Decision No. 198/2003/QD-BCN On the transfer of Hai Phong Material Branch under the Total Material Equipment Company to Hai Phong MATEXIM Joint Stock Company

Pursuant to …;

Regarding the transformation of Haiphong Branch of Material Supply under the Whole Equipment Material Company into Haiphong MATEXIM 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;

Considering the proposal of the General Corporation of Power Machinery and Agricultural Machinery (Report No. 490/MĐL-NN/CPH dated November 14, 2003), the privatization plan of Haiphong Branch of Material Supply under the Whole Equipment Material Company and the appraisal report of the Enterprise Reform and Development Board of the Ministry on November 17, 2003;

At the proposal of the Enterprise Reform and Development Board and the Director of the Personnel and Organization Department,

Pursuant to …;

Article 1. Approves the privatization plan of Haiphong Branch of Material Supply under the Whole Equipment Material Company (a member enterprise independently accounting for the General Corporation of Power Machinery and Agricultural Machinery) including the following main points:

1. Capital structure:

The charter capital of the joint stock company is 2,600,000,000 VND (Two billion six hundred million VND). Among which:

- State shareholding ratio: 49.90%;

- Shareholding ratio sold to employees within the enterprise: 50.10%;

The value of one share: 100,000 VND.

2. The actual value of Haiphong Branch of Material Supply under the Whole Equipment Material Company at the time of December 31, 2002 for privatization (Decision No. 2789/QĐ-TCKT dated October 28, 2003 of the Ministry of Industry) is 70,630,884,702 VND. Among this, the actual value of state capital at the branch is 1,684,210,572 VND.

3. Employee benefits in the branch.

The total number of preferential shares sold to 71 employees in the branch is 9,555 shares with a preferential value of 286,650,000 VND.

4. Regarding privatization costs, retraining of employees, and surplus labor resolution of the branch, the Whole Equipment Material Company will handle procedures, report to the General Corporation of Power Machinery and Agricultural Machinery and relevant state authorities for approval according to current regulations.

Article 2. Transform Haiphong Branch of Material Supply under the Whole Equipment Material Company into Haiphong MATEXIM Joint Stock Company,

- International trade name: MATEXIM HAIPHONG JOINT STOCK COMPANY;

- Abbreviation: MATEXIM HAIPHONG;

- Head office: No. 1 Le Lai Street, Ngo Quyen District, Hai Phong City.

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

- Exploiting, receiving, storing, and transporting (by water and road) various materials, equipment, goods;

- Trading in whole equipment, construction equipment, interior decoration equipment, fertilizers, chemicals, agricultural materials, black metals, colored metals, minerals, coal, spare parts, transportation means, office equipment, consumer goods, processed agricultural, forestry, fishery, and seafood products; purchasing scrap black metals and colored metals;

- Acting as agent for buying and selling goods, selling fuel; warehouse rental services, factory rental services, office rental services, catering and lodging services; trading in real estate and housing;

- Producing consumer goods and plastic packaging, paper packaging, wooden furniture and export handicrafts, electrical cables; aquaculture;

- Exporting industrial products;

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

Article 4. Haiphong MATEXIM Joint Stock Company is a legal entity under Vietnamese law from the date of business registration, conducting independent economic accounting, using its own seal, opening bank accounts according to the law, operating according to the Company's Charter and the Law on Enterprises.

Article 5. The General Corporation of Power Machinery and Agricultural Machinery is responsible for directing the Whole Equipment Material Company to organize the sale of shares and to organize the first shareholders' meeting of Haiphong MATEXIM Joint Stock Company in accordance with current regulations.

The Director and Chief Accountant of the Whole Equipment Material Company are responsible for managing the operations of Haiphong Branch of Material Supply under the Whole Equipment Material Company 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. This Decision takes effect fifteen days from the date of publication in the Official Gazette.

The Head of the Ministry's Office, the Inspector General of the Ministry, the Heads of Departments and Bureaus under the Ministry, the Chairman of the Board of Directors, the General Director of the General Corporation of Power Machinery and Agricultural Machinery, the Director of the Whole Equipment Material Company, and the Chairman of the Board of Directors and the General Manager of Haiphong MATEXIM Joint Stock Company are responsible for implementing this Decision./.