localities, and Total Corporations; the necessity of stipulating these specific characteristics in the Law on State Enterprises.

The Prime Minister requests that the Ministers, Heads of ministerial-level agencies, Heads of government-affiliated agencies, Chairpersons of provincial People's Committees under the central government, and Councils of Management of Total Corporation 91 be responsible for organizing and directing the effective implementation of this Directive; ensuring its objectives and requirements, and submitting the summary report to the Ministry of Planning and Investment and the Government Office no later than June 15, 1999.

PRIME MINISTER

DEPUTY PRIME MINISTER

(Signed)

Ngo Xuan Loc