Who is not allowed to buy an enterprise with 100% charter capital held by the State?

What cases are allowed to sell an entire enterprise with 100% charter capital held by the State?

According to Article 22 of Decree 23/2022/ND-CP what are the cases of selling the entire enterprise by The State holds 100% of the charter capital as follows:

– Subject to equitization according to regulations but does not meet the conditions for equitization and is decided by the Prime Minister to convert to the form of selling the entire enterprise.

– Other cases decided by the Prime Minister based on the request of the owner’s representative agency.

What are the principles to be followed when selling an entire enterprise with 100% charter capital held by the State?

According to Article 24 of Decree 23/2022/ND-CP, what are the principles to be followed when selling an entire enterprise held by the State? 100% of charter capital is regulated as follows:

– Financial handling, determination and adjustment of enterprise value, hiring of consulting organizations to determine enterprise value, determination of starting price and plan to sell the entire enterprise are carried out in accordance with the Government’s regulations on converting enterprises with 100% charter capital held by the State into joint stock companies.

– The starting price for selling the entire enterprise is determined on the principle of not being lower than the total value of the state capital determined in accordance with the provisions of Clause 1 of this Article.

Who are not allowed to buy enterprises with 100% charter capital held by the State?

According to Article 23 of Decree 23/2022/ND-CP, there are 06 groups of subjects who are not allowed to buy enterprises with 100% charter capital held by the State, including:

– People who do not have civil act capacity, people who have lost or have limited civil act capacity, people who have difficulty in cognition or controlling their behavior, or people who at the time of registering to participate in the auction are not aware or able to control their behavior.

– Intermediate financial institutions, auditing agencies determine enterprise value and individuals belonging to these organizations directly assess, value and audit enterprises; father, mother, wife, husband, children, siblings, siblings of the person directly assessing, valuing, or auditing the enterprise.

Corporate auction organizations and people working in corporate auction organizations conducting the auction; father, mother, wife, husband, children, siblings, siblings of the auctioneer running the auction.

– The person authorized by the owner’s representative agency to handle the sale of the business; The person who has the right to decide to sell the business, the person who signs the business auction service contract;

– Father, mother, wife, husband, children, siblings, siblings of the person specified in Clause 3 of this Article;

– People who do not have the right to establish and manage enterprises according to the provisions of law.

– Foreign investors according to the provisions of investment law related to conditions of market access, ensuring national defense, security and land law.

How is the procedure for selling all enterprises with 100% charter capital held by the State?

According to Article 25 of Decree 23/2022/ND-CP, the order for selling all enterprises with 100% charter capital held by the State is prescribed as follows:

Step 1: Develop a plan to sell the entire business including:

– Prepare documents and records, including: legal documents on business establishment; Legal documents on assets, capital, and debts; financial statements, tax finalization reports up to the time of enterprise value determination; The land use plan of the enterprise being managed is in accordance with the provisions of land law and the law on rearranging and handling state-owned real estate from time to time and has been approved by competent state agencies; labor rearrangement plan; Estimate the cost of selling the entire business; method, form, time of enterprise value determination and other related documents (if any);

– Organize inventory, handle financial issues and determine business value;

– Decide and announce enterprise value;

– Complete the plan to sell the entire enterprise and submit it to the competent authority for approval. The plan to sell the entire enterprise must include basic contents such as: Current status of the company at the time of determining the enterprise value; Results of determining business value; Determine the selling price and selling method, and estimate the costs of implementation; The enterprise’s land use plan has been approved by the competent authority; Labor use plan for managing and resolving redundant workers.

Step 2: Organize and implement the plan to sell the entire enterprise by auction method.

Step 3: Complete the sale of the entire enterprise: Finalize the selling costs and proceeds from the sale of the entire enterprise; pay; hand over assets, books and related records to the auction winner; announcement of the completion of the sale of the entire enterprise.

Decree 23/2022/ND-CP on the establishment, rearrangement, ownership conversion, and transfer of owner representative rights at enterprises with 100% charter capital held by the State officially takes effect from June 1, 2022.