Decree No. 88/2003/ND-CP on organization, operation, and management of associations

DECREE

Provisions on organization, operation, and management of associations

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THE GOVERNMENT

Based on Decree No. 102/SL/L004 dated May 20, 1957 promulgating the Law on the right to establish associations;

Based on the Civil Code dated October 28, 1995;

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

At the request of the Minister of Home Affairs,

DECREE:

Chapter 1:

GENERAL PROVISIONS

Article 1. Scope of application

1. This Decree stipulates the organization, operation, and state management of associations.

2. This Decree does not apply to the following organizations:

a) The Vietnam Fatherland Front, the Vietnam General Confederation of Labor, the Ho Chi Minh Communist Youth Union, the Vietnam Farmers' Association, the Vietnam Veterans' Association, the Vietnam Women's Union;

b) Religious organizations.

Article 2. Associations

1. The associations referred to in this Decree shall be understood as voluntary organizations of citizens, Vietnamese organizations in the same profession, with the same interests, or the same gender, having common objectives to gather and unite members, operate regularly, without profit-seeking, aiming to protect the legitimate rights and interests of members; support each other in effective activities, contributing to the economic and social development of the country, organized and operated according to this Decree and other relevant legal regulations.

2. Associations may have different names: Federation, General Association, League, Association, Club with legal personality and other names as prescribed by law (hereinafter collectively referred to as association).

Scope of operation of associations (by territory) includes:

a) Associations operating nationwide or across provinces;

b) Associations operating within a province or centrally governed city (hereinafter collectively referred to as province);

c) Associations operating within a district, town, or city under provincial jurisdiction (hereinafter collectively referred to as district);

d) Associations operating within a commune, ward, or town (hereinafter collectively referred to as commune).

Article 3. Establishment of associations and principles of organization and operation of associations

1. Establishing an association must be approved by the competent state agency as stipulated in Article 15 of this Decree.

2. Associations shall be organized and operated according to the Charter of the association approved by the competent state agency and not contrary to the law; associations organize and operate based on the principle of voluntariness, self-management, self-financing, and being responsible before the law.

Article 4. Responsibilities of state agencies towards associations

1. State agencies, within their functions and tasks, have the responsibility to create favorable conditions for associations to operate effectively according to their Charters.

2. Associations recognized as political-social organizations, occupational political-social organizations, or associations with activities linked to state tasks shall be supported by the state budget as prescribed by the Prime Minister.

Article 5. Legal personality, seal, name, and emblem of associations

1. Associations have legal personality, seals, and separate bank accounts.

2. Associations may choose their names and emblems in accordance with the law.

Chapter 2:

CONDITIONS AND PROCEDURES FOR ESTABLISHING ASSOCIATIONS

Article 6. Conditions for establishing associations

1. Having an activity purpose that does not violate the law; not overlapping in name and main field of operation with legally established associations in the same territorial area.

2. Having a Charter.

3. Having a headquarters.

4. Having a sufficient number of registered members.

The Minister of Home Affairs shall specify the number of registered members joining the association.

Article 7. Formation Committee for Establishing Associations

1. Those who wish to establish an association must form a Formation Committee for Establishing Associations. The Formation Committee for Establishing Associations shall be recognized by the state management agency in charge of the industry or sector in which the association is expected to operate.

The Minister of Home Affairs shall specify the number of members in the Formation Committee for Establishing Associations.

2. After being recognized, the Formation Committee for Establishing Associations shall perform the following tasks:

a) Mobilizing citizens and organizations to join the association, completing the application documents for establishing the association;

b) The head of the Formation Committee for Establishing Associations shall submit the application documents for establishing the association to the competent state agency as stipulated in Article 15 of this Decree.

Article 8. Application Documents for Establishing Associations

1. Application for permission to establish an association.

2. Draft Charter.

3. Proposed direction of activities.

4. List of members of the Formation Committee for Establishing Associations recognized by the competent state agency.

5. Curriculum vitae of the head of the Formation Committee for Establishing Associations, confirmed by the competent authority.

6. Documents confirming the headquarters and assets of the association.

Article 9. Main contents of the Association Charter

1. Name of the association.

2. Purpose, scope, and range of activities of the association.

3. Tasks and powers of the association.

4. Principles of organization and operation.

5. Procedures for joining and leaving the association.

6. Member standards.

7. Rights and obligations of members.

8. Structure, organization, election and removal procedures; tasks and powers of the leadership board, inspection board, and other leadership positions of the association.

9. Assets, finance, and asset and financial management methods of the association.

10. Dissolution conditions and final settlement of assets and finances.

11. Rewards and penalties for violations.

12. Procedures for amending and supplementing the Charter.

13. Effective date.

Article 10. Responsibilities of the competent state agency granting permission to establish an association upon receipt of the application for permission to establish an association

The competent state agency specified in Article 15 of this Decree, upon receipt of the application for permission to establish an association, must issue a receipt. If the application documents are complete and lawful, within 60 days from the date of receiving all documents, the competent state agency has the responsibility to respond to the Formation Committee for Establishing Associations; if it disagrees, it must provide a written response stating the reasons.

Article 11. Time to convene the Founding Congress of the Association

1. Within 90 days from the date the decision allowing establishment of the association becomes effective, the Formation Committee for Establishing Associations must convene the Founding Congress.

2. If the Founding Congress is not convened within the above period, the Formation Committee for Establishing Associations must send a written request to the state agency that decided to allow establishment of the association requesting an extension. The extension period shall not exceed 30 days; if the Founding Congress is not convened within the extended period, the decision allowing establishment of the association will become invalid.

Article 12. Main contents at the Founding Congress of the Association

1. Announce the decision allowing establishment of the association.

2. Discuss and vote on the Charter.

3. Elect the leadership board and inspection board as prescribed by the Association Charter.

4. Approve the program of activities of the association.

5. Approve the resolutions of the Founding Congress.

Article 13. Report on the results of the Founding Congress

Within 30 days from the date of the Founding Congress, the leadership board of the association must send the congress documents to the state agency that decided to allow establishment of the association, including:

1. The Charter and minutes of the approval of the Charter of the association;

2. Minutes of the election of the Board of Directors, Supervisory Board (with attached list) and curriculum vitae of the head of the association;

3. The program of activities of the association;

4. Resolutions of the Congress.

Article 14. Approving the Charter of the association and the effectiveness of the Charter of the association

1. The competent state agency prescribed in Article 15 of this Decree decides to approve the Charter of the association when the Charter has been adopted by the Congress. In case the provisions of the Charter contravene the law, the competent state agency shall refuse to approve and request the association to amend.

2. The Charter of the association takes effect from the date the competent state agency decides to approve.

Article 15. Competent state agency permits establishment; division, separation; merger; consolidation; dissolution and approval of the Charter of the association

1. The Minister of Interior permits establishment; division, separation; merger; consolidation; dissolution and approval of the Charter for associations with nationwide or inter-provincial scope of operation.

2. The Chairman of the People's Committee of the province permits establishment; division, separation; merger; consolidation; dissolution and approval of the Charter for associations with provincial scope of operation.

Chapter 3:

MEMBERS

Article 16. Conditions for becoming a member

Citizens and organizations of Vietnam meeting the criteria set forth in the Charter of the association, voluntarily applying to join the association, may become members of the association.

Authority and procedures for admitting members are stipulated in the Charter of the association.

Article 17. Rights and obligations of members

Rights and obligations of members are stipulated in the Charter of the association.

Article 18. Associated members and honorary members

1. Joint ventures and wholly foreign-owned enterprises operating in Vietnam, contributing to the development of the association, agreeing with the Charter of the association, may be considered associated members by economic organization associations.

Associated members may participate in the activities and attend the Congress of the association. Associated members do not participate in the election and candidacy for the Board of Directors of the association, nor vote on issues of the association.

Procedures for admitting associated members are stipulated in the Charter of the association.

2. Citizens and organizations of Vietnam who do not have the conditions to become members of the association but contribute to the association may be recognized as associated members or honorary members by the association. Rights and obligations of associated members and honorary members are stipulated in the Charter of the association.

Chapter 4:

ORGANIZATION, ACTIVITIES, RIGHTS AND OBLIGATIONS OF THE ASSOCIATION

Article 19. Regular Congress and Extraordinary Congress

1. The highest leadership body of the association is the General Congress or the Representative Congress.

2. The term of the Congress is prescribed in the Charter of the association but does not exceed five years.

3. An extraordinary Congress may be convened if at least two-thirds (two-thirds) of the total number of Executive Board members or at least half (one-half) of the total number of regular members propose it.

Article 20. Main contents decided at the Congress

1. Direction of the association's activities.

2. Election of the Board of Directors, Supervisory Board of the association.

3. Changing the name of the association, amending the Charter (if necessary).

4. Joining the Federation of associations in the same field of activity.

5. Division, separation; merger; consolidation; dissolution of the association.

6. Financial matters of the association.

Article 21. Voting principles at the General Assembly

The Central Executive Board of the Association.

2. Voting on decisions of the Congress must be approved by more than half (one-half) of the present regular representatives.

Article 22. Rights of the association

1. Propaganda for the purpose of the association.

2. Representing members in internal and external relations related to the functions and tasks of the association.

3. Protecting the legitimate rights and interests of the association and its members.

4. Organizing and coordinating activities among members for the common benefit of the association; mediating disputes within the association.

5. Disseminating and training knowledge for members; providing necessary information to members according to the law.

6. Consulting and critiquing issues within the scope of the association's activities upon request of organizations and individuals.

7. Participating in opinions on legal normative documents related to the content of the association's activities according to the law. Making recommendations to the competent state agencies regarding issues related to the development of the association and the field of its activities.

8. Cooperating with relevant agencies and organizations to carry out the tasks of the association.

9. Raising funds for the association based on membership fees of members and income from business and service activities according to the law to cover operational expenses.

10. Be entitled to accept lawful financial support from domestic and foreign organizations and individuals in accordance with the law.

11. Associations with nationwide or inter-provincial scope of operation may join international and regional associations as members according to Decree No. 20/2002/NĐ-CP dated February 20, 2002 of the Government on signing and implementing international agreements of central cities, political-social organizations, social organizations, and occupational social organizations of the Socialist Republic of Vietnam.

Article 23. Obligations of the association

1. Activities of the association must comply with the Charter that has been approved.

2. Associations operating in any field must be subject to the management of the state management agency in that field.

3. Thirty days before organizing a regular Congress, the Board of Directors of the association must submit a written report to the competent state agency prescribed in Article 15 of this Decree and the sectoral management agency.

4. When establishing a representative office of the association in another locality, permission from the People's Committee of the province where the representative office is located must be sought and reported in writing to the competent state agency prescribed in Article 15 of this Decree.

5. When changing the President, Vice President, Secretary-General of the association, changing the headquarters, amending and supplementing the Charter, the association must report to the competent state agency prescribed in Article 15 of this Decree.

6. Establishing legal entities under the association must comply with the law and report to the competent state agency prescribed in Article 15 of this Decree.

7. Annually, the association must report on organizational and operational status to the competent state agency and the sectoral management agency, no later than December 1st each year.

8. Adhering to guidance, inspection, and audit by competent state agencies in compliance with the law.

9. Lists of members, branch associations, affiliated units of the association, financial documents of the association, minutes of meetings of the Board of Directors of the association are recorded in files and kept at the headquarters of the association.

10. The funds collected in accordance with the provisions of Clause 9 and Clause 10 of Article 22 of this Decree must be allocated for association activities as stipulated in the Association Charter and shall not be distributed to members.

11. The use of association funds must comply with the provisions of the law. Annually, the association must report on financial settlement in accordance with the regulations of the State and submit to the competent financial authority at the same level.

Chapter 5:

DIVISION, SEPARATION; MERGER; CONSOLIDATION AND DISSOLUTION OF ASSOCIATIONS

Article 24. Division, separation; merger; consolidation; dissolution

1. Depending on the requirements and operational capacity of the association, the Association Management Board may request the competent state agency specified in Article 15 of this Decree to permit division, separation; merger; consolidation; dissolution of the association. The division, separation; merger; consolidation; dissolution of the association shall be carried out in accordance with the provisions of the law.

2. The association shall be dissolved in the following cases:

a) Voluntary dissolution;

b) By decision of the competent state agency specified in Article 15 of this Decree.

Article 25. VOLUNTARY DISSOLUTION OF THE ASSOCIATION

The association shall be voluntarily dissolved in the following cases:

1. Expiration of the term of operation;

2. At the proposal of more than half of the total number of regular members;

3. Completion of objectives.

Article 26. Responsibilities of the Association Management Board when the association dissolves itself

1. Submit to the competent state agency specified in Article 15 of this Decree the following documents:

a) Application for dissolution of the association;

b) Resolution on dissolution of the association;

c) List of assets and finances;

d) Proposed method of handling assets and finances and the deadline for settling debts.

2. Notify the deadline for debt repayment (if any) to relevant organizations and individuals in accordance with the law through five consecutive issues of central newspapers for associations operating nationwide and across provinces; local newspapers for associations operating within a province.

Article 27. Decision on Dissolution of the Association

The competent state agency specified in Article 15 of this Decree shall decide to dissolve the association fifteen days after the expiration of the debt repayment period and asset liquidation period announced by the association when requesting dissolution, provided that there is no appeal.

The association ceases operations from the date the dissolution decision of the competent state agency becomes effective.

Article 28. DISSOLUTION OF THE ASSOCIATION

The association shall be dissolved by decision of the competent state agency specified in Article 15 of this Decree in the following cases:

1. The association has not operated continuously for twelve months;

2. When there is a resolution of the General Assembly regarding dissolution but the Association Management Board does not comply;

3. The association's activities violate the law seriously.

Article 29. Responsibilities of the Competent State Agency when the association is dissolved

When the association is dissolved, the competent state agency specified in Article 15 of this Decree must:

a) Issue a decision to dissolve the association;

b) Announce the decision to dissolve the association on mass media.

Article 30. SETTLEMENT OF ASSETS AND FINANCES WHEN THE ASSOCIATION DISSOLVES; MERGES; CONSOLIDATES; DIVIDES OR SEPARATES

1. In the case of voluntary dissolution or forced dissolution, the association's assets shall be settled as follows:

a) Assets and finances funded by domestic and foreign organizations, and supported by the State, if the association has fulfilled its obligations regarding assets and settled all debts, the remaining assets and financial surplus shall be decided upon by the competent state agency;

b) For self-owned assets and finances of the association, if the association has fulfilled its obligations regarding assets and settled all debts after dissolution, the remaining assets and financial surplus shall be decided upon by the association in accordance with the Association Charter.

2. Settlement of assets and finances when the association merges:

a) After merging, the old associations cease to exist, the new association shall enjoy legitimate rights and interests, bear responsibility for unpaid debts, and service contracts being executed by the old associations;

b) The assets and finances of the merged associations shall not be divided or transferred but shall be transferred entirely to the new association.

3. Settlement of assets and finances when the association consolidates:

a) When the association is consolidated into another association, the assets and finances of the consolidated association shall be transferred to the consolidating association;

b) The consolidating association shall enjoy legitimate rights and interests regarding existing assets and finances of the consolidated association, bear responsibility for unpaid debts and service contracts being executed.

4. Settlement of assets and finances when the association divides or separates:

a) After dividing, the divided association ceases operations, rights and obligations regarding assets and finances shall be transferred to the new association according to the division decision;

b) After separating, each association shall exercise rights and fulfill obligations regarding assets and finances in accordance with their respective purposes of operation.

Article 31. RIGHT TO APPEAL

If the association disagrees with the dissolution decision, it has the right to appeal in accordance with the law. During the appeal process, the association shall not operate.

Chapter 6:

STATE MANAGEMENT OF ASSOCIATIONS

Article 32. State management of associations

1. Drafting or promulgating legal normative documents on associations.

2. Guiding ministries, sectors, localities, associations, and citizens in implementing laws on associations.

3. Permitting establishment; division, separation; merger; consolidation; dissolution and approval of the Association Charter in accordance with Article 15 of this Decree.

4. Providing professional guidance to civil servants involved in association management.

5. Promoting and disseminating laws on associations.

6. Inspecting and supervising compliance with laws on associations; inspecting implementation of the Association Charter by associations.

7. Managing international cooperation related to associations in accordance with the law.

8. Resolving complaints, reports, and handling violations of laws on associations.

9. Compiling and reporting on the organizational structure, activities, and management of associations.

The Ministry of Home Affairs assists the Government in uniformly managing state affairs concerning associations throughout the country.

Article 33. Tasks of state management by Ministries and agencies equivalent to Ministries over associations operating in fields under their jurisdiction throughout the country

1. Participate in writing with the competent state agency specified in Article 15 of this Decree regarding permission for establishment; division, separation; merger; consolidation; dissolution and approval of the Association Charter; recognition of the Association Formation Promotion Board.

2. Guide and create conditions for associations to participate in activities within the scope of the ministry's management in accordance with the law; organize consultations with associations to improve regulatory management in the field.

3. Inspect the implementation of state management regulations for associations in their respective sectors, handle or propose to competent state agencies to handle violations according to the law.

Article 34. The tasks of provincial People's Committees in managing associations operating within their province

1. Exercise the authority as prescribed in Clause 2, Article 15 of this Decree and manage state administration over the organization and activities of associations.

2. Conduct inspections and checks on compliance with laws regarding associations.

3. Resolve complaints and reports, and handle violations of laws concerning associations.

4. Consider support for associations with operational scopes at the local level.

5. Examine and permit associations with operational scopes at the local level to accept financial assistance from organizations and individuals both domestically and internationally according to the law.

6. Direct departments, branches, and People's Committees at the district and commune levels in managing associations.

7. Annually compile and report to the Ministry of Home Affairs on the situation of association organization, activities, and management at the local level.

Chapter 7:

REWARD AND VIOLATION HANDLING

Article 35. Awards

1. Associations that make significant contributions to economic and social development shall be rewarded according to State regulations.

2. Members who achieve many accomplishments shall be rewarded according to association regulations and State regulations.

Article 36. Handling Violations

1. Any person violating the right to establish associations or taking advantage of association names to engage in illegal activities shall be subject to disciplinary action, administrative penalties, or criminal prosecution according to the law; if material damage is caused, compensation must be provided according to the law.

2. Any person taking advantage of their position or authority to establish associations contrary to the provisions of this Decree shall be subject to disciplinary action, administrative penalties, or criminal prosecution according to the law; if material damage is caused, compensation must be provided according to the law.

3. Association leadership and representatives intentionally extending the term of the General Assembly beyond what is stipulated in the Charter or failing to comply with association obligations shall be subject to legal action according to the nature and severity of the violation.

Chapter 8:

IMPLEMENTING PROVISIONS

Article 37. Effectiveness

1. This Decree shall take effect fifteen days after its publication in the Official Gazette.

2. This Decree replaces Decree No. 258/TTg dated June 14, 1957 of the Prime Minister detailing the implementation of Law No. 102/SL/L004 dated May 20, 1957 on the right to establish associations.

3. Associations permitted to be established under Decree No. 102/SL/L004 dated May 20, 1957 by the Ministry of Home Affairs and provincial administrative committees previously, and subsequently permitted to be established by the Chairman of the Council of Ministers (now the Prime Minister) or the Minister, Head of the Personnel Organization Department of the Government (now the Minister of Home Affairs), or the Chairman of the Provincial People's Committee according to Directive No. 01/CT dated January 5, 1989 on the management, organization, and operation of mass associations, do not need to reapply for establishment permission.

4. Economic associations established under Decision No. 38/HĐBT dated April 10, 1989 of the Council of Ministers (now the Government) on economic cooperation in production, circulation, and services do not need to reapply for establishment permission.

Article 38. Implementation

The Minister of Home Affairs shall guide the implementation of this Decree.

Ministers, heads of ministerial-level agencies, and heads of government-affiliated agencies, Chairmen of provincial and centrally-administered city People's Committees are responsible for enforcing this Decree./.