b) With respect to advisory service procurements other than those specified in Point a, the agency competent to decide on the equitization plan shall decide on the organization of bidding for choosing the organization in charge of providing advice on valuation according to regulations".

5. Point d Clause 1 Article 33 is amended as follows:

“d) If the actual long-term investment capital value of an equitized enterprise in another enterprise (through revaluation or redetermination) is lower than the one written on the accounting book, then it shall be determined according to the actual value”.

6. Clause 2 Article 33 is amended as follows:

“2. The value of capital contributed by an equitized enterprise to a listed joint-stock company shall be determined on the basis of the closing price of its stocks traded on the securities market at the time closest to the time of enterprise valuation. If the stocks of the joint-stock company listed on the Upcom market without transaction for 30 days before the time of enterprise valuation, the value of contributed capital shall be determined according to regulations in Clause 5 Article 1; Points a, b and c Clause 1 Article 33 of Decree No. 59/2011/ND-CP dated July 18, 2011 by the Government. Regarding the value of capital contributed to a joint-stock company unlisted on the securities market, the enterprise equitization steering committee shall take into account the value determined by the advisory agency and request the agency competent to decide on enterprise value to make decision”.

7. Point b Clause 2 Article 36 is amended as follows:

“b) Regarding shares to be sold to strategic investors and other investors.

Particularly for large enterprises with a state capital portion of over VND 500 billion operating in specific fields or sectors (insurance, banking, post and telecommunications, aviation, coal mining, petroleum exploitation or mining of other rare and precious minerals) and parent companies of state economic groups or state-owned corporations, the percentage of shares auctioned for sale to investors shall be considered and decided by the Prime Minister or agencies authorized by the Prime Minister on a case-by-case basis.”

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9. Point c Clause 2 Article 37 is amended as follows:

“c) The agency competent to decide on and approve the equitization plan is responsible for deciding to select the Stock Exchange or hire an intermediary financial institution to conduct an auction. With respect to Economic corporation, State-owned general companies and a number of enterprises trade in special sectors (for example, insurance, banking, telecommunications, aviation, coal mining, petroleum extraction and mining of other precious and rare minerals), when carrying out the equitization with equitization plan within the approving competence of the Prime Minister, Ministers of Ministries, Heads of ministerial-level agencies, and governmental agencies, the Presidents of People’s Committees of central-affiliated cities and provinces shall select the Stock Exchange or hire an intermediary financial institution to conduct an auction.

10. Clause 8 Article 48 is added as follows:

“8. If an equitized enterprise has carried out necessary procedures according to the equitization plan approved by a competent authority but fails to carry out the IPO within 90 days from the day on which the decision on approval for equitization plan is issued, then the enterprise may sell shares to its employees and trade unions at a price equivalent to 60% of the reserve price in the equitization plan approved by a competent authority.

The difference between the selling price for employees/trade union (if any) and the share face value shall be subtracted from state capital when finalizing at the time the enterprise is officially transformed into a joint-stock company”.

Article 2. Organization of implementation

1. This Decree comes into effect from November 11, 2015.

2. Clause 2 Article 1 of Decree No. 189/2013/ND-CP dated November 20, 2013 by the Government is annulled.

Article 3. Responsibilities

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2. Ministries, Heads of ministerial-level agencies, Heads of Governmental agencies, Presidents of the People’s Committees of central-affiliated cities and provinces, Member assemblies of economic corporations, parent companies established according to the decision of the Prime Minister are responsible for implementing this Decree./.

ON BEHALF OF THE GOVERNMENT
THE PRIME MINISTER




Nguyen Tan Dung