Decision No. 60/2003/QD-TTg On the pilot operation of Vietnam Ship Industry Corporation transitioning to a holding company-subcompany model

Pursuant to …;

Regarding the pilot operation of Vietnam Ship Industry Corporation transitioning to operate under the parent company-subcompany model

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PRIME MINISTER

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

Based on the State Enterprise Law dated April 20, 1995;

Pursuant to the Enterprise Law dated June 12, 1999;

At the proposal of the Board of Directors of Vietnam Ship Industry Corporation and opinions from the Ministries of Transport, Planning and Investment, Finance, and Home Affairs.

Pursuant to …;

Clause 4 of Article 6Approving the pilot project for Vietnam Ship Industry Corporation to transition to operate under the parent company-subcompany model with the following contents:

1. The objective is to pilot the reform of production and business organization of Vietnam Ship Industry Corporation, creating conditions for the linkage and enhancement of the capabilities of member enterprises to develop the shipbuilding industry, promoting the accumulation and concentration of capital to gradually form a state-owned shipbuilding industry group operating across multiple industries based on the main industry of building new ships and repairing vessels; establishing close relationships and clearly defining rights and responsibilities regarding products, capital, and economic interests among enterprises with legal person status; providing better information, marketing, sales, supply, research, and training services for participating units, enhancing the reputation and competitiveness of the corporation and its products in the market.

2. Main contents of the Project:

a. Vietnam Ship Industry Corporation will transition to operate under the parent company-subcompany model as follows:

- The parent company (the Corporation) is a state-owned enterprise directly implementing production and business activities and having capital in subcompanies, responsible for preserving and developing state capital within the company and in subcompanies, fully controlling state capital in subcompanies according to the Articles of Association and the Pilot Financial Regulations approved by the Prime Minister.

- Depending on the characteristics of production and business operations, scale, nature of investment capital, and importance to the development of the parent company, the following types of subcompanies may be formed:

+ Subcompany is an enterprise wholly owned by the parent company, including state-owned enterprises or limited liability companies with one member.

+ Joint-stock company where the parent company holds controlling shares.

+ Limited liability company with two or more members where the parent company holds a controlling stake.

Subcompanies have legal person status, possess assets, have their own names and management structures, bear civil responsibility within the scope of the enterprise's assets; they are organized and operate according to the relevant laws corresponding to the legal form of the subcompany.

b. The capital structure, business sectors of the parent company and each subcompany, organizational and management structure of the parent company, and the relationship between the parent company and the state owner with subcompanies, member companies, and public institutions are stipulated in the Articles of Association governing the organization and operation of the parent company.

c. The parent company is responsible for inheriting all legal rights and obligations of Vietnam Ship Industry Corporation.

12/2025/TT-BNNMT dated June 19, 2025 issued by the Minister of Agriculture and EnvironmentThe transition to operate under the parent company-subcompany model of Vietnam Ship Industry Corporation shall be implemented as follows:

1. Stage 1 (by the end of 2003):

+ Establishing the parent company comprising the current corporate structure of the Corporation and 10 affiliated accounting units (list at Section I, Part A of the Appendix).

+ Forming subcompanies consisting of four limited liability companies with one member and two state-owned enterprises (list at Section II, Part A of the Appendix).

+ For the contributed capital of member enterprises of Vietnam Ship Industry Corporation in joint-stock companies, limited liability companies, and foreign joint ventures, the parent company acts as the representative owner (list at Section III, Part A of the Appendix).

2. Stage 2: (2004-2005)

+ Converting five state-owned enterprises into limited liability companies with one member (list at Section I, Part B of the Appendix).

+ Privatizing twenty-one state-owned enterprises (list at Section II, Part B of the Appendix).

Article 3. Assignment of tasks

1. Assign to the Board of Directors of Vietnam Ship Industry Corporation:

a. Drafting plans to convert state-owned enterprises and member enterprises of Vietnam Ship Industry Corporation into limited liability companies with one member and joint-stock companies; converting the Institute of Ship Science and Technology into a state-owned enterprise engaged in scientific and technological activities (as stipulated in Clause 1 and 2 of Article 2 of this Decision); drafting high-level human resource training plans to meet the development needs of the shipbuilding industry and the national laboratory project for ship models at the Institute of Ship Science and Technology.

b. Developing the Articles of Association and Financial Regulations for the pilot organizational model of parent company-subcompany at Vietnam Ship Industry Corporation to submit to the Government for consideration and approval.

2. Assign to the Minister of Transport: directing the development and implementation of the shipbuilding industry planning in Vietnam and focusing on developing Vietnam Ship Industry Corporation into a strong economic group. Coordinating with the Steering Committee for Enterprise Reform and Development, the Board of Directors of Vietnam Ship Industry Corporation to draft a pilot project for the Board of Directors to enter into contracts with the General Director of Vietnam Ship Industry Corporation to submit to the Prime Minister for consideration and decision.

3. Assign to the Minister of Education and Training: directing Vietnam Ship Industry Corporation to draft high-level human resource training plans to meet the development needs of the shipbuilding industry in the new period.

4. Assign to the Minister of Science and Technology: directing Vietnam Ship Industry Corporation to implement the national laboratory project for ship models at the Institute of Ship Science and Technology.

Article 4. This Decision shall take effect fifteen days from the date of publication in the Official Gazette.

Ministers of the Ministries of Transport, Planning and Investment, Finance, Home Affairs, Labor, War Invalids and Social Affairs, Education and Training, Science and Technology, Governor of the State Bank of Vietnam, Board of Directors of Vietnam Ship Industry Corporation, and related agencies are responsible for enforcing this Decision.