Decision No. 126/2004/QĐ-BCN On the conversion of the Investment Consulting and Service Design Company into the Investment Consulting and Service Design Joint Stock Company

Pursuant to …;

Regarding the transformation of the Consulting Design and Investment Service Company into

the Joint Stock Consulting Design and Investment Service 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 Consulting Design and Investment Service Company (document number 729/TH dated September 15, 2004), the Shareholding Scheme for the Consulting Design and Investment Service Company, and the Appraisal Report on the Scheme by the Enterprise Reform and Development Board of the Ministry dated September 24, 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 the Consulting Design and Investment Service Company (a subordinate enterprise under the Ministry of Industry) comprising the following main points:

1. Capital structure:

The charter capital of the joint stock company is 4,000,000,000 VND (Four billion VND). Of which:

The proportion of shares sold to employees within the company: 95.27%;

The proportion of shares sold outside the company: 4.73%.

Value of one share: 100,000 VND.

2. The actual value of the Consulting Design and Investment Service Company at the time of January 1, 2004 for shareholding (Decision No. 2378/QĐ-TCKT dated September 8, 2004 of the Ministry of Industry) is 36,793,791,886 VND (the company itself is 24,768,992,056 VND, joint venture is 12,024,799,830 VND). Among which, the actual value of the State capital at the company is 16,226,314,779 VND (the company itself is 4,201,514,949 VND, joint venture is 12,024,799,830 VND).

3. Preferential treatment for employees of the Company.

The total number of preferential shares sold to 182 employees within the company is 33,690 shares with a preferential value of 1,010,700,000 VND.

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

Article 2. Transforming the Consulting Design and Investment Service Company into the Joint Stock Consulting Design and Investment Service Company,

International trade name: CONSULTING DESIGNING AND INVESTMENT SERVICE JOINT STOCK COMPANY;

Abbreviation: INFISCO;

Head office: No. 9 Nguyen Hong Street, Ba Dinh District, Hanoi.

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

1. Consulting and investment services and construction of industrial, civil, forestry, transportation, water conservancy, medical, cultural education, sports projects both domestically and internationally, including:

Project consulting and management; tender documentation preparation, bid analysis and evaluation; supervision and management of construction processes; design, cost estimation, general cost estimation; environmental impact assessment and measures to handle smoke, dust, noise; urban planning and technical infrastructure of industrial zones; building management and protection systems, high-rise buildings, boilers, pressure equipment, refrigeration stations, and air conditioning systems; wastewater treatment and water supply systems; power projects up to 110KV voltage level and other investment and construction consulting services as prescribed by law;

Construction, interior and exterior decoration; general contracting; topographic and geological survey of construction sites, hydrogeological surveys, foundations; drilling exploration and exploitation of underground water; manufacturing and supplying equipment;

Design review, cost estimation, general cost estimation services; current condition survey, quality inspection and testing of construction projects; technology transfer, provision of investment and construction consulting experts.

2. Hotel, restaurant, sports and entertainment facility operation; office leasing; real estate business.

3. Planning and feasibility study reports for hydropower projects from medium to 100 MW;

4. Technical design of hydropower projects up to 60 MW;

5. Supervision of construction and installation of hydropower project equipment;

6. Tender documentation preparation, bid analysis and evaluation, and design verification for hydropower projects.

7. Other businesses in accordance with the provisions of the law.

Article 4. The Joint Stock Consulting Design and Investment Service Company shall be a legal entity under Vietnamese law from the date of registration for business, operate independently economically, use its own seal, open bank accounts in accordance with the law, and operate in accordance with the Company's Articles of Association and the Law on Enterprises.

Article 5. The Consulting Design and Investment Service Company is responsible for completing the procedures for transferring the company's contribution capital in the Nguyen Du Joint Venture Company to Pavia Properties., Ltd - Hong Kong in accordance with the regulations of the State.

The Consulting Design and Investment Service Company shall organize the sale of shares and convene the first General Meeting of Shareholders of the Joint Stock Consulting Design and Investment Service Company in accordance with current regulations.

The Director and Chief Accountant of the Consulting Design and Investment Service Company are responsible for managing the company's operations until the full transfer of 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 Minister's Office Director, the Inspectorate Director, Department Heads, Bureau Chiefs under the Ministry, the Director of the Consulting Design and Investment Service Company, and the Chairman of the Board of Directors and General Manager of the Joint Stock Consulting Design and Investment Service Company are responsible for implementing this Decision./.