Cooperative Law No. 23/2012/QH13

Article 2 — Subjects of application

Article 2. Subjects of application Pursuant to Article 57 of the Law on This Law applies to cooperatives and unions Promulgation of Legal Documents of cooperatives, and cooperative members (below referred to as members), member cooperatives of unions of cooperatives (below PROMULGATES: referred to as member cooperatives), and organizations, households and individuals related The Cooperative Law, to the establishment, organization and operation of cooperatives and unions of cooperatives. which was passed on November 20, 2012, by the XIIIth National Assembly of the Socialist Article 3. Cooperatives and unions of Republic of Vietnam at its 4'h session. cooperatives A cooperative is a collective economic President of organization with co-owners and legal entity the Socialist Republic of Vietnam status, established voluntarily by at least 7 TRUONG TAN SANG members who cooperate with and assist one . •t IETsAMW&LEGAL FaRJ• - - • • • 04.1 44 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (COngBaono%765-70o/bu mho 24 2012 another in production, business or job creation or member cooperatives. activities to meet their common needs on the 3. Charter capital means the total capital basis of autonomy. self-responsibility, equality and contributed or committed to contribute in a gi \ cn democracy in management of the cooperative. period by members or member cooperati \ es and 2. A union of cooperatives is a collective is specified in the charter of the cooper:16 \ economic organization with co-owners and legal union 01 peratives. entity status. established voluntarily by at least 4 4. Undivided asset means a part oil assets cooperatives \\ Inch cooperate with and assist of a cooperative or union of cooperaiives not one another in production and business activities divided to the members or member coopera U\ cs to meet their common needs on the basis of upon termination of the status or member or autonomy, self-responsibility, equality and member cooperative or when the coupe rati \ democracy in the management of the union. or union of cooperatives terminates its operation. 3. When a cooperative or union of 5. Service contract means an agreement cooperatives develops to a higher level, it may between a cooperative or union of cooperati \ es form businesses to operate in accordance with with its members or member cooperative: on the Enterprise Law. the use of its products and services in order to meet the common needs of its members or

Article 4 — Interpretation of terms

Article 4. Interpretation of terms member cooperatives. In this Law, the terms below are construed 6. Products or service.% of (I cooperative as follows: or union of cooperatives for members or 1. Common needs of members or member member cooperatives are products or :cry ices cooperatives means needs for use of similar provided by the cooperative or union of products and services arising frequently and stably cooperatives to its members or member from business and production activities and the cooperatives under service contracts through one lives of members or member cooperatives. For or more of the following activities: a lob creation cooperative, the common needs a/ Common purchase of products and of members are the needs of cooperative services from the market to serve meinhers or members for jobs created by the cooperative. metnber cooperatives; 2. Minimum contributed capital means an b/ Common sale of products and services of amount that individuals, households and legal members or member cooperatives to the market: entities shall contribute to the charter capital of a cooperative or union of cooperatives in c/ Purchase of products and services of accordance with the charter of the cooperative members or member cooperatives for sale to or union of cooperatives to become its members the market; VIETNAM:LAW &LEGAL .... • Issue nos 06-08/December 2012 OFFICIAL GAZETTE 45 COngBaonos765-766/Decentber24,2012) d/ Purchase of products and services from In case the State purchases or requisitions the market for sale to members or member assets of cooperatives or unions of cooperatives cooperatives: for the reason of national defense, security or national interests, these assets must he paid or e/ Processing of products of members or compensated in accordance with the liA\ on member cooperatives: compulsory purchase or requisition of assets. f/ Supply of equipment and technical 2. Ensuring a fair production and _business infrastructure to serve members or member environment between (mope! ati \ es and unions ooperati \ es: of cooperatives and other types of entewrise and 2/ Credit for members or member other economic organizations. cooperati \ 3. Ensuring the autonomy and self h/ J ob creation for members, for job creation responsibility of cooperatives or unionsof coopera- cooperati \ es: tives and not interfering in their lawful activities. i/ Other activities as prescribed by the charter of the cooperative or union of cooperatives. Article 6. Support and preferential policies of the State 7. Level of use of products or setTices of members. or member cooperatives means the 1. The State has the following support policies ratio of the value of products or services used for cooperatives and unions of cooperatives: by each member or member cooperative to the a/ Training and retraining of human total value of products or services provided by resources: the cooperative or union of cooperatives for all b/ Trade promotion and market expansion; members or member cooperatives. (2/ Appl ication of new science. techniques and For a job creation cooperative, the level of - technologies; use of products or services is the members' labor d/Access to capital and funds to support the contribution to the cooperative shown by the ratio development of cooperatives: of the salary of each member to the total salary of all members. e/ Facilitation of participation in target programs and socio-economic development

Article 5 — State guarantee for cooperatives programs

Article 5. State guarantee for cooperatives programs: and unions of cooperatives f/ Establishment of cooperatives and unions of cooperatives. 1. Recognizing and protecting the right to own property. capital, incotne, and other rights and 2. The State has the following preferential legitimate interests of cooperatives and unions policies for cooperatives and unions of of cooperatives. cooperatives: • ...• • © VIETNAM LAW &LEGAL FORM • 4M•••:••1-•, Nit 46 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (COng Bao nos 765-7(6/Decothxy24,2012) al Preferential business income tax and other may widely admit members or member taxes in accordance with tax laws: cooperatives. h/ Preferential fee for cooperative or 3. Members or member cooperatives enjoN cooperative union registration in accordance with equality and have equal votes regardless of' the law on charges and fees. contributed capital in deciding on the organization. 3. Cooperatives and unions of cooperatives management and operation of their cooperatives operating in agriculture, forestry. fishery or salt or unions of cooperatives: are pros ided with production may in addition to the support and adequate, timely and accurate information on preferential policies prescribed in Clauses I and production and business activities, finance. 2 of this Article, enjoy the following support and income distribution and other contents as preferential policies: prescribed by the charter. a/ Investment in infrastructure development: 4. Cooperatives and unions of cooperati% es shall enjoy autonomy and take responsibility for h/ Allocation and lease of land for their their activities before law. activities in accordance with the land law: 5. Members and member cooperatives and c/ Preferential credit, cooperatives and unions of cooperatives shall d/ Capital and breeds when meeting with itnplement their commitments under se it% ice difficulties caused by natural disasters or contracts and as prescribed by their charters. epidemics; Incomes of cooperatives or unions or e/ Product processing. cooperatives must be main Iv distributed 4. The Government shall detail this Article according to the level of use of products and based on sectors, geographical areas and services of members or member cooperatkes conditions for national socio-economic or. for job creation cooperatives, by members' development in each period and the level of contributed labor. development of cooperatives and unions of 6. Cooperatives or unions of cooperaik es cooperatives shall pay attention to education, training and retraining for their metubers or me m her

Article 7 — Principles of organization and cooperatives, managers and employees, and

Article 7. Principles of organization and cooperatives, managers and employees, and operation provide information about the nature and I . Individuals, households and legal entities benefits of cooperatives or unions of may voluntarily establish, join or leave cooperatives. cooperatives. Cooperatives may voluntarily 7. Cooperatives or unions of cooperatives establish, join and leave unions of cooperatives. shall care for the sustainable development of their 2. Cooperatives and unions of cooperatives members or member cooperatives and a, la 0 VIETNAM LAW & LEGAL FORUM ; Issue nos 1)6-08/December 2012 OFFICIAL GAZETTE 47 jaingSkikis765 7(6/avember24,2072) - cooperate with one another in developing the 9. To manage, use and handle their capital, cooperative movement on local, regional, national assets and funds. and international scales. 10. To distribute their incomes and settle their losses and debts.

Article 8 — Rights of cooperatives and unions

Article 8. Rights of cooperatives and unions acooperatives 11. To participate in representative organizations of cooperatives or unions of 1. To achieve their operation objectives; to cooperatives. implement autonomy and self-responsibility in their operation. 12.To lodge complaints about or through their representatives to denounce infringements upon 2. To decide on organizing their management their rights and legitimate interests; to handle their and operation; to hire and use labor members or member cooperatives For violations 3. To carry out production and business of their charter, and settle internal disputes. activities or create jobs according to registered

Article 9 — Obligations of cooperatives and

Article 9. Obligations of cooperatives and business lines to meet the common needs of their unions of cooperatives members or member cooperatives. 1. To implement the charter. 4. To supply and consume products, services and jobs for their members or member 2. To guarantee the rights and legitimate cooperatives and to the market while ensuring interests of their members or member the fulfillment of obligations toward their cooperatives as prescribed by this Law. members or member cooperatives. 3. To operate strictly according to their 5. To admit new members and terminate the registered business lines. status of member or member cooperative. 4. To perform service contracts between cooperatives and their members or unions of 6. To increase or decrease their charter capital cooperatives and their member cooperatives. during operation; to mobilize capital and carry out internal credit activities in accordance with law. 5. To implement laws on finance, tax, accounting, audit and statistics. 7. To enter into joint ventures with, associate and cooperate with domestic and foreign 6. To manage and use their capital, assets organizations and individuals to achieve their and funds in accordance with law. operation objectives. 7. To manage and use land and other resources allocated or leased by the State in 8. To contribute capital to, buy shares from accordance with law. and establish businesses aiming to support their activities. 8. To sign and perform labor contracts, pay 41B4at VIETNAM LAW &LEGAL FORUM. ' 48 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Gong E3aonoc 765-766/ann ■ ber 24. 20.12 ) — social insurance and health insurance premiums, Directors, Director (General Director). Control and implement other policies for their laborers Board or controller: conclusions of inspection in accordance with law. examination and audit agencies: 9. To educate. train, retrain and provide f/ Accounting hooks. accounting cloctunems information for their members or member and financial statements. cooperatives. 2. The documents prescribed in this :\i'tic ic 10. To report on their activities according to must be preserved in accordance with last regulations of the Government.

Article 11 — Political organizations. socio

Article 11. Political organizations. socio- 11. To pay compensations as prescribed by political organizations and socio-prolessional law for damages caused by themselves to their organizations in cooperatives and unions of members or member cooperatives. cooperatives Political organizations. socio-political

Article 10 — Preservation of documents of

Article 10. Preservation of documents of cooperatives or unions of cooperatives organizations and socio-proliessionir organizations in cooperatives or unions ol 1. Cooperatives or unions of cooperatives cooperatives shall operate within the frame \\ it shall preserve the following documents: of the Constitution and law. a/ Their charter, amended and supplemented 2. Cooperatives and unions of coops:rat k es charter and regulations: registration books of shall create favorable conditions for they their members or member cooperatives; members or member cooperatives and laborers b/ Their registration certificates; intellectual to establish and join organizations prescribed in property rights certificates; product or goods Clause 1 of this Article. quality registration certificates; licenses of conditional business lines; Article 12. Prohibited acts c/ Documents and papers of certification of Issuing certificates of registration of their right to own or use assets; cooperatives or unions of cooperatives in die d/ Applications for joining and capital case of ineligibility: refusing to issue certilicale contribution certificates of their members or of registration of cooperatives or cooperati‘ es member cooperatives; minutes and resolutions unions in the case of eligibility prescribed by this of their founding conference, general meetings Law: hindering or harassing the registration and of members and Board of Directors; and their operation of cooperatives or unions of decisions; cooperatives. e/ Reports on production and business results, 2. Hindering the exercise of the rights and reports and other documents of the Board of performance of the obligations of cooperatives. VIETNAM LAW & LEGAL FORUM ' ' Issue nos 06-08/December 2012 OFFICIAL GAZETTE 49 (Congajoilo,:oc-766/Dec(mhei 24,2012) unions of cooperatives, members and member a Vietnamese legal entity. cooperatives under this Law and their charter For a joh creation cooperative, its members 3. Operating in the name of cooperatives or are individuals only unions or cooperatives without a certificate of h/ Having needs for cooperation with other registraUonl continuing to operate even after the members and for using products and services of ithdrawal of certificate of registration. the cooperative: 4. Declaring untruthful and inaccurate c/ Filing an application for voluntarily joining contents to register cooperatives or unions of the cooperative and agreeing with its charter: cooNrath. &Contributing capital as prescribeckin Clause 5. Committing fraud in the valuation of 1. Article 17 of this Law and the cooperative's contributed assets and capital. charter: 6. Conducting business lines which are not c/ Other conditions as prescribed by the recorded in the certificate of registration: cooperative's charter. conducting conditional business lines when 2. A cooperative wishing to become a lacking business conditions prescribed by law. member of a union of cooperatives must meet the following conditions: 7. Failing to abide by the principles of organization and operation prescribed in Article af Having needs for cooperation with other 7 of this Law. member cooperatives and for using products and services of the union of cooperatives: Chapter 11 b/ Filing an application for voluntarily joining MEMBERS AND MEMBER and agreeing with the charter of the union of COOPERATIVES cooperatives; c/ Contributing capital as prescribed in Clause

Article 13 — Conditions for becoming 2,Article 17 of this Law and the charter of the

Article 13. Conditions for becoming 2,Article 17 of this Law and the charter of the members or member cooperatives union of cooperatives; I. Individuals, households and legal entities d/ Other conditions as prescribed by the that wish to become members of a cooperative charter of the union of cooperatives. must meet the following conditions: 3. Individuals, households or legal entities can a/ Individuals are Vietnamese citizens or be members of more than one cooperative; Foreigners lawfully residing in Vietnam, are 18 cooperatives can be members of more than one years or older, have full civil act capacity; union of cooperatives unless otherwise prescribed households have a lawful representative as by the charters of cooperatives or unions of prescribed by law: an agency or organization is cooperatives. aft VIETNAM LAW & LEGAL FOR an Ma 50 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Citing Baorios 765-766/Da mho 2-1 2012) 4. The Government shall stipulate the 8. To be provided with necessary information conditions and procedures for becoming relating to the operation of their cooperati ■ e or members of a cooperative for Vietnamese legal union of cooperatives, to receive supports in entities and foreign individuals who are lawfully training, retraining and improvement of residing in Vietnam. operational skills for activities of their cooperative or union of cooperatives.

Article 14 — Rights of members and member

Article 14. Rights of members and member cooperatives 9. To leave their cooperative or union of cooperatives as prescribed by the charter. I. To be supplied with products and services by their-cooperative or union of cooperatives 10. To be returned contributed capital upon under service contracts. leaving their cooperative or union of cooperati ves in accordance with this Law and the charter. 2. To receive incomes distributed in accordance with this Law and the charter 11.To receive the remaining divided ■ al ite of 3. To enjoy benefits of their cooperative or assets of their cooperative or union of union olcooperatives. cooperatives in accordance with this Law and the charter. 4. To attend or elect deputies for attending general meetings of members or member 12. To lodge complaints and denunciations cooperatives, and initiate lawsuits in accordance with law. 5. To vote the contents within the rights of 13. Other rights as prescribed by the charter. the general meeting of members as prescribed in Article 32 of this Law. Article 15. Obligations of members and 6. To self-nominate or nominate others as member cooperitti VCS members of the Board of Directors, the Control To use products and services of their Board or controller and other elected positions cooperative or anion of cooperad yes under of their cooperative or union of cooperatives. service contracts. 7. To propose and request the Board of 2. To contribute fully and in due time capital Directors. Director (General Director), Control as committed under the charter. Board or controller to explain the operation of the cooperative or union of cooperatives; to 3. To take responsibility for debts and request the Board of Directors, Control Board financial obligations of their cooperative or union or controller to convene an extraordinary general of cooperatives within the scope of contributed meeting of members in accordance with this capital in their cooperative or union a Law and the charter. cooperatives. tat Milkalts72WiraiinallitWt Issue nos 06-08/December 2012 OFFICIAL GAZETTE 51 (Cong BaOnos 765 - 766/Dec embet 24,2012) 4. To pay compensations for damages caused f/ A member or member cooperative does not by themselves to their cooperative or union of use products or services for a continuous time cooperatives as prescribed by law. prescribed by the charter, but not more than 3 years. For a job creation cooperati\ e, a member 5. To comply with the charter and regulation does not work for a continuous time prescribed of their cooperative or union of cooperatives, by the charter, but not more than 2 years; resolutions of the general meetings of members or member cooperatives and decisions of the gl At the committed time of full capital Boards of Directors of their cooperative or union contribution, a member or member cooperative of cooperatives. does not contribute or has contributedcapital less than the minimum contributed capital specified 6. Other obligations as prescribed by the in the charter; charter. h/ Other cases as prescribed by the charter.

Article 16 — Termination of the status of 2. The competence to term inate,the status

Article 16. Termination of the status of 2. The competence to term inate,the status member and member cooperative of member or member cooperative is as 1. The status of member or member follows: a/ For the cases specified at Points a. b. c. d cooperative is terminated upon occurrence of any of the follov; ing cases: and f, Clause I of this Article, the Board of Directors shall make decision and report to the a/ A member who is an individual dies, is coming general meeting of members; declared dead or missing by a court, has his/her civil act capacity restricted or lost, or is sentenced b/ For the cases specified at Points e, g and to imprisonment in accordance with law; h, Clause 1 of this Article, the Board of Directors shall request the general meeting of members to b/ A member that is a household no longer make decision after consulting the Control Board has a lawful representative as prescribed by law; or controller. a member that is a legal entity is dissolved or goes bankrupt; a member cooperative of a 3. The settlement of the benefits and cooperative union is dissolved or goes bankrupt; obligations toward members or member cooperatives in the case of termination of the c/ The cooperative or union of cooperatives status of member or member cooperative must is dissolved or goes bankrupt; comply with this Law and the charter. d/ A member or member cooperative voluntarily leaves the cooperative or union of Article 17. Contribution of charter capital cooperatives; and certificates of capital contribution el A member or member cooperative is [For cooperatives, contributed capital of a expelled as prescribed by the charter; member must comply with the agreement and ;4!aegfk 0 VIETNAM LAW & LEGAL FORUM 52 OFFICIAL GAZETTE Issue nos 06418/Dettemher 2102 (Ca igajonos765 766/1)0oribo 24. -2012) - the charter. but must not exceed 20% of the specify its Dame, head office, number of the charter capital of the cooperative. certificate of registration of the member cooperative: the full name, permanent address. 2. For unions of cooperatives, contributed nationality, identity card or passport number of capital of a member cooperative must comply its at-law representative: with the agreement and the charter, but must not exceed 30`; of the charter capital of the d/ Total contributed capital and time of cooperative union. contribution: e/ Full name and signature of the al-lass 3. The time limit for, form and level of capital representative of the cooperative or union of contribution are prescribed in the charter, but the cooperatives. time limit for full capital contribution must not exceed 6 months from the date the cooperative 5. The order and procedures for issuance. re - or union of cooperatives is issued a certificate issuance, change and revocation ()I certificates of registration or from the date of admission. of contributed capital are presefibed in the charter 4. When fully contributing capital, a member

Article 18 — Return and inheritance (it

Article 18. Return and inheritance (it or member cooperative shall be issued a contributed capital certificate of capital contribution by his/her/its cooperative or union of cooperati \ es. A 1. Cooperatives or unions ofcooper:in \ es shall certificate of capital contribution has the return contributed capital to their members tst following principal contents: member cooperatf es upon termination of die status of member or member cooperati \ c r return a/ Name and address of the head office of the capital amount in excess of the maximum the cooperative or union of cooperatives: contributed capital when the contributed capital b/ Number and date of issue of the certificate of members or member cooperati \ es exceeds the of registration of the cooperative or union of maximum capital prescribed in Clause I or 2, cooperatives, Article 17 of this Law c/ Full Dame. permanent address, nationality, 2. In case an individual member dies. if his/ identity card or passport number of the individual her heirs satisfy the conditions prescribed b ■ this member or lawful representative of the household. Law and the charter and voluntarily participate For a member being a legal entity, to specify in the cooperative, they may become members its name, head office, number of the and continue to exercise the rights and perform establishment decision or registration number; the obligations of members. If the \ do not wish and the full name. permanent address, nationality, to participate in the cooperatives. they are identity card or passport number of its at-law entitled to inherit the dead member's contributed representative. For a member cooperative, to capital in accordance with law. 14, got • V, LAW 8, LEGAL FORUM Issue nos 06-08/December 2012 OFFICIAL GAZETTE 53 (COngElaonac 765-76(iDecember24,2012) In case clan individual member is declared establishment of, a cooperative. missing by a court, his/her contributed capital A founder of a union of cooperatives is a must he returned and his/her assets be managed cooperative that voluntarily commits to found, in accordance vs ith law. and participate in the estahlishment of. a union 3. In case an individual member is declared of cooperatives. by a court to have his/her civil act capacity 2. Founders shall advocate and propagate the restricted or lost, his/her contributed capital must establishment of a cooperative or union of be returned through a guardian. cooperatives: develop a business and production 4. In case a member being a legal entity or a plan and draft charter: and make preparations 'nein her cooperative is separated. split up, for organizing a conference to establish the consolidated, merged, dissolved or bankrupt, the cooperative or union of cooperatives. return or inhedtance of its contributed capital must comply with law. Article 20. Conference to establish a cooperative or union of cooperatives 5. In case there is no person to inherit the contributed capital of an individual member or 1.A conference to establish a cooperative or his/her heirs refuse to inherit or are deprived of a union of cooperatives must he held by the the right to inherit his/her contributed capital, the founders in accordance with this Law. contributed capital must be handled in Participants in a conference to extablish a accordance ith law. cooperative include the founders being 6. In case the heirs voluntarily leave their individuals: lawful representatives of the inheritance to the cooperative, such contributed founders; lawful representatives of households, capital must be included in the undivided assets legal entities and other individuals who wish to 0 I. the cooperative. join the cooperative. Participants in a conference to establish a Chapter III union of cooperatives include the lawful ESTABLISHMENT AND REGISTRATION representatives of the founders and the OF COOPERATIVES AND UNIONS OF cooperatives wishing to join the union of COOPERATIVES cooperatives 2. The conference shall discuss the draft

Article 19 — Founders

Article 19. Founders charter and business and production plan of the I . A founder of a cooperative is an individual, cooperative or union of cooperatives and prepare a household or a legal entity that voluntarily a list of expected members or member commits to found, and participate in the cooperatives. VIETNAM LAIN & LEGAL FORUM • MIN 54 OFFICIAL GAZETTE issue nos 0648/December 2012 (Ging Wows 765-766/at other 24,2012) 3. The conference shall pass the charter. 5. Frequency of using products and services; Those who approve the charter and fully meet minimum value of products and services that all conditions specified in Article 13 of this Law members or member cooperatives must use: will become members or member cooperatives. continuous time without using products and Members or member cooperatives shall continue services of the cooperative or union of to discuss and decide on the following contents: cooperatives, which must not exceed 3 years, a/Business and production plan; continuous time without working for the cooperative, for job creation cooperatives, which b/ Election of the Board of Directors and its must not exceed 2 years. chairman; and decision on the selection of the Directoif(Ceneral Director) among the members 6. Rights and obligations of members or or lawful representatives of the member cooperative members. cooperatives or hiring of the Director (General 7. Organizational structure of the cooperati Director); or union of cooperatives; functions, tasks. po ers c/ Election of the Control Board and its head, and mode of operation of the Board of Directors. or controller: chairman of the Board of Directors. Director d/ Other contents related to the establishment. (General Director), the Control Board or organization and operation of the cooperative or controller; mode of election. removal from office union of cooperatives. or dismissal of members and Chairman or the 4. A resolution of the establishment Board of Directors. the Control Board or conference on the contents specified in Clause controller; and the assisting apparatus of the 3 of this Article must be passed on the principle cooperative or union of cooperatives. of majority vote. 8. The number of members, structure and the term of office of the Board of Directors and

Article 21 — Content of the charter of a

Article 21. Content of the charter of a Control Board; the case in which a member ol cooperative or union of cooperatives the Board of Directors may concurrently be the 1. Name and address of the head office; logo Director (General Director). (if any): 9. The order and procedures for conducting 2. Operation objectives. a general meeting of members and adopting 3. Business and production lines. decisions at a general meeting oF members; standards, order and procedures for the election 4. Subjects, conditions and procedures for the of deputies to attend a general meeting of admission and termination of the status of member deputies. member or member cooperative; measures to handle members or member cooperatives with 10. Charter capital, minimum contributed overdue debts capital, form of capital contn.bution and time limit 0 VIETNAM LAW LEGAL FORUM Issue nos 06-08/December 2012 OFFICIAL GAZETTE 55 (CongBthon05765-7(6/Decnitber24.2012) for capital contribution; return of contributed 16. Financial management. use and handling capital; ways of increasing and decreasing of assets, capital. funds and other losses; and charter capital. types of undivided assets. II. Issuance, re-issuance, modification and 17. Principles of payment of remuneration revocation of certificates of capital contribution. for members of the Board of Directors. the Control Board or controller; principles of 12. Contents of service contracts between payment of salaries and wages to executive the cooperative and its members or between the officers and laborers. union of cooperatives and its member 18. Handling of violations of the charter and cooperatives, including the obligation to supply principles of settlement of internal diSputes. and use products and services: prices and methods of payment for products and services. 19. Revision and supplementation of the For job creation cooperatives, the content of charter. service contracts between the cooperative and 20. Other contents to be decidod by the its members is the content of labor contracts general meeting of members which mustnot be between the cooperative and its members. contrary to this Law and relevant laws. 13. The supply and marketing of products, services and jobs that the cooperative or union Article 22. Names and logos of coetperatives of cooperatives has committed to supply and and unions of cooperatives consume for its members or member I . A cooperative or union of cooperatives may cooperatives. decide on its name and logo which must not be contrary to law. The name of a cooperative or The ratio of supply and marketing of products, union of cooperatives must be written in services and jobs that the cooperative or union Vietnamese and may include numbers and of cooperatives has committed to supply and symbols, and followed by the word "(7noperative" consume for its members or member or the phrase "Union of cooperatives". cooperatives for each field and type complies with regulations of the Government. 2. The name and logo of a cooperative or union of cooperatives must be registered with a 14. Investment, capital contribution, share competent state agency for protection under law. purchase, joint venture and association; and establishment of businesses of the cooperative 3. The Government shall detail this Article. or union of cooperatives.

Article 23 — Registration of cooperatives and

Article 23. Registration of cooperatives and 15. Setting up of funds; rate of deduction for unions of cooperatives setting up funds; rates and methods of income disnibution. I. Before operation, a cooperative or union 56 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (CongE3aona765-766Deconber2-1,2012) of cooperatives shall register with a competent A cooperative or union of cooperatives IllaV state agency of the locality in which it plans to be issued a certificate of registration when fully locate its head office. meeting the following conditions: 2. A dossier of registration of a cooperative 1. Its business and production lines are not or union of cooperatives comprises, prohibited by law: a/ The written request for registration of a 2. It submits a dossier of registration in cooperatiye or union of cooperatives; prescribed in Clause 2, Article 23 of this Tay. b/ The charter: 3. Its name complies with Article 22 of this Law: c/ The business and production plan: d/ The list of mem hers or member 4. It has a head office as prescribed in Article cooperatives: list of members of the Board of 26 of this Law. Directors. Director (General Director), Control

Article 25 — Books of registration of members

Article 25. Books of registration of members Board or controller: or member cooperatives e/ The resolution of the establishment A cooperative or union of cooperath es shall conference. prepare a book of registration of members or 3. The :representative of the cooperative or member cooperatives right after being issued a unionof cooperatives shall declare fully, honestly certificate of registration. The hook of and accuriuely the contents specified in Clause registration must ha c the following contents: 2 of thisArticle. and take responsibility before I. Name and address of the head oft lice of law for the declared contents. the cooperative or union of cooperatives: number 4. Competent state agencies shall issue and date of issuance of the certificate or certificates of registration within 5 working days registration; afterrectiring dossiers as prescribed in Clause 2. Information on members or member 2 of this Article. In case of refusal, they shall cooperatives: issue a written reply specifying the reason. a/ Full name, permanent residence address. 5. The' Government shall define competent nationality, identity card or passport number for state agencies to issue certificates of registration; individual members or household represen- and the order and procedures for issuance and tatives; the content of certificates of registration. h/ Name and address of the head office.

Article 24 — Conditions for issuance of establishment decision or registration number of

Article 24. Conditions for issuance of establishment decision or registration number of certificates of registration of cooperatives and each member being a legal tunny; hill name. unions of cooperatives permanent residence address, nationality, identity alto Issue nos 06-08/December 2012 OFFICIAL GAZETTE 57 (COngBaonos765-766/Decanbo .24.2012) card or passport number of the legal I. Cooperatives or unions of cooperatives representative for these members: may establish branches, representative offices and places of business in the country and abroad. c/ Name and address of the head office, and The order and procedures for establishment registration number of each member comply with regulations of the Government. cooperative: full name, permanent residence address, nationality. identity card or passport 2. A representative office shall act as a number or the at-law representative for these representative by authorization to serve the member cooperatives. operation of its cooperative or union of cooperatives. 3. Coutrihuted capital value of each member or member cooperative; time oleontribution: 3. A branch is an attached unit of the cooperative or union of cooperatives and is 4. Number and date of issuance of the responsihle for performing all or part of the certificate of capital contribution of each member functions and tasks of the cooperative or union or member cooperative; of cooperatives. The business lines of a branch 5. Signature of each individual member, the must be in line with those of the cooperative or lawful representative of each household, the at- union of cooperatives. law representative of the legal entity; the 4. Branches, representative offices and signature of the at-law representative of the places of business must hear the names of its member cooperative; cooperative or union of cooperatives, together 6. Signature of the at-law representative of with corresponding supplements to identify the the cooperative or union of cooperatives. branches, representative offices or places of business.

Article 26 — Head offices of cooperatives or

Article 26. Head offices of cooperatives or unions of cooperatives Article 28. Change of registered contents of cooperatives or unions of cooperatives Head offices of cooperatives nr unions of cooperatives are places of transaction of 1. In case a cooperative or union of cooperatives or unions of cooperatives in the cooperatives changes one of the contents: name, territory of Vietnam with identified address address of head office, production and business including house number, name of the street, lines, charter capital, at-law representative; commune, ward, township, district, town or name, address, representative of a branch or provincial city, province or centrally run city; representative office, it shall register such telephone number. fax number and e-mail (if any). change with the competent state agency which has issued its certificate of registration. The

Article 27 — Representative offices, branches change must only be made after the competent

Article 27. Representative offices, branches change must only be made after the competent and places of business state agency issues a certificate of registration. VIETNAM LAW & LEGAL FORUM ' OFFICIAL GAZETTE 58 Issue nos 06-08/December 2012 riingatinov76 -R-766/Dit cit;LL:Lif4 2. When a cooperative or union of 3. Criteria of deputies and the order and cooperatives changes its charter content, number procedures for the election of deputies to of members, cooperative members, members of participate in the general meeting of member Board of Directors, Control Board or controller deputies must be specified by the charter. and place of business, it shall send a notice to 4. The number of deputies participating in a the competent state agency which has issued its general meeting of member deputies must be certificate of registration within 15 days from specified by the charter but must be: the date Of the change. a/At least 309 of the total number of members Chapter IV or member cooperatives, for cooperatives or unions of cooperatives having between 100 and ORGANTZATION OF MANAGEMENT OF 300 members or member cooperatives: COOPERATIVES AND UNIONS OF COOPERATIVES b/ At least 201 of the total num her of members Or member cooperatives. for the

Article 29 — Organizational structure cooperatives or unions of cooperatives ha \ i

Article 29. Organizational structure cooperatives or unions of cooperatives ha \ i between over 300 and 1.000 members or The organizational structure of a cooperative member cooperatives: or union of cooperatives comprises the general meeting of members. the Board of Directors, e/At least 200 for cooperatives or unions of the Director (General Director). the Control cooperatives having more than !JIM/ in Board or controller. or member cooperatives. 5. Deputies attending a general meeting ol

Article 30 — General meeting of members

Article 30. General meeting of members members shall express opinions and aspiltions 1. The general meeting of members has the of, and take responsibility for notification of the highest power to issue decisions of the results of the general meeting to. all members or cooperative or union of cooperatives. General cooperative members they represent. meetings of members include annual and extraordinary general meetings. A general Article 31. Convening of general meetings meeting antembers is held in the form of general of members meeting or general meeting of member deputies 1. An annual general meeting of members (below collectively referred to as general meeting must be held within 3 months from the end of a of members). A general meeting has the powers fiscal year and convened by the Board of and tasks prescribed in Article 32 of this Law. Directors. 2. Cooperatives or unions of cooperatives with An extraordinary general meeting or 100 members or member cooperatives or more members may be convened by the Board of may hold general meetings of member deputies. Directors. Control Board or controller or IVO %, 4, VIETNAM LAW & LEGAL FORUM Issue nos 06-08/December 2012 OFFICIAL GAZETTE 59 (Gong Baona,765-746/DeconlxT24,2012) members representing at least one-third of the an extraordinary general meeting of members total number of members or member fails to do this in accordance with Clause 3 of cooperatives as specified in Clauses 2,3 and 4 this Article, the members representing at least of this Article. one-third of the total number of members or member cooperatives may convene a general 2. The Board of Directors may convene an meeting. extraordinary general meeting of members in the following cases; 5..A general meeting of members must be a/ To settle matters beyond the competence chaired by the convenor. except thd case the of the Board of Directors; general meeting of members makesdecision to select another member as a chairperson. h/ The Board of Directors is unable to hold a regular meeting alter two times of convening; 6. A general meeting of members may be c/ At the request of the Control Board or conducted when it is attended by at-least 75% controller: of the total number of members or member d/ At the request of at least one-third of the cooperatives or member deputies. In case the total number of members or member number of attending members is insufficient, the cooperatives. general meeting of members must be postponed. Within 15 days after receiving the request of In case the first meeting is not eligible for the Control Board or controller or the request of organization, a second meeting must be convened at least one-third of the total number of members within 30 days from the expected date of the or member cooperatives, the Board of Directors first meeting. The second general meeting of shall convene an extraordinary general meeting members must be conducted when it is attended of members. by at least 50% of the total number of members or member cooperatives or member deputies. 3. Past 15 days after receiving the request of the Control Board or controller or the request In case the second meeting is not. e ligible for of at least one-third of the total number of organization, a third meeting must be convened members or member cooperatives, if the Board within 20 days from the expected date of the of Directors fails to convene an extraordinary second meeting. in this ease, the general meeting general meeting of members or beyond 3 months of members must be conducted regardless of from the end of the fiscal year but the Board of the number of attending members. Directors fails to convene the annual general meeting, the Control Board or controller has the Article 32. Powers and tasks of general right to convene a general meeting of members. meetings of members 4. Within 15 days from the date the Control A general meeting of members shall decide Board or control ler that has the right to convene on the following contents: 4$11111111t @ VIETNAM LAW & LEGAL FORUM 60 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Cangaionos 765-766/DeconIkr 24. 2012) 1. Adoption of a report on operation results Directors, members of the Board of Directors. in the year; a report on operation of the Board head of the Control Board, members of Control of Directors and the Control Board or controller. Board or controller: increase and decrease of the number of members of the Board of Directors 2. Approval of financial statements and and the Control Board: results of internal audit. 12.Transfer, liquidation and handling of fixed 3. Plan on income distribution and handling assets; of losses mid debts: setting up and rate of fund deduction: plan on salaries and incomes for 13. Split. separation. merger. consolidation. laborers:9r job creation cooperatives. dissolution, bankruptcy of the cooperati c or union of cooperatives: 4. Business and production plan: 14. Amendment and supplementation of the 5. Ineatment in or sale of assets of a value charter; equal to or greater than 50% of the total value of assets recorded in the latest financial 15. Remuneration and bonuses of 'honkers statement. of the Board of Directors or Control 13oard controller: wages. salaries and bonuses of the 6. Capital contribution, share purchase, Director (General Director). Deputy Dircerg establishment of businesses, joint ventures, (Deputy General Director) mid other managerial affiliation; establishment of branches and positions in accordance with the charter, representative offices: joining a cooperative union or representative organization of cooperatives 16. Termination of the status of member or or unions of cooperatives. member cooperative as prescribed at Point b. Clause 2, Article 16 of this Law. 7. Increase or decrease of charter capital. minimum contributed capita!, competence to 17. Other contents requested by the 13oarcl decide on and methods of raising capital. of Directors. Control Board or controller, or b 8. Valuation of assets and undivided assets; at least one-third of the total number of members or member cooperatives. 9. The organizational structure of the cooperative or union of cooperatives; Article 33. Preparation for general meetings 10. A member of Board of Directors of members concurrently acting as the Director (General I. The convenor of a general meeting of Director) or hiring the Director (General members shall make a list of members or member Director). cooperatives or member deputies entitled to 11. Election, removal from office and attend the meeting: prepare an agenda of the digmissal of the chairman of the Board of meeting, contents, documents and draft Issue nos 00-08/December 2012 OFFICIAL GAZETTE 61 (COT Baonos 765-/66/Deconbe/24 2612) resolutions: detemiine the time and venue of the meeting of members. meeting and send invitations to members or The requests approved must be included in men her cooperatives or member deputies to the tentative agenda. The agenda of a general attend the meeting. In to the meeting meeting of members must be voted for by the must be sent together with the agenda and general meeting. documents related to the content of the general meeting of members at least 7 days prior to the Article 34. Voting in general meetings of opening of the general meeting of members members 2. The agenda of a general meeting of 1.The following contents are adopted by the members may he changed when at least one- general meeting of members when they are third of the total limn her of members or member voted for by at least 75% of the total number of cooperatives or member deputies request in present deputies: writing adjustment of the same content. The a/ Amendment and supplementattnn of the request's contents must be sent to the convenor charter; of the meeting no later than 3 working days before the opening date. The request must b/ Split, separation, merger. cons.olidation. specify the name of the member or member dissolution or bankruptcy of the cooperative or cooperative or member deputies and the contents union of cooperatives; must be included in the agenda. c/ Investment in or sale of assets with a value equal to or greater than 5091 of the twat value 3. The convenor of the general meeting of of assets recorded in the latest financial members may only decline the request specified statement of the cooperative or the union of in Clause 2 of this Article in one of the following cooperatives. cases: 2. The contents not specified in Clause 1 of a/ The request is not sent in due time or does this Article are adopted when they are voted for not match the content of the general meeting of by more than 5091 of the total number of deputies. members: b/ The request's content does not fall under 3. Each member or member cooperative or the deciding competence of the general meeting member deputy attending the general meeting of members; of members has one vote. All votes are of equal validity, regardless of the amount of contributed c/ Other cases as prescribed by the charter. capital or positions of members or member 4. In case of disapproval of the request cooperatives or member deputies. specified in Clause 2 of this Article, the convenor shall report it to the general meeting of members Article 35. Boards of Directors of before deciding on the agenda of the general cooperatives or unions of Cooperatives ' 411 VIETNAM LAW & LEGAL FORUM 62 OFFICIAL GAZETTE Issue nos 06 08/December 2012 - (COngBeionei 76.3766/0wiimbei:24. MU) 1. The Board of Directors of a cooperative (General Director) of the cooperative or union or union of cooperatives is the management body of cooperatives. of the cooperative or union of cooperatives and 5. A meeting of the Board of Directors must is established by conference or elected, removed be conducted as follows: from office or dismissed by the general meeting of members by secret ballot. The Board of a/A meeting of the Board of Directors must Directors comprises the chairman and members, be conducted when it is attended by at least two- the numtier of members of the Board of Directors thirds of the total number of members of the is prescribed by the charter but must be at least Board of Directors. The Board's decisions arc 3 and at most 15. adopted on the principle of majority vote. each member has one vote of equal validity. 2. The term of office of the Board of Directors of a cooperative or union of hi In case of convening a meeting of the cooperatives must be stipulated by the charter Board of Directors on a regular basis but with of the cooperative or union of cooperatives, but an insufficient number of participants as must be at least 2 years and at most 5 years. prescribed, the chairman of the Board shall convene a second meeting within 15 days from 3. The:Board of Directors may use the seal the expected date of the first meeting. fter o of the cooperative or union of cooperatives to times of convening without a sufficient number perform the powers and tasks specified in Article of participants. the Board shall con cue an 36 of this Law. extraordinary general meeting of members within 4. The Board of Directors of a cooperative 30 days from the date of the expected date of shall holdregular meetings in accordance with the second meeting to review the status of the charter at least once every 3 months; the member of those members W ho have not Board of Directors of a union of cooperatives attended the meeting and take handling shall hold regular meetings in accordance with measures: the chairman of the Board of the charter at least (vice every 6 months Directors shall report to the coming general convened by the chairman of the Board of meeting of members to review the status of Directors or by a member of the Board of member of the Board of Directors who have Directors authorized by the chairman of the not attended the meeting and decide on the Board of Directors. handling measure: The Board of Directors shall hold an c/The content and conclusions of the meeting eittraordinary meeting at the request of at least of the Board of Directors must be recorded in a one- third of the total number of its members or minutes: the meeting minutes must be signed by of the chairman of the Board of Directors. the the chairperson and secretary of the meeting. Control Board or controller or the Director The chairperson and secretary are jointly 0 VIETNAM LAW & LEGAL F • WA Issue nos 06-08/Decenther 2012 OFFICIAL GAZETTE 63 (aingake/o ■ 765-7(6/Decembet 24,2012) responsible for the accuracy and truthfulness of 6. To transfer. liquidate and handle working the minutes. For contents that the Board of assets of the cooperative or cooperative unions Directors can not decide, it shall submit them to according to the competence assigned by the the general meeting of members for decision. general meeting of members. The members of the Board of Directors may 7. To admit new members and solve the reserve their opinions which are recorded in the termination of the status of member specified at minutes of the meeting. Point a, Clause 2, Article 16 of this Law and report them to the general meeting or members.

Article 36 — Powers and tasks of the Board

Article 36. Powers and tasks of the Board of Directors 8. To evaluate the operation effectiveness of the Director (General Director) and Deputy I. To decide on the organization of assisting Director (Deputy General Director). divisions and units directly attached to the cooperative or union of cooperatives in 9. To appoint, remove from office, dismiss, accordance with the charter. hire or terminate the hiring contract with the 2. To implement resolutions of the general Director (General Director) in accordance with the resolution of the general meeting of meeting of members and evaluate operation members. results of the cooperative or union of coope tati VC' 5. 10. To appoint, remove from office, dismiss. hire or terminate the hiring contracts with the 3. To prepare and propose the general Deputy Director (Deputy General Director) and meeting of members to amend and supplement other positions at the request of the Director the charter; to report on operation results, (General Director), unless otherwise specified business and production plan and income by the charter. distribution plan of the cooperative or union of cooperatives; to report on its operation. 11. To reward and discipline members or 4. To submit to the general meeting of member cooperatives; to reward individuals and organizations that are not members or member members for review and approval the financial cooperatives but have merits in building and statements and the management and use of funds developing the cooperative or union of of the cooperative or union of cooperatives. cooperatives. 5. To submit to the general meeting of 12. To notify the members or member members the remuneration and bonus levels of cooperatives of the resolutions and decisions of its members, members of the Control Board or the general meeting of members and the Board controller; wages. salaries and bonuses of the of Directors; Director (General Director) and Deputy Director (Deputy General Director). 13.To issue regulations on the operation of MarrinrrinlirrnTre fl 64 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (05flgajoHos 765-766/D0 mixa - 24, 20(21 the Board of Directors to implement its assigned union of cooperatives: powers and tasks. 2. The Director (General Director) has the 14. To implement other rights and tasks as following powers and tasks: prescribed in the charter and resolutions of the a/ To organize the implementation of the general meeting of members, and take business and production plan of the cooper:like responsibility for their decisions before the or union of cooperatives: general meeting of members and law. b/ To implement resolutions of the general

Article 37 — Powers and tasks of the meeting of members and decisions of the Board

Article 37. Powers and tasks of the meeting of members and decisions of the Board chairperson of the Board of Directors of Directors: 1. To act as the at-law representative of the c/ To sign contracts in the name ot the cooperative or union of cooperatives. cooperative or union of cooperati es under the authorization of the chairman of the Board el 2. To program and plan the operation of the Directors: Board ofDirectors and assign tasks to its d/ To submit annual financial statements I() members. the Board of Directors: 3. '11) prepare the content and agenda for, c/ To make plans on organization olassisting and convene and preside over the meetings of divisions and units directly attached to the the Board of Directors and general meetings of cooperative or union of cooperaM es and present tnembers'unless otherwise prescribed by this them to the Board of Directors for decision: Law or the charter. f/ To recruit laborers under the Board of 4. To take responsibility before the general Directors' decision. meeting of members and the Board of Directors for the assigned tasks. g/ To implement other pcm ers and tasks a!< prescribed in the charter and regulations of the 5. To sign documents of the Board of cooperative or union of cooperatives. Directors as prescribed by law and the charter. 3. In case the Director (General Director) is 6. TO implement other powers and tasks as hired by the cooperative or union of cooperati \ es. prescribed by law and the charter. in addition to implementing the powers and tasks specified in Clause 2 of this Article. he/she shall

Article 38 — Directors (General Directors) of

Article 38. Directors (General Directors) of also implement the powers and tasks under the cooperatives or unions of cooperatives labor contract and may he invited to attend the I. The Director (General Director) is the general meetings of members and meetings of executive of operations of the cooperative or the Board of Directors. 0 VIETNAM LAW & LEGAL FORUM Oka Issue nos 06-OS/December 2012 OFFICIAL GAZETTE 65 (Gong Eijonec765-7(iatemIxiii24.2012)

Article 39 — The Control Board or controller b/ To inspect the compliance Ny I iii the charter,

Article 39. The Control Board or controller b/ To inspect the compliance Ny I iii the charter, resolutions and decisions of the general meeting I. The Control Board or controller shall of rnem hers and Board of Directors and operate independently examine and supervise regulations of the cooperative or union of Lien ities of the cooperative or union of cooperatives; cooperatk es in accordance with law and its charter. c/ To monitor activities of the Board of Directors. Director (General Director). members 2. The Control Board or controller shall be or member cooperatives as prescribed by law. elected directly hv the general meeting of the charter, resolutions of the generaTmeeting members among the members or representatives of members and regulations of the cooperative of member cooperath es by secret ballot. The or onion of cooperatives: number of members of the Control Board may d/ To inspect the financial operation, be decided by the general meeting of members compliance with the accounting regulation, hut must not exceed 7. income distribution, handling of losses, use of Cooperatives ith 30 members or in ore. funds, assets and loans of the cooperative or unions ot. cooperatk es with 10 members or more union of cooperatives and other funds of the shall elect the Control Board. For cooperatives State \i th less than 30 members and unions of el To verify reports on business and cooperatk es v ith less than 10 member production results and annual financial cooperatives, the establishment of the Control statements of the Board of Directors before Board or appointment of the controller must be submission to the general meeting of members: specified in the charter. f/ To receive proposals related to the 3. The head of the Control Board shall be cooperative or union ofcooperatives:settle under elected directly among the members of the its/his/her competence or request the Board of Control Board. The term of office of the Control Directors and the general meeting of members Board or controller must match that of the Board to settle them according to its competence: of Directors. g/The head of the Control Board Of controller 4. The Control Board or controller shall take may attend meetings of the Board of Directors responsibility before the general meeting of but have no right to vote: members and has the following powers and IV To notify the Board of Directors and make tasks) reports before the general meeting of members a/ To inspect and monitor activities of the on control results; to request the Board of cooperative or union of cooperatives as Directors or Director (General Director) to prescribed hy law and the charter; address weaknesses and violations in the VIETNAM LAW & LEGAL FORUM 66 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (gm Bacmos765-766/Deconber24. 2012) -- operation of the cooperative or union of Board of Directors or Control Board or controller; cooperatives; c/ Other conditions as specified by the i/ To request supply of materials, books, charter of the cooperative. documents and necessary information to serve 2. A member of the Board of Directors of a the inspection and monitoring, but to be prohibited union of cooperatives must meet the following from using those materials and information for conditions: other purposes; a/ Being a lawful representative of a member j/ To prepare agendas of and convene cooperative; extraordi Mir \ meetings as prescribed in Clause 3, Article I of this Law; b/ Not being concurrently a member of the Control Board or controller, chief accountant or k/ To implement other powers and tasks as treasurer of the same union and not beill2 a Hood prescribed M. law and the charter. parent, adoptive parent, spouse. child. adopted 5. Members of the Control Board or child or blood sibling of a member of the Board controller are entitled to remuneration -and other of Directors, Control Board or controller; necessary. expenses in the course of performing c/ Other conditions as sped i lied In the their tasks. charter of the anion of cooperatives. 6. The Control Board or controller may use 3. The controller or a member of the Control the seal of the cooperative or union of Board of a cooperative must tneet the following cooperatives to perform its/his/her tasks. conditions:

Article 40 — Conditions for becoming a/ Being a mem her of the cooperative

Article 40. Conditions for becoming a/ Being a mem her of the cooperative: members of the Boards of Directors, Control b/ Not being concurrently a member of I he Boards. controllers or Directors (General Board of Directors, Director (General Director). Director) of cooperatives or unions of chief accountant or treasurer of the same cooperatives cooperative and not being a blood parent. 1. A member of the Board of Directors of a adoptive parent. spouse, child. adopted child or cooperative must meet the following conditions: blood sibling of a member of the Board of Directors or the Control Board; a/ Being a member of the cooperative; c/ Other conditions as specified by the IV Not being concurrently a member of the charter of the cooperative. Control Board or controller, chief accountant or treasurer of the same cooperative and not being 4. The controller or a member of the Control a blood parent, adoptive parent, spouse, child, Board of a union of cooperatives must meet the adopted child or blood sibling of a member of the following conditions: , 0 VIETNAM LAW 8, LEGAL FORUM - " Issue nos 06-08/December 2012 OFFICIAL GAZETTE 67 (COng&jono 765-766/Decenther24.2012) al Being a lawful representative of a member I. A member of the Board of Directors or cooperative as prescribed in Clause 2, Article Control Board Or the controller or the Director 13 of this Law; (General Director) may be removed from office, b/ Not being concurrently a member of the dismissed or have his/her contract terminated if Board of Directors, Director (General Director), falling in one of the following cases: chief accountant or treasurer of the same union a/Having his/her civil act capacity restricted of cooperatives and not being a blood parent, or lost; adoptive parent. spouse, child, adopted child or b/ Voluntarily resigning blood sibling of a member of the Board of c/Beina sentenced to imprisonmenwr banned Directors and another member of the Control by a court from holding positions and practice Board: related to cooperatives or unions of cooperatives; c/ Other conditions as prescribed by the d/ Other cases as prescribed by the charter charter of the union of cooperatives. or in accordance with the labor contract signed 5. The Director (General Director) must meet between the cooperative or union of cooperatives the following conditions as prescribed by law and with the Director (General Director). the charter. 2. After being removed from offiee,dismissed 6. The following persons must not be or having his/her labor contract terminated. a members of the Board of Directors, members member of the Board of Directors or Control of the Control Board, controller or Director Board or the controller or the Director (General (General Director) of a cooperative or union of Director) is still responsible for his/her decisions cooperatives. made during the time of holding such position. a/ Serving a prison sentence or being banned Chapter V by the court from conducting business; ASSETS AND FINANCE OF b/ Having been convicted of a crime against COOPERATIVES AND UNIONS OF national security, ownership or economic COOPERATIVES management and having not yet had such criminal record remitted: Article 42. Determination of value of contributed capital c/ Other cases as prescribed by law and the charter. 1. Contributed capital is in Vietnam dong and other kinds of asset convertible into Vietnam

Article 41 — Removal from office, dismissal dong, including foreign currency, objects, value

Article 41. Removal from office, dismissal dong, including foreign currency, objects, value and termination of contracts of management titles of land use rights, intellectual property rights and of cooperatives or unions of cooperatives valuable papers at the time of contribution. • VIETNAM LAW & LEGAL FORUM 68 OFFICIAL GAZETTE Issue nos 06-0S/December 2012 (Cerg OS 765-N11k( oubcf24..7)I2) 2. The value of other kinds of assets For a cooperative or union of cooperati cc contributed as capital is determined according operating in business lines which are required to to the principles of agreement between the have legal capital, the charter capital after the cooperative or union of cooperatives and the decrease must not be lower than the legal capital contributing member or member cooperative or applicable to those business lines. through an appraisal organization.

Article 44 — Mobilization of capital and

Article 44. Mobilization of capital and subsidies and financial assistance Artiek43.1ncrease and decrease of charter capital of cooperatives and unions of Cooperatives Or unions of cooperati% cooperath es shall give priority tomobilization of capital from their members or ii ember coupe ran \ CS to III 1. The charter capital of a cooperative or in and expand business and production on the union of cooperatives may be increased in case basis of agreement with their members or the general meeting of members decides to member cooperatives. increase the minimum level of contributed capital or mobiliZe additional contributed capital of In case the capital mobilized iron iheir membeits or metnber cooperatives Or admit new members or member cooperati cc has not net members or member cooperatives. the requirements. Cooperatives or tlaitills of cooperatives may mobilize capital from other 2. Tilt:: charter capital of a cooperative or sources as prescribed H law and their chattel. union of cooperatives may be decreased when 2. Cooperatives or unions of cooperau es the coo rati% c or union of cooperatives returns may receive subsidies and financial assistance contributed capital to its members or member from the State and organizations and indi lanais cooperatives at home and abroad under agreement as In case the charter capital decreases but prescribed by law there are members or member cooperatives with 3. The management of subsidies and Financial their con-Muted capita I exceeding the maxi m UM assistance of the State must be implemented as level prescribed in Clause 1 or 2. Article 17 of follows: this Lavv.dhe capital amount in excess of the a/ Non-refundable subsidies and financial maximum level must be returned as prescribed assistance of the State must he included in the in Clause I Article IS of this Law or additional undivided assets of cooperatives or unions of capital must be mobilized from members or member cooperatives or new members or cooperatives; member cooperatives must be admitted to ensure b/ Refundable financial assistance of thc the ratio of maximum capital contribution as State must be included in the debts of prescribed by this Law and the charter. cooperatives or unions of cooperatives. :iv gut VIETNAM LAW & LEGAL FORUM I Issue nos 06-08/December 2012 OFFICIAL GAZETTE 69 (Ging Baono,765-7(atember24,200 4. The management and use of foreign- deduction for the financial reserve fund at the involved subsidies and financial assistance must rate of at least 5% of income; comply with the provisions of law and the treaties 2. Deduction for other funds as decided by to which the Socialist Republic of Vietnam is a the general meeting of members; contracting party. 3. The remaining income after the deduction

Article 45 — Working capital of cooperatives of funds as prescribed in Clauses 1 and 2 of this

Article 45. Working capital of cooperatives of funds as prescribed in Clauses 1 and 2 of this and unions of cooperatives Article may be distributed to mrmbers or member cooperatives according to theteillowing 1. Working capital of a cooperative or union principles: of cooperatives includes the contributed capital of members or member cooperatives, mobilized a/ Distribution mainly based on the level of capital, accumulated capital, funds of the use of products and services by members or cooperative or union of cooperatives, subsidies member cooperatives; and labor effort — and financial assistance of the State and contributed by members for job creation organizations and individuals at home and cooperatives; abroad; offerings, donations and other lawful b/ Division of the remaining jacome in resources. proportion to contributed capital; c/ The rate and inode of di striDzion are 2. The charter of a cooperative or union of cooperatives must specify the management and specified by the charter of the cooperative or use of working capital of the cooperative or union union of cooperatives. of cooperatives in accordance with this Law and 4. income distributed to members or member relevant laws. cooperatives is the asset under the ownership of these members or member cooperatives. The 3. The Ciovemment shall stipulate the use of members or member cooperatives May hand capital of cooperatives and unions of over their distributed incomes to the cooperative cooperatives for capital contribution, share or union of cooperatives for management and purchase and establishment of businesses. use under the agreement with the cooperative or union of cooperatives.

Article 46 — Distribution of income

Article 46. Distribution of income After fulfilling its financial obligations as Article 47. Management and use of funds prescribed by law, the income of a cooperative of cooperatives and unions of cooperatives or union of cooperatives may be distributed as Cooperatives or unions of cooperatives follows: shall use and manage their funds in accordance 1. Deduction for the development investment with their charters and regulations on financial fund at a rate of at least 20% of income; management and in accordance with law. 0 VIETNAM LAW & LEGAL FORUM •• ROE 70 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (angajonos765-766/December24.2(112) 2. The Boards of Directors shall annually 3. A cooperative or union of cooperatives shall reports to the general meetings of members on manage and use its assets in accordance with the management and use of funds and direction its charter and regulations on financial of the use of funds of the cooperatives or unions management, resolutions of its general meeting of cooperatives in the subsequent year. of members and relevant laws.

Article 48 — Assets of cooperatives and Article 49. Handling of assets and capital

Article 48. Assets of cooperatives and Article 49. Handling of assets and capital unions otteoperatives of cooperatives or unions of cooperatives upon 1. Assets of a cooperative or union of dissolution cooperatives may be formed from the following I. The order of handling assets and capital sources: of a cooperative or union of cooperatives: a/ Contributed capital of members or member a/ Recovery of its assets; cooperatives: b/ Liquidation of assets, excluding undivided b/ Mobilized capital of members or member assets; cooperatives and other mobilized capital; c/ Payment of its liabilities payable and c/ Carntal and assets formed during the fulfillment of financial obligations. operation, of the cooperative or union of cooperatbses; 2. Remaining assets, excluding undivided assets, must be handled according to the d/ Subsidies and financial assistance of the following order of priority: State and other offered and donated amounts. a/Payment of dissolution expenses, including 2. Undivided assets of the cooperative or expenses for the recovery and liquidation of union (S(cooperatives include: assets; a/ Use rights of land allocated or leased by b/ Payment of debts being salaries. the State. allowances and social insurance of laborers; b/ Noll-refundable subsidies and financial c/ Payment of secured debts as prescribed assistance of the State; offered and donated by law; amounts treated as undivided assets as agreed upon; d/ Payment of unsecured debts; c/ Annual deductions from the development e/ The remaining value of asset must be investment fund which are included in the returned to members or member cooperatives undivided assets under decisions of the general according to the ratio of their contributed capital meeting of members; to total charter capital. d/ Other capital and assets being undivided 3. The handling of assets must complv with assets as prescribed by the charter. the order of priority prescribed in Clause 2 of 04. 0 VIETNAM LAW & LEGAL FORUM Issue nos 06-08/December 2012 OFFICIAL GAZETTE 71 (C,OngBaonos765-7611December24,2012) this Article. In case the value of remaining assets Members or member cooperatives may only is insufficient to pay debts under the same be returned their contributed capital after payment priority line, only a part of debt must be fulfilling their financial obligations toward their paid in proportion to the debts payable in that cooperative or union of cooperatives. priority line. An individual or a collective making decisions 4. The Government shall specify the handling on the return of contributed capital to the members of undivided assets of cooperatives and unions or member cooperatives not in accordance with of cooperatives upon their dissolution or this Clause shall pay compensation for damage bankruptcy. to the cooperative or union of coopeauves. 2. The return of capital to m'ertibers or

Article 50 — Handling of losses and debts of member cooperatives is prescribed by Mt charter

Article 50. Handling of losses and debts of member cooperatives is prescribed by Mt charter cooperatives and unions of cooperatives and in accordance with Clause 1 of Wis Article and relevant laws, I. By the end of a fiscal year, if losses arise, a cooperative or union of cooperatives shall seek Chapter VI to reduce losses as prescribed by law. In case the loss reduction has been made but is still SPLIT, SEPARATION, CONSOLIDATION. insufficient, the financial reserve fund must be MERGER, DISSOLUTION IlDiD used to offset; if still insufficient, the remaining BANKRUPTCY OF COOPERATIVES fosses may be carried forward to the subsequent AND UNIONS OF COOPERATIVES year and deducted from taxable income. The time for carrying forward losses must comply Article 52. Split and sepatation of with the tax law. cooperatives and unions of cooperatives 2. Debts of a cooperative or union of 1. The Board of Directors of a cooperative cooperatives must be handled in accordance or union of cooperatives planning the split or with law and its charter. separation shall develop a split or sepa4ttion plan for submission to the general Meeting of

Article 51 — Order of returning contributed members for decision

Article 51. Order of returning contributed members for decision. capital 2. After the general meeting of members has I. The return of contributed capital to decided on the split or separation, the Board of members or member cooperatives must only be Directors shall notify in writing creditors, made after the cooperative or union of organizations and individuals that have economic cooperatives has finalizedtax of the fiscal year relations with the cooperative or union of and ensure solvency to pay its debts and fulfill cooperatives of the decision on the split or its financial obligations. separation and settle relevant issues before VIETNAM LAW & LEGAL FORUM SIM 72 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Cling Baonos 7(15-766number 24.2012) carrying out the procedures for establishment I. Consolidation of cooperatives or unions of of a new cooperative or union of cooperatives. cooperatives: 3. The cooperative or union of cooperatives a/Two or more cooperatives may voluntarily split or separated shall implement the split or be consolidated into a new cooperatit. e; t\\ 0 or separation plan as decided and carry out the more unions of cooperatives may voluntarily he procedures for establishment in accordance with consolidated into a new union of cooperatives:

Article 2 — ,3 of this Law. The dossier for b/ The Boards of Directors of the

Article 2,3 of this Law. The dossier for b/ The Boards of Directors of the registratitin of the split or separated cooperative cooperatives or unions of cooperatives planning or union of cooperatives must be accompanied for consolidation shall develop a consolidation by a reStillution of the general meeting of plan for submission to their general meetings of membersa:oncerning the split or separation of members and notify in writing creditors. the coopegdtiVe or union of cooperatives. organizations and individuals having economic relations with their cooperatives or unions of 4. Thie split cooperative or union of cooperatives of the consolidation decisions. A cooperatives shall terminate its existence after consolidation plan includes thc plan for handling the new ctioperatives or unions of cooperatives of assets, capital. debts, labor and oilier relevant are issuedicertificates of registration. The new issues: coopentitite or union of cooperatives shall take c/ The Boards of Directors of the joint resMisibi Inv for the unpaid debts, labor cooperatives or unions of cooperati \ es planning contractrlind other obligations of the split forconsolidation shall establish the consolidation cooperatiiie or union of cooperatives. boards which must develop consolidation plans The Separated and separating cooperatives for submission to the general meetings of the or unions of cooperatives shall take joint consolidated cooperatives or unions of responsibility for the unpaid debts, labor contracts cooperatives for decision. A consolidation plan andother okligations of the separatedcooperative includes such main contents as the name, head or union Of cooperatives. office, plan for handling of assets, capital. debts. The undivided assets of the split or separated labor and other remaining issues of the consolidated cooperatives or unions of cooperafitiles or unions of cooperatives must be cooperatives to the new cooperative or union of converted into undivided assets of the cooperatives, the business and production plan. cooperatives or member cooperatives after the draft charter, and expected list of me tubers or split or separation under the plan decided by the member cooperatives; general meeting of members. d/ The procedures for registration of

Article 53 — Consolidation or merger of consolidated cooperatives or unions of

Article 53. Consolidation or merger of consolidated cooperatives or unions of cooperatives and unions of cooperatives cooperatives complies with Article 23 of this Law. pro © VIETNAM LAW & LEGAL FORUM .1! Issue nos 06-08/December 2012 OFFICIAL GAZETTE 73 (argBaoliai765-7(WDecemixir24,20)2) 2. Merger of cooperatives or unions of 1. Vol untary dissolution: cooperatives: The general meeting of members or member a/ One or more than one cooperative may cooperatives shall decide on voluntary dissolution voluntarily be merged into another cooperative; and establishment of a voluntary dissolution one or more than one union of cooperatives may board which comprises representatives of the voluntarily be merged into another union of Board of Directors, Control Board or controller, cooperatives: executive committee and representatives of b/ The Board of Directors of a cooperative members or member cooperatives. or union of cooperatives to be merged shall Within 60 days from the date the general develop a merger plan for submission to its meeting of members issues a resolution on general meeting of members and notify in writing voluntary dissolution, the voluntary dissolution creditors, organizations and individuals having board shall perform the following tasks: economic relations with its cooperative or union of cooperatives of the merger decision, The at Notifying the dissolution to the state agency merger plan includes the plan for handling of which has issued the certificate of reMstradon assets, capital, debts, labor and other relevant to the cooperative or union of cooperatives; issues; publishing on a newspaperof the beatify in which cl The Board of Directors of a cooperative the cooperative or union of coogatati yes is or union of cooperatives planning its merger shall operating on 3 consecutive issues an negotiate the merger plan. The merger plan announcement on the dissolution: includes such major contents as plan for handling h/ Notifying organizations and individuals assets, capital, liabilities and labor and the which have economic relations_with the remaining issues of the merged cooperative or cooperatives or union of cooperatives -of the time union of cooperatives; limits for payment of debts, liquidation, of contracts di The cooperative or union of cooperatives and handling of assets and capital of the after the merger shall register for change as cooperative or union of cooperatives as prescribed in Article 28 of this Law. prescribed in Article 49 of this Law, 3. After registration, the consolidated 2. Compulsory dissolution: cooperatives or unions of cooperatives shall cease to exist. After registration of the change, The People's Committees at the same level the merged cooperatives or unions of with the state agency which has issued the cooperatives cease to exist. certificate of registration to the cooperative or union of cooperatives shall make a decision on

Article 54 — Dissolution of cooperatives and compulsory dissolution of the cooperative or union

Article 54. Dissolution of cooperatives and compulsory dissolution of the cooperative or union unions of cooperatives of cooperatives in one of the following eases: @ VIETNAM LAW & LEGAL FORUM 74 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Ccingajono 765-7640ccembo -24.2012) al The cooperative or union of cooperatives member cooperatives; fails to operate for 12 consecutive months; b/ A dossier of compulsory dissolution hi The cooperative or union of cooperatives comprises the decision on compulsory dissolution fails to ensure sufficient minimum number of and certificate of registration of the cooperative members prescribed by this Law within 12 or union of cooperatives: consecutive months; c/ Within 60 days from the date of issuance c/ The cooperative or union of cooperatives of the decision on compulsory dissolution. the cannot hold an annual general meeting of dissolution board shall publish the decision on members within 18 consecutive months without compulsory dissolution on a newspaper of the any reason: locality in which the cooperative or union of cooperatives has registered on three consecutive d/ Having its certificate of registration issues; notify organizations and individuals having revoked: economic relations with the cooperative or union e/ By decision of We court. of cooperatives of the dissolution and time limits 3. The procedures for compulsory dissolution for debt payment, liquidation of contracts and for acoocralive or union of cooperatives: handling of assets and capital of the eooperati e or union of cooperatives as prescribed in Article a/The People's Committee at the same level 49 of this Law. with the state agency which has issued the certificate of registration to the cooperative or 4. Right after the completion of the dissolution union of Cooperatives shall make a decision on as prescribed in Clauses I and 2 of this Article. dissolution and establish a dissolution board. The the dissolution board shall submit 1 set of dossier chairman of the dissolution board is the of dissolution, seal and original certificate or representative of the Peoples' Committee: the registration of the cooperative or union of standing member is the representative of the cooperatives to the agency that has issued the state agency which has issued the certificate of certificate of registration. The handling of other registration: other members are representatives documents must comply with law. of the specialized state agency at the same level, 5. The state agency having issued the the representative organization or alliance of certificate of registration to the cooperative or cooperatives of the province and centrally run union of cooperatives shall erase the name of city (if the cooperative or union of cooperatives the cooperative or union of cooperatives in the is a member of the alliance), the People's registration book. Committee of the commune, ward or township in which the cooperative or union of cooperatives 6. In case of disagreement with the decision has its head office, the Board of Directors, on compulsory dissolution, the cooperati VC or Control Board or controller, and members or union of cooperatives may make a complaint to OD VIETNAM LAW & LEGAL FORUM . Issue nos 06-08/December 2012 OFFICIAL GAZETTE 75 (Co7gadones765 766/Derember24,2012) - — a competent state agency or initiate a lawsuit at 7. Relocating the head office to another a court in accordance with law. locality without registration with a competent state agency within I year. 7. The Go \ ernment shall detail this Article.

Article 55 — Settlement of bankruptcy Chapter VII

Article 55. Settlement of bankruptcy Chapter VII declaration requests for cooperatives and unions REPRESENTATIVE ORGANIZATION OF of cooperatives COOPERATIVES AND UNIONS OF The settlement of bankruptcy for COOPERATIVES cooperatives or unions of cooperatives must comply with the law on bankruptcy, except for Article 57. Representative organization of handling of undivided assets prescribed in Clause cooperatives and unions of cooperatives 2. Article 48 of this Law. A representative organization of cooperatives or unions of cooperatives must be

Article 56 — Revocation of registration voluntarily established by cooperatives -or unions

Article 56. Revocation of registration voluntarily established by cooperatives -or unions certificates of cooperatives and unions of of cooperatives in order to protect their rights cooperatives and legitimate interests. A representative A cooperative or union of cooperatives may organization of cooperatives or unions of have its registration certificate revoked in one cooperatives must be organized by sector and of the following cases: territorial region; be organized andioperate in accordance with the law on associations and I Dissolution, bankruptcy, consolidation or relevant laws. merger: 2. Contents declared in its registration dossier Article 58. Vietnam Cooperative Alliance, are untruthful or inaccurate; cooperative alliances of provinces and centrally 3. Taking advantage of the name of the run cities cooperative or union of cooperatives for illegal I. Vietnam Cooperative Alliance is operation; established at the central level; provincial-level 4. Operating in business lines prohibited by cooperative alliances are established in provinces law; and centrally run cities. The Charter of Vietnam Cooperative Alliance must be adopted by the 5. Operating in conditional business lines but general meeting of Vietnam Cooperative Alliance lacking conditions as prescribed by law. and approved by the Prime Minister; the charter 6. Failing to register its tax identification of a provincial-level cooperative alliance must number within 1 year from the issuance of the be adopted by the general meeting of the certificate of registration: provincial-level cmoperali ve alliance and © VIETNAM LAW & LEGAL FORUM 76 OFFICIAL GAZETTE Issue nos 06-08/December 2012 (Gong Bao nos 765-7661Derother24,20P) approved by the chairperson of the provincial- on cooperatives and unions of cooperatives and level People's Committee. relevant legal documents. 2. A cooperative alliance has the following 2. Building the apparatus and organizing the functions and tasks: implementation of plans. programs and support a/To represent its members and protect their and preferential policies for cooperatives and unions of cooperatives; rights and legitimate interests; b/To icainy out propaganda and advocacy of 3. Organizing and guiding the registration of development of cooperatives or unions of cooperatives and unions of cooperatives. cooperatives: 4. Inspecting and examining the c/To prtivide consultation, supports, services. implementation of laws by cooperatives and training and retraining of human resources for unions of cooperatives: handling in accordance the establishment and development of with law acts of violation committed by cooperatives or unions of cooperatives: cooperatives and unions of cooperatives, and dl To impleinent programs. projects and public related individuals and organizations. servicesilo support the development of 5. Implementing international cooperation to cooperatives as assigned; develop cooperatives and unions olicooperati \ es. e/ To Participate in formulating policies and laws on cooperatives and unions of cooperatives; Article 60. Responsibilities of state management agencies f/ To represent its members in coordinative relations With domestic and foreign organizations I. The Government shall perform the uniform in accordance with law. state management of cooperatives and unions of cooperatives; 3. The State shall support and create favorable conditions for cooperative alliances to 2. The Ministry of Planning and Investment implement-their assigned activities. shall assist the Government in performing the state management of cooperatives and unions Chapter VIII of cooperatives; STATE MANAGEMENT OF 3. Ministries and ministerial-level agencies COOPERATIVES AND UNIONS OF shall, within the scope of their powers and tasks. COOPERATIVES perform the state management of cooperatives and unions of cooperatives in accordance with

Article 59 — Contents of state management law

Article 59. Contents of state management law. 1. Promulgating. disseminating, guiding, and 4. People's Committees at all levels shall. organizing the implementationof. legal documents within the scope of their powers and tasks. Issue nos 06408/December 2012 77 (Cd7g8áoros76J-7(f1)tcontk,r2-1,20/2) perform the state management of cooperatives I. Cooperatives and unions of cooperatives and unions of cooperatives in accordance with which are established prior to the effective date of this Law and are organized and operate not contrary to this Law may continue to operate 5. State management agencies shall Without re-registration. coordinate with the Vietnam Fatherland Front and its member organizations and other social 2. Cooperatives and unions of cooperatives organizations in organizing the implementation which are established prior to the effecuve date of the law on cooperatives and unions of of this Law and are organized and operate not cooperatives; propaganda and dissemination of in accordance with this Law s hal 1PreLregister the law on cooperatives and unions of or transform into another type of orrinization cooperatives; and implement programs and within 36 months from the effective date of this projects on development of cooperatives and Law. unions of cooperatives. 3. The Government shall detail tbisArticle.

Article 61 — Inspection, examination and audit

Article 61. Inspection, examination and audit

Article 63 — Effect

Article 63. Effect I. The Ministry of Planning and Investment shall assume the prime responsibility for, and 1. This Law takes effect on July I . 2013. coordinate with ministries, ministerial-level 2. Cooperative Law No. 18/211,3/QH12 agencies and People's Committees at all levels ceases to be effective on the date thirLaw Lakes in, inspecting and examining the implementation effect. of the law on cooperatives and unions of cooperatives. Article 64. Implementation dailing and 2. Ministries, ministerial-level agencies and guidance People's Committees at all levels shall, within The Government shall detail aniguide the the scope of their respective functions and tasks, implementation of articles and ,ewouses as inspect and examine operations of cooperatives assigned in this Law. and unions of cooperatives. This Law was passed on NorZther 20, 3. The Government shall stipulate the audit 2012, by the XI& National Assembly of the of cooperatives and unions of cooperatives. Socialist Republic of Vietnam at its 4 41 session.- Chapter IX IMPLEMENTATION PROVISIONS Chairman of the National Assembly

Article 62 — Transitional provisions NGUYEN SINH HUNG

Article 62. Transitional provisions NGUYEN SINH HUNG 0 VIETNAM LAW & LEGAL FORUM

Cooperative Law No. 23/2012/QH13

عن هذا القانون

أين تقرؤه

النص