First, accelerate the reform of equity diversification of state-owned enterprises.
The key to deepening the reform of state-owned enterprises is to actively develop mixed ownership economy. On the one hand, it is conducive to attracting more social capital and state-owned capital to develop and benefit together, and promoting the amplification function and preservation and appreciation of state-owned capital; On the other hand, it is conducive to promoting state-owned enterprises to further improve the corporate governance structure, optimize the internal operating mechanism and form a market-oriented operating mechanism. The general direction is that most state-owned enterprises should gradually develop into mixed ownership enterprises through the reform of equity diversification; State-owned enterprises should gradually reduce the proportion of state-owned shares in developing mixed ownership economy; Vigorously support all kinds of non-public economic capital, especially private capital, to participate in the equity diversification reform of state-owned enterprises. The reform of equity diversification of state-owned enterprises should proceed from reality, adhere to classified research, classified policy and classified promotion, and not engage in "one size fits all". In the process of developing mixed-ownership enterprises, it is necessary to "improve the property rights protection system so that the property rights of the public sector of the economy are inviolable and the property rights of the non-public sector of the economy are inviolable". We should resolutely prevent the loss of state-owned assets and ensure the preservation and appreciation of state-owned assets by clarifying property rights relations, standardizing corporate governance, strengthening asset evaluation, standardizing property rights transfer and strengthening asset supervision.
Second, improve the modern enterprise system.
The direction of state-owned enterprise reform is to establish a modern enterprise system. We should take making the market play a decisive role in the allocation of resources as the main line of reform, improve the company system as the basis, take "clear property rights, clear rights and responsibilities, separate government from enterprises, and scientific management" as the basic requirements, and focus on "standardizing business decisions, ensuring asset appreciation, ensuring fair competition, improving enterprise efficiency, enhancing enterprise vitality, and taking social responsibility", speed up the improvement of the modern system of state-owned enterprises, improve the development quality of state-owned enterprises, and enhance their vitality and social responsibility. First, continue to promote the standardization of the board of directors. Exercise the authority of the board of directors according to law and strictly perform the duties of directors. Improve the selection, training and evaluation mechanism of external directors, improve the operation mechanism of the board of directors, and form a corporate governance structure with coordinated operation and effective checks and balances among the shareholders' meeting, the board of directors, the board of supervisors and the managers. The second is to establish a long-term incentive and restraint mechanism for state-owned enterprises. Strengthen the investigation of investment responsibility of state-owned enterprises, promote the disclosure of major information such as financial budgets of state-owned enterprises, improve the transparency of state-owned enterprises, and accept supervision from internal employees and all sectors of society. The third is to explore the establishment of a professional manager system. It is necessary to improve the selection mechanism of senior executives in state-owned enterprises, gradually reduce the number of administrative appointees, increase the management of market-oriented hiring, implement a hierarchical and classified management system for enterprise leaders, and give full play to the important role of entrepreneurs in enterprise management. The fourth is to deepen the reform of personnel, employment and distribution in state-owned enterprises. We will promptly establish and improve a system in which managers can go up and down, employees can go in and out, and income can increase and decrease, so as to provide institutional guarantee for enterprises to win market competition. Fifth, reasonably determine and strictly regulate the salary level, job treatment, job consumption and business consumption of managers in state-owned enterprises. Establish and improve the system of determining salary according to the business performance, risks and responsibilities of enterprises, and constantly improve the incentive and restraint mechanism of enterprise salary. Study and establish a market-based salary negotiation mechanism for enterprise managers. The sixth is to explore the way of employee stock ownership in mixed ownership enterprises. It is an important measure to deepen the reform of state-owned enterprises to allow the mixed ownership economy to implement employee stock ownership and form the same interests of capital owners and workers. We should strive to achieve new breakthroughs and new results. Seventh, actively explore effective ways for party organizations to play a political core role and democratic management of workers under the modern enterprise system.
Three, focus on improving the state-owned assets management system.
The Third Plenary Session of the 18th CPC Central Committee clearly pointed out that the supervision of state-owned assets should be strengthened with the focus on managing capital. This puts forward new and higher requirements for improving the supervision ability and level of state-owned assets. It is necessary to adhere to the principle of state ownership and hierarchical representation, adhere to the reform direction of separating government from enterprises, separating government from capital, and separating ownership from management, and continue to promote the reform of the state-owned assets management system in accordance with the requirements of unifying rights, obligations and responsibilities, and combining management of assets with management of people and affairs. First, actively explore new modes and methods of "strengthening the supervision of state-owned assets by managing capital". Vigorously promote the capitalization of state-owned assets, and pay close attention to the study and establishment or reorganization of state-owned capital investment and operation companies. State-owned capital investment and operation companies mainly carry out equity operation, improve the distribution structure and quality efficiency of state-owned capital, cultivate industrial competitiveness and realize the preservation and appreciation of state-owned capital. The relationship between state-owned capital investment and operation companies and their funded enterprises is the relationship between investment and investment with capital as the link. It is necessary to highlight more market-oriented reform measures and management methods to fully reflect the vitality and competitiveness of the state-owned economy. The second is to improve the state-owned assets supervision institutions and functions. It is necessary to further study the functional orientation, supervision methods and supervision measures of state-owned assets supervision institutions, implement the statutory duties of state-owned assets supervision institutions, act in accordance with the functions entrusted by law and the requirements of managing capital, fully respect the market dominant position of enterprises, and shall not arbitrarily interfere with the specific production and business activities of enterprises. The management must be well managed, and the determination of the management cannot be ignored, so that the supervision is not absent, not bad, and offside. The third is to improve the supervision system of state-owned assets. We will promptly revise and improve the regulations, rules and systems for the supervision of state-owned assets, make efforts to further standardize the relationship between the government, state-owned assets supervision institutions and state-owned enterprises, improve special management systems such as investment management, financial management, property rights management and risk management of state-funded enterprises, and improve the basic management system of state-owned assets. The fourth is to establish a scientific performance appraisal system for state-owned enterprises. State-owned enterprises can be roughly divided into public welfare state-owned enterprises and competitive state-owned enterprises, which bear different functions and roles. According to different types of enterprises and enterprises at different stages of development, we should formulate different development goals and implement a classified assessment system to improve the guidance of assessment indicators and the accuracy of assessment results. Fifth, improve the state-owned capital operating budget system. This is an important aspect of perfecting the supervision system of state-owned assets. It is necessary to give full play to the important role of state-owned capital operating budget in reform and development, structural adjustment, transformation and upgrading, and gradually increase the proportion of state-owned capital income. In 2020, the proportion of state-owned capital gains turned over to public finance will reach 30%, and more will be used to protect and improve people's livelihood.
In addition, it is necessary to speed up the adjustment of the strategic layout of the state-owned economy, promote the optimal allocation of state-owned capital, and make state-owned capital better serve the national development strategy. Promote the concentration of state-owned capital in industries with competitive advantages and fields that may form leading industries in the future, large companies and enterprises with market core competitiveness, invest more in important industries and key areas that are related to national security and the lifeline of the national economy, and focus on providing public services, developing important forward-looking strategic industries, protecting the ecological environment, supporting scientific and technological progress, ensuring national security, and effectively giving play to the overall advantages of the state-owned economy. It is necessary to promote the restructuring and adjustment of state-owned enterprises, guide state-owned enterprises to highlight their main businesses, increase the integration of internal resources, and divest and reorganize non-main business assets in various ways. We should actively use the capital market and property rights market to attract private capital and strategic investors to participate in the restructuring and reorganization of state-owned enterprises. Encourage all kinds of investors to participate in the restructuring and reorganization of state-owned enterprises through various market-oriented methods such as securities market, property rights market and equity investment fund. Support qualified state-owned enterprises to expand the scale of direct financing by issuing additional shares and bonds, improve the level of securitization, and make listed companies an important organizational form of state-owned enterprises. State-owned enterprises are an important force in promoting national modernization and safeguarding people's interests, and have made great contributions to promoting China's economic and social development.
Legal basis:
Notice of the General Office of the State Council on printing and distributing the implementation plan for the reform of the corporate system of central enterprises
Second, standardize the operation
(1) Formulating a reorganization plan. To promote the corporate restructuring of central enterprises, it is necessary to formulate a feasible restructuring plan in accordance with the requirements of modern enterprise system and the actual situation, clarify the restructuring mode, property right structure setting, creditor's rights and debts handling, corporate governance arrangements, labor and personnel distribution system reform and other matters, and draft or modify the company's articles of association in accordance with relevant regulations.
(2) Strict examination and approval procedures. The reorganization of the central enterprise group into a wholly state-owned company shall be approved by the institution authorized by the State Council to perform the investor's duties; Restructuring into a diversified equity enterprise shall be reported to the State Council for approval by the institution that performs the investor's duties according to procedures. Unless otherwise specified, the reform of the subsidiary enterprises of the central enterprises shall go through the examination and approval procedures in accordance with the relevant internal regulations of the enterprises.
(3) Determining the registered capital. If the company is restructured into a wholly state-owned company or a wholly-owned subsidiary of a state-owned or state-holding enterprise, the audited net asset value of the previous year can be used as the basis for determining the registered capital when going through the industrial and commercial change registration, and the assets can be evaluated before the expiration of the subscription period stipulated in the articles of association. To be restructured into a diversified stock enterprise, it is necessary to perform various procedures such as assets verification, financial audit, asset evaluation, market transaction, etc. in accordance with relevant regulations, and take the asset evaluation value as the basis for subscription of capital contribution.