The Ministry of Finance is collecting comments to develop a draft Circular guiding the handover, receipt, and handling of debts and assets excluded when converting ownership of enterprises in which 100% charter capital is held by the State, transfer of public non-business units, and as designated by the Government or the Prime Minister.
Regarding the scope of regulation, this Circular guides the handover, receipt, and handling of debts and excluded assets, shall not be included in the value of enterprises and public non-business units when converting ownership of enterprises in which 100% charter capital is held by the State, convert public non-business units into joint-stock companies, and debts and assets shall be received and handled under the direction of the Government and the Prime Minister.
Regarding the principles of handing over and receiving debts and assets, this draft Circular stipulates 7 specific principles:
– The first principle: Debts and assets excepted when handing over and receiving must have complete documents (for debts) and in-kind (for assets). In case the debt has insufficient records and the property is no longer, The Debt Trading Company shall send a written notice to the representative agency of the owner and the enterprise of the reason for not accepting the debt so that the enterprise can continue to manage and monitor the debtor handled by current regulations on enterprise ownership conversion.
– The second principle: The handover and receipt of debts and excluded assets shall be made based on the decision to announce the enterprise value of the representative agency according to the provisions of the law on transformation of ownership of enterprises and public non-business units. The decision to announce the enterprise value must specify the value of the debt and the excluded assets as a basis for the Debt Trading Company to accept.
– Third principle: If the agency representing the owner decides to announce the adjustment of enterprise value: If the enterprise has not signed the Minutes of handing over the debts and excluded assets with the Debt Trading Company, it will hand over the debts and excluded assets according to the decision on disclosure of the adjustment of the enterprise value.
If the enterprise has signed a record of debt and assets of exclusion with the Debt Trading Company according to the decision on the announcement of the enterprise value, the representative agency of the owner has a written request to the Debt Trading Company to notify the status of the debts and excluded assets received according to the Handover Minutes according to the criteria: have processed, recalled and not yet processed or recalled before announcing the decision on the adjustment of enterprise value. Within 10 working days from the date of receipt of the written request of the owner's representative agency, the Debt Trading Company has written a reply to the owner's representative agency. In case the excluded debts and assets have been handled and recovered by the Debt Trading Company, the corresponding adjustment shall not be made in the decision to announce the adjustment of the enterprise value. In case the excluded debts and assets have not completed the handling and recovery, the minutes of handover shall be adjusted according to the decision on announcing the adjustment of the enterprise value. Within 15 working days from the date on which the Debt Trading Company sends a written reply to the owner's representative agency about the status of the debts and excluded assets received, The parties must complete the adjustment of the Handover Minutes.
– The Fourth principle: When handing over and taking over the debt and the excluded property, the owner's representative agency, The Debt Trading Company, and the enterprise must make a handover record according to the form in the Appendix attached to this Circular, with signatures of the parties. The agency representing the owner may authorize (in writing) the Chairman of the Members' Council/General Director/Legal representative of the enterprise having debt and assets excluded for handover to Debt Trading Company.
– The fifth principle: Debt Trading Company inherits all rights and obligations of creditors and property owners for the debt and received property as prescribed from the date of signing the handover minutes. Within 10 days from the date of signing the handover minutes, the enterprise is responsible for handing over to the debtor and related agencies about the handover of the creditor's rights to debt trading companies.
– The sixth principle: For debts and assets that are excluded from receipt as designated by the Government, Prime Minister, Debt Trading Company, the owner's representative agency and the enterprise shall hand over, receive and handle debts and assets as if they were debts and assets, except for the value of the converted enterprise and in line with the direction of the Government and the Prime Minister. In case of difficulties or problems, the Debt Trading Company shall report to the representative agency of the owner of the debtor and asset enterprise for consideration settle according to their competence, or report to the Government or the Prime Minister for consideration and decision.
– The seventh principle: Enterprises carry out financial handling of and exclude assets according to the provisions of law for each form of ownership conversion.
Collected from source
Hoai Anh