Decision No. 89/2006/QĐ-TTg Approving the Scheme to Transfer the Vietnam Chemicals Corporation to Operate under the Parent Company - Subsidiary Model

 

Pursuant to …;

APPROVING THE PLAN TO TRANSFORM THE VIETNAM CHEMICALS CORPORATION INTO AN OPERATING MODEL OF PARENT COMPANY - SUBSIDIARY COMPANIES

PRIME MINISTER 

Pursuant to the Law on Organization of the Government dated December 25, 2001;
Pursuant to the Law on State-Owned Enterprises dated November 26, 2003;
Pursuant to the Enterprise Law dated June 12, 1999;
Decree No. Decision No. 153/2004/NĐ-CP dated August 9, 2004 of the Government on the organization and management of state-owned corporations and the transformation of state-owned corporations and independent state-owned companies into a parent company - subsidiary company model;
Considering the proposal of the Board of Directors of the Vietnam Chemicals Corporation,

DECISION:

Article 1.Approves the Plan to transform the Vietnam Chemicals Corporation into an operating model of parent company - subsidiary companies with the following contents:

1. The Parent Company - Vietnam Chemicals Corporation is a state-owned enterprise, having legal personality, seal, Articles of Organization and Operation; it is entitled to open accounts at banks and the State Treasury; directly carries out production, business activities, and invests capital in other companies; bears responsibility for preserving state capital in the parent company and in invested companies.

The parent company is established based on the restructuring of the Vietnam Chemicals Corporation Office, the Chemical Materials and Import-Export Company, and the Chemical Science and Technology Information Center. The parent company is responsible for inheriting the legal rights and obligations of the Vietnam Chemicals Corporation in accordance with the law.

The management structure of the parent company includes: the Board of Directors, the Supervisory Board, the General Director, Deputy General Directors, the Chief Accountant, and the supporting staff.

2. Subsidiaries at the time of approval include:

a) Subsidiaries held 100% of the charter capital by the parent company are limited liability companies with one member:

- Suphosphate and Chemical Lam Thao Company;

- Van Dien Phosphate Melting Company;

- Welding Rod Gas Company;

- Ha Bac Ammonium Nitrate and Chemical Company;

- Vietnam Apatite Limited Liability Company;

- Southern Basic Chemicals Limited Liability Company.

b) Companies undergoing shareholding reform, in which the parent company holds controlling shares, after completing relocation:

- Southern Fertilizer Company;

- Binh Dien Fertilizer Company.

c) Subsidiaries that are joint-stock companies, in which the parent company holds controlling shares:

- Nét Laundry Powder Joint-Stock Company;

- LIX Laundry Powder Joint-Stock Company;

- Southern Battery Joint-Stock Company;

- Ninh Binh Phosphate Joint-Stock Company;

- Eastern Production and Trading Joint-Stock Company;

- Chemical Industry and Microbiology Joint-Stock Company;

- Bright Light Battery Joint-Stock Company;

- Hanoi Soap Joint-Stock Company;

- Can Tho Fertilizer and Chemical Joint-Stock Company;

- Viet Tri Chemical Joint-Stock Company;

- Southern Rubber Industry Joint-Stock Company;

- Da Nang Rubber Joint-Stock Company;

- Vietnam Disinfectant Joint-Stock Company;

- Chemical Industry Design Joint-Stock Company;

- Golden Star Rubber Joint-Stock Company.

3. Joint ventures and associated companies, in which the parent company has less than 50% of the charter capital:

a) Joint-stock companies:

- Hanoi Synthetic Paint Joint-Stock Company;

- Da Nang Chemical Industry Joint-Stock Company;

- Vinh Phu Battery Joint-Stock Company;

- Mining Investment and Construction Consulting Joint-Stock Company;

- Hanoi Battery Joint-Stock Company;

- Development Additives and Petroleum Products Joint-Stock Company;

- Vinh Thinh Chemical Joint-Stock Company;

- Vietnam-Germany Welding Rod Joint-Stock Company;

- Duc Giang Laundry Powder and Chemical Joint-Stock Company;

- Quang Ngai Chemical Industry Joint-Stock Company;

- Paint and Plastic Joint-Stock Company.

b) Joint ventures:

- Unilever Vietnam Company;

- TPC VINA Company;

- Inoue Vietnam Limited Liability Company;

- Vietnam General Insurance Corporation.

4. Public institutions:

- Industrial Chemical Technical Secondary School;

- Institute of Industrial Chemical Research.

Article 2. Implementation organization:

1. Minister of Industry:

- Directs and monitors the implementation of this Plan in accordance with this Decision;

- Decides to convert the companies mentioned in point a, Clause 2, Article 1 of this Decision into limited liability companies with one member in accordance with current regulations.

2. Minister of Finance approves the Financial Regulations of the Parent Company.

3. Board of Directors of the Vietnam Chemicals Corporation:

- Proposes the Prime Minister to approve the Articles of Organization and Operation of the Parent Company.

- Implements the shareholding reform of the Southern Fertilizer Company and the Binh Dien Fertilizer Company after completing relocation work.

- Develops the Plan to establish a Financial Company and the Plan to reorganize the Institute of Industrial Chemical Research for submission to the Prime Minister for consideration and approval.

Article 3. This Decision takes effect 15 days after its publication in the Official Gazette.

Ministers of the Ministries of Industry, Finance, Planning and Investment, Labor, War Invalids and Social Affairs, Home Affairs, Governor of the State Bank of Vietnam, Heads of relevant agencies, Steering Committee for Enterprise Reform and Development, and the Board of Directors of the Vietnam Chemicals Corporation are responsible for implementing this Decision./.