Decision No. 163/2004/QD-BCN On the conversion of An Lac Shoe Company into An Lac Shoe Joint Stock Company

Pursuant to …;

Regarding the conversion of An Lac Shoe Company into An Lac Shoe Joint Stock Company

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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 An Lac Shoe Company (Document No. 635/CV-TH dated December 4, 2004), the plan for the conversion of An Lac Shoe Company into a joint stock company, and the appraisal report of the Enterprise Reform and Development Board of the Ministry dated December 7, 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 conversion of An Lac Shoe Company (a subsidiary under the Ministry of Industry) including the following main points:

The charter capital of the joint stock company is 77,500,000,000 VND (Seventy-seven billion five hundred million VND).

- Shareholding ratio sold outside the company: 10.04%.

- Proportion of shares sold to employees within the company: 36.50%;

- Proportion of shares sold outside the company: 12.50%.

Value of one share: 100,000 VND.

2. The actual value of An Lac Shoe Company at the time of December 31, 2003 for the purpose of conversion into a joint stock company (Decisions No. 2133/QĐ-TCKT dated August 18, 2004 and No. 3166/QĐ-TCKT dated November 26, 2004 of the Ministry of Industry) is 141,199,489,650 VND. Among this, the actual value of the State's capital in the company is 77,511,998,062 VND.

4. Regarding the costs of converting into a joint stock company, retraining employees, and resolving surplus labor, the company will process and report to the Ministry of Industry and relevant state authorities for approval according to current regulations.

Article 2. Convert An Lac Shoe Company into An Lac Shoe Joint Stock Company,

- Full name in English: ANLAC FOOTWEAR JOINT STOCK COMPANY;

- International trading name: ANLAC FOOTWEAR COMPANY;

- Abbreviation: ALSIMEX;

- Main office address: No. 92/4 National Highway 1, An Lac Town, Binh Chanh District, Ho Chi Minh City.

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

- Production and trade of shoes, sandals, bags, and cases made from leather, imitation leather, and fabric;

- Production and trade of raw materials and packaging for the leather shoe industry;

- Direct import and export;

- Trade in ready-made garments and rental of office space;

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

Article 4. An Lac Shoe Joint Stock Company is a legal entity under Vietnamese law from the date of registration for business operations, operates independently, uses its own seal, opens bank accounts in accordance with the law, and operates according to the Articles of Association of the joint stock company and the Law on Enterprises.

An Lac Shoe Joint Stock Company inherits all rights and obligations related to the joint venture capital contribution of An Lac Shoe Company with foreign partners and the share capital contribution of An Lac Shoe Company in An Phu Shoe Joint Stock Company.

Article 5. An Lac Shoe Company organizes the sale of shares and convenes the first General Meeting of Shareholders of the joint stock company in accordance with the provisions of the law.

The Director and Chief Accountant of An Lac Shoe 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 Director of An Lac Shoe Company, and the Chairman of the Board of Directors and General Manager of An Lac Shoe Joint Stock Company are responsible for implementing this Decision./.