Decision No. 53/2004/QĐ-BCN On the conversion of Southern Battery Company to Southern Battery Joint Stock Company

 DECISION

Regarding the conversion of the South Vietnam Battery Company into the South Vietnam Joint Stock Battery Company

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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 Vietnam Chemical Corporation (Document No. 664/CV-HĐQT dated June 18, 2004), the plan for the shareholding reform of the South Vietnam Battery Company, and the verification report on the plan by the Department of Enterprise Reform and Development of the Ministry dated June 18, 2004;

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

DECISION:

Article 1. Approves the shareholding reform plan of the South Vietnam Battery Company (a subsidiary operating independently under the Vietnam Chemical Corporation) comprising the following main points:

1. Capital structure:

The charter capital of the joint stock company is 102,630,000,000 VND (One hundred and two billion, six hundred and thirty million VND).

- State shareholding ratio: 51.00%;

- Shareholding ratio sold to employees within the company: 39.15%;

- Shareholding ratio sold outside the company: 9.85%.

 The value of one share: 100,000 VND.

2. The actual value of the South Vietnam Battery Company at the time of January 1, 2004 for the purpose of shareholding reform (Decision No. 1234/QĐ-TCKT dated May 28, 2004 of the Ministry of Industry) is 212,078,169,056 VND. Of which, the actual value of the state capital in the company is 102,630,621,816 VND.

3. Preferential treatment for employees of the Company.

The total number of preferential shares sold to 1,115 employees within the company is 165,915 shares with a preferential value of 4,977,450,000 VND.

4. Regarding the costs of shareholding reform, retraining employees, and resolving surplus labor, the South Vietnam Battery Company shall handle procedures, report to the Vietnam Chemical Corporation and relevant state authorities for approval according to current regulations.

Article 2. Convert the South Vietnam Battery Company into the South Vietnam Joint Stock Battery Company,

- International trade name: DRY CELL AND STORAGE BATTERY JOINT STOCK COMPANY;

- Abbreviation: PINACO;

- Main office located at: 321 Tran Hung Dao Street, Co Giang Ward, District 1, Ho Chi Minh City.

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

- Production of batteries, accumulators, and ready-made garments;

- Trading and importing/exporting battery products, accumulators, ready-made garments, and materials/equipment for production and trading of batteries, accumulators, and ready-made garments;

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

Article 4. The South Vietnam Joint Stock Battery Company is a legal entity under Vietnamese law from the date of registration for business operations, conducting independent economic accounting, using its own seal, opening bank accounts in accordance with the law, and operating in accordance with the Company's Charter and the Law on Enterprises.

Article 5. The Vietnam Chemical Corporation is responsible for directing the South Vietnam Battery Company to organize the public auction of shares outside through the Vietnam Investment and Development Securities Company - Ho Chi Minh City Branch and organizing the first General Meeting of Shareholders of the South Vietnam Joint Stock Battery Company in accordance with current regulations.

The Director and Chief Accountant of the South Vietnam Battery Company are responsible for managing the company's operations 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. The Standard Measurement Quality Control Department shall be responsible for organizing and guiding the implementation of the Regulations adopted herein.

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 the Vietnam Chemical Corporation, the Director of the South Vietnam Battery Company, and the Chairman of the Board of Directors and the General Director of the South Vietnam Joint Stock Battery Company are responsible for implementing this Decision./.