Concerning the management of persons holding positions and representing state capital in enterprises

Office Issuing: OFFICE OF THE GOVERNMENT

DECREE
ON THE MANAGEMENT OF PERSONS HOLDING OFFICIAL POSITIONS AND REPRESENTATIVES OF STATE CAPITAL IN ENTERPRISES
BASED ON THE GOVERNMENT ORGANIZATION LAW NO. 63/2025/QH15;

BASED ON THE BUSINESS ENTERPRISE LAW NO. 59/2020/QH14, AMENDED AND SUPPLEMENTED BY LAWS NO. 76/2025/QH15 AND NO. 03/2022/QH15;

BASED ON THE STATE CAPITAL MANAGEMENT AND INVESTMENT LAW NO. 68/2025/QH15;

ACCORDING TO THE PROPOSAL OF THE MINISTER OF HOME AFFAIRS;

THE GOVERNMENT ISSUES THIS DECREE ON THE MANAGEMENT OF PERSONS HOLDING OFFICIAL POSITIONS AND REPRESENTATIVES OF STATE CAPITAL IN ENTERPRISES.

CHAPTER I

GENERAL PROVISIONS
Article 1. Scope of Application

This Decree regulates the management and utilization of persons holding official positions at enterprises where the State holds 100% equity, state asset supervisors, and representatives of state capital in enterprises.

Article 2. Applicability

1. State-owned enterprises as defined under the Business Enterprise Law.

2. Enterprises where the State holds no more than 50% of the equity or total voting shares (hereinafter referred to as state capital enterprises).

3. Persons holding official positions at enterprises where the State holds 100% equity (hereinafter referred to as state enterprise managers), including:

a) Chairman of the Board of Directors;

b) General Manager in enterprises not organized under the Board of Directors model;

c) Members of the Board of Directors;

d) General Manager or Director, except where a General Manager or Director is hired.

4. State asset supervisors.

5. Representatives of state capital in enterprises where the State holds more than 50% of the equity or total voting shares; representatives of state capital in enterprises where the State holds no more than 50% of the equity or total voting shares (hereinafter referred to as state capital representatives).

6. Other relevant agencies, organizations, and individuals.

Article 3. Interpretation of Terms

In this Decree, the following terms are understood as follows:

1. Personnel work includes:

a) Evaluation, planning, appointment, reappointment; transfer, resignation, dismissal; commendation, discipline, and removal from office for state enterprise managers;

b) Evaluation, nomination, renomination, dismissal, cessation of representation of state capital, commendation, discipline for state capital representatives;

c) Temporary suspension of duties, termination of employment, retirement.

2. Personnel advisory body is the organization responsible for personnel work under the competent authority.

3. State asset supervisors are positions held by individuals within the management authority of the state-owned enterprise representative body, appointed by such a body and working on a full-time or part-time basis.

Article 4. Principles Governing the Management of State Enterprise Managers, State Asset Supervisors, and State Capital Representatives

1. Ensuring the principle of the Party's unified leadership in personnel work and management of cadres.

2. Adhering strictly to legal provisions on enterprises, laws on state capital management and investment, and related laws; where there are differences, implementing the specialized law provisions while ensuring compliance with the provisions of the competent authority.

3. Implementing the principle of democratic centralism, clearly defining collective responsibility and individual responsibility, particularly that of the head in personnel work; promoting decentralization and delegation to direct state asset representatives.

4. State enterprise managers, state capital representatives, and state asset supervisors are not civil servants, public officials, or staff members.

5. In cases where one person simultaneously holds multiple positions under the management authority of different levels, the examination and decision-making shall be conducted by the competent authority with the highest level of management authority.

5. In the case where an individual simultaneously holds multiple positions within the jurisdiction of different levels of authority, the examination and decision-making shall be conducted by the authority with jurisdiction over the highest position held.

Chapter II
AUTHORITY AND DUAL ROLE OF STATE-Owned ENTERPRISE MANAGERS, AUDITORS,
REPRESENTATIVES OF STATE CAPITAL
STATE CAPITAL REPRESENTATIVE

Article 5. Authority of the Prime Minister

1. Provide comments on decisions by the state capital representative regarding appointments, reappointments, transfers, dismissals, and resignations of members of the board of directors and company presidents in enterprises where the State holds a 100% equity stake, provided that such authority and responsibility are exercised as the state capital representative and according to the list attached to this Decree.

2. In cases deemed necessary, request the state capital representative to implement or direct the implementation of cadre work matters for enterprise managers in enterprises specified in paragraph 1 of Article 5 of this Decree.

Article 6. Authority of the State Capital Representative

1. For enterprises as specified in paragraph 1 of Article 5 of this Decree:

a) Decide on cadre work matters as stipulated in points (a) and (c) of paragraph 1 of Article 3 of this Decree for members of the board of directors and company presidents; decisions regarding matters as stipulated in paragraph 1 of Article 5 of this Decree must obtain prior comments from the Prime Minister.

b) Decide on cadre work matters as stipulated in points (a) and (c) of paragraph 1 of Article 3 of this Decree for members of the board of directors;

c) Provide comments before decisions by the board of directors or company president regarding cadre work matters as stipulated in point (a) of paragraph 1 of Article 3 of this Decree for general managers and directors, except for planning authority;

d) Approve the General Manager and Director recruitment plan.

2. For enterprises where the State holds a 100% equity stake as exercised by the state capital representative:

a) Decide on cadre work matters as stipulated in points (a) and (c) of paragraph 1 of Article 3 of this Decree for members of the board of directors, company presidents, and members of the board of directors;

b) Provide comments before decisions by the board of directors or company president regarding cadre work matters as stipulated in point (a) of paragraph 1 of Article 3 of this Decree for general managers and directors, except for planning authority; approve the General Manager and Director recruitment plan.

3. For enterprises with state capital:

a) Decide on cadre work matters as stipulated in points (b) and (c) of paragraph 1 of Article 3 of this Decree for representatives of state capital;

b) Provide comments before decisions by the representative of state capital at enterprises where the State holds more than 50% but less than 100% equity or total voting rights in the general meeting of shareholders, board meetings, and board of directors regarding matters as stipulated by law on managing and investing state capital in enterprises.

4. The state capital representative shall establish standards, conditions, working terms, powers, and responsibilities for the auditor position consistent with relevant party regulations, laws, and international practices; ensure quality, effectiveness, and efficiency to support enterprise production and operation activities and the function of the state capital representative in overseeing the invested state capital in enterprises; decide on appointments and other cadre work matters related to the auditor position.

Article 7. Authority of the Board of Members and Company President

1. For enterprises specified in paragraph 1 of Article 5 of this Decree:

a) Decide on matters related to cadre work as provided in points (a), (c) of paragraph 1 of Article 3 of this Decree concerning the General Manager, Director and other positions or ranks under the management authority of the enterprise; for matters specified in point (a) of paragraph 1 of Article 3, except planning matters, prior approval from the state-owned asset representative body is required before decision-making.

b) Decide on hiring, termination of employment contracts; remuneration, bonuses and other benefits (if any) for the General Manager, Director.

2. For enterprises specified in paragraph 2 of Article 6 of this Decree

a) Decide on matters related to cadre work as provided in points (a), (c) of paragraph 1 of Article 3 of this Decree concerning the General Manager, Director and other positions or ranks under the management authority of the enterprise; for matters specified in point (a) of paragraph 1 of Article 3, if applying such decisions to the General Manager, Director requires prior reporting to the state-owned asset representative body, except planning authority.

b) Decide on signing employment contracts, termination of employment contracts, remuneration, bonuses and other benefits (if any) for the General Manager, Director.

Article 8. Concurrent Appointment of Enterprise Managers, Supervisors, and State Capital Representatives

1. The concurrent appointment of other positions or ranks by enterprise managers is governed as follows:

a) The Company President may concurrently serve as the General Manager or Director of their own company but shall not concurrently hold management positions in another company;

b) Except for members of the Board of Members, other members of the Board of Members may concurrently serve as the General Manager or Director of their own company or a non-member enterprise by decision of the state-owned asset representative body.

2. The concurrent appointment of other positions or ranks by supervisors is governed as follows:

a) The Head of the Audit Committee and supervisors shall not be managers in another enterprise; they shall not serve as supervisors in enterprises that are not state-owned enterprises; nor shall they be employees of any enterprise;

b) An individual may concurrently hold appointments as the Head of the Audit Committee and supervisor for no more than four state-owned enterprises.

3. The concurrent appointment of other positions or ranks by state capital representatives is governed as follows:

a) A full-time state capital representative shall work in only one enterprise;

b) A part-time state capital representative may participate in representing state capital in no more than three enterprises; the number of part-time representatives at any single enterprise shall not exceed 30% of the Board of Members or Board of Directors membership;

c) A part-time state capital representative may participate as a representative in one or several other enterprises according to the provisions of the bylaws; they shall not concurrently serve as a state capital representative in another enterprise under the management of the state-owned asset representative body.

4. Enterprise managers, state capital representatives, and supervisors shall not concurrently hold positions or ranks at their own company and other companies contrary to the provisions of paragraphs 1, 2, and 3 of this Article.

Chapter III
IMPLEMENTATION OF STAFF WORK FOR STATE-Owned ENTERPRISE MANAGERS

Section 1
REMOVAL FROM OFFICE

Article 9. Term of Office

1. The term of office for management positions is five years from the effective date of the appointment decision, except where a shorter term is provided by specialized laws.

2. An individual may be appointed as Chairman of the Board of Directors, Board Member, or General Manager for no more than two terms at one enterprise, unless they have had continuous service of over fifteen years with that enterprise prior to their first appointment; in cases where service has been continuous with a subsidiary company, such service time can be cumulatively counted.

In the event that the term limit is reached but retirement age has not yet been attained, the competent authority may consider and decide on appropriate work arrangements.

Article 10. Qualifications and Conditions for Appointment

1. Ensure compliance with general qualifications and conditions as stipulated by the Party and the State, and specific qualifications and conditions for the position or rank to be appointed as prescribed by the competent authority.

2. For personnel from within the enterprise, they must be planned for the position or a higher position. For personnel from outside the enterprise, they must also be planned for a position at least equivalent in level. In special cases, the decision is made by the competent authority.

If a new enterprise has not yet completed the planning process, the competent authority may consider and decide on appointments.

3. Have served in the current position or an equivalent position for at least one year (12 months), if not continuous then it can be cumulatively counted (only cumulative counting applies to time spent in an equivalent position).

If before appointment, there is a record of holding a higher, equal, or lower position immediately preceding the proposed position, such period shall be considered as part of the equivalent position service for cumulative purposes; this does not apply to cases where the position was vacated due to disciplinary action.

In special circumstances where time in office requirements are not met or there has been no continuous service, the competent authority may consider and decide on appointments.

4. Have a complete and clear personal record, asset declaration, and income statement that have been reviewed and verified by the competent authority.

5. Have received an evaluation from the competent authority indicating satisfactory completion of duties in at least three years prior to appointment. In cases where non-compliance with the above standards is due to objective reasons related to enterprise performance, the competent authority may consider and decide on appointments based on the enterprise's development goals for each financial year.

6. Have relevant work experience, professional knowledge, management and operational experience, achievements, results, and specific products suitable for the position being appointed.

7. Age at appointment

a) For personnel first appointed to leadership or management positions, or those proposed for higher leadership or management roles, they must be of an age that allows them to serve the full term of office as prescribed by the competent authority. The date from which age is calculated is determined by the competent authority; in special cases, the decision is made by the competent authority.

b) For personnel transferred or appointed to a new position at the same level or lower than their current position, the provisions of point (a) do not apply.

8. Be physically fit to fulfill assigned duties.

9. Not be in any of the following situations:

a) Prohibited from holding office as prescribed by law;

b) Under disciplinary action;

c) Under investigation, prosecution, or trial;

d) In cases where higher positions have not been considered for appointment according to the provisions of the competent authority.

Article 11. Proposal for Appointment

1. The leadership collective of the enterprise convenes to discuss, decide, or submit to a competent authority the proposal for appointment, determining the number, source of personnel, and proposed work assignments for the appointed individuals.

2. Within 30 working days from the date of approval of the appointment proposal, the competent authority must complete the personnel process in accordance with regulations. In case the appointment is not completed within the aforementioned period, an explanation and reasons must be provided, reported to the competent authority for decision on the appointment proposal.

Article 12. Procedure and Process for Appointing Local Personnel

1. Principle of Implementation

The appointment process for local personnel consists of four steps; meeting. The board members, company chairman, based on the membership composition as stipulated by the state-owned asset representative body, decide on the form of the meeting—directly, online, or a combination of direct and online—to suit the characteristics of the organization, entity, or unit; determine whether to hold a vote in an online or combined online and direct meeting format, ensuring accuracy and confidentiality as per regulations.

The voting ratio for recommendations at steps 1, 2, and 4 is calculated based on the total number of invitees; the voting ratio for step 3 is calculated based on the total number of invitees present at the meeting.

Personnel recommendation ballots for steps 2, 3, and 4 are issued by the meeting organizing committee with a seal from the organization, entity, or unit; the content of the meeting and the results of the vote at these steps are recorded in minutes; the number of recommendation ballots is prepared according to the number of invitees and distributed based on the number of attendees; voters may sign their names or not. Representatives from the organizational advisory body who attend but do not vote (except where they are part of the voting members).

In cases where one person attends with two different positions, only one ballot is cast and counted as one individual in the list of invitees.

If a person was invited but absent due to an unforeseen circumstance, they are not included in the total number of invitees.

The personnel advisory body reports to the enterprise's competent party committee, board chairman, or company chairman for review and decision on the list of invitees at meetings; cases where individuals were absent due to unforeseen circumstances.

2. Step 1: Leadership Collective Meeting

The leadership collective meeting performs the following tasks:

a) Discuss, review, and unify on the structure, number, standards, conditions, and process of personnel.

Based on the review: the appointment proposal approved by the competent authority; business requirements; local personnel in the planning, including positions equivalent to or higher.

b) Review evaluation results and comments for each planned individual (including those at or above the equivalent position).

c) Approve a list of individuals meeting the criteria and conditions.

Fill out recommendation ballots based on the list of individuals meeting the criteria and conditions by marking the ballot.

Each member recommends one person for each position; the individual with the highest number of votes, over 50% of the total invitees, is selected. If no individual reaches more than 50% of the recommendation votes, all individuals receiving at least 30% of the recommendation votes are recommended to the next step. If no one receives at least 30% of the recommendation votes, the process stops and a report is made to the competent authority for review and guidance.

The results of the discussion and proposal are recorded in minutes.

The results of the vote and the list of recommendations are announced at the meeting.

3. Step 2: Expanded Leadership Collective Meeting

The expanded leadership collective meeting performs the following tasks:

a) Discuss the results of personnel recommendation from step 1;

b) Fill out recommendation ballots by marking them in full.

Each member recommends one person for each position on the list recommended at step 1; the individual with the highest number of votes, over 50% of the total invitees, is selected. If no individual reaches more than 50% of the recommendation votes, all individuals receiving at least 30% of the recommendation votes are recommended to the next step. If no one receives at least 30% of the recommendation votes, the process stops and a report is made to the competent authority for review and guidance.

The results of the vote are announced at the meeting.

4. Step 3: Core Leadership Collective Meeting

The core leadership collective meeting fills out recommendation ballots by marking them in full based on the list recommended at step 2.

Principle of recommendation and selection: Each member recommends one person for each position on the list recommended at step 2; the individual with the highest number of votes, over 50% of the total invitees present, is selected. If no individual reaches more than 50% of the vote count, the process stops and a report is made to the competent authority for review and guidance. The results of the vote are not announced at the meeting.

5. Step 4: Leadership Collective Meeting

The leadership collective meeting performs the following tasks:

a) Discuss the results of voting at step 3.

Based on discussion: opinions and comments from the competent party committee; verification, conclusion of new issues arising with personnel (if any);

b) Fill out ballots for personnel by marking them in full.

The individual with the highest number of votes, over 50% of the total invitees, is selected and recommended for appointment. If two individuals have an equal number of votes at 50%, the head evaluates and selects one to present, while fully reporting all differing opinions to the competent authority for review and decision. In case the head position is vacant, a report is made to the competent authority for review and decision.

The results of the vote are announced at the meeting.

The head of the organization or entity issues the appointment decision within their authority or submits it to a higher authority for review and decision.

The head of the agency or organization making the appointment decision in accordance with their authority, or submitting it to a higher authority for examination and decision-making.

6. The entity representing the owner shall issue regulations on the composition of collective leadership meetings (steps 1 and 4), expanded collective leadership meetings (step 2), and key collective leadership meetings (step 3); principles for determining local human resource sources, and human resources from elsewhere in cases where an entity has a structured organization based on proposals by the Board of Members or the Company President, ensuring compliance with party regulations and the specific characteristics of the entity.

Article 13. Procedure and process for appointing personnel from outside sources

1. For personnel proposed to be transferred and appointed from outside business entities, the competent authority shall direct the implementation of the following steps:

Step 1: Exchange views with the collective leadership of the enterprise regarding the proposed appointment.

Step 2: Exchange opinions (in writing) with the collective leadership of the agency, organization, or unit where the personnel are currently working on the transfer and appointment; obtain evaluations, comments from local authorities, agencies, units, and personnel files in accordance with regulations.

Meet with the personnel to discuss job requirements.

Step 3: Review the personnel and report to the competent authority for examination and decision-making.

2. For cases where personnel are proposed by the Board of Members or the Company President for transfer and appointment from outside sources, the personnel advisory body shall implement steps in accordance with the provisions of paragraph 1 of this Article, reporting to the competent authority for examination and decision-making.

Article 14. Procedure and process for appointing personnel within the decision-making authority of the Prime Minister

1. For local human resources, the following steps shall be followed:

a) The collective leadership of the enterprise discusses and proposes staffing needs, submitting to the entity representing the owner;

b) The entity representing the owner submits to the Prime Minister for approval on the principle, quantity, source of personnel, and proposed work assignments for those appointed, simultaneously sending to the Ministry of Home Affairs for review;

c) The Ministry of Home Affairs reviews and reports to the Prime Minister for examination and decision-making on the appointment principles;

d) Within 30 working days from the date of the Prime Minister's approval document on the principle of appointment, the Board of Members or Company President must complete the appointment process in accordance with the provisions of Article 12 of this Decree. The representative of the owner entity and the reviewing authority participate in each step of the appointment process;

d) The entity representing the owner submits to the Prime Minister, simultaneously sending a report and the appointment file to the Ministry of Home Affairs for review;

e) The Ministry of Home Affairs reviews standards, conditions, and implementation of the process, reporting to the Prime Minister for examination and decision-making on appointments according to the cadre management authority of the competent authority.

2. For personnel from outside sources:

a) The entity representing the owner submits to the Prime Minister for approval on the principle of transfer and appointment, simultaneously sending to the Ministry of Home Affairs for review;

b) The Ministry of Home Affairs reviews and reports to the Prime Minister for examination and decision-making on the principle of transfer and appointment;

c) Within 30 working days from the date of the Prime Minister's approval document on the principle of transfer and appointment, the entity representing the owner shall take the lead in implementing the personnel appointment process in accordance with regulations; in cases of arising difficulties or complexities, report to the Prime Minister;

d) The entity representing the owner submits to the Prime Minister, simultaneously sending a report and the appointment file to the Ministry of Home Affairs for review;

e) The Ministry of Home Affairs reviews and reports to the Prime Minister for examination and decision-making on appointments according to the cadre management authority of the competent authority.

Article 15. Appointment in Other Cases

1. In the case of merger, consolidation, division, reorganization, or conversion of business entity form:

a) Where the current position or rank held is equivalent to or lower than the proposed position or rank to be assumed, the representative body of the owner shall decide or submit for decision by competent authority to transfer the position or rank according to the new position or rank in the enterprise without following the procedures and formalities prescribed in this Decree. The term of office is calculated from the date of appointment under the old position.

In cases where the current position or rank held by a state-owned enterprise manager is lower than the proposed position or rank to be assumed, the appointment shall be carried out according to the appointment procedures for personnel from other sources;

b) For the position of supervisor, the representative body of the owner shall consider transferring to a new position that is appropriate.

2. The representative body of the owner directly takes the lead in implementing the appointment process in the following cases:

a) Appointment of state-owned enterprise manager at newly established enterprises;

b) Cases where internal leadership within the enterprise lacks unity, and many individuals violate discipline;

c) Cases due to natural disasters, accidents, or other force majeure reasons where the enterprise no longer has leaders or managers.

3. In cases where a business entity has not fully established the positions of Chairman of the Board, Chairman of the Company, General Manager, and Manager, competent authorities shall consider and decide on delegating the powers of these positions to deputy leaders or members of the board until decisions are made regarding these positions; the delegation period does not exceed 12 months from the date when the decision becomes effective, and such time is not counted as part of the term of office if appointed. The person delegated shall fully exercise the rights and duties of the position and rank assigned.

Article 16. Appointment File

1. Proposal, minutes of meeting, summary of election results with voting minutes at each step.

2. Personal resume as prescribed by the individual, self-declared in color photo size 4x6 cm, confirmed and stamped by the competent authority managing cadres.

3. Evaluation and comments from the leadership collective of the agency or unit according to the cadre management hierarchy on:

a) Moral character, lifestyle, organizational discipline awareness, internal unity;

b) Work capability and results in fulfilling assigned duties, including specific products, work achievements, limitations, shortcomings, and violations during the course of work (if any);

c) Reputation and potential for development.

4. Evaluation and comments from the grassroots party branch or party committee where:

5. Comments from the local party committee on oneself and family.

6. Self-assessment, evaluation of three years' work experience.

7. Conclusion regarding political standards by competent authority as prescribed.

8. Declaration of assets and income according to regulations.

9. Copies of academic credentials and certificates (with verification from the competent authority managing records or from a competent authority) in accordance with the criteria for the position or rank being appointed. In cases where the credential is issued by an overseas educational institution or an institution within the country in collaboration with foreign entities, it shall be recognized according to legal provisions.

10. Health certificate issued by a qualified medical facility.

Where components of the appointment file as prescribed in this Article have already been approved and exist in the national database, they may be used to replace the corresponding paper documents.

The components of the file specified in paragraphs 1, 2, 3, 4, 5, 6, 8, and 10 (including electronic copies) of this Article shall not exceed six months from the date of examination.

Where planning, appointment, reappointment, nomination, or other personnel matters are conducted at different times within a six-month period from the submission of the initial application and with the same competent authority making decisions, the initial file may be used for subsequent personnel processes, except where new content arises or additional components must be added according to regulations.

Where reappointment extends the term of office, there is no need to have the components specified in paragraphs 7 and 9 of this Article if no new content arises.

Part II
REEMPLOYMENT

Article 17. Time and Term for Reappointment

1. When the term of appointment as provided by regulations expires, the competent authority shall examine and decide whether to reappoint or not reappoint the person managing a state-owned enterprise.

Not later than 90 working days before the expiration date of the appointment term, the competent authority must notify the person under examination for reappointment to prepare the reappointment dossier as per regulations. In case the reappointment process has not been carried out in accordance with the procedures stipulated in Clause 3 of this Article or although the process has been completed but is incomplete due to objective reasons, the appointing authority shall issue a written notification to inform the enterprise and individual.

2. A person managing a state-owned enterprise who has reached the end of their appointment term and still has at least 24 months of service as of the retirement date if the appointment term is five years or at least 18 months of service as of the retirement date if the appointment term is three years must undergo the reappointment examination process; if reappointed, the term of appointment shall be calculated until the prescribed retirement age.

3. Cases where the reappointment examination process has not been carried out

a) Belongs to one of the cases specified in Clause 9 of this Decree;

b) There is information exchange by competent authorities regarding personal responsibility in ongoing investigations, inspections, or audits but no final conclusion has been reached or there are requests from competent authorities for examination and handling of personal responsibility but no final conclusion has been made;

c) Currently undergoing inpatient treatment for three months or more at medical facilities or currently on maternity leave;

d) Does not fall under the cases where reappointment is not examined as per the provisions of the competent authority.

4. The decision to reappoint or extend the term of appointment must be issued no later than one working day before the expiration date of the current term of appointment.

In case a person managing a state-owned enterprise has reached the end of their appointment term but there is no decision on reappointment or extension, they shall not perform the responsibilities, duties, and authority of the current position. The performance of these responsibilities, duties, and authority shall be determined by the appointing authority.

5. A person managing a state-owned enterprise who has reached the end of their appointment term but is currently serving a disciplinary decision that does not fall under the scope for exemption from duty or resignation as per party regulations and laws, the appointing authority shall consider and decide on reappointment or extension of the term of leadership or management based on task requirements, standards, and conditions.

Article 18. Conditions for Reappointment

1. The person managing a state-owned enterprise has fulfilled their duties during the term of appointment and still meets the qualification criteria and can meet future duty requirements.

2. There is a need from the enterprise.

3. They have sufficient health to fulfill assigned tasks.

4. They do not fall under the cases where reappointment has not been examined as per Clause 3 of Article 17 of this Decree. In case the enterprise is undergoing an inspection or audit, the appointing authority shall consult with the inspecting or auditing body regarding the proposed appointees before making a decision.

5. If a person managing a state-owned enterprise is not reappointed, the competent authority shall consider and decide on alternative work assignments; they shall not be assigned to positions of equivalent or higher rank.

Article 19. Procedure and Process for Reappointment

1. The manager of a state-owned enterprise shall prepare an self-assessment report on the performance of duties and responsibilities during their tenure, submit it to the competent authority responsible for appointment, and simultaneously send it to the personnel advisory body within fifteen days from the date they receive notification from the competent authority.

2. Within thirty days from receiving the self-assessment report submitted by the person under consideration for reappointment, the competent authority shall proceed with the following procedures:

a) Organize a key staff meeting to seek opinions on the reappointment: Implement the procedures and order specified in Clause 4 of Article 12 of this Decree.

b) The competent authority directly evaluates and recommends the reappointment of personnel.

c) The leadership team discusses and decides on the matter.

The person proposed for reappointment must achieve a majority of more than fifty percent (50%) of the votes cast at the key staff meeting, and more than fifty percent (50%) of the total number of people present at the collective leadership meeting; in case of achieving 50% of the votes, it shall be decided by the head; if less than 50%, it shall be reported to the competent authority for decision.

d) Obtain written opinions from the competent authority.

e) Based on the results of the vote and any written opinions (if applicable), the competent authority decides on the reappointment.

Article 20. Extension of Tenure

1. The manager of a state-owned enterprise shall prepare an self-assessment report on the performance of duties and responsibilities during their tenure, submit it to the competent authority responsible for appointment, and simultaneously send it to the personnel advisory body within fifteen days from the date they receive notification from the competent authority.

2. Within forty-five days from receiving the self-assessment report submitted by the person under consideration for reappointment, the competent authority shall proceed with the following procedures:

a) The leadership team discusses and examines; if the state-owned enterprise manager is still healthy, has prestige, and meets the job requirements, they unanimously vote in secret.

Personnel proposed to extend their tenure must achieve more than fifty percent (50%) of the total number of members of the enterprise's leadership team who agree; in case of achieving 50% of the votes, it shall be decided by the head; if less than 50%, it shall be reported to the competent authority for decision.

b) Obtain written opinions from the competent authority.

c) Based on the results of the vote and any written opinions (if applicable), the competent authority decides on extending the tenure.

Article 21. Files for Reappointment and Extension of Tenure

The files for reappointment and extension of tenure shall be prepared in accordance with the provisions of Article 16 of this Decree; the provisions specified in Clauses 3 and 6 of Article 16 of this Decree are implemented during the period of tenure.

Chapter IV
Appointment and Reappointment of State-Owned Enterprise Representatives for Share Capital

Section 1
OF THE STATE-OWNED ENTERPRISE REPRESENTATIVE

Article 22. Term of Service as a Representative for State-Owned Capital

1. The term of service as a representative for state-owned capital shall not exceed five years but shall not be longer than the term of office of a member of the board of members or a member of the board of directors. In cases where a person representing state-owned capital is nominated by an entity representing the owner to fill a management position during their term, the term as a representative for state-owned capital shall be the remaining duration of that term in accordance with the regulations.

2. Where a person representing state-owned capital is appointed to represent state-owned capital at another enterprise, the term of service as a representative for state-owned capital commences from the date when the decision appointing them as a representative for state-owned capital at the new enterprise becomes effective.

3. In cases where there is a change in management positions due to a change in the name of the enterprise, the term of service as a representative for state-owned capital shall commence from the date when the decision appointing them as a representative for state-owned capital under their previous position becomes effective.

Article 23. Conditions for Appointment as Representative of State Capital

1. Ensure general standards as stipulated by the Party, laws, and specific standards as provided in the regulations and provisions of the competent authority.

2. Have a verified personal file and background check, including a declaration of assets and income as required.

3. Must be of sufficient age (calculated in months) to serve until the end of the term of a member of the Board of Directors or a member of the Supervisory Board.

4. Must have adequate health to fulfill assigned tasks.

5. Not fall under any of the circumstances specified in paragraph 9 of Article 10 of this Decree. In cases where an entity is undergoing inspection, if necessary, the competent authority shall consult with the inspecting body regarding personnel before appointing as a representative of state capital.

Article 24. Procedure and Process for Appointment as Representative of State Capital

1. Based on the value of state capital, the scale of the enterprise, and in accordance with the conditions and standards for representatives of state capital, the personnel advisory body proposes the principle, number, structure, and specific candidates to be appointed as representatives of state capital, including information such as: full name; date, month, year of birth; place of origin; date of joining the Party (if applicable); professional qualification; political theoretical level (if applicable); management position; current workplace.

2. The entity representing the owner's rights shall undertake the following tasks:

a) Meet with the candidates who are proposed to be appointed as representatives of state capital; the proposed candidate commits to adhering to the principles, resolutions, and instructions of the entity representing the owner's rights and fulfilling the roles, responsibilities, and obligations of a representative of state capital if appointed;

b) Exchange views and obtain feedback from the leadership collective at the current workplace regarding the principle of appointing representatives of state capital; verify the background of the candidate.

3. Obtain written opinions from the competent authority.

4. The entity representing the owner's rights shall examine, conclude on any issues arising (if any), discuss, and decide on the appointment of a representative of state capital.

Article 25. Appointment File for Representative of State Capital

The file for appointment or reappointment of representatives of state capital is conducted in accordance with the corresponding provisions as stipulated in Articles 16 and 21 of this Decree.

Section 2
REAPPOINTMENT OF REPRESENTATIVE OF STATE CAPITAL

Article 26. Conditions for Reappointment of Representative of State Capital

1. The representative of state capital may be reappointed if they meet the following conditions:

a) Evaluated as having completed their duties within the term of service as a representative of state capital;

b) Meet the conditions for appointment as a representative of state capital as provided in paragraphs 1, 2, and 4 and paragraph 5 of Article 23 of this Decree.

2. In cases where the representative of state capital does not meet the age requirement to serve until the end of the term of a member of the Board of Directors or a member of the Supervisory Board of an enterprise, the period for reappointment as a representative of state capital shall be calculated up to the date when they reach the retirement age as stipulated.

Article 27. Procedure and Process for Reappointment of Representative of State Capital

1. At least ninety days before the end of the term of service as a representative of state capital, the representative of state capital shall submit a self-assessment report on their performance in fulfilling their duties during their term to the entity representing the owner's rights.

2. The entity representing the owner's rights shall seek written opinions from the same-level party committee regarding the proposed candidate for reappointment as a representative of state capital.

3. The entity representing the owner's rights shall examine, conclude on any issues arising (if any), discuss, and decide on the reappointment of a representative of state capital.

In cases where the representative of state capital is not reappointed, the entity representing the owner's rights shall be responsible for coordinating with the enterprise to arrange alternative employment or address their benefits and policies in accordance with legal provisions.

Chapter V ASSESSMENT, QUALITY GRADING, PRAISE, DISCIPLINE

Section 1

ASSESSMENT AND QUALITY GRADING

Article 28 Assessment and Quality Grading of State-Owned Enterprise Managers, Representatives of State Capital in Enterprises, Supervisors

1. Responsibility for Assessment and Grading

Each year, the competent authority is responsible for assigning and specifically defining the goals by phase and annually, as well as indicators and work tasks for state-owned enterprise managers, supervisors, and representatives of state capital to serve as the basis for assessment and grading.

The competent authority that conducts the assessment and grading bears legal responsibility for its decisions.

2. Grading Levels

State-owned enterprise managers, representatives of state capital, and supervisors are assessed and graded annually into four levels: Exceeding Task Requirements, Fulfilling Task Requirements Well, Fulfilling Task Requirements, and Not Fulfilling Task Requirements.

The competent authority evaluates based on the evaluation criteria specified in Clause 3 of this Decree’s Article 29 and the results of enterprise quality assessment (if any) to consider and decide on the grading according to its authority for state-owned enterprise managers.

3. Timing of Assessment

The assessment of state-owned enterprise managers and supervisors is conducted annually after the competent owner representative agency announces the enterprise’s quality grading results in accordance with legal provisions; the assessment of representatives of state capital is carried out after the annual financial report of the enterprise is published.

In case there are discrepancies between the annual financial report of the enterprise after audit and the financial report used as the basis for assessment and grading, which affect the evaluation result, the competent authority adjusts the assessment and grading results accordingly.

For state-owned enterprise managers and representatives of state capital who are party members, the party member assessment is conducted first; then the management assessment follows.

Article 29 Basis, Content, Evaluation Criteria

1. The basis for evaluation and content to be evaluated for state-owned enterprise managers shall be carried out in accordance with the provisions of laws on managing and investing state capital in enterprises and the provisions of the owner representative agency.

2. For supervisors and representatives of state capital at enterprises, the basis for evaluation and content to be evaluated apply according to the provisions of laws on managing and investing state capital in enterprises and the provisions of the owner representative agency.

3. The criteria for evaluating and grading based on the levels specified in Clause 2 of this Decree’s Article 28 are implemented in accordance with party regulations, legal provisions on enterprises, management, and investment of state capital in enterprises, and the provisions of the owner representative agency, including the following main contents:

a) General criteria group: Politics, ideology; moral qualities, organizational discipline awareness; leadership ability, management capability, capacity to meet requirements for task execution, work attitude, spirit of innovation and creativity, daring to think, act, and take responsibility for common interests; level of trustworthiness, reputation, and ability to unite;

b) Criteria group on the results of fulfilling assigned responsibilities and tasks, which must clearly define the goals to be achieved in each phase and year of the enterprise, including: Degree of completion of production and business plan (revenue, profit, dividends, preservation and development of state capital); tax payment results, ability to settle debts, loss status, state capital loss; international management capability according to standards; ability for restructuring and privatization on schedule; risk governance capability; evaluation and grading results of the enterprise.

In case an enterprise is graded B due to objective conditions, the competent authority evaluates, considers, and decides on the appropriate quality grading level for the state-owned enterprise manager.

Article 30. Procedure and Process for Evaluation

1. For State-Owned Enterprise Managers

a) The State-Owned Enterprise Manager shall prepare an self-assessment report according to the evaluation content and criteria, and self-rate their quality level;

b) The Shareholders' Meeting reviews and evaluates the State-Owned Enterprise Manager. The meeting's evaluation and rating process is recorded in minutes, which detail the participants and opinions expressed;

c) Written feedback is sought from the same-level Party Committee on the evaluation and rating;

d) Based on the feedback from the same-level Party Committee, the Shareholders' Meeting or the Company President examines and decides on the quality level within their authority, or reports to a higher authority for examination and decision.

. For State Capital Representative and Inspector

a) The State Capital Representative and Inspector shall prepare an self-assessment report according to the evaluation content and criteria, and self-rate their quality level to be submitted to the entity representing the owner;

b) The entity representing the owner may seek feedback from the Shareholders' Meeting or Company President on the evaluation of the State Capital Representative (if necessary);

c) Based on the evaluation and rating criteria and tasks assigned according to the annual plan, the entity representing the owner decides on the quality level for the State Capital Representative and Inspector.

3. The results of the evaluation and rating are recorded in the individual's file and communicated to the person being evaluated.

Section 2
REWARD AND DISCIPLINE

Article 31. Reward

State-Owned Enterprise Managers, State Capital Representatives who have achievements or contributions shall be rewarded according to the provisions of the law on commendation and reward.

Article 32. Discipline

1. Principles

a) Ensuring objectivity, fairness; transparency, severity; accuracy,

b) Each disciplinary action is applied only once for each type of misconduct. When multiple types of misconduct are considered at the same time, separate conclusions are drawn for each misconduct and the highest form of discipline corresponding to the most severe misconduct is decided;

c) In cases where a State-Owned Enterprise Manager, State Capital Representative at an enterprise, or Inspector is disciplined by the Party, within 30 days from the date of the Party disciplinary decision announcement, the competent authority issues a corresponding disciplinary action.

If the highest form of discipline related to the performance of duties and responsibilities is applied, the personnel department reports to the competent authority for consideration and decision on the highest form of discipline; if unrelated to the performance of duties and responsibilities, the competent authority uniformly decides with the Party disciplinary authority before deciding to apply a lower level of discipline than dismissal.

If there are changes in the form of Party disciplinary action, corresponding changes must be made in the form of administrative discipline. The time served under the old disciplinary decision is deducted from the time served under the new disciplinary decision (if applicable). In cases where the Party authority decides to revoke a Party disciplinary decision, the competent authority issues a decision to cancel the disciplinary action.

A disciplinary decision becomes effective 12 months after it takes effect; for cases disciplined with reprimand, warning, or removal from office, the planning, appointment, and candidacy for higher positions, as well as personnel arrangements, are subject to the provisions of the competent authority.

If a Party disciplinary decision has already been made, the effective date of the administrative disciplinary decision is calculated from the date the Party disciplinary decision takes effect, except in cases where dismissal is imposed. During this period, if no further misconduct occurs that warrants administrative discipline, the disciplinary decision automatically ceases to have effect without the need for a termination notice.

2. Forms of Disciplinary Action

a) Reprimand;

b) Warning;

c) Removal from office for State-Owned Enterprise Managers and Inspectors; revocation of appointment for State Capital Representatives at enterprises;

d) Dismissal.

3. Procedure and Process for Disciplinary Action and Application of Administrative Discipline Provisions

If a Party disciplinary decision has already been made, the competent authority issues a corresponding administrative disciplinary action without following the procedure, except as provided in paragraph 1, point c of this Article.

Where no Party disciplinary decision has been made, the competent authority responsible for discipline instructs the personnel department to apply the provisions of enterprise law, labor law, and the entity representing the owner (if applicable), as well as the company's operating regulations, to handle the disciplinary action against individuals who have committed misconduct.

Chapter VI
TERMINATION OF APPOINTMENT, RESIGNATION, EXEMPTION FROM OFFICE,
TEMPORARY SUSPENSION OF DUTIES, LEAVING POST, SICK LEAVE, AND EXEMPTING FROM RESPONSIBILITY
Section 1

TERMINATION OF APPOINTMENT, RESIGNATION, EXEMPTION FROM OFFICE,
TEMPORARY SUSPENSION OF DUTIES
Article 33. Principles for termination of appointment, resignation, and exemption from office

1. Timely consideration shall be given to the termination of appointment, resignation, or exemption from office for a person managing a state-owned enterprise or representing the state's share capital in an enterprise when there is sufficient grounds.

Such actions shall not be taken if the individual must be exempted from office.

2. Encouragement shall be given to voluntary resignation where the individual no longer meets job requirements, lacks credibility, or has committed minor violations that do not warrant exemption from office.

3. After termination of appointment, resignation, or exemption from office, if an individual wishes to leave employment or retire, such requests will be processed in accordance with relevant laws and regulations regarding benefits and policies.

Article 34. Resignation

1. Consideration for resignation by a person managing a state-owned enterprise or representing the state's share capital in an enterprise shall be conducted under the following circumstances:

a) Due to self-perceived limitations in leadership and management capabilities, or lack of credibility to fulfill assigned duties;

b) Where more than 50% of the trust votes are low during the prescribed evaluation period;

c) For other legitimate personal reasons;

d) As head of an enterprise under management where direct subordinates or those directly responsible for the enterprise have committed serious corruption, waste, or malpractice but not to a level warranting disciplinary action according to regulations;

e) Where there are two consecutive years without completion of assigned duties during the term of office;

f) For violations of political qualities, moral integrity, and lifestyle that cause public dissatisfaction and damage personal and enterprise reputation;

g) Allowing family members (spouse, children) to violate state laws; engaging in social vices causing public dissatisfaction and damaging personal and enterprise reputation;

h) Allowing others to use one's position for personal gain resulting in serious consequences, public dissatisfaction, and damage to individual and agency reputation (unless it can be proven that the individual was unaware);

i) Refusal to take responsibility or avoidance of duty by failing to perform tasks within their authority as per assigned functions and duties, causing very serious consequences, public dissatisfaction among cadres, party members, and the general public.

2. Resignation shall not be allowed in the following circumstances:

a) Where the individual is currently performing important national defense or security tasks that have not been completed and would cause significant harm if resigned;

b) During periods of official investigation, audit, or inspection by competent authorities;

c) As specified in points d, e, f, g, h, i of Article 35 of this Decree.

3. Procedure for approval of resignation

a) The individual submitting the resignation shall submit a written request to the competent authority;

b) Within ten working days from receipt of the resignation application, the personnel advisory body shall consult with the individual and report to the competent authority for examination and decision-making;

c) The competent authority shall make a decision on approval or denial within ten working days from receiving the recommendation from the personnel advisory body; in exceptional circumstances due to objective reasons, this period may be extended up to fifteen working days.

4. If the resignation is not approved by the competent authority, the individual managing a state-owned enterprise or representing the state's share capital shall continue to fulfill their duties and responsibilities as assigned.

5. After resigning from office, if an individual has less than five years of remaining service, the competent authority may consider assigning them to a professional or technical position; for those with more than five years of remaining service, they may be reassigned to a lower-level position or a suitable position where such a lower-level position is not available due to sufficient staffing. After at least 24 months in the new position, if the individual has effectively addressed any violations, deficiencies, limitations, and weaknesses (if applicable), and meets the standards and conditions for performance, they may be considered for reassignment or promotion to an equivalent position according to regulations.

4. Until the competent authority has agreed to the resignation, the person managing a state-owned enterprise, or representing state capital, who has submitted a resignation application shall continue to perform the responsibilities, duties, and powers assigned.

5. After the resignation of a state-owned enterprise manager, if they have less than five years remaining in their service term, the competent authority may consider assigning them to a specialized professional position or role that is appropriate; if they have at least five years remaining in their service term, the competent authority shall consider assigning them a lower-level position by one grade compared to their previous position, or an appropriate position where such a lower-level position has no available vacancy due to sufficient staffing. After at least 24 months of work in the new position, if they have effectively addressed any violations, deficiencies, limitations, and weaknesses (if any), and are evaluated as having satisfactorily completed their duties and meet the standards and conditions, the competent authority may consider planning, appointing, or recommending them for a similar position to that held before resignation according to regulations.

Article 35. Exemption from Office

1. Cases for consideration of exemption from office

a) Subject to disciplinary warning and evaluated by competent authority as having limited capacity, reduced reputation, unable to continue performing the assigned duties;

b) Subject to disciplinary reprimand related to the responsibilities and tasks assigned twice or more within the same term of appointment;

c) Less than two-thirds of the confidence votes at the prescribed evaluation period are low;

d) Rated as failing in quality for two consecutive years regarding the performance of duties assigned;

d) Concluded by competent authority that there has been ideological and political degeneration, moral and lifestyle decline; "self-transformation", "self-evolution"; violation of what party members are not allowed to do; failure to set an example, causing public dissatisfaction, damaging one's own reputation and the reputation of the agency or unit where working;

e) Concluded by competent authority that there has been a violation of political standards as per internal Party regulations on protecting internal politics to the extent requiring exemption from office;

g) Causing serious consequences due to business under management, supervision, or direct subordinates experiencing corruption, waste, and negative impacts according to the conclusion of competent authority but not yet subject to disciplinary action as per regulations;

h) As head causing serious internal conflicts in businesses under management, supervision directly according to the conclusion of competent authority;

i) At the request of a competent authority;

k) Belongs to one of the cases specified in paragraph 1 of Article 34 of this Decree but unwilling to resign voluntarily;

1) Other cases as per laws, regulations of the state-owned enterprise's representative body or by-laws.

2. For cases specified in points a, b, c, d of paragraph 1 of this Article, if there is a resignation request, the competent authority shall consider and decide according to its jurisdiction.

3. Procedure for considering exemption from office:

a) Upon having sufficient grounds for exemption from office for state-owned enterprise managers and state capital representatives as per paragraph 1 of this Article, within ten working days, the Chairman of the Shareholders' Council, Chairman of the Company or the personnel advisory body responsible shall exchange views with the state-owned enterprise manager to propose consideration and decision by competent authority; for state capital representatives, the personnel advisory body of the appointing authority performs these tasks;

b) The competent authority shall consider and decide on exemption from office within ten working days from the date of receiving the proposal; in case of objective reasons necessitating extension, it may be extended up to fifteen working days.

4. After exemption from office, the competent authority shall reassess for professional work (not leadership or management); after at least thirty-six months of service in a new position, if the deficiencies and shortcomings are effectively addressed, performance is rated as satisfactory, meeting standards and conditions, they may be considered for planning and appointment.

For cases specified in paragraph 2 of this Article, the competent authority shall reassess and assign a lower-level position by one grade than the previous position or an appropriate position (if there are no positions available at a lower level due to sufficient staffing); after at least twenty-four months of service in the new position, if deficiencies and shortcomings are effectively addressed, limitations and weaknesses are reduced, performance is rated as satisfactory or better, meeting standards and conditions, they may be considered for planning and appointment to an equivalent position as per regulations.

5. For state-owned enterprise managers under cases specified in points d, e, g, h, i of paragraph 1 of this Article, the competent authority shall reassess and assign a professional role suitable for the business's operational requirements according to the principle of not assigning leadership or management roles; after at least thirty-six months of service in a new position, if deficiencies and shortcomings are effectively addressed, performance is rated as satisfactory or better, meeting standards and conditions, they may be considered for planning and appointment.

For exemption from office due to two consecutive years of unsatisfactory quality ratings, the competent authority shall terminate employment according to labor law regulations.

6. If a state-owned enterprise manager or state capital representative wishes to retire after being exempted from office, their retirement benefits and policies will be handled in accordance with labor laws.

Article 36. Temporary Suspension from Duty

1. The authority to temporarily suspend duty for personnel managing state-owned enterprises, representatives of state capital in enterprises, and supervisors shall be carried out in accordance with the provisions of Articles 5, 6, and 7 of this Decree.

2. The competent authority may decide on temporary suspension from duty if any of the following grounds exist:

a) Engaging in actions that violate moral standards and lifestyle causing negative and contentious public opinion, adversely affecting the reputation of organizations or individuals;

b) Deliberately delaying, shirking, avoiding responsibilities, failing to perform tasks within their authority as assigned by their functions and duties;

c) Engaging in harassment, corruption, causing inconvenience to citizens, enterprises, agencies, or organizations during the performance of their duties;

d) Being under disciplinary investigation where they intentionally delay, evade, or fail to comply with requests from the competent authority during the process of investigating violations committed by themselves; or using their position, authority, or influence, as well as that of others, to interfere and create difficulties for the investigation process;

d) Having been disciplined by a party disciplinary action such as a warning or removal from office while awaiting further disciplinary action on the position held, where continued work would negatively impact the activities of the party committee or enterprise;

e) There is evidence that requires disciplinary action ranging from a warning to legal proceedings, and relevant supervisory, inspection, auditing, investigation, prosecution, trial, and enforcement agencies have requested temporary suspension from duty;

g) There are grounds for determining that disciplinary action must be taken at the level of a warning or higher, or by criminal law, and relevant supervisory, inspection, auditing, investigative, prosecutorial, judicial, and enforcement bodies have issued a request to temporarily suspend from duty.

3. Duration of Temporary Suspension from Duty

a) The duration of temporary suspension from duty shall not exceed thirty working days; in cases where an extension is necessary, the maximum additional period for temporary suspension from duty shall be thirty working days;

b) In cases as specified in points e and g of paragraph 2 of this Article, the duration of temporary suspension from duty shall follow the request of the competent authority;

c) The decision to temporarily suspend from duty automatically ceases to have effect upon expiration of the period for which it was imposed.

4. Procedures for Temporary Suspension from Duty

a) Upon determining that any of the grounds for temporary suspension from duty exist, the personnel department shall, within two working days, advise the competent authority to issue a decision on temporary suspension from duty;

b) Within one working day after receiving a proposal, the competent authority shall issue a decision on temporary suspension from duty;

c) Within three working days of having sufficient grounds to revoke the decision on temporary suspension from duty, the competent authority shall issue a decision revoking such decision;

d) Decisions on temporary suspension from duty and decisions revoking such decisions shall be communicated to the person temporarily suspended from duty; announced within the employing agency or unit, and sent to relevant agencies or units.

5. Other Provisions Relating to Suspension from Duty

a) A person whose duties are suspended is automatically relieved of their position; upon expiration of the decision on temporary suspension from duty, they shall resume their responsibilities and duties as per regulations;

b) A person temporarily suspended from duty may request the head to reconsider the decision on temporary suspension from duty if there is evidence that the temporary suspension was not in accordance with regulations; they may regain their lawful rights and interests when a competent authority concludes that no violation occurred, no disciplinary action or criminal penalty was imposed;

c) The benefits and policies for a person temporarily suspended from duty shall be implemented as if they had not been temporarily suspended.

Part II
TERMINATION OF EMPLOYMENT AND RETIREMENT

Article 37. Termination of Employment and Retirement

State enterprise managers, state capital representatives at enterprises, and supervisors may terminate their employment or retire in accordance with the provisions of labor law, social insurance law, unemployment insurance law, enterprise law, and the enterprise's regulations.

Where a state enterprise manager or state capital representative at an enterprise has already worked for a period during which they have contributed to mandatory social insurance before commencing work at the enterprise and have not yet received a lump-sum payment, the enterprise shall decide on the payment of compensation for that period based on the enterprise's regulations and collective labor agreement.

Chapter VII
TRIAL IMPLEMENTATION OF FUNCTIONARY TENURE
CHIEF EXECUTIVE OFFICER, OPERATIONS MANAGER

Article 38. Principles for Implementing Trial Functionary Tenure of Chief Executive Officer and Operations Manager

1. The tenure of the chief executive officer and operations manager shall be implemented in accordance with the implementation plan approved by the competent authority.

2. The tenure of the chief executive officer and operations manager shall not be implemented for state-owned enterprises operating in national defense and security sectors.

3. Priority shall be given to implementing the trial functionary tenure of the chief executive officer and operations manager in scientific, technological, innovation fields, and other areas where local human resources are insufficient.

4. The hired personnel must have experience, outstanding products, and a reputation in the field of operation of the enterprise; they do not necessarily need to meet all the standards and conditions for the position or job title, nor follow the appointment procedures as prescribed. The board of members and company chairman are responsible for the professional competence and moral character of the hired personnel.

Article 39. Development of Implementation Plan

1. The board of members and the company chairman shall be responsible for developing a plan to hire chief executive officer and operations manager positions, which will be submitted to the competent authority for approval before implementation. Within 30 days, the competent authority must review and decide on approving the plan. If the plan is not approved, reasons must be provided in writing.

2. The plan shall include: political basis, legal basis; needs, objectives, requirements; personnel capability; implementation scheme; funding sources for compensation; expected effectiveness of hiring personnel; rights and responsibilities of hired personnel and board of members and company chairman; organizational responsibility for implementation; recommendations and proposals to the competent authority; and other relevant content (if any).

Article 40. Implementation of Functionary Tenure

1. The hired personnel must be a Vietnamese citizen, meet the standards and conditions stipulated in the Enterprise Law for the position, and generally comply with the provisions of this Decree regarding the standards and conditions but are not required to fully satisfy the criteria specified in paragraphs 1, 2, 3, 5, and 7 of Article 10 of this Decree. The board of members and company chairman shall be responsible for the professional competence and moral character of the hired personnel.

In cases where the hired personnel have one foreign nationality, they must comply with national defense security regulations, confidentiality laws, and relevant authority provisions.

2. The contract for hiring chief executive officer and operations manager positions shall be executed in accordance with labor law, civil law, and other related legal provisions, clearly defining the responsibilities of each party to preserve and enhance state capital invested in the enterprise; rights and obligations of the chief executive officer and operations manager in selecting personnel and managing the enterprise, as well as other relevant content.

3. The procedures and formalities for hiring shall be carried out according to the decision of the board of members and company chairman.

4. The board of members and company chairman are responsible for regularly monitoring and evaluating the performance of hired personnel, promptly addressing any difficulties or obstacles, and creating favorable conditions for the hired personnel to fulfill their duties and responsibilities.

Article 41. Rights and Responsibilities of the Board of Members, Company Chairman in Hiring General Manager or Director

1. The Board of Members, Company Chairman has the right to:

a) Decide on the selection of personnel for hire, enter into employment contracts;

b) Decide on the remuneration, bonuses, and other policies for hired personnel;

c) Require hired personnel to fulfill their responsibilities as agreed upon;

d) Decide to terminate the employment contract in accordance with agreement or unilaterally terminate the employment contract if the hired personnel fail to meet requirements or fail to complete assigned tasks or for any other reason.

2. Responsibilities of the Board of Members, Company Chairman

a) Bear responsibility for the quality of hired personnel;

b) Ensure the preservation and development of state capital invested in enterprises;

c) Agree on the rights and obligations of hired personnel regarding the selection of personnel under their management and in enterprise management and operation activities;

d) Regularly monitor and evaluate the performance of hired personnel; promptly address difficulties and obstacles as suggested.

Chapter VIII IMPLEMENTATION CONDITIONS

Article 42. Effective Date of Implementation

1. This Decree shall take effect from the date of issuance.

2. The Decree No. 159/2020/NĐ-CP dated December 31, 2020 by the Government on managing personnel holding positions and state capital representatives at enterprises and the Decree No. 69/2023/NĐ-CP dated July 14, 2023 by the Government amending and supplementing certain provisions of Decree No. 159/2020/NĐ-CP dated December 31, 2020 on managing personnel holding positions and state capital representatives at enterprises shall cease to be effective from the date this Decree takes effect.

3. In case competent authorities issue documents concerning cadre work with content different from that stipulated in this Decree, implementation shall follow the new provisions of the competent authority.

Article 43. Application of the Decree to Other Subjects

The competent authority establishing and managing state financial funds outside the budget, other organizations as provided by law but not state administrative bodies or public institutions shall decide on applying cadre work regulations according to this Decree for fund managers and organization managers.

Article 44. Implementation Organization

1. The Minister of Defense, Minister of Public Security shall, based on the provisions of this Decree and cadre work in the People's Army, Public Security Force, and relevant laws, issue regulations on managing and utilizing personnel holding positions and state capital representatives at state-owned enterprises under their respective Ministries.

2. The Board of Members, Company Chairman where the State holds 100% equity shall, based on Party provisions and this Decree, promulgate a management regulation for personnel not falling within the scope defined in paragraph 3 of Article 2 of this Decree at their own enterprises and state capital representatives at subsidiary enterprises.

3. Where individuals have been planned or are undergoing procedures as per the provisions of paragraph 1, point a of Article 3 of this Decree prior to the effective date of this Decree, such regulations shall continue to be applied during implementation.

4. The Ministers, Heads of agencies at the same level, Chairmen of People's Committees of provinces and municipalities directly under the Central Government, other relevant organizations, entities, or individuals are responsible for implementing this Decree.

For reference:

Central Committee of the Communist Party of Vietnam;

Prime Minister, Deputy Prime Ministers of the Government:

Ministries, agencies at the same level:

People's Councils and People's Committees of provinces and municipalities directly under the Central Government;

Office of the Central Committee and its Departments of the Party;

Office of the General Secretary;

Office of the President

Ethnic Affairs Committee and other Committees of the National Assembly;

Office of the National Assembly;

Supreme People's Court

Supreme People's Procuratorate;

Central Committee of the Vietnam Fatherland Front;

Central agencies of political-social organizations;

VPCP: BTCN, various PCNs, TTg's Assistant, General Director of Public Works and Housing Corporation, various Departments, Units directly under it, Gazette;

Retained: VT, TCCV (2). 66

Appendix
LIST OF STATE-Owned GROUPS AND SOCIETIES
(Attached to Decree No. 181/2026/NĐ-CP dated May 21, 2026

1. Vietnam Industrial and Energy Group.

2. Vietnam Electricity Group.

3. Vietnam Post and Telecommunications Group.

4. Vietnam Coal - Mineral Resources Group.

5. Vietnam Military Industry Group.

6. Vietnam Chemicals Group.

7. Vietnam Railways Corporation.

8. Vietnam Capital Investment and Business Operation Corporation.

9. Other enterprises operating in key and essential sectors of the economy as decided by the Prime Minister.