Opinions on the implementation of employee placement and disposal of state-owned assets (for Trial Implementation)
Chapter I General Provisions
Article 1 In order to implement the Notice of General Office of the State Council on Forwarding the Opinions of the State Council State-owned Assets Supervision and Administration Commission on Regulating the Restructuring of State-owned Enterprises (Guo Ban Fa [2003] No.96) and the Guiding Opinions of Hebei Provincial Party Committee and Hebei Provincial People's Government on Accelerating the Reform of State-owned Enterprises (Ji Fa [2003]15) on standardizing the labor relations between enterprises and employees according to law, correctly handle and adjust the labor relations between restructured enterprises and employees. Properly resettle employees, rationally dispose of state-owned assets of enterprises, standardize and promote the restructuring of provincial state-owned enterprises, and put forward the following opinions in accordance with relevant national laws and regulations and the actual situation of provincial state-owned enterprises.
Article 2 The term "restructuring of provincial state-owned enterprises" as mentioned in this opinion refers to the restructuring of provincial wholly state-owned enterprises, wholly state-owned companies and state-holding enterprises (excluding state-controlled listed companies) into provincial state-owned capital holding companies, joint-stock cooperative enterprises or Sino-foreign joint ventures (hereinafter referred to as enterprise restructuring).
Article 3 Enterprise restructuring shall standardize labor relations according to law and properly arrange employees. After the restructuring, enterprises should establish a new type of labor relations that meet the requirements of the socialist market economy, such as independent employment of enterprises and independent employment of laborers.
Article 4 According to the nature of the restructured enterprise, adjust the labor relations according to the following conditions, and reasonably calculate, reserve or pay the expenses related to employee placement:
(1) If an enterprise is restructured into a state-owned absolute holding enterprise (state-owned shares account for more than 50%, the same below), the labor relationship between the enterprise and the employees of the original enterprise shall be adjusted by changing and re-signing the labor contract, and the employees who change and sign the labor contract shall not be compensated financially, and the working years of the employees before and after the restructuring shall be calculated together;
(II) Where an enterprise is restructured into a state-owned stock that does not hold absolute shares or shares, the original enterprise shall terminate the labor relationship with the employees according to law, and pay resettlement fees or economic compensation to the employees not retained by the new enterprise in accordance with the provisions of these Measures, and calculate and reserve economic compensation for the employees retained by the new enterprise, and the new enterprise shall re-sign labor contracts with the employees retained by the original enterprise according to law.
Expenses such as employee placement in the adjustment of labor relations can be paid in the form of money or assets. Payment in the form of assets can be converted into shares of employees of the new enterprise after restructuring, or into liabilities of the new enterprise to retained employees.
Fifth, it is necessary to ensure that the funds or assets related to the restructuring expenses such as employee placement are in place during the enterprise restructuring process. Sources of funds include:
(a) the net assets of the enterprise or the income from the transfer of state-owned property rights (equity) of the enterprise;
(two) the state-owned land occupied by the enterprise is converted into the state-owned land income of the land;
(three) the stock of operating state-owned assets that can be adjusted internally by the relevant provincial departments and authorized provincial operating institutions;
(four) special funds for the reform of state-owned enterprises at the provincial level.
Article 6 When an enterprise is restructured into state-owned shares, the following expenses shall be withdrawn or paid according to the specific conditions of the restructured enterprise:
(1) Resettlement fees or economic compensation for employees who have dissolved their labor relations;
(two) wages, medical expenses, housing provident fund, trade union funds, production and operation funds, pensions for retirees and other expenses owed by enterprises;
(three) the basic pension, unemployment and medical insurance premiums owed by enterprises before the restructuring;
(four) the medical insurance co-ordination fee for retirees who did not participate in the medical insurance co-ordination before the reform;
(five) the implementation of the basic living expenses of internal retired employees and the pre-retirement insurance premiums;
(six) the enterprise according to the provisions of the actual burden of retirees from the restructuring base date to 70 years old and internal retired workers from the statutory retirement age to 70 years old before the social pooling costs;
(seven) related expenses of disabled persons, occupational disease patients and mental patients;
(8) Streamlining and decentralizing the living expenses of personnel in the 1960s;
(9) Subsidies for survivors of enterprise employees.
Chapter II Adjustment of Labor Relations and Calculation of Workers' Resettlement Expenses
Article 7 If the state-owned shareholders still hold absolute shares after enterprise restructuring, the enterprise shall change the original labor contract by changing or re-signing a new labor contract with the employees of the original enterprise, and the restructured enterprise shall continue to perform the rights and obligations agreed upon in the original labor contract with the employees. When a restructured enterprise and its employees re-sign a labor contract, if they cannot reach an agreement on the term of the signed labor contract, they shall continue to perform the unfinished term in the original contract. If the remaining term of the original contract is less than three years, it shall be extended to three years. In line with the conditions for signing an open-ended labor contract, the restructured enterprise shall sign an open-ended labor contract according to the application of employees.
Article 8 When an enterprise is restructured into a state-owned stock, it shall terminate the labor contract with the employees of the original enterprise, and calculate the economic compensation or resettlement fee. At the same time, re-sign the labor contract with the employees of the original enterprise who continue to be employed by the new enterprise for a period of not less than 3 years, among which the employees who are less than 10 years away from the statutory retirement age will be signed to the statutory retirement age. For the former employees of state-owned enterprises whose labor contracts are terminated, the economic compensation equivalent to one month's salary shall be calculated and reserved for each full year according to their working years in this unit. Employees who are not employed by enterprises after the restructuring should be included in and pay resettlement fees or economic compensation. The wage calculation standard of economic compensation refers to the average monthly wage of employees 12 months before the termination of the labor contract under normal production conditions. Among them, if the average monthly salary of employees is lower than that of enterprises, it shall be calculated according to the average monthly salary of enterprises; If the average monthly salary of employees exceeds 3 times of the average monthly salary of enterprises, it shall be calculated according to the standard of not exceeding 3 times of the average monthly salary of enterprises; If the average monthly salary of an enterprise is 3 times higher than that of employees in urban units in the province, it will be capped at 4 times of the average monthly salary of employees in urban units in the province.
The wages mentioned in the calculation of average wages refer to the wages that should be included in the total wages of enterprises, and the amount should be consistent with the statistical annual report submitted by enterprises.
Article 9 The working years of employees in this unit shall be calculated according to the following circumstances:
(a) special types of workers converted length of service is not regarded as economic compensation period;
(two) before the implementation of the labor contract system, the full-time working years of the fixed workers owned by the whole people who participated in the work should be deducted from the continuous length of service;
(three) after the implementation of the labor contract system, the employees recruited should be the number of years of work in the unit MINUS the number of years of full-time work;
(four) veterans (including veterans, demobilized soldiers or officers) before joining the army, length of military service and the time to be allocated, calculated as the number of years of work in the unit;
(5) Employees transferred from other state-owned units (including state organs, institutions and state-owned enterprises) who do not enjoy economic compensation or resettlement fees shall still be calculated according to the provisions of paragraphs 1 and 2 of this article.
The years of absence voluntarily caused by individuals are regarded as the years of absence.
Article 10 When an enterprise is restructured into a state-owned enterprise with no absolute shareholding or non-shareholding, the former national fixed employees who participated in the work before the implementation of the labor contract system will enjoy the one-time resettlement policy if they choose to seek their own jobs at the end of the labor contract. Self-employed people are regarded as employees and no longer enjoy occupational insurance benefits.
When calculating the total cost of one-time resettlement fees, enterprises can use the average annual salary of employees in this city published by the Municipal Bureau of Statistics where the enterprise is located to multiply it by the number of people who enjoy one-time resettlement fees. If the annual average wage of the employees of this enterprise is higher than that of the employees in the city where the enterprise is located in the previous year, it can be calculated according to the annual average wage standard of the employees of this enterprise.
When enterprises allocate one-time resettlement fees to individual workers, they should be distributed according to the length of service. The one-time resettlement subsidy that should be compensated for the annual length of service of individual workers in this enterprise shall be divided by the sum of the accumulated one-time resettlement subsidies of all individual workers in this enterprise, but the maximum shall not be higher than 5 times of the average annual salary of urban workers in the whole province in the previous year.
The identification of employees in restructured enterprises between permanent workers and contract workers should be based on the time when the enterprise implemented the labor contract system (the recruitment and transfer of personnel should be based on the files), and the boundary for demobilized soldiers is 1995 65438+ 10 month 1.
Employees who receive economic compensation enjoy unemployment insurance benefits.
Article 11 When an enterprise is restructured into a state-owned stock with no absolute shareholding or non-shareholding, both the restructured enterprise and the employees reach an agreement through consultation that employees who are less than 5 years (including 5 years) away from the statutory retirement age or have worked for 35 years for male employees and 30 years for female employees can retire within the enterprise. The related expenses of internal retired employees are calculated as follows:
(a) the basic living standards of employees during retirement can be implemented according to the actual standards of enterprises before the restructuring, but the minimum shall not be lower than the local minimum wage standard;
(2) The basic old-age insurance premium, unemployment insurance premium and medical insurance premium undertaken by the enterprise shall be calculated to retirement age according to the base and overall rate stipulated by the state and the original payment wage standard of employees;
(3) After the restructuring, the enterprise can pay the enterprise contributions of this part of internal retirees to the social insurance institution together with the employees after the restructuring, and if conditions permit, it can also pay the above fees to the social insurance institution at one time during the restructuring. Individual employees who retire internally continue to pay fees according to regulations and go through retirement procedures when they reach the statutory retirement age.
Article 12 When an enterprise is restructured into a state-owned enterprise, it shall not implement absolute holding or no shareholding. For employees and disabled persons (including patients with occupational diseases) who were not included in the overall work-related injury insurance before the restructuring, a one-time disability allowance should be paid first. The disability pension can be calculated according to the current standard 10 year, and the medical expenses can be calculated according to the average of the actual number of employees and disabled people in the previous three years 10 year, which is reserved for the restructured enterprises to pay personal expenses and participate in the overall payment before the overall implementation of work-related injuries. 7- 10 disabled workers who require self-employment shall be given a one-time disability employment subsidy in accordance with the provisions of industrial injury insurance in addition to economic compensation or one-time resettlement fee.
The living expenses of mental patients are calculated according to the standard that the enterprises actually paid to the retirement age before the restructuring, and left to the enterprises after the restructuring, and then go through the formalities of early retirement.
Article 13 If an enterprise does not participate in the overall planning of basic medical insurance when it is restructured into state-owned shares, it shall participate in the social overall planning of basic medical insurance and terminate the original labor insurance medical system. Before the restructuring, the medical expenses of retirees who did not participate in the overall planning of local medical insurance were settled by the restructuring enterprises themselves, and if they could not be settled, they were treated as restructuring expenses. Retirees who have not yet participated in the social pooling of medical insurance at the time of restructuring can accrue the medical insurance premium of 10 year according to a certain proportion of the total pension of retirees, which is included in the restructuring cost and transferred to the medical insurance institution at one time to enjoy the medical insurance benefits.
Article 14 When an enterprise is restructured into state-owned shares, it will not absolutely hold shares or participate in shares. According to the current regulations, the living expenses of the streamlined and decentralized personnel in the 1960s can be accrued for 10 years, which can be included in the restructuring expenses and left to the restructured enterprises, which will pay according to the prescribed standards and years, or they can be issued to individuals in one lump sum through a written agreement.
Article 15 If an enterprise is restructured into a state-owned stock with no absolute holding or equity participation, and survivors' allowance is paid to employees, their parents and spouses can reach 70 years old according to the current standards, and their children can reach 18 years old (18 years old is counted as high school graduation), which is included in the restructuring expenses and reserved for the restructured enterprise, which can be paid by the restructured enterprise according to the fixed number of years stipulated by the state, or can be given to individuals at one time by signing a written agreement.
Article 16 When an enterprise is restructured into a state-owned stock, if it does not absolutely hold shares or participate in shares, it shall pay reasonable expenses such as heating expenses, transportation expenses, books and newspapers expenses, washing expenses, non-staple food subsidies, model workers and experts' allowances stipulated by the state. First, the personnel who retired to 70 years old after the restructuring and the employees who retired from the legal retirement age to 70 years old should be included in the restructuring expenses according to the actual expenses and standards before the enterprise restructuring, and reserved for the restructuring enterprises to pay the above expenses. The above-mentioned personnel over the age of 70 shall bear the overall expenses by the restructured enterprises.
Seventeenth restructured enterprises will no longer establish or retain re-employment service centers. When the enterprise is restructured, the adjustment of labor relations of laid-off workers in the re-employment service center is the same as that of enterprise employees.
Article 18 When an enterprise is restructured into a state-owned stock with non-absolute holding or shareholding, the unpaid social insurance premiums and other restructuring expenses related to the adjustment of labor relations before the restructuring shall be jointly approved by the provincial government SASAC, the provincial labor and social security department, the provincial finance department and other relevant departments and the restructured enterprise.
Article 19 When an enterprise is restructured into a state-owned enterprise with no absolute shareholding or non-shareholding, the employee placement plan shall be submitted to the workers' congress or all the workers' congresses for voting by secret ballot. The staff and workers' congress must be attended by more than two-thirds of the staff and workers' representatives, and the voting scheme must be approved by more than half of all the staff and workers' representatives before implementation.
Chapter III Disposal of State-owned Assets in Enterprise Restructuring
Twentieth assets define property rights. Before the enterprise restructuring, assets and capital verification shall be carried out in accordance with the Measures for the Implementation of Assets and Capital Verification of State-owned Assets in Hebei Province (No.5 [2003] of Hebei State-owned Assets). If the whole or main business of the enterprise is restructured, it is necessary to conduct a comprehensive and serious inventory of all kinds of assets and liabilities of the enterprise, so as to ensure that the accounts, cards, materials and cash are complete, accurate and consistent. According to the principle of "who invests, who owns and benefits", the state-owned capital and its rights and interests are verified and defined, and the net assets formed by state-owned enterprises' borrowing funds must be defined as state-owned property rights. The legal representative and financial officer of the restructured enterprise shall be responsible for the authenticity and accuracy of the results of assets verification.
The assets and capital verification involving trade union assets shall be organized by the superior trade union alone, and the trade union assets shall not be included in the scope of enterprise restructuring assets.
Article 21 Financial audit. When a state-owned enterprise is restructured, the unit directly holding state-owned property rights must decide to hire a qualified accounting firm to conduct financial audit. If the financial and accounting reports of an enterprise for the first three complete fiscal years have not been audited, they shall be audited together. When an enterprise is restructured into a state-owned enterprise that does not absolutely hold shares or shares, the legal representative of the enterprise must be audited in accordance with the relevant provisions of the state.
Article 22 Write-off of asset losses. The asset losses cleared in the assets verification of restructured enterprises shall be reviewed and put forward at the board of directors or manager's office meeting of the enterprise in accordance with the Notice of the State-owned Assets Supervision and Administration Commission of the State Council on Printing and Distributing the Working Rules for Determining the Asset Losses of State-owned Enterprises (Guo Zi Ping [2003] No.72) and the Notice of the Ministry of Finance on Printing and Distributing the Interim Measures for Financial Treatment of Enterprise Asset Losses (Cai Qi [2003] No.233). If the write-off of asset losses involves the profits and losses of enterprises, the provincial government SASAC shall solicit the opinions of the Provincial Department of Finance in advance.
If the state-owned shares are not absolutely controlled or do not participate in the reorganization, the invalid assets and non-operating assets after the write-off of asset losses may be stripped. SASAC, the provincial government, will hand over the state-owned assets operation and management institutions such as provincial state-owned assets authorized operation companies and state-owned assets operation companies to be responsible for unified operation, management and disposal, and the recovered funds will be managed and used as special funds for the reform of state-owned enterprises.
Article 23 Asset evaluation. In the restructuring of state-owned enterprises, according to the audit report of the restructured enterprises, and in accordance with the Measures for the Administration of State-owned Assets Appraisal (Order No.91of the State Council) and the relevant provisions of the State-owned Assets Supervision and Administration Commission of the provincial government, the units directly holding state-owned property rights decide to hire qualified asset appraisal and land appraisal institutions to evaluate the enterprise assets and land use rights on the base date of restructuring. Where the whole or main business of an enterprise is reorganized, intangible assets such as patent right, non-patented technology, trademark right and goodwill of the enterprise must be included in the evaluation scope. The asset appraisal report issued by the intermediary agency shall be examined and approved according to the relevant provisions of the provincial government SASAC. At the same time, the assets evaluation results will be posted to all employees of the restructured enterprises, and democratic supervision will be implemented.
Article 24 SASAC, the provincial government, shall verify the amount of state-owned net assets used for enterprise restructuring according to the assets evaluation results of restructured enterprises. For a corporate enterprise established by several state-owned shareholders, the state-owned net assets used for enterprise restructuring shall include the state-owned shares enjoyed by all state-owned shareholders.
Article 25 According to the new enterprise classification standard stipulated in the Statistical Classification Method for Large, Medium and Small Enterprises (Provisional) of the National Bureau of Statistics (Zi [2003] 17), According to the Guiding Opinions of Hebei Provincial Party Committee and Hebei Provincial People's Government on Accelerating the Reform of State-owned Enterprises (J.F. [2003] 15) and the Interim Measures for the Disposal of State-owned Assets in the Reform of Small State-owned Enterprises in Hebei Province (J.Z.Zi. [1998] No.63), it has been approved by the provincial government SASAC.
Twenty-sixth enterprise restructuring, usually through the transfer of replacement of existing state-owned assets and the absorption of non-state-owned capital incremental income. The transfer of state-owned property rights shall be carried out in accordance with the following provisions:
(1) transaction management. The transfer of state-owned property rights of unlisted enterprises should enter the property rights trading market and operate 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 the Interim Provisions on the Administration of Property Rights Trading of State-owned Assets of Enterprises in Hebei Province (Order No.6 of the provincial government). The specific transfer methods can be auction, bidding, agreement transfer and other methods stipulated by national laws and regulations;
(2) Pricing management. The reserve price for the transfer of state-owned property rights to non-state-owned investors, or the discount of state-owned property rights when the existing state-owned assets absorb the investment of non-state-owned investors, shall be decided by the unit that approved the restructuring of state-owned enterprises and the transfer of state-owned property rights in accordance with relevant regulations. The determination of the reserve price is mainly based on the results of asset evaluation, and at the same time, we should consider the supply and demand situation in the property rights trading market, the market price of similar assets, the placement of employees, the introduction of advanced technology and other factors;
(3) Management of transfer price. The transfer price of state-owned property rights should be settled in one lump sum in principle. If it is indeed difficult to solve the problem, the transferor and the transferee may, through consultation, adopt the method of installment payment after the units that have approved the restructuring of state-owned enterprises and the transfer of state-owned property rights have approved it in accordance with relevant regulations. In installment payment, the down payment shall not be less than 30% of the total price, and the remaining price shall be guaranteed by the transferee according to law and paid within one year from the date of voluntary payment. The proceeds from the transfer of state-owned property rights should first be used to pay the economic compensation or resettlement expenses of the employees who terminate the labor contract and the social insurance premiums of the employees who are transferred to the social security institutions for management, as well as to repay the debts owed to the employees and the social insurance owed by the enterprises;
(4) MBO. The transfer of state-owned property rights to the operators of this enterprise must strictly implement the relevant provisions of the state and go through the examination and approval procedures in accordance with the relevant provisions of the province. The formulation of the plan for transferring state-owned property rights to enterprise operators shall be carried out by the unit directly holding the state-owned property rights of enterprises or the intermediary agency entrusted by it. Operators shall not participate in the decision-making of major issues such as 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. When raising funds for the acquisition of state-owned property rights, operators shall implement the relevant provisions of the General Rules for Loans, and shall not borrow money from state-owned and state-holding enterprises, including this enterprise, and shall not provide guarantees, mortgages, pledges, discounts, etc. Financing is based on the state-owned property rights or physical assets of these enterprises. After the examination and approval of the investor, the business manager is responsible for the decline of the business performance of the enterprise, and shall not participate in the acquisition of state-owned property rights of the enterprise.
Article 27 If an enterprise is restructured into state-owned shares, and it does not absolutely hold shares or participate in shares, the remaining net assets of state-owned assets shall be disposed of in three ways after paying the expenses related to the adjustment of labor relations:
(1) Transferred to new investors or enterprise employees by means of bidding, auction or agreement transfer, and the transfer income shall be turned over to the investors of state-owned assets; The transfer income of SASAC, the provincial government, which performs the responsibilities of investor, is included in the management of special funds for the reform of provincial state-owned enterprises;
(2) To invest in state-owned assets to form new legal person enterprises or Sino-foreign joint ventures with foreign investors, private enterprises and other investors;
(three) the implementation of property rights or equity transfer, for the restructuring of other enterprises. Belong to the provincial state-owned assets management companies, authorized operating institutions and provincial departments responsible for the restructuring of enterprises, the stock of state-owned assets for restructuring can be adjusted internally.
Twenty-eighth state-owned enterprises, except the army handed over to the enterprise, the employee housing subsidies are not included.
Article 29 When the enterprise is restructured, the net assets of the state-owned enterprise are insufficient to pay for the placement of employees. According to the Guiding Opinions of Hebei Provincial Party Committee and Hebei Provincial People's Government on Accelerating the Reform of State-owned Enterprises (J.F. [2003] 15) and the Notice of the Provincial Department of Land and Resources on Strengthening the Management of Land Assets and Promoting the Reform of State-owned Enterprises (J.F. [2003] No.23). Land income is not enough to pay for the placement of workers and fill in the net liabilities of enterprises, which can be adjusted by the stock of state-owned assets operated by the restructuring department, and can be adjusted internally if it belongs to the internal enterprise restructuring of provincial state-owned asset management companies and authorized operating institutions. If there are still shortcomings, they can be solved by means of special funds for the reform of provincial state-owned enterprises.
Chapter IV Payment Methods and Management of Workers' Resettlement Fees
Thirtieth for self-employed workers after the termination of the labor contract, the restructuring enterprise shall pay a one-time resettlement fee in cash and no longer enjoy unemployment insurance; For employees who have not signed a labor contract with the restructured enterprise after the termination of the labor contract and enjoy unemployment insurance, the restructured enterprise shall pay economic compensation in cash.
For the employees retained by the new enterprise after the restructuring, the employee resettlement expenses in the adjustment of labor relations can be paid in the form of assets and managed in the following ways:
(1) After consultation with employees, the economic compensation paid to employees in the form of assets can be converted into shares of employees in the restructured new enterprise, and the wages owed by employees in the original enterprise and the funds raised by employees for production and operation can also be converted into shares in the restructured new enterprise with the consent of employees.
If the state-owned net assets of an enterprise are replaced as a whole, the state-owned net assets can be transferred as a whole first, and the restructuring expenses such as employee placement can be paid from the income from the transfer of state-owned assets and land income.
(2) Economic compensation paid in the form of assets that cannot be converted into shares and are difficult to realize and other expenses for employee placement can be converted into liabilities of the new enterprise to related employees after reorganization through negotiation, and managed by reserve fund. The management and use of the reserve fund shall be supervised by the trade union entrusted by the workers' congress of the restructured enterprise. If it is found that there are security risks in the management of reserve funds or the payment ability cannot be guaranteed, the trade union of the restructured enterprise shall report to the provincial government SASAC and the provincial Federation of Trade Unions in a timely manner. In order to ensure the safety of the reserve fund, the reformed new enterprise should mortgage the equity it holds, transfer the land use right and the real estate that is easy to realize, and use the reserve fund with compensation according to the one-year deposit rate of the bank.
Article 31 The employee placement scheme, the state-owned assets disposal scheme, the state-owned land disposal scheme and the employee placement reserve fund management scheme in the enterprise restructuring scheme shall be reviewed by the Provincial Department of Labor and Social Security, the Provincial State-owned Assets Supervision and Administration Commission, the Provincial Department of Land and Resources and the Provincial Federation of Trade Unions respectively, and the audit opinions shall be issued as the basis for examining and approving the enterprise restructuring scheme.
Chapter V Supplementary Provisions
Article 32 The provincial government SASAC shall be responsible for the interpretation of this opinion.
Thirty-third this opinion shall come into force as of the date of promulgation.