DECISION

CRITERIA FOR CLASSIFICATION OF STATE-OWNED ENTERPRISES AND STATE-INVESTED ENTERPRISES UNDERGOING OWNERSHIP CONVERSION, RESTRUCTURING AND DIVESTMENT IN 2021 - 2025

Pursuant to the Law on Government Organization dated June 19, 2015;

Pursuant to the Law on Enterprises dated June 17, 2020;

Pursuant to the Law on Management and Use of State Capital invested in Manufacturing and Business Activities of Enterprises dated November 26, 2014;

At the request of the Minister of Planning and Investment,

The Prime Minister hereby promulgates a Decision on criteria for classification of state-owned enterprises and state-invested enterprises undergoing ownership conversion, restructuring and divestment in 2021 – 2025.

Article 1. Scope

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Agriculture and forestry companies; national security and defense enterprises; State Capital and Investment Corporation, Vietnam Debt and Asset Trading Corporation, Vietnam Stock Exchange and Vietnam Securities Depository and Clearing Corporation shall undergo restructuring according to other regulations of the Government and the Prime Minister.

Article 2. Regulated entities

1. State ownership representative agencies, including Ministries, ministerial agencies, Governmental agencies; People's Committees of provinces and central affiliated cities (hereinafter referred to as "provincial People’s Committees") and organizations established under regulations of law.

2. State-owned enterprises specified in Article 88 of the Law on Enterprises No. 59/2020/QH14, including:

a) Parent companies of state-owned corporations, parent companies of state-owned corporations, parent companies in groups of parent company-subsidiary companies that are single-member limited liability companies 100% of charter capital of which is held by the State (hereinafter referred to as "parent companies");

b) Independent single-member limited liability companies 100% of charter capital of which is held by the State;

c) Enterprises over 50% of charter capital or voting shares of which is held by the State, except for enterprises specified in Points a and b of this Clause.

3. Representatives of state investment in joint stock companies, multiple-member limited liability companies (hereinafter referred to as "state investment representatives").

4. Single-member limited liability company 100% of charter capital of which is held by the State; representatives of representatives of state-owned enterprises’ stakes in joint-stock companies and multiple-member limited liability companies to and from which state-owned enterprises contribute capital and purchase shares.

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Article 3. Classification criteria

1. Criteria for classification of state-owned enterprises and state-invested enterprises undergoing ownership conversion, restructuring and divestment in 2021 – 2025 by their business lines are promulgated together with this Decision.

2. For enterprises not operating in the business lines under the classification criteria mentioned in Clause 1 of this Article, one of the following criteria may be adopted to carry out ownership conversion, restructuring and divestment:

a) Cement production which holds a market share of at least 30%, including extraction of raw materials from raw material mines in areas of strategic importance to national defense and security;

b) Growing and processing rubber or coffee in strategic areas; mountainous areas; remote areas; isolated areas in association with national defense and security ;

c) Enterprises manufacturing and supplying public services and products whose revenue from providing public services is at least 50% of their total revenue for 03 consecutive years before the proposed date of conversion;

d) Enterprises which have cultural values; historical values; architectural values; play an important role in national defense and security; undertake political tasks or tasks of socio-economic development of sectors and localities from time to time.

Article 4. Responsibilities of state ownership representative agencies

1. Within 30 days from the effective date of this Decision, every state ownership representative agency shall review and formulate an Enterprise Restructuring Plan 2021-2025 and submit to the Ministry of Planning and Investment for consolidation as prescribed in Clause 1 Article 6 of this Decision. To be specific:

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a) Regarding state-owned enterprises and state-invested enterprises which satisfy the classification criteria mentioned in Clause 2 Article 3 hereof: remain single-member limited liability companies; carry out etiquization; carry out the conversion into multi-member limited liability companies; carry out state capital divestment.

c) Regarding state-owned enterprises and state-invested enterprises which fail to satisfy the classification criteria mentioned in Article 3 hereof: carry out ownership conversion, restructuring and divestment in such a way that the State does not hold their shares and contributed capital.

2. The state ownership representative agency shall direct the Board of Member and representative of state investment in the parent company in parent company-subsidiary company relationship to restructure enterprises that have contributed capital of the parent company as prescribed in Article 5 hereof.

3. The state ownership representative agency shall implement the Enterprise Restructuring Plan 2021-2025 approved by the Prime Minister; request the Prime Minister to consider and issue a decision on special cases where the Plan fails to be implemented under this Decision.

Article 5. Responsibilities of Board of Members, parent company’s president, representative of state investment in parent company-subsidiary company relationship

1. The Board of Members and president of the company 100% of charter capital of which is held by the State shall formulate a state-owned enterprise restructuring scheme including the restructuring of enterprises that have the parent company’s contributed capital, and submit it to a competent authority for approval. To be specific:

a) The parent company shall hold a percentage of capital in proportion to that of state capital for the business lines under the classification criteria regarding the enterprises that have the parent company’s contributed capital and operate in these business lines.

b) The parent company shall decide to hold over 50% of charter capital of the enterprises that have the parent company’s contributed capital and do not operate in the business lines under the classification criteria according to any of the following principles:

- Their business lines belong to or directly serve the main business lines of the parent company.

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2. Representatives of state-owned stakes in joint-stock companies and single-member limited liability companies shall report to and seek opinions of state ownership representative agencies about the plan to restructure enterprises that have the parent company’s contributed capital on the basis of the principles set out in Points a and b Clause 1 of this Article.

Article 6. Responsibilities of the Ministry of Planning and Investment

1. Consolidate, comment on and submit the Enterprise Restructuring Plan 2021-2025 to the Prime Minister for his consideration and approval during the third quarter of 2021 at the request of the state ownership representative agencies and on the basis of the opinions given by the Ministry of Finance, Ministry of Home Affairs, Ministry of Labor, War Invalids and Social Affairs, Ministry of Justice and line ministries.

2. Conduct review and request the Prime Minister to adjust or supplement the classification criteria in line with each period of socio-economic development.

3. Supervise, provide guidance on and expedite the implementation of this Decision by ministries, local authorities, business groups and corporations.

Article 7. Transitional clauses

 1. State-owned enterprises and state-invested enterprises undergoing ownership conversion or divestment prior to the effective date of this Decision shall comply with the following regulations:

a) For enterprises for which the ownership conversion or divestment plan has yet to be approved by a competent authority, the state ownership representative agency shall proactively re-adjust the percentage of shares held by the State upon formulating the ownership conversion or divestment plan according to the classification criteria specified in this Decision and report it to the Ministry of Planning and Investment and Ministry of Finance for supervision and consolidation.

b) For enterprises for which the ownership conversion or divestment plan has been approved by a competent authority, continue to implement the approved plan. In case of failure to implement the approved plan, report it to a competent authority for consideration and appropriate adjustment.

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Article 8. Effect and implementation

1. This Decision comes into force as of August 19, 2021 and supersedes the Prime Minister’s Decision No. 58/2016/QD-TTg dated December 28, 2016.

The Prime Minister’s Decision No. 26/2019/QD-TTg dated August 15, 2019 and Decision No. 908/QD-TTg dated June 19, 2020 shall continue to be implemented until the Prime Minister promulgates the Enterprise Restructuring Plan 2021-2025.

2. Ministries shall, within their jurisdiction, proactively amend or request a competent authority to amend relevant regulations with a view to resolving the difficulties that arise during the implementation of this Decision.

3. Ministers, heads of ministerial agencies, heads of Governmental agencies, Chairmen/Chairwomen of provincial People’s Committees, state-owned enterprises and respresentatives of state investment are responsible for the implementation of this Decision./.

PP. THE PRIME MINISTER
THE DEPUTY PRIME MINISTER




Le Minh Khai

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APPENDIX

CRITERIA FOR CLASSIFICATION OF STATE-OWNED ENTERPRISES AND STATE-INVESTED ENTERPRISES UNDERGOING OWNERSHIP CONVERSION, RESTRUCTURING AND DIVESTMENT BY THEIR BUSINESS LINES
(Promulgated together with the Prime Minister’s Decision No. 22/2021/QD-TTg dated July 02, 2021)

I. WHOLLY STATE-OWNED ENTERPRISES OPERATING IN THE FOLLOWING BUSINESS LINES:

1. Mapping services for national defense and security.

2. Manufacture and sale of industrial explosives and provision of blasting services within the territory of the Socialist Republic of Vietnam.

3. Electricity distribution, national electricity system dispatching, management of electrical grids, construction and operation of large hydropower playing a significant role in socio-economic development, and national defense and security in accordance with regulations of law on electricity.

4. Management and operation of state-invested national and urban railway infrastructure; coordination of state-invested national and urban rail transport.

5. Air traffic services, aeronautical information services, and search and rescue services.

6. Maritime safety (excluding dredging and maintenance of public navigational channels).

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8. Lottery business.

9. Publishing (excluding printing and publication); production of science films and news in favor of propagation, foreign information service and ideological and cultural security tasks.

10. Currency printing and minting, manufacture of gold bullion and golden souvenirs.

11. Management and operation of inter-provincial and inter-district hydraulic and agricultural hydraulic structures.

12. Credit instruments for socio-economic development, deposit insurance and bad debt trading and settlement in association with restructuring of credit institutions.

13. Application of high technologies, large investment and creation of driving force for rapid growth of other business lines and economy; exploration, field development and extraction of oil and gas.

I. ENTERPRISES UNDERGOING OWNERSHIP CONVERSION AND DIVESTMENT, AT LEAST 65% OF CHARTER CAPITAL OF WHICH IS HELD BY THE STATE, OPERATING IN THE FOLLOWING BUSINESS LINES:

1. Airport and aerodrome management and operation; airfield operation services.

2. Air navigation services, aviation meteorological services.

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4. Large-scale mineral mining under prevailing regulations of laws on classification of mineral mines by their scale.

5. Production of cartoons for children as ordered or sponsored by the State.

6. Financial and banking services (excluding insurance, securities, fund management companies, financial companies and financial leasing companies).

7. Food wholesaling playing a role in preserving large balances of the economy, stabilizing the market and carrying out political tasks.

III. ENTERPRISES UNDERGOING OWNERSHIP CONVERSION AND DIVESTMENT, OVER 50% OF CHARTER CAPITAL OF WHICH IS HELD BY THE STATE, OPERATING IN THE FOLLOWING BUSINESS LINES :

1. Extraction, production and supply of drinking water, and urban and rural drainage.

2. Manufacture of basic chemicals.

3. Air transport services.

4. Petrol and oil import which holds a market share of at least 30% and makes contribution to the economic balance and market stabilization.

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6. Telecommunications services having network infrastructure that is extremely important to operations of the entire national telecommunications infrastructure and directly affects socio-economic development and national defense and security assurance under the Prime Minister’s Decision.

7. Enterprises which are able to satisfy the essential demands for a rise in production and spiritual and material life of ethnic minorities in mountainous, remote and isolated areas./.