The restructuring of state-owned enterprises refers to the restructuring of wholly state-owned enterprises, wholly state-owned companies and state-controlled enterprises (excluding state-controlled listed companies) into corporate enterprises, joint-stock cooperative enterprises or Sino-foreign joint ventures with state-owned capital holding, relative holding and equity participation (hereinafter referred to as enterprise restructuring). That is to change the original system and management mode of state-owned enterprises to adapt to the development of socialist market economy. 1. Formulation of the restructuring plan (1) The restructuring of state-owned enterprises takes many forms, such as reorganization, association, merger, leasing, contracting, joint venture, transfer of state-owned property rights, and shareholding system. And it is necessary to make a reorganization plan. (2) The restructuring plan of state-owned enterprises may be formulated by the holding unit of state-owned property rights or the competent department of the restructured enterprise, or may be entrusted to the restructured enterprise or intermediary institution, but the restructuring plan for transferring state-owned property rights to enterprise managers shall not be entrusted to the restructured enterprise. (3) The restructuring plan of state-owned enterprises shall include the following main contents: the general situation of enterprises and their assets and financial status in the past three years, the basic principles, objectives and procedures of restructuring, the plan for asset disposal and staff placement, the plan for setting the equity of enterprises after restructuring and the development plan of enterprises. (4) The restructuring plan of state-owned enterprises is reviewed by the workers' congress or the workers' congress, and approved by the competent department of the enterprise according to the document of Zhejiang State-owned Enterprise Reform [2004] 10. The restructuring plan shall not be implemented without approval. (five) the restructuring of state-owned enterprises involving finance, taxation, labor and social security, land resources and government management and other related examination and approval matters, should first report to the relevant departments of the city for examination and approval, and then report to the municipal deepening office for coordination and examination and approval. Two. Asset inventory and evaluation (1) The restructuring of state-owned enterprises must carry out assets verification and evaluation of enterprises, carefully verify and define state-owned property rights in accordance with the principle of "who invests, who owns and who benefits", and it is strictly forbidden to conceal state-owned assets. The legal representative of the enterprise and the person in charge of finance shall issue a letter of commitment on the scope of assets verification, the completeness, authenticity and accuracy of the submitted assets and financial accounting statements, and be responsible for the results. Within the validity period of previous assets and capital verification, assets and capital verification may not be carried out again with the consent of SASAC. If an enterprise is restructured into a non-state-owned enterprise, it must audit the economic responsibility of the legal representative of the enterprise in accordance with the relevant provisions of the state. (two) the non-performing assets cleared in the restructuring of state-owned enterprises, after economic verification by intermediary institutions, shall be reported to the competent department of the enterprise according to the prescribed procedures and requirements, and the competent department of the enterprise shall put forward preliminary opinions and report them to the municipal SASAC for approval. According to the examination and approval authority, the declaration of non-performing assets within 2 million yuan (including 2 million yuan) shall be examined and approved by the Municipal State-owned Assets Supervision and Administration Commission. More than 2 million yuan, approved by the municipal SASAC after the audit of the municipal government. After approval, the enterprise needs to establish a management system of "credit sales filing", and can give certain rewards to the money recovered from "credit sales filing". (III) In the restructuring of state-owned enterprises, an intermediary institution must be hired to evaluate assets and land use rights in accordance with the Interim Measures for the Evaluation and Management of State-owned Assets of Enterprises (OrderNo. 12 of the State Council State-owned Assets Supervision and Administration Commission) on the basis of assets verification and economic responsibility audit. Intangible assets such as patent rights, non-patented technologies, trademark rights and goodwill of enterprises must be included in the scope of assessment. Economic responsibility audit and asset evaluation shall not be entrusted to the same intermediary. Before the formal report is issued, the results of enterprise economic responsibility audit and asset evaluation must be publicized by the state-owned property rights holding unit or the competent department within the restructured enterprise, and the publicity time shall not be less than 7 working days. After the preliminary examination, the competent department shall report the assets appraisal results to SASAC for approval or filing. Involving the disposal of state-owned land assets, the evaluation results should be reported to the Municipal Bureau of Land and Resources for confirmation. Major evaluation projects are reviewed by SASAC experts. (4) In the restructuring of state-owned enterprises, the Municipal State-owned Assets Supervision and Administration Commission (SASAC) entrusts an intermediary agency to conduct assets verification, economic responsibility audit and asset evaluation of the restructured enterprises. (five) the enterprise restructuring involves the divestiture of assets in accordance with the relevant provisions. Three. Transfer of State-owned Property Rights (1) The transfer of state-owned property rights of restructured enterprises shall be conducted in a property rights trading institution with the qualification of state-owned property rights trading in accordance with the Interim Measures for the Administration of State-owned Property Rights Transfer of Enterprises (Order No.3 of the State Council State-owned Assets Supervision and Administration Commission and Ministry of Finance), and information disclosure and competitive bidding shall be implemented. The transfer method can be auction, bidding and other methods stipulated by national laws and regulations. When the transaction price is lower than 90% of the evaluation result, the transaction shall be suspended, and the transaction can be continued only after obtaining the consent of the relevant property right transfer examination and approval authorities. If only one transferee is produced through public solicitation or approved by the Municipal State-owned Assets Supervision and Administration Commission and reported to the Municipal People's Government, it may be transferred by agreement. Where the transfer is made by agreement, the basic information of the transferee, the determination of the transaction price and the equity ratio of the transferee shall be publicized. (2) The transfer of state-owned property rights by enterprises to management must be carried out in accordance with the relevant provisions of the Notice of SASAC and the Ministry of Finance of the State Council on Printing and Distributing the Interim Provisions on the Transfer of State-owned Property Rights by Enterprises to Management (No.78 [2005] of the State-owned Assets Supervision and Administration Commission). The main contents of the plan to transfer state-owned property rights to the enterprise operators include the transferee's intention, participants, subscription share and participation form. Managers are not allowed to participate in major issues such as decision-making on the transfer of state-owned property rights, financial audit, outgoing audit, assets verification, asset evaluation and determination of reserve price, and it is strictly forbidden to buy or sell state-owned property rights. Operators responsible for the decline in business performance shall not participate in the acquisition of state-owned property rights of enterprises. (three) the transfer price of state-owned property rights should be paid in one lump sum in principle. If it is really difficult, it can be paid by installments after consultation between the transferor and the transferee and approval by the competent department, but the down payment shall not be less than 30% of the transfer price, and the remaining price shall be guaranteed by the transferee according to law. The interest during the deferred payment period shall be paid to the transferor at the bank loan interest rate for the SASAC period. Where the transfer of state-owned property rights, are not allowed to take a certain percentage of concessions. (four) the restructuring of state-owned enterprises by means of property rights transfer, which involves employee pension, medical expenses, economic compensation or living allowance. According to the provisions of the examination and approval and approved by the SASAC, paid from the special account of property rights transfer income. Four. Safeguarding the legitimate rights and interests of workers (1) The enterprise restructuring plan must be submitted to the enterprise workers' congress or the workers' congress for deliberation, and fully listen to the opinions of workers. Among them, the employee placement plan must be reviewed and approved by the enterprise employee congress or the employee congress before it can be implemented. Restructured enterprises should straighten out the labor relations of employees, social security and the treatment of retirees. , according to the relevant policies. (two) the economic compensation and subsidies extracted in the restructuring of state-owned enterprises to rationalize the labor relations of employees should be paid in cash or set up in the form of assets. (3) The legal representative of the enterprise shall be responsible for the safety of the economic compensation paid by the enterprise after the restructuring, establish a guarantee mechanism, and accept the supervision of the municipal labor and social security, trade unions and other departments to ensure that the legitimate rights and interests of employees are not harmed. V. Strengthening Organization and Leadership (1) The restructuring of state-owned enterprises is a systematic project. Correctly handle the relationship between reform, development and stability of state-owned enterprises. Starting from the overall situation of accelerating scientific development, building a harmonious society and maintaining stability, we should strengthen organizational leadership, implement work responsibilities, form a joint force, strive to promote the reform of state-owned enterprises in stability, and promote stability and development in reform. It is necessary to establish a competitive mechanism, actively encourage and guide various ownership economies such as social capital and private capital to participate in the reorganization of state-owned enterprises, form equity diversification, and promote enterprise system innovation and mechanism transformation. We should actively introduce external strategic investors, advanced management, technology and talents to enhance the core competitiveness of enterprises. (two) the relevant departments should strengthen contact and close cooperation, improve and perfect the supervision and inspection system of state-owned enterprise restructuring. It is necessary to strengthen the guidance and supervision of the restructuring of state-owned enterprises, establish an important matter notification system and a major case reporting system, and promptly discover and seriously investigate violations of discipline and law in the restructuring of state-owned enterprises. The first episode: Red Warning Line reveals the track of corruption of managers in a few enterprises through some corruption cases of state-owned enterprises, reflecting the corruption problems caused by imperfect system construction, inadequate supervision and irregular performance of duties, and the improvement of operational mechanism by efficiency supervision. The second episode: "Brand-new circuit" reviews and summarizes the course of efficiency supervision of state-owned enterprises and the development and innovation of efficiency supervision to adapt to the new situation and new requirements. The third episode: "Green Voyage" introduces the important role of efficiency supervision in the anti-corruption construction of enterprises and the preservation and appreciation of state-owned assets. The fourth episode: The Extended Route reflects the important role of efficiency supervision in the management of Sino-foreign joint ventures and overseas Chinese-funded enterprises under the new situation of reform and opening up. Episode 5: Gorgeous music implements the spirit of the 17th National Congress of the Communist Party of China and the Second Plenary Session of the 17th Central Commission for Discipline Inspection, discusses the status, function and characteristics of enterprise efficiency supervision, and guides the discipline inspection and supervision departments of enterprises to carry out efficiency supervision more effectively, effectively and scientifically. The entries in Baidu Encyclopedia are for reference only. If you need to solve specific problems (especially in the fields of law and medicine), I suggest you consult professionals in related fields. This entry is helpful to me. 15 reference:
1. Enlightenment from the efficiency supervision of state-owned enterprises in China /product.asp? Id=925 1 2。 General Office of Hebei Provincial People's Government. 5. Notice on Forwarding the Implementation Opinions on Staff Resettlement and State-owned Assets Disposal in the Restructuring of Provincial State-owned Enterprises in Hebei Province. (Hebei Zhengban [2004] No.7 March 9, 2004)
Hope to adopt