Chapter I General Principles
Article 1 This Law is formulated with a view to maintaining the basic economic system of the country, consolidating and developing the state-owned economy, strengthening the protection of state-owned assets, giving full play to the leading role of the state-owned economy in the national economy and promoting the development of the socialist market economy.
Article 2 The state-owned assets of enterprises mentioned in this Law (hereinafter referred to as state-owned assets) refer to the rights and interests formed by the state's various forms of capital contribution to enterprises.
Article 3 State-owned assets are owned by the state, that is, by the whole people. The State Council exercises the ownership of state-owned assets on behalf of the state.
Article 4 the State Council and local people's governments shall, in accordance with the provisions of laws and administrative regulations, perform the responsibilities of investors on behalf of the state and enjoy the rights and interests of investors. The State Council has identified large-scale state-funded enterprises related to the lifeline of the national economy and national security, and state-funded enterprises in important infrastructure and important natural resources, and the State Council has performed the investor's duties on behalf of the state. For enterprises funded by other countries, the local people's government shall perform the investor's duties on behalf of the state.
Article 5 The state-funded enterprises mentioned in this Law refer to wholly state-owned enterprises and state-funded companies, as well as state-owned capital holding companies and state-owned capital shareholding companies.
Article 6 the State Council and the local people's governments shall, in accordance with the principles of separating government from enterprise, separating government from business, and not interfering with the independent operation of enterprises according to law, perform the responsibilities of investors according to law.
Article 7 The state shall take measures to promote the concentration of state-owned capital in important industries and key areas related to 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 enhance its control and influence.
Article 8 The State shall establish and improve the management and supervision system of state-owned assets that meet the requirements of the development of socialist market economy, establish and improve the assessment and accountability system for maintaining and increasing the value of state-owned assets, and implement the responsibility for maintaining and increasing the value of state-owned assets.
Article 9 The State shall establish and improve the basic management system of state-owned assets. Specific measures shall be formulated in accordance with the provisions of the State Council.
Article 10 State-owned assets are protected by law, and no unit or individual may infringe upon them.
Chapter II Institutions Performing the Responsibilities of Investors
Article 11 The state-owned assets supervision and administration institution of the State Council and the state-owned assets supervision and administration institution established by the local people's government in accordance with the provisions of the State Council shall, with the authorization of the people's government at the corresponding level, perform the investor's duties for the state-funded enterprises on behalf of the people's government at the corresponding level. The State Council and local people's governments may, according to needs, authorize other departments and institutions to perform the responsibilities of investors of state-funded enterprises on behalf of the people's governments at the corresponding levels. Institutions and departments that perform the responsibilities of investors on behalf of the people's governments at the corresponding levels are hereinafter collectively referred to as institutions that perform the responsibilities of investors.
Article 12 On behalf of the people's government at the corresponding level, an institution that performs the responsibilities of investor shall enjoy the rights of investor such as the return on assets of state-funded enterprises, participation in major decisions and selection of managers. Institutions that perform the responsibilities of investors shall, in accordance with the provisions of laws and administrative regulations, formulate or participate in the formulation of the articles of association of state-funded enterprises. The institution that performs the responsibilities of the investor shall report to the people's government at the corresponding level for approval on major issues that require the approval of the people's government at the corresponding level according to laws, administrative regulations and provisions of the people's government at the corresponding level.
Article 13 Shareholders' representatives appointed by institutions that perform the responsibilities of investors shall attend shareholders' meetings and general meetings convened by state-owned capital holding companies and state-owned capital sharing companies, put forward proposals, express their opinions and exercise their voting rights according to the instructions of the appointed institutions, and report their performance and results to the appointed institutions in a timely manner.
Article 14 An institution that performs the investor's duties shall perform the investor's duties in accordance with laws, administrative regulations and the articles of association of the enterprise, protect the investor's rights and interests and prevent the loss of state-owned assets. The institution that performs the investor's duties shall safeguard the rights enjoyed by the enterprise as a market subject according to law, and shall not interfere with the business activities of the enterprise except performing the investor's duties according to law. Article 15 An institution that performs the responsibilities of an investor shall be responsible to the people's government at the corresponding level, report to the people's government at the corresponding level on the performance of the responsibilities of an investor, accept the supervision and assessment of the people's government at the corresponding level, and be responsible for maintaining and increasing the value of state-owned assets. Institutions that perform the responsibilities of investors shall, in accordance with the relevant provisions of the state, regularly summarize and analyze the total amount, structure, changes and income of state-owned assets to the people's government at the corresponding level.
Chapter III State-funded Enterprises
Article 16 State-funded enterprises have the right to possess, use, profit from and dispose of their movable property, immovable property and other property in accordance with laws, administrative regulations and articles of association. The operational autonomy and other legitimate rights and interests enjoyed by state-funded enterprises according to law are protected by law.
Article 17 When engaging in business activities, state-funded enterprises shall abide by laws and administrative regulations, strengthen business management, improve economic benefits, accept management and supervision implemented by the people's government and its relevant departments and institutions according to law, accept public supervision, assume social responsibilities and be responsible to investors. State-funded enterprises shall establish and improve the corporate governance structure according to law, and establish and improve the internal supervision and management and risk control system.
Article 18 State-funded enterprises shall, in accordance with laws, administrative regulations and the provisions of the financial department of the State Council, establish and improve financial and accounting systems, set up accounting books, conduct accounting, and provide true and complete financial and accounting information to investors in accordance with laws, administrative regulations and the articles of association. State-funded enterprises shall distribute profits to investors in accordance with laws, administrative regulations and the articles of association.
Article 19 A wholly state-owned company, a state-owned capital holding company and a state-owned capital shareholding company shall set up a board of supervisors in accordance with the Company Law of People's Republic of China (PRC). Wholly state-owned enterprises are composed of supervisors appointed by institutions that perform the responsibilities of investors in accordance with the provisions of the State Council. The board of supervisors of state-funded enterprises shall, in accordance with laws, administrative regulations and the articles of association of the enterprise, supervise the behavior of directors and senior managers in performing their duties and supervise and inspect the financial affairs of the enterprise.
Article 20 State-funded enterprises shall practise democratic management through workers' congresses or other forms according to law.
Article 21 State-funded enterprises shall enjoy the rights of investors such as return on assets, participation in major decisions and selection of managers. State-funded enterprises shall, in accordance with the provisions of laws and administrative regulations, formulate or participate in the formulation of the articles of association of the invested enterprises, establish an internal supervision and management and risk control system with clear rights and responsibilities and effective checks and balances, and safeguard the rights and interests of investors.
Chapter IV Selection and Assessment of Managers of State-funded Enterprises
Article 22 In accordance with the provisions of laws, administrative regulations and the articles of association of the enterprise, the institution that performs the responsibilities of the investor shall appoint, remove or propose the appointment and removal of the following personnel of the state-funded enterprise:
(a) the appointment and removal of managers, deputy managers, financial officers and other senior management personnel of wholly state-owned enterprises;
(2) To appoint or remove the chairman, vice-chairman, directors, chairman of the board of supervisors and supervisors of a wholly state-owned company;
(3) Proposing candidates for directors and supervisors to the shareholders' meetings of state-owned capital holding companies and state-owned capital-sharing companies.
Legal basis:
Measures for the administration of state-owned assets
Article 1 This Law is formulated with a view to maintaining the basic economic system of the country, consolidating and developing the state-owned economy, strengthening the protection of state-owned assets, giving full play to the leading role of the state-owned economy in the national economy and promoting the development of the socialist market economy.