Decree No. 51/2013/NĐ-CP stipulates the salary, remuneration, and bonus system for members of the Board of Directors or Chairmen of companies, supervisors, General Directors or Directors; Deputy General Directors or Deputy Directors, Chief Accountants in state-owned limited liability companies.

DECREE

REGULATIONS ON SALARIES, FEES, AND BONUSES FOR MEMBERS OF THE BOARD OF MEMBERS OR THE CHAIRMAN OF THE COMPANY, SUPERVISORS, GENERAL MANAGERS OR MANAGERS, DEPUTY GENERAL MANAGERS OR DEPUTY MANAGERS, AND CHIEF ACCOUNTANTS IN A JOINT STOCK COMPANY WITH A SINGLE MEMBER OWNED BY THE STATE

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

Based on the Labor Code dated June 18, 2012;

Pursuant to the Enterprise Law dated November 29, 2005;

Decree No. 07/2021/NĐ-CP

The Government issues a Decree to regulate salaries, fees, and bonuses for members of the Board of Members or the Chairman of the company, Supervisors, General Managers or Managers, Deputy General Managers or Deputy Managers, and Chief Accountants in a joint stock company with a single member owned by the State,

Article 1. Scope of Regulation

This Decree regulates the salary system, fees, and bonuses for the Chairman and members of the Board of Members or the Chairman of the company, Supervisors, General Managers or Managers, Deputy General Managers or Deputy Managers, and Chief Accountants in a joint stock company with a single member owned by the State (hereinafter referred to as the company).

Article 2. Applicability

1. The Chairman and full-time members of the Board of Members or the full-time Chairman of the company, full-time Supervisors, General Managers or Managers, Deputy General Managers or Deputy Managers, and Chief Accountants (hereinafter collectively referred to as full-time management officials).

Full-time management officials mentioned in Clause 1 of this Article do not include General Managers or Managers, Deputy General Managers or Deputy Managers, and Chief Accountants working under labor contracts.

2. The Chairman and non-full-time members of the Board of Members or the non-full-time Chairman of the company, non-full-time Supervisors (hereinafter collectively referred to as non-full-time management officials).

3. Agencies and organizations assigned or delegated to exercise the rights and obligations of the owner towards the company (hereinafter collectively referred to as the owner).

Article 3. Salary Classification for Full-Time Management Officials

Full-time management officials continue to be classified according to the company's rank specified in Appendix I attached to this Decree as the basis for social insurance contributions, health insurance benefits, and other entitlements as prescribed by law until the Government issues new regulations.

6. In cases where the Company Chairman concurrently serves as General Director or Director, they may only receive the salary of the highest position.

1. Salaries for full-time management officials are determined and paid based on production and business efficiency, management results, and control outcomes, with a cap on maximum benefits.

2. Fees for non-full-time management officials at the company are calculated based on tasks and working hours but shall not exceed 20% of the salary of full-time management officials; for management officials representing capital in multiple companies, the fee paid by other companies shall be remitted to the company for payment based on task completion, but shall not exceed 50% of the actual salary received at the company. Any remaining amount (if any) shall be recorded as other income of the company.

3. The salary and fee fund for management officials is determined annually and separated from the employee salary fund, established by the company and submitted for approval by the owner. Monthly, management officials are advanced 80% of the estimated salary and fee for that month; the remaining 20% is settled and paid out at the end of the year.

4. Salaries and fees of management officials are recorded in cost or business expenses and reflected as a separate item in the annual financial report of the company.

5. Bonuses for management officials are determined annually based on production and business efficiency, management results, and control outcomes, with part paid at the end of the year and the remainder paid after the term ends.

6. Salaries, bonuses, and fees for Supervisors as stipulated in this Decree must be allocated to the owner to form a common fund, from which the owner pays Supervisors based on task completion. For financial Supervisors in state-owned economic groups, allocations are made to the Ministry of Finance for evaluation and payment.

Article 5. Determination of the planned salary fund and remuneration fund

Based on the annual production and business plan and the anticipated achievement of indicators as stipulated in Article 6 of this Decree, the company decides on the planned salary and fee fund for temporary advances to management officials.

Article 6. Determination of the wage and remuneration fund for implementation

1. The actual salary fund is determined based on the number of full-time management officials and the average actual salary level.

2. The average actual salary level for calculating the salary fund is determined based on the basic salary level specified in Appendix II attached to this Decree (hereinafter referred to as the basic salary), linked to the achievement of production and business targets for the year as follows:

a) If the company preserves and develops state capital, pays taxes as required, and achieves higher profits than the previous year while maintaining labor productivity, the average actual salary level can be increased, but not more than 0.5 times the basic salary.

b) If the company preserves and develops state capital, pays taxes as required, and achieves the same profit as the previous year, the average actual salary level equals the basic salary. In cases where profit is lower than the previous year or there is no profit, the average actual salary level must be lower than the basic salary.

For companies producing public goods or services ordered by the State or operating without profit objectives, the profit target is replaced by product volume, service volume, or task completion.

c) If the company incurs losses, the average actual salary level equals the salary level based on the salary coefficient stipulated in Article 3 of this Decree and the basic salary.

When determining the average salary level for implementation as provided in points a and b above, if the profit realized in the year is equal to or higher than the profit realized in the immediately preceding year, but the average salary level for implementation is lower than the average salary level for implementation in the immediately preceding year, it shall be calculated based on the average salary level for implementation in the immediately preceding year (this provision does not apply to calculating the salary level for implementation in 2013).

3. The fund for remuneration of non-executive managerial staff shall be calculated based on the number of non-executive managerial staff, working time, and the rate of remuneration as stipulated in Clause 2, Article 4 of this Decree.

4. When determining the salary and remuneration fund as prescribed in Clauses 1, 2, and Clause 3 of this Article, the company may exclude objective factors affecting profits, including: the State's decision to intervene to stabilize the market, preferential corporate income tax, increase or decrease in state capital, increased depreciation to recover capital quickly; the company implements products or services priced or managed by the State, implements social welfare programs as prescribed by the Government, new investments, expanding production and business operations, and actual bonus differences compared to the previous year's performance for lottery business companies.

5. Based on the realized salary and remuneration fund and the temporarily advanced salary and remuneration for managerial staff as prescribed in Article 5 of this Decree, the company determines the remaining salary and remuneration to be enjoyed. In cases where the temporarily advanced amount exceeds the realized salary and remuneration fund, the excess must be repaid immediately within the same year.

Article 7. Bonus Fund

1. The annual bonus fund for full-time and part-time managerial staff shall be implemented according to the financial management regulations, supervisory regulations, and effectiveness assessment regulations prescribed by the Government.

2. The annual bonus fund prescribed in Clause 1 of this Article shall allocate 90% for end-of-year bonuses. The remaining portion (10%) shall be used for bonuses at the end of the term based on the degree of completion of production and business tasks throughout the term of the managerial staff.

Article 8. Payment of Wages, Remunerations, and Bonuses

1. Salary, remuneration, and bonuses paid to managerial staff shall be linked to their contribution to production and business efficiency and management results according to the company's salary, remuneration, and bonus regulations.

2. The salary, remuneration, and bonus regulations shall be established in accordance with the law, ensuring democracy, transparency, and public disclosure, with participation from the grassroots trade union committee and approval from the owner before implementation.

3. In cases where the Chairman of the Board of Members or the Chairman of the Company who is also the General Director or Director holds a position, they shall only receive the salary of the highest-ranking position.

Article 9. Implementation responsibilities

1. The Board of Members or the Chairman of the Company:

a) Shall base on the production and business plan to determine and decide on the planned salary and remuneration fund and advance payment of salaries and remuneration for managerial staff.

b) Shall base on the results of implementing production and business targets to determine the realized salary and remuneration fund, bonus fund, and report to the owner for approval no later than January 15 of the following year. For the parent company of state-owned economic groups, the parent company of special-class state-owned corporations, and state-owned corporations performing important public service functions, they shall simultaneously submit to the Ministry of Labor, Invalids, and Social Affairs for monitoring.

c) Shall determine and pay the salary, remuneration, and bonuses due to Supervisors to the owner as prescribed in this Decree.

d) Shall establish regulations to assess the degree of task completion and decide on the remuneration level for managerial staff representing capital in multiple companies based on that assessment.

đ) Shall establish salary, remuneration, and bonus regulations for managerial staff and report to the owner for approval before implementation.

e) Shall provide relevant documents and reports related to the implementation of the salary, remuneration, and bonus system when requested by the Supervisor.

g) In the first quarter of each year, shall compile the salary, remuneration, bonuses, and average monthly income of the previous year for each managerial staff member to report to the owner and publicly announce on the company's website (Website).

2. The Supervisor:

a) Shall inspect and supervise the implementation of the Board of Members or the Chairman of the Company, General Director or Director according to this Decree.

b) Shall advise the Board of Members or the Chairman of the Company, General Director or Director or report to the owner upon discovering non-compliance with national regulations.

3. The Owner:

a) Shall accept and approve the realized salary and remuneration fund, bonus fund for managerial staff under its management no later than January 31 of the following year; provide comments on the salary, remuneration, and bonus regulations; and approve the realized salary and remuneration fund for managerial staff of the parent company of state-owned economic groups after receiving agreement from the Ministry of Labor, Invalids, and Social Affairs.

b) Shall send the Ministry of Labor, Invalids, and Social Affairs the approved salary and remuneration fund, bonus fund for managerial staff of the parent company of state-owned economic groups, special-class state-owned corporations, and state-owned corporations performing important public service functions for consolidation and monitoring.

c) Shall establish regulations to evaluate Supervisors and state representatives; receive and manage the salary, remuneration, and bonus payments for Supervisors and state representatives from the company and other enterprises; evaluate the degree of task completion and pay salary, remuneration, and bonuses to Supervisors and state representatives based on their performance.

d) In the first quarter of each year, shall publicly announce the realized salary and remuneration fund, bonus fund, and the salary, remuneration, bonuses, and average monthly income of the previous year for each managerial staff member on the owner's agency website, while compiling and sending to the Ministry of Labor, Invalids, and Social Affairs for consolidation and monitoring.

đ) Be responsible before the Government and the Prime Minister for implementing the wage, remuneration, and bonus system in companies under their management.

4. The Ministry of Labor - Invalids and Social Affairs:

a) Chair and coordinate with relevant Ministries to adjust the minimum wage when the consumer price index increases by 10% or more compared to the last regulation or most recent adjustment, serving as a basis for companies to establish salary funds; guide the implementation of salary, remuneration, and bonuses as prescribed in this Decree.

b) Participate in opinions for the owner to decide on the salary fund, remuneration for management personnel of the parent company - state economic group; Coordinate with the owner to supervise salaries, remuneration, and bonuses of management personnel of the parent company of special-class state-owned corporations and state-owned corporations performing important public service functions.

c) Chair and coordinate with the Ministry of Finance to issue standards for ranking companies as a basis for setting salaries and determining the basic salary for management personnel as prescribed in this Decree.

d) Coordinate with the owner to inspect, audit, and monitor the implementation of salary, remuneration, and bonus systems in companies. In case of discovering incorrect determination of salary funds, remuneration, and bonuses, provide opinions for the owner to instruct the company to adjust or rectify according to regulations.

đ) Summarize the situation of salaries, remuneration, and bonuses of management personnel in companies and report periodically to the Prime Minister.

5. The Ministry of Finance:

a) Chair and coordinate with relevant Ministries and sectors to guide the establishment and management of salary funds, remuneration, and bonuses for Supervisors and State Capital Representatives according to the provisions of this Decree.

b) Develop evaluation regulations for Supervisors; receive and manage the salary, remuneration, and bonuses for Financial Supervisors paid by state-owned economic groups; evaluate the completion of tasks and pay salaries, remuneration, and bonuses to Financial Supervisors at state-owned economic groups.

c) Coordinate with the Ministry of Labor, Invalids, and Social Affairs to issue standards for ranking companies as a basis for setting salaries and determining the basic salary for management personnel of companies.

6. The Ministry of Home Affairs:

Chair and coordinate with relevant Ministries and sectors to submit to the Government for approval criteria for evaluating State Capital Representatives as a basis for determining remuneration and bonuses linked to the level of task completion by representatives as prescribed in this Decree.

Article 10. Effective Date

1. This Decree takes effect from July 1, 2013. The provisions of this Decree shall be applied from May 1, 2013.

2. This Decree replaces the regulations on managing salaries, remuneration, and bonuses in the following Decrees:

a) Article 26, Article 30, Part II of Decree No. 25/2010/NĐ-CP dated March 19, 2010 of the Government on converting state-owned enterprises into limited liability companies wholly owned by the state and organizing management of limited liability companies wholly owned by the state.

b) Clause 9, Article 30, Part II of Decree No. 101/2009/NĐ-CP dated November 5, 2009 of the Government piloting the establishment, organization, operation, and management of state-owned economic groups.

c) The Salary Table for Full-time Board Members and the Salary Table for General Directors, Directors, Deputy General Directors, Deputy Directors, and Chief Accountants issued together with Decree No. 205/2004/NĐ-CP dated December 14, 2004 of the Government stipulating the wage scale system and wage allowance system in state-owned enterprises.

3. For individuals appointed by the owner to represent state capital shares in joint-stock companies or companies with state equity contributions, after receiving remuneration and bonuses from such companies, the capital representative must deposit these amounts with the owner to form a common fund, based on which the owner will pay the capital representative according to the degree of task completion assigned.

4. The Parent Company - Military Telecommunications Group continues to apply the provisions of Decree No. 65/2011/NĐ-CP dated July 29, 2011 of the Government piloting salary management for the Parent Company - Military Telecommunications Group during the period 2011-2013 to determine the salary for 2013.

5. Organizations and units currently applying salary systems similar to those of state-owned enterprises before or limited liability companies wholly owned by the state as prescribed by competent state authorities shall implement salary, remuneration, and bonus systems for management personnel according to the provisions of this Decree.

6. The Board of Members or Chairman of the parent company under Article 1 of this Decree shall organize the implementation of salary, remuneration, and bonus systems for management personnel of limited liability companies wholly owned by themselves based on the content stipulated in this Decree.

7. For organizations established and operating under the model of limited liability companies wholly owned by the state as prescribed by the Securities Law, based on the provisions of this Decree, the Ministry of Labor, Invalids, and Social Affairs shall guide the implementation of salary, remuneration, and bonus systems for management personnel suitable to the specific nature of operations of these organizations, after reaching consensus with the Ministry of Finance.

8. Political organizations and political-social organizations shall consider and decide on the application of the provisions of this Decree for management personnel of limited liability companies wholly owned by themselves.

9. Agencies and organizations representing state capital in controlling shareholding companies shall direct state capital representatives to base their decisions or proposals to the Board of Directors or Board of Members to decide on salary, remuneration, and bonus systems for management personnel of controlling shareholding companies in accordance with actual conditions and ensuring overall state management.

10. Ministers, Heads of ministerial-level agencies, Heads of agencies under the Government, Chairmen of provincial People's Committees directly under the Central Government, and Board of Members or Chairmen of limited liability companies wholly owned by the state shall be responsible for implementing this Decree./