Decision No. 140/2004/QD-BCT On the conversion of the Electrical Equipment Manufacturing Company into the Electrical Equipment Manufacturing Joint Stock Company

DECISION OF THE MINISTER OF INDUSTRY

Regarding the conversion of Electrical Equipment Production Company into

Electrical Equipment Manufacturing 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 proposals of Vietnam Electricity Corporation (documents: No. 404/CV-EVN-HĐQT dated November 10, 2004 and No. 5818/CV-EVN-CPH&CK dated November 19, 2004), the plan for the shareholding reform of Electrical Equipment Production Company and the verification report of the Reform and Development Board of the Ministry on November 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 plan for the shareholding reform of Electrical Equipment Production Company (a member enterprise under independent accounting of Vietnam Electricity Corporation) including the main points as follows:

1. Capital structure:

The charter capital of the joint stock company is 50,000,000,000 VND (Fifty billion VND). Among which:

- Shareholding ratio sold outside the company: 10.04%.

- The proportion of shares sold to employees within the company: 45.29%;

- The proportion of shares sold outside the company: 3.71%.

The value of one share: 100,000 VND.

2. The actual value of Electrical Equipment Production Company at the time of December 31, 2003 for shareholding reform (Decision No. 2106/QĐ-TCKT dated August 13, 2004 of the Ministry of Industry) is 333,898,151,223 VND. Among which, the actual value of the State capital in the company is 81,986,068,279 VND.

3. Preferential treatment for employees of the Company.

The total number of preferential shares sold to 986 employees within the company is 183,200 shares with a preferential value of 5,496,000,000 VND. Among which, preferential sale on credit to 70 poor employees is 15,075 shares, valued at 1,055,250,000 VND.

4. Regarding the costs of shareholding reform, retraining of employees and resolution of surplus labor, the company will process and report to Vietnam Electricity Corporation and relevant state agencies for approval according to current regulations.

Article 2. Convert Electrical Equipment Production Company into Electrical Equipment Manufacturing Joint Stock Company,

- International trade name: ELECTRICAL EQUIPMENT MANUFACTURING JOINT STOCK COMPANY;

2. Certificate of establishment or decision on establishment of the organization (No...issued by the ministry, department, local government of...on...); EEMC;

- Main office: Block 3A, Dong Anh Town, Dong Anh District, Hanoi.

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

- Producing transformers, wires, technical materials, and electrical equipment products, machinery used in industry and daily life; producing power poles up to 500 kV;

- Manufacturing metal parts and accessories serving production, mechanical repair, energy equipment, and construction;

- Consulting, designing industrial and civil works and industrial products; constructing industrial and civil works;

- Installing power lines and substations up to 500 kV; installing, calibrating, maintaining, and overhauling various types of electrical equipment up to 500 kV, thermal and hydraulic equipment up to 250 ata;

- Testing electricity, manufacturing, supplying equipment, and consulting for the construction of high-voltage electrical laboratories;

- Trading, importing and exporting various types of materials, equipment, industrial and daily goods;

- Excavation, land leveling; renting workshops and warehouses;

- Real estate trading, electricity sales; trading various types of materials, equipment, waste materials; service transportation, catering, hotel, entertainment, sports services;

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

Article 4. Electrical Equipment Manufacturing Joint Stock Company is a legal entity under Vietnamese law from the date of registration for business; it may use its own seal and open bank accounts according to the law; organize and operate according to the Articles of Association of the joint stock company and the Enterprise Law.

Article 5. Vietnam Electricity Corporation is responsible for directing Electrical Equipment Production Company to organize the sale of shares and to organize the first General Meeting of Shareholders of the joint stock company in accordance with current regulations.

The Director and Chief Accountant of Electrical Equipment Production 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 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 Chairman of the Board of Directors, the General Director of Vietnam Electricity Corporation, the Director of Electrical Equipment Production Company, and the Chairman of the Board of Directors, the General Manager of Electrical Equipment Manufacturing Joint Stock Company are responsible for implementing this Decision./.