Enterprise State-owned Assets Law of the People's Republic of China
Enterprise State-owned Assets Law of the People's Republic of China
Enterprise State-owned Assets Law of the People's Republic of China
Order of the President of the People's Republic of China No. 5
October 28, 2008
Adopted at the Fifth Session of the Standing Committee of the Eleventh National People's Congress on October 28, 2008, the Enterprise State-owned Assets Law of the People's Republic of China is hereby promulgated and comes into effect on May 1, 2009.
Hu Jintao, President of the People's Republic of China
Appendix: The Enterprise State-owned Assets Law of the People's Republic of China
(Adopted at the Fifth Session of the Standing Committee of the Eleventh National People's Congress on October 28, 2008)
Contents
Chapter I General Provisions
Chapter II Organs That Perform the Duties of an Investor
Chapter III State-invested Enterprises
Chapter IV Selection and Evaluation of Managers of State-invested Enterprises
Chapter V Major Matters Concerning the Rights and Interests of Investors in State-owned Assets
Section I General Rules
Section II Enterprise Restructuring
Section III Associated Party Transactions
Section IV Asset Assessments
Section V Transfers of State-owned Assets
Chapter VI Operating Budgets for State-owned Capital
Chapter VII Supervision of State-owned Assets
Chapter VIII Legal Liability
Chapter IX Supplementary Provisions
Chapter I General Provisions
Article 1 This Law is enacted in order to maintain the basic economic regime of the State, to consolidate and develop the state-owned economy, to strengthen the protection of state-owned assets, to enable the state-owned economy to play a leading role in the national economy, and to promote the socialist market economy.
Article 2 The term "enterprise state-owned assets" (hereinafter referred to as state-owned assets) as used in this Law refers to rights and interests arising from the State's capital contributions of all types to enterprises.
(Relevant articles: Articles 1)
Article 3 State-owned assets belong to the State, i.e., are owned by the whole people. The State Council is to exercise the ownership of state-owned assets on behalf of the State.
Article 4 The State Council and local people's governments are to, in accordance with laws and administrative regulations, perform the duties of an investor and exercise the rights and interests of an investor in state-invested enterprises respectively on behalf of the State.
With regard to large state-invested enterprises which are recognized by the State Council as enterprises that affect the lifeline of the national economy and national security, or state-invested enterprises in the fields such as key infrastructure and vital natural resources, the duties of an investor shall be performed by the State Council on behalf of the State. The duties of an investor for other state-invested enterprises shall be performed by local governments on behalf of the State.
Article 5 The term "state-invested enterprises" as used in this Law refers to wholly state-owned enterprises or companies to which the State contributes capital, as well as companies controlled or participated in by state-owned capital.
(Relevant articles: Articles 1)
Article 6 The State Council and local people's governments shall, in accordance with the separation of the functions of the government from those of enterprises, the separation of public administrative functions from the functions of state-owned asset investors, and respecting the lawful and independent operation of enterprises, perform the duties of an investor in accordance with the law.
Article 7 The State is to take measures to support the concentration of state-owned capital on vital sectors and key fields affecting the lifeline of the national economy and national security, optimize the layout and structure of the state-owned economy, promote the reform and development of state-owned enterprises, improve the overall quality of the state-owned economy, and strengthen its control and influence over the state-owned economy.
(Relevant articles: Articles 1)
Article 8 The State is to establish and improve the state-owned assets administration and supervision system commensurate with the development of the socialist market economy, establish and improve the evaluation and accountability system for maintaining and increasing the value of state-owned assets, and designate the responsibilities for maintaining and increasing the value of state-owned assets to specific persons.
(Relevant articles: Articles 1)
Article 9 The State is to establish and improve the basic management system for state-owned assets, the specific measures for which shall be formulated in accordance with the requirements of the State Council.
Article 10 State-owned assets are protected by law, and no entity or individual may infringe such assets.
Chapter II Organs That Perform the Duties of an Investor
Article 11 The State-owned Assets Supervision and Administration Commission under the State Council and state-owned assets supervision and administration organs established by local governments in accordance with the requirements of the State Council shall, subject to the authorization of the government at the same level, perform the duties of an investor for state-invested enterprises on behalf of the governments at the same level.
The State Council and local people's governments may, where necessary, authorize other departments and organs to perform the duties of an investor for state-invested enterprises on behalf of the government at the same level.
Organs and departments that perform the duties of an investor on behalf of the government at the same level are hereinafter referred to as organs that perform the duties of an investor.
(Relevant articles: Practical materials 1)
Article 12 Organs that perform the duties of an investor enjoy investors' rights to state-invested enterprises, including the rights to profit from their assets and to participate in the making of significant decisions and the selection of managers, on behalf of the government at the same level.
Organs that perform the duties of an investor shall, in accordance with laws and administrative regulations, formulate or participate in formulating the Articles of association of state-invested enterprises.
Organs that perform the duties of an investor shall report to the government at the same level for approval on major matters relating to performance of the duties of an investor which require the approval of the government at the same level in accordance with laws, administrative regulations and the regulations of the government at the same level.
Article 13 When participating in any shareholders' meeting or general meeting of shareholders held by a company controlled or participated in by state-owned capital, shareholders appointed by organs to perform the duties of an investor shall make proposals, express opinions, and exercise voting rights in accordance with the instructions of the appointing organs, and report to the appointing organs all information and results that relate to the performance of their duties in a timely manner.
Article 14 Organs that perform the duties of an investor shall, in accordance with laws, administrative regulations and enterprises' Articles of association, perform the duties of an investor, safeguard the rights and interests of an investor and prevent the loss of state-owned assets.
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