Decision No. 15/2002/QĐ-BNV approving the Charter of the Vietnam Gold Business Association

DECISION OF THE MINISTER OF HOME AFFAIRS

Regarding the approval of the Statutes of

Vietnam Gold Business Association

THE MINISTER OF THE MINISTRY OF HOME AFFAIRS

- Based on Decree No. 102/SL-L004 dated May 20, 1957 of the President stipulating the right to establish associations;

- Based on Decree No. 181/CP dated November 9, 1994 of the Government regarding the functions, tasks, powers, and organizational structure of the Civil Service Personnel Department (now the Ministry of Home Affairs);

- Based on Decision No. 158/QĐ-TTg dated March 2, 1999 of the Prime Minister entrusting the Minister of the Civil Service Personnel Department (now the Minister of Home Affairs) with the authority to approve the establishment of Associations;

- Considering the proposal of the Chairman of the Vietnam Gold Business Association and the Director of the Department for Non-Governmental Organizations;

DECISION:

Article 1. Approves the Charter of the Vietnam Gold Business Association adopted at the First National Congress of Delegates on October 11, 2002.

Article 2. The Chairman of the Vietnam Gold Business Association and the Director of the Department for Non-Governmental Organizations are responsible for implementing this Decision.

DEPUTY MINISTER VICE MINISTER

                                                                                                      DEPUTY MINISTER

                                                                                                             (Signed)

                                                                                                      DANG QUOC TIEN

CHARTER

VIETNAM GOLD BUSINESS ASSOCIATION

Chapter I: GENERAL PROVISIONS

Article 1. The Vietnam Gold Business Association is a voluntary, non-governmental, non-profit professional organization of entities and individuals engaged in gold production and trade (including jewelry gold, art gold, gold bars, raw gold, and internationally standardized gold).

Article 2. The Vietnam Gold Business Association (hereinafter referred to as the Association) has the international trading name in English as "Vietnam Gold Trader Association," abbreviated as "VGTA."

Article 3. The purpose of the Association's activities is to coordinate the activities of its members to enhance the efficiency of production and trade, ensure the legitimate rights and interests of its members, and simultaneously safeguard national interests.

Article 4. The Association has its headquarters in Hanoi, possesses legal personality, has a seal, maintains a separate account, and operates independently financially.

Chapter II: FUNCTIONS AND TASKS

Article 5. The Association has the following functions:

1. Contributing to the development of production and trade, seeking export markets, and promoting the consumption of gold, precious metals, gemstones, and jewelry products.

2. Providing information on trade and investment in the fields of gold, precious metals, gemstones, and jewelry both domestically and internationally to its members.

3. Representing and protecting the legitimate rights and interests of its members in domestic and international relations.

4. Serving as a forum for information exchange and opinion sharing among members, compiling member opinions on issues related to economic activities and production and trade environments in the fields of gold, precious metals, gemstones, and jewelry.

5. Studying the establishment of training, advisory, and service organizations to support the development of gold, precious metals, gemstone, and jewelry production and trade activities of its members in accordance with the law.

Article 6. The Association shall have the following tasks:

1. To gather, study, and seek opinions from Members to reflect and propose recommendations to the State on issues related to economic activities and business environments in the fields of gold, precious metals, gemstones, and jewelry in Vietnam.

2. To provide information, guidance, and advice on trade, legal, economic, and technical matters in the fields of gold, precious metals, gemstones, and jewelry for Members or other associations in the same industry both domestically and internationally.

3. To organize seminars, conferences, forums on trade, legal, economic, and technical topics in the fields of gold, precious metals, gemstones, and jewelry for relevant parties to exchange issues of common interest.

4. To organize, participate in, and assist Members to participate in specialized trade fairs, exhibitions, and similar events in the fields of gold, precious metals, gemstones, and jewelry both domestically and internationally as prescribed by law.

5. To help Members and associations in the same industry advertise and promote, introduce their products, services, and activities in the fields of gold, precious metals, gemstones, and jewelry both domestically and internationally.

6. To organize training through appropriate methods to help Members enhance their knowledge and business capabilities.

7. To assist Members with each other or between Members and external parties in resolving disputes through negotiation, mediation, or legal proceedings with minimal loss.

8. To provide translation, transcription, drafting of documents, communication information, and other means to facilitate Members and other associations in the same industry to conduct economic activities in Vietnam and abroad as prescribed by law.

9. To publish newspapers, magazines, journals in Vietnamese and English to promote, advertise, and introduce the activities of the Association and its Members as prescribed by law.

10. To represent Members in regional and international organizations concerning the production and trading of gold, precious metals, gemstones, and jewelry upon the agreement of the competent state management agency. To link and cooperate with domestic and foreign associations, non-governmental organizations, and international organizations with functions and specialties suitable to the nature and purpose of the Association as prescribed by law.

11. To assist Members in establishing and developing relationships with customers both domestically and internationally, and to help foreign enterprises and industry associations establish and develop relationships with Members of the Association.

Chapter III: MEMBERS

Article 7. Any organization or individual engaged in the production and trading of gold that agrees and voluntarily applies to join the Association may become a Member of the Association.

The Association has four types of Members: Founding Members, Regular Members, Corresponding Members, and Honorary Members.

1. Founding Members: are organizations or individuals who contributed to the establishment and financial support of the Gold Business Association.

2. Regular members: are enterprises, individuals, and experienced managers in the field of gold, precious metals, gemstones, and jewelry production and trading recognized by the Executive Board.

3. Corresponding Members: are Vietnamese and foreign experts or international associations in the same industry both domestically and internationally capable of providing advice, guidance, and contributions to the implementation of the Association's objectives and programs.

4. Honorary members: are Vietnamese citizens, foreigners, or international associations that have made significant special contributions to the activities of the Association.

Article 8. Organizations and individuals wishing to become formal members of the Association must submit an application for joining the Association and must be approved by the Central Executive Board of the Association.

The Central Executive Board of the Association considers and decides to invite organizations and individuals to participate as Corresponding Members and proposes to the Congress to elect Honorary Members.

Founding Members shall have their names recorded in the list of founding members in the Association's documents, files, and publications.

Article 9. The representative of a Member at the Association must be an authorized person. The representative or the authorized person must have sufficient authority to make decisions and shall be responsible for those decisions.

Article 10. Members have the following rights:

1. To enjoy the rights provided by the Association.

2. All Members have the right to participate in the Congress, and formal Members have the right to vote and nominate candidates for leadership positions within the Association.

3. To leave the Association, but must submit a notice three months in advance to the Association and pay the annual membership fee.

Article 11. Members have the following obligations:

1. To comply with the Charter of the Association, the resolutions of the Congress, and the decisions of the Central Executive Board of the Association.

2. To undertake tasks assigned by the Association.

3. To meet the Association's requirements for providing information and reporting as stipulated by the Association and not contrary to the law.

4. To support and cooperate with other Members, maintaining the common reputation of the Association.

5. To pay membership fees as prescribed by the Association and join fees. Corresponding Members and Honorary Members are exempt from paying these fees.

Article 12. Organizations and individuals may have their membership rights revoked if they fall under any of the following circumstances:

1. Ceasing or being suspended from operating the registered profession according to the law.

2. Bankrupt.

3. Dissolution.

4. According to the regulations of the Central Executive Board of the Association for the following reasons:

a) Operating contrary to Vietnamese law.

b) Not complying with or seriously violating the provisions of the Association, causing damage to the Association's reputation or financial loss.

Chapter IV: ORGANIZATIONAL PRINCIPLES

Article 13. The Association is organized on the principle of democratic centralism. The basic content of this principle is:

1. The Association's leadership body is elected.

2. The highest leadership body is the Congress.

3. Depending on specific needs and conditions, the Association may establish Branches in provinces and cities; Representative Offices both domestically and internationally as prescribed by law. The Association has the responsibility to guide Branches and Representative Offices on organization and operation to ensure compliance with the Association's resolutions, the Charter, and state laws.

Article 14. The organizational system of the Association includes:

1. The General Assembly and the Annual Meeting of the Association.

2. The Central Executive Board of the Association.

3. The Association's Office and specialized departments of the Association.

4. The Supervisory Board.

Article 15. The General Assembly of the Association consists of regular sessions and extraordinary sessions. The General Assembly of the Association is the highest authority of the Association.

Article 16. The General Assembly convenes every three years, and its duties include:

1. Discussing the report on the activities of the previous term and approving the direction of activities for the next term.

2. Deciding on the principles of financial income and expenditure of the Association.

3. Approving amendments and supplements to the Charter of the Association.

4. Approving the operational rules of the Central Executive Board of the Association.

5. Electing members of the Central Executive Board of the Association and authorizing the Central Executive Board of the Association to appoint new members between sessions as stipulated in Article 20.

6. Approving the final financial settlement of the Association for the last year of the term (as there is no regular annual meeting in the last year of the term).

Article 17. The Congress may be convened extraordinary when requested by at least two-thirds of the Members or upon the proposal of at least two-thirds of the Central Executive Board members of the Association.

Article 18. The annual general meeting of all Members of the Association shall convene once a year in the year without a Congress to:

1. Evaluate the operation situation of the Association in the previous year.

2. Decide on the program of activities for the upcoming year.

3. Approve the financial settlement of the previous year and the budget for the upcoming year.

4. Supplement Central Executive Board members of the Association and Supervisory Board members when these members are absent or remove Central Executive Board members from their positions when they violate the discipline of the Association.

Article 19. Voting principles at the Congress and the annual general meeting follow the majority rule and are valid when at least two-thirds of the Members present agree.

Article 20. The Central Executive Board of the Association shall have at least fifteen members elected by the Congress with a three-year term through secret ballot. Between two Congress terms, if a Central Executive Board member does not meet the conditions to continue participating in the Board, the organization that this member represents in the Board has the right to introduce in writing a replacement for the Board to consider and decide, the Board is permitted to consider and decide on the appointment of no more than one-third of the number of Central Executive Board members during the Congress term.

Article 21. The Central Executive Board of the Association has the following powers and responsibilities:

1. Lead the Association to implement decisions of the Central Executive Board of the Association.

2. Elect and dismiss the Chairman and Deputy Chairmen of the Association.

3. Elect and dismiss the General Secretary and heads of specialized departments.

4. Supplement Central Executive Board members of the Association in cases where a Congress or an annual general meeting of the Association has not been organized between two Congress terms as stipulated in Article 20.

5. Decide on the establishment, organizational structure, and number of staff of the Association's Office and specialized departments.

6. Prepare reports to be presented before the Congress and the annual general meeting, including the report on the results of the previous term's activities, the program of activities of the Association for the upcoming term, the financial report and budget, and proposals to amend the Charter of the Association when deemed necessary for approval by the Congress.

7. Examine and approve new Member admissions and decide to expel Members who violate the provisions set forth in Article 12 of this Charter.

8. Decide other matters of the Association between two Congresses within its authority.

9. Issue regulations for service, advisory, and business activities of organizations established by the Association and regulations on rewards and disciplinary measures.

Article 22. The Central Executive Board of the Association shall convene six times a year or hold extraordinary meetings upon the request of at least two-thirds of the Central Executive Board members. A session is only valid when at least two-thirds of the Central Executive Board members of the Association participate. Voting principles at the Central Executive Board sessions follow the majority rule. A Central Executive Board member unable to attend must report and seek permission or authorize another person to attend in writing. The authorized person has full rights and responsibilities as Central Executive Board members.

Article 23. Chairman of the Association

The Chairman of the Association is elected by the Central Executive Board of the Association with a three-year term. This position can be re-elected but not more than two consecutive terms. The Chairman of the Association may work full-time or part-time and concurrently serve as a Member of the Association.

Article 24. The Chairman of the Association has the following duties:

1. To represent the Association legally in its activities.

2. To decide on matters between two sessions of the Central Executive Board of the Association.

3. To convene and chair the General Assemblies and annual meetings of the Association and meetings of the Central Executive Board of the Association.

4. To manage and delegate management of the Association's assets.

5. To represent the Association in internal and external relations.

6. The Chairman of the Association is responsible for all activities of the Association before the Central Executive Board of the Association.

7. To chair the meeting of the next term Central Executive Board until a new Chairman is elected.

Article 25. The Association has a Chairman and Vice Chairmen, including one Vice Chairman兼任总秘书。

The Vice Chairmen of the Association assist the Chairman in leading various aspects of the Association's work within their assigned responsibilities and authorities. In the absence of the Chairman, the Vice Chairman may act on behalf of the Chairman and perform the Chairman's duties upon delegation.

Article 26. The Office of the Association and specialized departments of the Association.

The Office of the Association and specialized departments of the Association are permanent bodies assisting in managing the Association's activities and the Central Executive Board, comprising the Secretary-General, Deputy Secretaries-General, and Heads of Departments.

Article 27. The Secretary-General.

1. The Secretary-General is elected and relieved from office by the Central Executive Board of the Association.

2. The Secretary-General may be a full-time position or兼任。

Article 28. The Secretary-General manages the permanent body of the Central Executive Board under the head system, is accountable to the Central Executive Board and the Chairman of the Association for the Association's activities, and has the following duties:

1. To handle matters delegated by the Chairman of the Association.

2. To implement resolutions and decisions of the General Assembly, annual meetings, and the Central Executive Board of the Association.

3. To organize and manage the operations of the Office of the Association and specialized departments of the Association.

4. To be the account holder of the Association.

5. To be responsible for managing the Association's assets according to the division of labor by the Chairman of the Association.

6. To recruit staff for specialized departments based on standards and quantities approved by the Central Executive Board of the Association upon recommendation by the Heads of Departments.

7. To communicate internally and externally.

8. To organize secretarial work for the General Assemblies, annual meetings, and meetings of the Central Executive Board of the Association.

Article 29. The Deputy Secretary-General assists the Secretary-General in performing assigned tasks and acts on behalf of the Secretary-General in his absence with authorization. The Deputy Secretary-General is appointed and relieved from office by the Chairman of the Association.

Article 30. Specialized Departments.

The number of specialized departments is determined by the Central Executive Board of the Association based on the Association's mission, upon recommendation by the Secretary-General. Each specialized department has a Head who directly manages the work of staff within the department. The Head is elected and relieved from office by the Central Executive Board of the Association, subject to professional guidance from the Secretary-General. The Head may be a full-time position or兼任。

Article 31. The Supervisory Board consists of three members elected by the General Assembly. The Head of the Supervisory Board is elected and relieved from office by the Central Executive Board of the Association. The term of the Supervisory Board is three years.

Article 32. The Supervisory Board operates independently with the duty to inspect the activities of Members regarding the implementation of the Charter, the execution of Resolutions and Decisions of the General Assembly, the Annual Meeting of the Association, and the Central Executive Board of the Association. It monitors financial activities in accordance with the Association's regulations. It prepares reports to be submitted to the General Assembly and the Annual Meeting on the results of financial monitoring and supervision of the Association.

Article 33. The dissolution of the Association shall be decided by the General Assembly of all Members and must be approved by competent state management agencies.

Chapter V: PROVISIONS ON FINANCE

Article 34. The fiscal year of the Association begins on January 1 and ends on December 31 each year.

Article 35. The structure and principles of income and expenditure in the financial management of the Association are determined by the General Assembly, and the Central Executive Board of the Association has an annual financial plan to ensure self-sufficiency and compliance with the State's financial management regime.

1. Revenue items:

a) Membership fees and association dues. Contribution levels are set by the General Assembly of the Association.

b) Donations from individuals and organizations both within and outside the country as prescribed by law.

c) Revenue from service, advisory, and business activities conducted by the Association.

2. Expenditures:

a) Purchase (rent) of headquarters and acquisition of assets, materials, and equipment for the operation of the Association.

b) Expenditure on Association activities according to plans approved by the Executive Board.

c) Salaries, allowances, and insurance for staff of the Association's Executive Board.

d) Other expenditures serving the operations of the Association.

đ) In special cases, when unexpected expenses arise beyond or exceed the planned expenditure, the Secretary-General shall report to the President of the Association for decision-making and must report to the Executive Board at the nearest meeting.

Article 36. The Central Executive Board of the Association is responsible for preparing budget forecasts for the fiscal year and summarizing the income and expenditure of the previous fiscal year to present to the General Assembly.

Article 37. The property of the Association is managed by the President of the Association and delegated for management. Management methods are decided by the President of the Association in accordance with the law after being approved by the Central Executive Board of the Association.

Article 38. In the event of the dissolution of the Association, all of its assets will be inventoried, revalued, and disposed of in accordance with the law.

Chapter VI: REWARDS AND DISCIPLINE

Article 39. Rewards and Discipline

1. Members who have outstanding achievements and contributions to the activities and development of the Association shall be rewarded.

2. Members who violate the Charter, causing damage to the reputation and finances of the Association, shall be subject to disciplinary action.

3. The Central Executive Board of the Association is responsible for promulgating Regulations on rewards and discipline.

Chapter VII: IMPLEMENTATION PROVISIONS

Article 40. This Charter consists of 7 Chapters and 40 Articles, which were unanimously adopted by the Association's General Assembly on October 11, 2002, and came into effect upon approval by the Ministry of Home Affairs./.