Decision No. 153/2004/QD-BCT On the conversion of the Mineral Import-Export Company into the Mineral Import-Export Joint Stock Company

Pursuant to …;

Regarding the transformation of the Mineral Import-Export Company

into the Mineral Import-Export 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;

Upon consideration of the proposal from Vietnam Minerals Corporation (Document No. 1240/CV-TCLĐ dated November 30, 2004), the Plan for the Shareholding Transformation of the Mineral Import-Export Company, and the Appraisal Report on the Plan by the Enterprise Reform and Development Board of the Ministry dated November 30, 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 Transformation of the Mineral Import-Export Company (a subsidiary under Vietnam Minerals Corporation) including the following main points:

1. Capital structure:

The registered capital of the joint stock company is 3,000,000,000 VND (Three billion VND). Of which:

- State share: 40.00%;

- The proportion of shares sold to employees within the company: 44.78%;

- The proportion of shares sold outside the company: 15.22%.

Value of one share: 100,000 VND.

2. The actual value of the Mineral Import-Export Company at the time of December 31, 2002 for shareholding transformation (Decision No. 3095/QĐ-TCKT dated November 19, 2004 of the Ministry of Industry) is 15,055,751,608 VND. Among this, the actual value of the State capital in the company is 2,091,323,015 VND.

3. Preferential treatment for employees of the Company.

The total number of preferential shares sold to 12 employees in the company is 2,780 shares with a preferential value of 83,400,000 VND.

4. Regarding the costs of shareholding transformation and the resolution of surplus labor, the company shall process and report to Vietnam Minerals Corporation and relevant state authorities for approval according to current regulations.

Article 2. Transform the Mineral Import-Export Company into the Mineral Import-Export Joint Stock Company,

- International trade name: MINERAL IMPORT - EXPORT JOINT STOCK COMPANY;

- Abbreviation: MIMEXCO;

- Head office: No. 6 Pham Ngoc Thach Street, Phan Chu Trinh Ward, Hoan Kiem District, Hanoi City.

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

- Exploration, surveying, mining, processing, refining various types of minerals;

- Trading, direct import and export, and agency import and export of various types of minerals, mineral products, and other equipment;

- Surveying, designing, and construction of mining projects;

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

Article 4. The Mineral Import-Export Joint Stock Company is a legal entity under Vietnamese law from the date it receives its business registration; it may use its own seal and open bank accounts in accordance with the law; it shall organize and operate in accordance with the Articles of Association of the Joint Stock Company and the Enterprise Law.

Article 5. Vietnam Minerals Corporation shall 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 Vietnam Minerals Corporation are responsible for managing the operations of the company until the transfer of all capital, assets, personnel, 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, Heads of Departments and Bureaus under the Ministry, Chairman of the Board of Directors, General Director of Vietnam Minerals Corporation, Director of the Mineral Import-Export Company, and Chairman of the Board of Directors, General Director of the Mineral Import-Export Joint Stock Company are responsible for implementing this Decision./.