Decision No. 176/2003/QĐ-TTg On piloting the transfer of the Inland Waterway Transport and Loading and Unloading Company to operate under the holding company - subsidiary model

Pursuant to …;

Regarding the pilot transfer of the Inland Waterway Transport and Loading and Unloading Company

Approving the Pilot Project for the Transfer of Hanoi Electronics Corporation (HANEL) to Organize and Operate Under the Holding Company-Subcompany Model, Engaging in Multi-Sector Business, with the Main Sector Being Research, Design, Production of Consumer and Specialized Electronic Products, Products Serving Telecommunications Technology, Precision Machinery Products, Contributing to Effectively Implementing the Strategy for the Development of the Electronics Industry Until 2010 with Consideration for 2020 in Hanoi City.

PRIME MINISTER

Pursuant to the Law on Organization of the Government dated December 25, 2001;

Based on the State Enterprise Law dated April 20, 1995;

Pursuant to the Enterprise Law dated June 12, 1999;

Considering the proposal of the Minister of Transport and the opinions of the Ministry of Planning and Investment, the Ministry of Finance, the Ministry of Home Affairs, and the Central Economic Commission,

DECISION: 

Article 1. Approves the Pilot Project to transfer the Inland Waterway Transport and Loading and Unloading Company under the Ministry of Transport to operate according to the holding company-subsidiary model, with the main contents as follows:

1. Objective: To pilot the reform of management organization, shifting from administrative linkage between the Inland Waterway Transport and Loading and Unloading Company and its affiliated units to a financial investment mechanism; to create a close connection, clearly define rights and responsibilities regarding capital and economic interests among enterprises with legal personality; to provide better information, marketing, sales, supply, research, and training services for member enterprises; to enhance production capacity, business efficiency, and competitive ability of the enterprise.

2. Main contents of the Project:

a) The Inland Waterway Transport and Loading and Unloading Company will operate according to the holding company-subcompany model as follows:

Holding company (Inland Waterway Transport and Loading and Unloading Company): is a state-owned enterprise with independent accounting, legal personality, directly conducting production and business activities, and investing capital in subsidiaries; responsible for preserving and developing state capital at the company and in subsidiaries.

The holding company is formed based on restructuring the office of the Inland Waterway Transport and Loading and Unloading Company, the Ninh Binh Wharf Enterprise, the Ninh Phuc Wharf, the Construction Team, the Haiphong River Traffic Safety Assurance Enterprise, and the Hanoi River Traffic Safety Assurance Enterprise.

The management structure of the holding company includes: Board of Directors, Supervisory Board, General Director, and supporting staff.

Subsidiaries: have legal personality, assets, names, separate management structures, bear civil liability within the scope of their assets; organized and operated according to relevant legal provisions corresponding to the legal form of subsidiaries.

Subcompanies are joint-stock companies or limited liability companies with two or more members where the parent company holds controlling shares (over 50% of the charter capital).

b) The charter capital structure, business sectors of the holding company and subsidiaries; the organization and management of the holding company; relations between the holding company and the state owner and subsidiaries are stipulated in the Charter of the holding company's organization and operation.

c) The holding company is responsible for succeeding the legal rights and obligations of the Inland Waterway Transport and Loading and Unloading Company.

Article 2. The process of transferring the Inland Waterway Transport and Loading and Unloading Company to operate according to the holding company-subcompany model is as follows:

a) In 2003:

Establishing the holding company and forming three subsidiaries based on the shareholding transformation of the Motor Transport Enterprise, the Comprehensive Service Center, and the But Son Branch.

b) In 2004:

Forming one subsidiary based on the shareholding transformation of the Coal Processing and Comprehensive Trading Enterprise.

Supplementing state capital in the Construction Materials Production and Construction Joint Stock Company to ensure that the state holds controlling shares (over 50% of the total number of shares of the enterprise).

c) In 2005:

Forming three subsidiaries based on the shareholding transformation of the Water and Land Transport Repair Enterprise, the Hoa Binh Branch, and the River Sea Transport Enterprise.

Article 3.

1. Entrust the Minister of Transport:

a) Direct the implementation of this pilot project.

b) Decide on the establishment of the parent company and subcompanies mentioned in Clause 2, Article 1 of this Decision according to current regulations.

c) To submit to the Prime Minister for approval of the Charter of the parent company's organization and operation.

d) Monitoring the operation of this pilot model, promptly reporting to the Prime Minister issues requiring correction.

2. Entrust the Minister of Finance to approve the Financial Regulations of the Pilot Holding Company and monitor the implementation of financial management, accounting, and financial transparency of the holding company.

Article 4. The Standard Measurement Quality Control Department shall be responsible for organizing and guiding the implementation of the Regulations adopted herein.

Ministers of the Ministries of Transport, Finance, Planning and Investment, Home Affairs, and heads of related agencies are responsible for implementing this Decision./.