Decision No. 929/QD-TTg approves the restructuring plan for state-owned enterprises, with a focus on economic groups and state corporations during the period from 2011 to 2015.

Pursuant to …;

Approving the Project "Reorganizing State-Owned Enterprises, with Focus on Economic Groups and State Corporations for the Period 2011-2015"

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PRIME MINISTER

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

Pursuant to Resolution No. 3 of the Central Committee of the Communist Party of Vietnam at its Third Plenum of the Eleventh Tenure;

Pursuant to Resolution No. 94/NQ-CP dated September 27, 2011 of the Government on the regular meeting of the Government in September 2011; Resolution No. 01/NQ-CP dated January 3, 2012 of the Government on key measures to guide the implementation of the socio-economic development plan and state budget estimates for 2012; Resolution No. 12/NQ-CP dated May 9, 2012 of the Government on the regular meeting of the Government in April 2012;

Considering the proposal of the Minister of Finance and the Chairman of the Steering Committee for Enterprise Reform and Development,

DECISION:

Article 1. Approves the Project "Reorganizing State-Owned Enterprises, with Focus on Economic Groups and State Corporations for the Period 2011-2015" with the following contents:

I. OBJECTIVES

Reorganizing state-owned enterprises, with focus on economic groups and state corporations, aiming to achieve the following objectives:

- State-owned enterprises have a more rational structure, concentrating on key industries and fields, providing essential public goods and services to society and national defense and security, serving as the backbone for the state economy to play a leading role, and being a material force for the state to direct and regulate the economy and stabilize macroeconomic conditions.

- Enhancing competitiveness and return on equity for business enterprises; completing production and supply tasks of essential public goods and services to society and national defense and security for public service enterprises.

II. TASKS

1. Classify existing 100%-state-owned enterprises into the following groups:

a) Group 1: State-owned enterprises holding 100% of charter capital in sectors of state monopoly, national defense, and security; publishing; irrigation; traffic safety assurance; lottery; large-scale multi-purpose power generation and distribution with significant economic and social importance linked to national defense and security; management and operation of the national railway infrastructure system, urban railways; international airports; Class I seaports; printing and minting.

b) Group 2: State-owned enterprises undergoing shareholding where the state holds over 50% of the charter capital operating in sectors and fields as specified in Decision No. 14/2011/QD-TTg dated March 4, 2011 of the Prime Minister on criteria and classification list of state-owned enterprises. Specifically, it is clarified that:

- The state holds over 75% of the charter capital when shareholding economic groups, state corporations, and large-scale state-owned enterprises operating in resource extraction and processing, mineral exploitation, and communication network infrastructure provision.

- The state holds from 65% to 75% of the charter capital when shareholding large-scale enterprises operating in basic chemical production, fertilizer production, wholesale foodstuffs, wholesale pharmaceuticals, fine chemicals, finance and credit, insurance, water supply and drainage, urban environmental sanitation and lighting, seed production and storage, vaccine production, road and inland waterway management and maintenance, port management and operation, large-scale power generation, rail and air transport.

For other enterprises not mentioned above, when undergoing shareholding, based on specific circumstances and market capacity, the state holds from over 50% to under 65% of the charter capital or does not hold shares.

c) Group 3: State-owned enterprises suffering prolonged losses and unable to overcome them will be sold or transferred; restructured debt to become joint-stock companies or limited liability companies; dissolved or declared bankrupt.

2. Implement according to market principles the withdrawal of state capital invested in non-core business sectors or those not directly related to core business sectors; state capital in joint-stock companies where the state does not need to control.

3. Reorganize enterprises by industry and sector without regard to administrative level or supervisory body. In the short term, in construction, trade, telecommunications, publishing, lottery, water supply and drainage, urban environment, irrigation, road and railway management and repair, inland waterway...

4. Comprehensively reorganize state-owned economic groups and corporations from organizational models, management, human resources, production and business activities, development strategies, investment, markets, and products. Reorganize some economic groups and state corporations to align with current realities and requirements.

5. Perfect institutional mechanisms and policies

a) For 100%-state-owned enterprises

Perfect the legal framework so that business enterprises operate in a common legal environment and compete equally with enterprises of other economic components, effectively utilizing invested resources. Enterprises producing and supplying public goods, national defense, and security products must account for and fulfill assigned social policy tasks.

Reform corporate governance to enhance autonomy and responsibility in production and business operations for state-owned enterprises, focusing on economic groups and state corporations, expanding scale while improving efficiency, competitiveness, and sustainable development. Establish mechanisms to manage and monitor the importation of technology, machinery, equipment, etc., by enterprises.

Clearly define the rights and responsibilities of Board Members and General Directors/Managers in managing and using state assets to ensure the autonomy in production and business operations and the preservation and enhancement of asset utilization efficiency.

Perfect mechanisms for state capital investment in enterprises and financial management of enterprises, and profit distribution mechanisms within enterprises according to market mechanisms.

Implement transparent reporting systems for financial statements, financial information, business operations, and management of economic groups and state corporations; strengthen accountability of Board Members and Management Boards.

Complete the legal framework for state-owned economic groups. Issue separate Decrees on the organization and operation of each state-owned economic group and particularly important state-owned corporations to enhance their legal status, strengthen supervision and inspection by state owners and state-owned economic groups and corporations to operate more effectively.

Improve the financial mechanism for production enterprises supplying public goods, defense, and security products and services to ensure workers have reasonable income levels, enterprises make profits, and attract social resources to participate. Expand the system of placing orders and bidding for the production and supply of public goods and services.

Continue to reform the wage and bonus management mechanism so that enterprises can truly be proactive in paying wages and bonuses linked to labor productivity and business efficiency; ensure harmony between the interests of the State, enterprises, and workers; and attract highly skilled labor.

b) Promote the restructuring of state-owned enterprises

Amend and supplement regulations on shareholding, selling, transferring, dissolving, and bankruptcy of enterprises. Focus on resolving current difficulties and obstacles, especially regarding enterprise valuation, financial treatment, debts, land, and employee benefits... and prevent asset loss.

Issue guidelines for the implementation of enterprise restructuring by industry and sector without regard to administrative level or managing agency.

Develop the financial market, particularly the securities market and debt trading, to promote shareholding, and facilitate enterprises' access to and mobilization of capital for restructuring. Summarize the handling of state-owned enterprise debts, address lingering debts and unhealthy capital occupation. Evaluate and implement measures to leverage the Debt Purchase and Surplus Asset Company. Encourage economic organizations to purchase and sell state-owned enterprise debts.

During the process of restructuring state-owned enterprises, ministries, sectors, localities, boards of directors, and boards of members of state-owned economic groups and corporations should proactively study and propose solutions to the competent authorities for emerging issues and those requiring adjustments related to institutional mechanisms and policies such as restructuring costs, debt resolution, employee benefits, taxes...

c) Institutional and management mechanisms of state owners over state-owned enterprises

Complete the division of responsibilities and duties of state owners towards state-owned enterprises and state investment capital. Specifically, clarify the rights, responsibilities, and obligations of the Government, Prime Minister, sectoral ministries - direct superiors of state owners at state-owned economic groups and corporations, and Ministries of Finance, Planning and Investment, Home Affairs, Labor, War Invalids and Social Affairs, and boards of members, boards of directors - as state owners at state-owned economic groups and corporations in organizing, operating, supervising, inspecting, auditing the implementation of production and business goals and tasks, investment development; managing, using, preserving, developing capital; evaluating managerial staff and the effectiveness of state-owned enterprise operations. At the same time, establish mechanisms and sanctions to ensure effective implementation of assigned rights, responsibilities, and obligations. Establish an agency to effectively perform the tasks of supervising, inspecting, managing, using, preserving, developing capital, and evaluating the effectiveness of state investment in enterprises.

Issue mechanisms for monitoring, inspecting, and evaluating the effectiveness of organizations and individuals performing the rights and obligations of state owners.

Build mechanisms for selecting and appointing suitable cadres, hiring General Managers, Chief Executives, Board of Directors members, and Board of Members.

III. SOLUTIONS

1. Continue to deeply grasp the viewpoints, objectives, tasks, and solutions for the reorganization, renewal, development, and enhancement of the effectiveness of state-owned enterprises according to the Central Party's Resolutions and the Political Bureau's Conclusions, creating high consensus throughout the political system to further raise awareness and take decisive and concrete actions in implementation.

2. Promptly complete the approval of restructuring and renewal plans for state-owned enterprises until 2015 by ministries, sectors, localities, state-owned economic groups, and corporations. Determine the specific number and list of state-owned enterprises holding 100%, over 75%, from 65% to 75%, from over 50% to under 65% of charter capital, and other enterprises. During implementation, based on actual conditions, continue to review to accelerate shareholding.

Complete criteria and classification lists for enterprises toward promoting diversified ownership; clearly define industries and fields where state-owned enterprises hold over 75%, from 65% to 75%, less than 65% of charter capital, or do not retain shares when undergoing shareholding.

Achieve the goal of restructuring and shareholding of enterprises according to approved plans; consider this a key task during 2012-2015. Strictly implement market mechanisms and legal provisions in shareholding to prevent corruption, asset loss, and impact on worker, investor, and enterprise rights. Increase listings of state-owned economic groups, corporations, and large-scale enterprises on domestic and international markets.

3. Each state-owned economic group and corporation established by the Prime Minister's decision shall submit to the Prime Minister; each corporation and enterprise established by the Minister, Chairman of the Provincial People's Committee directly under the Central Government shall submit to the Ministry or Provincial People's Committee the Reorganization Project for approval in the third quarter of 2012 and implement with the following main contents:

a) Review and redefine core business tasks and industries. State-owned economic groups and corporations only engage in core industries and related industries serving directly the core business.

b) Develop a development strategy until 2015 and a vision until 2020 consistent with industry development strategies, market needs, capital availability, and management capacity.

c) Develop restructuring plans for production and business organization, implement reorganization of member enterprises to achieve specialization, division of labor, cooperation, avoid dispersion of resources and internal competition through mergers and consolidations among member enterprises operating in the same industry.

d) Develop financial plans to implement assigned main tasks and address existing financial issues during the reorganization process.

- Cease investment outside the main production and business sectors before 2015. For the following sectors: banking, finance, securities, real estate, insurance, state-owned economic groups, and corporations, follow these directions:

+ Sell the parent company's - group/corporation's shares to organizations or individuals outside the economic groups and state corporations, not selling or transferring them back to internal units.

+ Transfer capital to economic groups, state corporations, or businesses with appropriate main industries. The transfer of capital shall be carried out through capital transfer or share transfer methods.

+ Transfer all enterprises held 100% by groups or corporations to other groups or corporations operating in the same industry. This shall be done through enterprise sale or asset transfer.

- State-owned economic groups and corporations currently facing financial difficulties need to clarify the responsibility of related management personnel on one hand, and restructure capital and assets on the other hand. This includes assessing the current situation, determining capital needs to establish mechanisms for additional capital injection to continue urgent investment projects, limiting capital loss due to prolonged project duration; restructuring assets by transferring or merging ineffective or non-urgent projects and investments to concentrate resources on core business activities.

- Resolutely reorganize, restructure, dissolve, or declare bankruptcy those enterprises that operate inefficiently, incur continuous losses, and lose their ability to pay debts on time according to regulations.

đ) Strengthen collaboration between member enterprises within state-owned economic groups and corporations through economic contracts, internal management rules, cooperation regulations between parent companies and subsidiaries, associated companies; between subsidiaries and associated companies. Parent companies of state-owned economic groups and corporations should enhance their strategic development research function, organizational and management innovation, technological and product innovation, market development, and training. Limit joint investments by parent companies and subsidiaries in the same enterprise.

The parent company - group/corporation must organize regular supervision and inspection, periodic audits of compliance with laws, implementation of goals, strategies, plans, and assigned tasks, evaluate the performance of subsidiaries and management personnel; promptly correct violations. Fully grasp information about the activities of associated companies through representatives who participate in shareholders' meetings and boards of directors according to legal provisions.

e) Apply international corporate governance principles; improve internal control and audit mechanisms, focusing on financial risk control to timely take preventive measures, limit, mitigate, and adjust production and business plans appropriately; strengthen the capabilities and authority of supervisory boards, supervisors, and internal auditors.

Improve the management structure, enhance training and capacity building for enterprise managers to meet market-based governance requirements. Appoint leaders and representatives of state-owned capital with moral integrity and professional competence to effectively represent state ownership at enterprises.

Apply scientific labor organization in production and business. Reorganize and improve the quality of labor in enterprises, with a focus on technical workers in reasonable numbers, optimal occupational structures, and skill levels for each technology, production line, process, and job, thereby increasing individual productivity and overall labor productivity of the enterprise.

g) Actively implement research and application, investment in technological innovation, product and service innovation, gradually increase added value for products and services, meet environmental standards; replace energy-consuming equipment and technologies; gradually eliminate environmentally unfriendly products to enhance business efficiency and sustainable development.

h) Ensure transparency in investment, financial management, procurement, income distribution, cadre work; in signing and implementing contracts with persons related to enterprise managers according to legal provisions.

4. Ministries managing technical economic sectors (Construction, Industry and Trade, Information and Communications, Finance, Agriculture and Rural Development, Transport) shall review and assess the rationality, capability, conditions, and methods of reorganization, then develop restructuring plans for enterprises operating in their respective fields regardless of level or management agency, submit to the Prime Minister for approval in the third quarter of 2012, and direct implementation.

5. Ministries and sectors shall submit to the Government, Prime Minister or promulgate according to their authority institutional and management mechanisms for wholly state-owned enterprises; promote enterprise restructuring and institutional and management mechanisms of state ownership (specifically detailed in the attached annex).

6. Enhance the responsibility of leaders of ministries, sectors, localities, state-owned economic groups, and corporations in implementing restructuring, approved reorganization and shareholding plans; consider this a significant political task. Units failing to implement must conduct self-criticism, clarify reasons, responsible persons, and bear responsibility before the Government and Prime Minister.

IV. IMPLEMENTATION

1. Ministry of Finance:

a) Chair and coordinate with the Board for Enterprise Reform and Development to urge ministries, sectors, provincial/municipal people's committees under the central government, economic groups, state-owned corporations to organize and implement this Decision.

b) Guide, monitor, and inspect the implementation of this Decision. Summarize and report periodically every quarter to the Prime Minister. Promptly propose solutions for arising issues.

c) Participate in providing opinions for ministries managing sectors and provincial-level people's committees to approve restructuring plans for state-owned corporations established by ministers or provincial-level people's committee chairpersons.

2. Ministers, heads of ministerial-level agencies:

a) Review restructuring plans of economic groups and state-owned corporations established by the Prime Minister. Inspect, urge, and supervise the implementation after the plan is approved.

b) Direct the development, approval, inspection, urging, and supervision of the implementation of restructuring plans for state-owned corporations established by their ministries.

c) Report periodically every quarter to the Prime Minister on the results of implementing this Decision and restructuring plans of economic groups and state-owned corporations within their management scope; send to the Ministry of Finance for consolidation and reporting to the Prime Minister.

d) Coordinate with the Ministry of Finance and the Board for Enterprise Reform and Development in implementing this Decision.

3. Chairpersons of provincial/municipal people's committees under the central government:

a) Direct the development, approval, inspection, urging, and supervision of the implementation of restructuring plans for state-owned corporations established by provincial-level people's committees.

b) Report periodically every quarter to the Prime Minister on the results of implementation; send to the Ministry of Finance for consolidation and reporting to the Prime Minister.

c) Chair and coordinate with the Ministry of Finance and the Board for Enterprise Reform and Development in implementing this Decision.

4. Boards of directors of economic groups and state-owned corporations established by the Prime Minister shall develop restructuring plans, submit to the Prime Minister for approval, and organize their implementation; complete the shareholding reform and reorganization of member enterprises according to the overall plan for the period 2011-2015 which has been approved.

5. Boards of directors of state-owned corporations established by ministers or provincial-level people's committee chairpersons shall develop restructuring plans, submit to ministers or provincial-level people's committee chairpersons for approval, and organize their implementation; complete the reorganization and shareholding reform of member units according to the plan for the period 2011-2015 which has been approved.

6. Boards of directors of economic groups and state-owned corporations shall report periodically every quarter to the Ministry of Finance, the Board for Enterprise Reform and Development, the relevant ministry, and provincial-level people's committees on the results of implementing restructuring plans.

7. The Minister of Planning and Investment, the Minister of Home Affairs, and the Minister of Labor, Invalids and Social Affairs shall chair and coordinate with relevant ministries and the Ministry of Finance in implementing tasks within their respective management scopes; participate in providing opinions on each restructuring plan for economic groups and state-owned corporations; report periodically every quarter on the situation and results of implementing this Decision to the Ministry of Finance for consolidation and reporting to the Prime Minister.

8. The Board for Enterprise Reform and Development shall act as the focal point to assist the Prime Minister in directing the implementation of this Decision and restructuring plans for economic groups and state-owned corporations established by the Prime Minister and approved.

9. The Ministry of Information and Communications shall organize information dissemination and widely publicize this Decision.

12/2025/TT-BNNMT dated June 19, 2025 issued by the Minister of Agriculture and EnvironmentThis Decision takes effect from the date of issuance.

Article 3. Ministers, heads of ministerial-level agencies, heads of governmental agencies, chairpersons of provincial/municipal people's committees under the central government, heads of the Board for Enterprise Reform and Development, chairpersons of boards of directors of economic groups and state-owned corporations, and state-owned enterprises are responsible for effectively implementing this Decision./.