Decision No. 238/2003/QĐ-BCN On the transfer of Hong Nam Mechanical Factory under Vietnam Industrial Construction Corporation to Hong Nam Mechanical Joint Stock Company

DECISION

Regarding the transfer of Hong Nam Mechanical Factory under Vietnam Construction Industry Corporation to Hong Nam Mechanical Joint Stock Company

Considering the proposal of Vietnam Construction Industry Corporation (Document No. 1153/CV-ĐMDN dated December 22, 2003), the plan for the conversion of Hong Nam Mechanical Factory into a joint stock company, and the verification report of the Enterprise Reform and Development Board on December 24, 2003;

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;

Approves the plan for the conversion of Hong Nam Mechanical Factory under Vietnam Construction Industry Corporation, including the following main points:

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

DECISION:

Article 1. The charter capital of the joint stock company is 3,500,000,000 VND (Three billion five hundred million VND). Among which:

1. Capital structure:

The actual value of Hong Nam Mechanical Factory at the time of December 31, 2002 for the purpose of conversion (Decision No. 3440/QĐ-TCKT dated December 24, 2003 of the Ministry of Industry) is 25,318,749,698 VND. Of which, the actual value of the State-owned capital in the factory is 2,414,504,263 VND.

- State shareholding ratio: 51.00%;

- The proportion of shares sold to employees within the company: 49.00%.

- Value of one share: 100,000 VND.

A total of 14,871 preferential shares are sold to 212 employees in the factory with a preferential value of 446,130,000 VND. Among them, 1,089 preferential shares are sold on credit to 10 poor employees, valued at 76,230,000 VND.

3. Employee benefits.

Regarding the costs of conversion, retraining of employees, and surplus labor resolution of the factory, Vietnam Construction Industry Corporation will process reports to the Ministry of Industry and relevant state agencies for approval according to current regulations.

Transfer Hong Nam Mechanical Factory to Hong Nam Mechanical Joint Stock Company,

Article 2. - International trade name: HONG NAM MECHANICAL JOINT STOCK COMPANY;

- Abbreviation: HOMECO;

- Head office: Linh Nam Commune, Thanh Tri District, Hanoi City.

- Designing, manufacturing, installing, and repairing various types of lifting and conveying equipment (rolling cranes, suspended cranes, portal cranes, hoists, elevators, conveyors, screw conveyors), non-standard equipment, and equipment serving industry and civilian use;

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

- Designing, manufacturing, and installing steel structures: workshops, warehouse frames, scaffolding, working platforms, and other metal products;

- Constructing industrial and civilian projects;

Hong Nam Mechanical Joint Stock Company is a legal entity under Vietnamese law from the date of registration for business, operates independently, uses its own seal, opens bank accounts according to the law, and operates according to the Company's Charter and the Law on Enterprises.

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

Article 4. Vietnam Construction Industry Corporation organizes the sale of shares and convenes the first General Meeting of Shareholders of Hong Nam Mechanical Joint Stock Company in accordance with current regulations.

Article 5. The General Director and Chief Accountant of Vietnam Construction Industry Corporation are responsible for managing the operations of the factory until the full transfer of capital, assets, labor, and land to the Board of Directors and General Manager of Hong Nam Mechanical Joint Stock Company.

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, and the General Director of Vietnam Construction Industry Corporation, the Director of Hong Nam Mechanical Factory, and the Chairman of the Board of Directors and the General Director of Hong Nam Mechanical Joint Stock Company are responsible for implementing this Decision./.

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, Directors of Bureaus under the Ministry, the Chairman of the Board of Directors, and the General Director of the Vietnam Industrial Construction Corporation, the Director of Hong Nam Mechanical Factory, and the Chairman of the Board of Directors and the Director of Hong Nam Mechanical Joint Stock Company are responsible for implementing this Decision./.