Quyết định 40/2004/QĐ-BNV của Bộ Nội vụ về việc phê duyệt bản Điều lệ Hiệp hội các doanh nghiệp có vốn đầu tư trực tiếp nước ngoài của Việt Nam

 

DECISION

APPROVING THE CHARTER OF VIETNAM ASSOCIATION OF FOREIGN-INVESTED ENTERPRISES

THE MINISTER OF HOME AFFAIRS

Pursuant to Decree No. 102/SL-L004 of May 20, 1957 prescribing the right to set up associations;

Pursuant to the Government's Decree No. 45/2003/ND-CP of May 9, 2003 defining the functions, tasks, powers and organizational structure of the Ministry of Home Affairs;

Pursuant to the Government's Decree No. 88/2003/ND-CP of July 30, 2003 prescribing the organization, operation and management of associations;

At the proposals of the president of Vietnam Association of Foreign-Invested Enterprises and the director of the Department for Non-Governmental Organizations,

DECIDES:

Article 1.- To approve the Charter of Vietnam Association of Foreign-Invested Enterprises which was adopted on March 24, 2004 by its First Congress.

Article 2.- This Decision takes effect 15 days after its publication in the Official Gazette.

Article 3.- The president of Vietnam Association of Foreign-Invested Enterprises and the director of the Department for Non-Governmental Organizations shall have to implement this Decision.

 

 

CHARTER

OF VIETNAM ASSOCIATION OF FOREIGN-INVESTED ENTERPRISES

Chapter I

NAME, GUIDELINES AND OBJECTIVES

Article 1.- The Association is named Vietnam Association of Foreign-Invested Enterprises (called Association of Foreign-Invested Enterprises for short).

The English name: Association of Foreign-Invested Enterprises

Abbreviated name: AFIE

Article 2.- Association of Foreign-Invested Enterprises is a voluntary organization of the Vietnamese parties to foreign-invested enterprises, business cooperation contracts and representatives of organizations and individuals operating in the foreign investment domain under the Foreign Investment Law and Vietnamese economic organizations of all economic sectors involved in foreign investment.

Objectives of the Association are to associate and cooperate its members not for self-seeking purposes, with a view to protecting their lawful rights and interests, to support one another in enterprise management experience, professional training, supply of information on undertakings, policies and legal documents of the Vietnamese State in the economic field in general and on foreign investment in particular, thus contributing to assisting the promotion of foreign investment in Vietnam, with a view to expanding and raising the efficiency of each member enterprise's foreign investment activities in Vietnam.

Article 3.- The Association of Foreign-Invested Enterprises has the legal person status, its own seal and bank accounts

The Association is headquartered in Hanoi city and has its representative offices in Ho Chi Minh City, Da Nang city or other localities, depending on its demand and law provisions. Besides, the Association may set up its overseas representative offices according to law provisions.

Article 4.- The Association of Foreign-Invested Enterprises is subject to the State management by the Ministry of Planning and Investment, and operates throughout the country under the laws of the Socialist Republic of Vietnam and this Charter.

Chapter II

TASKS AND POWERS OF THE ASSOCIATION

Article 5.- Tasks of the Association

1. To propagate among and educate its members the lines, undertakings, policies of the Party and the State on the economic building and development in general and foreign investment in particular, in order to make its members thoroughly grasp them.

2. To provide consultancy support for its member organizations and individuals on investment, legal, economic or technical matters.

To supply information on economy, market, etc., in order to raise efficiency of business activities of member enterprises.

3. To organize conferences and seminars for exchange of professional experiences, and encourage cooperation and association among members for co-existence and development.

4. To organize training courses in appropriate forms in support of investors.

5. To organize field trips and study tours at home and abroad according to law provisions.

6. To perform the obligations toward the State and other obligations set by its Executive Committee.

Article 6.- Powers of the Association

1. To organize the collection of opinions of its members on draft legal documents when it is so requested, and to represent its members in making proposals to the State on undertakings, policies, measures to promote and support the development of investment activities and investment environment in Vietnam.

2. To protect legitimate interests of its members; to advise the State management agencies on the solution of problems in operations of enterprises represented by its members; to reconcile internal disputes when it is so requested; and to represent its members in internal and external relations related to its functions and tasks.

3. To build up its organization and develop its membership, to build its material foundation and expand its operation scope.

4. To forge and develop international relations with foreign individuals and international organizations, the regional countries and the countries all around the world according to law provisions.

5. To organize its attached units to perform the tasks of training, providing services and/or consultancy, etc., when demands therefor arise, according to law provisions.

6. To publish magazines and documents on technical guidance and economic management according to law provisions.

7. To coordinate with the concerned agencies and organizations in performing its tasks.

Chapter III

MEMBERS

Article 7.- Members

1. Full-fledged members: Representatives of Vietnamese parties to joint-venture enterprises, business cooperation contracts, Vietnamese working in enterprises with 100% of foreign capital and Vietnamese enterprises and economic organizations involved in foreign investment activities, that accept the Association's Charter, voluntarily file applications for admission into the Association, pay membership fees and yearly dues, may all become full-fledged members of the Association.

Enterprises' representatives joining the Association must be persons bearing the Vietnamese nationality and nominated by such enterprises. When the persons nominated to the Association retire or are transferred to other jobs, the member units may nominate other persons in replacement.

2. Associate members: Representatives being foreigners in foreign-invested enterprises, business cooperation parties; other organizations and individuals, that fail to fully satisfy the conditions for becoming full-fledged members, accept the Association's Charter, file applications for membership fee, and pay admission dues and yearly dues, may all become associate members of the Association.

3. Honorary members: Organizations and individuals that have made special merits and contributions to the Association may be invited by the Association as honorary members.

Member status of full-fledged members, associate members and honorary members shall be determined by recognition decisions of the Association's Executive Committee.

Members to the Club of Foreign-Invested Enterprises that still join the Club's activities shall automatically become members of the Association of Foreign-Invested Enterprises without carrying out the procedures for admission to the Association.

Article 8.- Interests of members

1. To participate in congresses or elect delegates to attend in congresses of the Association.

2. To discuss, vote on, question about and criticize all works of the Association; to propose and put forward their opinions to State agencies through the Association.

3. To have their legitimate and lawful rights and interests in production and business activities protected by the Association.

4. To stand for, nominate and be elected to the Association's Executive Committee and other posts.

5. To be provided by the Association with experiences, professional training and fostering in forms of supply of information and/or documents, participation in seminars, training courses, technical demonstrations, study and survey tours at home and abroad.

6. To leave the Association.

7. Associate members and honorary members shall enjoy the rights like full-fledged members, except for the right to stand for election, elect and vote.

Article 9.- Members have the obligations:

1. To strictly observe the lines, policies and laws of the State and the provisions of this Charter; to implement the Association's resolutions; to campaign for and develop membership.

2. To participate in operations and regular activities of the Association; unite and cooperate with one another in order to build the Association organizationally stronger and stronger.

3. To supply necessary information and data in service of the Association's operations.

4. To pay fully the membership fee and yearly dues as prescribed.

Article 10.- The procedures for termination of members' rights

1. Members that voluntarily withdraw from the Association must file applications to the Association's Executive Committee.

2. Members shall be expelled from the Association in cases where they seriously violate the Association's Charter, thus damaging the honor, prestige and finance of the Association.

3. Members being enterprises or organizations which have been suspended from operation by State agencies, dissolved or declared bankrupt.

The rights and obligations of members shall terminate after the Association's Executive Committee issues notices on invalidation of member recognition decisions.

The Association's Executive Committee shall notify the list of members withdrawing from the Association, those expelled from the Association and those having their names deleted to all other members.

Chapter IV

ORGANIZATION OF THE ASSOCIATION

Article 11.- The Association of Foreign-Invested Enterprises is organized and operates on the principles of voluntariness, self-management, self-financing and equality of all members.

Executive bodies operate on the basis of democratic discussion, collective leadership and majority rule.

Article 12.- The Association is composed of:

- Its National Congress

- Its Executive Committee and its assisting apparatus consisting of the Office and professional sections

- Its attached professional branches

- A number of attached service, consultancy or training units

Article 13.- The National Congress of the Association of Foreign-Invested Enterprises

1. The National Congress of the Association of Foreign-Invested Enterprises is the supreme-power body of the Association. The Congress is held once every four years.

2. Major tasks of the Congress:

- To discuss term-end review reports and new term's orientations for the Association's activities;

- To decide on the whole term's working orientations and program of the Association;

- To decide on amendments and supplements to the Association's Charter;

- To discuss and decide on a number of important issues of the Association which go beyond the handling competence of the Association's Executive Committee;

- To discuss and approve the final financial settlement, and adopt the financial plan for the new term;

- To elect the new Executive Committee of the Association;

- To elect the Inspection Board of the Association.

3. The Congress may be extraordinarily convened to solve urgent issues of the Association at the requests of two thirds of the members of the Association's Executive Committee or at requests of over a half of the Association's members.

4. Resolutions of the Congress shall be adopted on principle of majority.

Article 14.- The Association's Executive Committee

1. The Association's Executive Committee is the leading body of the Association in between two congresses. The number of members of the Association's Executive Committee shall be decided by the Congress and directly elected through secret ballots or public voting. Elected persons must win over 50% of the valid votes.

The members of the Association's Executive Committee may be re-elected or dismissed ahead of time at requests of more than half of the number of the Association's members. In case of necessity, the Executive Committee may additionally elect a number of members to the Executive Committee. The number of additionally elected Executive Committee's members must not exceed one third of the number of existing members.

The members of the Association's Executive Committee being enterprises' representatives, who retire or are transferred to other jobs, shall be replaced by other representatives nominated by such enterprises.

The tenure of the Association's Executive Committee shall be 4 years. The Association's Executive Committee shall operate according to the Regulation adopted by the Congress.

2. The Executive Committee elects the president, the vice presidents, the general secretary and appoint its members to specific posts.

3. The president, the vice presidents and the general secretary are the standing members of the Executive Committee. The standing members of the Executive Committee shall be authorized by the Executive Committee to lead and administer on its behalf all works of the Association in between two sessions of the Executive Committee.

4. The Association's Executive Committee meets once every six months.

5. Tasks and powers of the Association's Executive Committee:

- To decide on measures for implementation of the Congress's resolutions and operation programs for the current term of office.

- To decide on annual working programs and plans and notify operation results of the Association's Executive Committee to the Association's branches.

- To decide on the membership fee and yearly dues levels. To approve annual financial plans and final settlements.

- To prescribe the organizational structures and operation of the Association's professional branches, professional sections, the Office and representative offices in different regions; to prescribe the principles, regimes, use and management of assets and finance of the Association.

- To elect and dismiss the Association's leading posts: president, vice president, general secretary.

- To appoint the heads of the professional sections and chief representatives of the Association in different regions.

- To prepare contents, agenda of and documents to be presented before the Congress.

- To decide on convening the term Congress or annual conferences of delegates.

Article 15.- President and vice presidents

1. The Association's president has the powers and responsibilities:

- To act as the Association's legal-person representative at law.

- To organize the implementation of resolutions of the Congress, the delegates' conferences and decisions of the Association's Executive Committee.

- To convene and chair the meetings of the Association's Executive Committee.

- To personally direct the Association's General Secretary.

- To approve the personnel of the Association's Office and other organizations established by the Association.

- To be answerable to the Association's Executive Committee and all members for the Association's operations.

2. The Association's vice presidents are assistants to the president and assigned by the latter to handle specific matters and may be authorized to administer the Association's Executive Committee in the absence of the president.

Article 16.- The Association's General Secretary

The Association's General Secretary is the direct administrator of all activities of the Association's Office and shall:

- Elaborate the operation regulation of the Office and the regulation on management of finance and assets of the Association, then submit them to the Association's Executive Committee for approval.

- Periodically report to the Association's Executive Committee on the Association's activities.

- Make annual reports and term reports of the Association's Executive Committee.

- Manage the list of, dossiers and documents on the Association's members and attached organizations.

- Be answerable to the Association's Executive Committee and held responsible before law for operations of the Association's Office.

- Be assisted by deputy secretaries, who are appointed by the president at his/her requests and unanimously approved by the Executive Committee's standing members.

Article 17.- The Association's Office

1. The Association's Office is organized and operates according to the Regulation submitted by the General Secretary to the Association's Executive Committee for approval.

The Association's Office may be set up in the provinces or cities for convenient organization of the Association's operations.

2. Staff members of the Association's Office are employed and work under contracts according to the provisions of the Labor Code.

3. Operation funding of the Office shall be estimated and submitted by the General Secretary to the Association's Executive Committee for approval.

Article 18.- The Inspection Board

1. The Inspection Board is elected directly by the Association's Congress. The number of members of the Inspection Board shall be decided by the Congress.

2. The Inspection Board operates according to the Regulation adopted by the Congress.

Chapter V

FINANCE AND ASSETS OF THE ASSOCIATION

Article 19.- Revenue sources of the Association

- The Association membership fees and yearly dues contributed by the Association's members according to the financial regulation of the Association.

- Financial aids of organizations and individuals at home and abroad according to law provisions.

- Other lawful revenues.

Article 20.- Expenditures of the Association

Expenditures of the Association shall be paid according to its financial regulation and include expenses for operation of the Association's apparatus, expenses for information, conference, seminar, propagation and press activities, material and technical foundations and other reasonable expenses decided by the standing body of the Association's Executive Committee.

Article 21.- Management and use of financial sources and assets

1. The standing body of the Association's Executive Committee shall prescribe the management and use of finance and assets of the Association in compliance with the State's regulations.

2. The Inspection Board has the responsibility to inspect and publicize the Association's finance and assets to the members.

3. When the Association terminates its operation or is dissolved, all its assets shall be handled according to the provisions of the Government's Decree No. 88/2003/ND-CP of July 30, 2003 on organization, operation and management of associations.

Chapter VI

COMMENDATION AND DISCIPLINING

Article 22.- Commendation

The Association's members, members of the Association's Executive Committee and the Inspection Board, officials and staff members of the Association that have made numerous contributions to the development of the Association shall be deservedly commended and/or rewarded by the Association and may be recommended by the Association to State agencies for commendation and/or rewarding.

Article 23.- Disciplining

The Association's members, members of the Association's Executive Committee, the standing body of the Executive Committee and the Inspection Board, officials and staff members of the Association that operate in contravention of the Charter and resolutions of the Association, offend the Association's prestige and honor, or fail to pay dues for two consecutive years or more shall, depending on the seriousness of their violations, be criticized, reprimanded, cautioned or have their names deleted from the list of members or subject to the violation handling by competent State agencies according to law provisions.

Chapter VII

IMPLEMENTATION PROVISIONS

Article 24.- This Charter consists of 7 chapters and 24 articles, and was unanimously adopted on March 24, 2004 by the Congress of the Association of Foreign-Invested Enterprises.

The amendments and supplements to this Charter must be unanimously proposed by the National Congress of the Association of Foreign-Invested Enterprises and approved by the competent State agencies before taking implementation effect