Bản dịch văn bản 10/2005/TT-BKHCN
thong-tu-10-2005-tt-bkhcn
Cơ quan ban hành: Bộ Khoa học và Công nghệ
Ngày ban hành: 2005-08-24

CIRCULAR Guiding the conditions for establishment and operation registration of scientific and technological organizations Pursuant to the June 9, 2000 Law on Science and Technology; Pursuant to the Government's Decree No. 54/2003/ND-CP of May 19, 2003, defining the functions, tasks, powers and organizational structure of the Ministry of Science and Technology, and Decree No. 28/2004/ND-CP of January 16, 2004, amending and supplementing a number of articles of Decree No. 54/2003/ND-CP; Pursuant to the Government's Decree No. 81/2002/ND-CP of October 17, 2002, detailing the implementation of a number of articles of the Science and Technology Law, The Ministry of Science and Technology hereby guides the conditions for establishment and operation registration of scientific and technological organizations. I. GENERAL PROVISIONS 1. Regulation scope This Circular guides in detail the conditions for establishment and operation registration of scientific and technological (abbreviated to S&T) organizations, except universities, academies and colleges. 2. Application subjects This Circular applies to S&T organizations of all economic sectors, including: a/ Scientific research organizations, scientific research and technological development organizations (hereinafter called R&D organizations for short), including R&D organizations with foreign capital established for non-profit purposes. b/ S&T service organizations (except S&T service enterprises), including those with foreign capital. II. CONDITIONS FOR ESTABLISHMENT OF SCIENTIFIC AND TECHNOLOGICAL ORGANIZATIONS 1. Operation objectives and orientations S&T organizations must have operation objectives and orientations not violating the prohibitions in Article 8 of the Science and Technology Law and other relevant legal documents. 2. Names of S&T organizations a/ Types of S&T organizations - S&T organizations cover the following types: Institutes, centers, laboratories, research stations, research camps, observation stations, experimentation stations, scientific-production unions. - S&T service organizations cover the following types: centers, offices. b/ S&T organizations must meet the following conditions on their transaction names: They must have full transaction names in Vietnamese: - Such names must fully reflect their major fields of operation; - Such names must indicate their types. S&T organizations may have names in foreign languages translated from their Vietnamese names. Apart from their full names, S&T organizations may have abbreviation names (including names in both foreign and Vietnamese languages). c/ Names of S&T organizations without managing agencies must not coincide with names of S&T organizations already registered with the same agency that grants S&T operation registration certificates. 3. Organization and operation charters a/ S&T organizations must have organization and operation charters approved or promulgated by the agencies or organizations that have established them. In case of authorization by the agencies or organizations having decided on the establishment of the S&T organizations, the agencies or organizations directly managing S&T organizations may approve or promulgate such charters. The amendment or supplementation of charters must be decided by the agencies or organizations, which have approved or promulgated them. b/ For S&T organizations established by individuals, their charters must be signed by such individuals. c/ For S&T organizations established in form of cooperation or association, their charters must be signed by cooperation or association parties. 4. S&T personnel a/ Each S&T organization must have at least 4 persons of university, college or higher degree, at least one of whom has professional qualifications in the field applied for operation registration. S&T organizations established and operating in the areas meeting with socio-economic difficulties or extreme socio-economic difficulties must each have at least one person of university, college or higher degree in the field applied for operation registration. The determination of areas meeting with socio-economic difficulties or extreme socio-economic difficulties shall comply with the provisions of the Government's Decree No. 35/2002/ND-CP of March 29, 2002, on amendments and supplements to lists A, B and C in the Appendix to Decree No. 51/1999/ND-CP of July 8, 1999, detailing the implementation of the Domestic Investment Promotion Law (amended). b/ Each S&T organization must have at least two persons working on a full-time basis. c/ The head of a S&T organization must have the university or higher degree. In cases where a S&T organization is established and operates in the area meeting with socio-economic difficulties or extreme socio-economic difficulties, its head must have the college or higher degree. For a national, ministerial or provincial S&T organization, its head must have the doctoral degree or hold the scientific title of associate professor or higher. d/ Officials and public employees governed by the Ordinance on Officials and Public Employees must not establish, join in the establishment or participate in the management and administration of private S&T organizations. 5. Head-offices S&T organizations must have head-offices where their executive bodies are based. 6. Material-technical foundations Material-technical foundations of S&T organizations include workshops, office equipment, machinery and equipment, other material and technical facilities as well as monetary capital in service of S&T activities. The minimum material and technical foundations of S&T organizations shall be office equipment, including means of communication, tables and chairs. 7. Other provisions a/ S&T organizations involved in the experiments on human bodies and animals must get written permissions of the state management agencies in charge of health; b/ S&T organizations which open schools or training classes must get written permissions of the state management agencies in charge of education and training; c/ S&T organizations which conduct activities in other particular branches, trades or domains requiring permission of state management agencies, must get written permissions of these agencies before conducting their activities. III. OPERATION REGISTRATION DOSSIERS OF SCIENTIFIC AND TECHNOLOGICAL ORGANIZATIONS 1. Applications for registration of S&T operations Applications for registration of S&T operations must conform with the contents specified in Appendix I to this Circular (not printed herein). 2. Establishment decisions For the following S&T organizations (except Vietnamese individuals, overseas Vietnamese and foreigners establishing S&T organizations by themselves), the establishment decisions of competent agencies or organizations are required: a/ National R&D organizations to be established under the Government's decisions. b/ Ministerial, provincial R&D organizations to be established under the Prime Minister's decisions or decisions of ministers or provincial/municipal People's Committee presidents under the Prime Minister's authorization. c/ R&D organizations of the National Assembly, the Supreme People's Court or the Supreme People's Procuracy, to be established under the Law on Organization of the National Assembly, the Law on Organization of the People's Courts or the Law on Organization of the People's Procuracies. d/ R&D organizations of centrally-run political organizations or socio-political organizations, to be established under decisions of the heads of such organizations. e/ Grassroots R&D organizations, to be established under decisions of the following heads of corresponding competent agencies or organizations: - Ministers, heads of ministerial-level agencies, heads of Government-attached agencies or presidents of provincial/municipal People's Committees; - Heads of ministerial or provincial R&D organizations, R&D organizations of centrally-run political organizations or socio-political organizations; State-run enterprises, universities, academies, colleges or hospitals, after getting approval by the immediate superior managing agencies; - Heads of political organizations, socio-political organizations other than those defined at Point 2.d of this Item, of social organizations, socio-professional organizations and other organizations. f/ For R&D organizations to be established in form of cooperation or association between two or more agencies or organizations, there must be establishment decisions of authorized agencies or organizations after the involved parties reach written agreement. g/ For S&T service organizations, there must be establishment decisions of the heads of competent state agencies, organizations, political organizations, socio-political organizations, social organizations, socio-professional organizations or other organizations. h/ For S&T organizations with 100% of foreign capital (established by international or foreign organizations in Vietnam), there must be establishment decisions of competent international or foreign organizations. For S&T organizations to be established in form of cooperation or association between foreign organizations or individuals and Vietnamese ones, there must be written agreement on the establishment thereof between the involved parties. 3. Organization and operation charters Organization and operation charters of S&T organizations shall serve as a legal basis for their organization and operation. Organization and operation charters must have all principal contents defined in Appendix II to this Circular. 4. S&T personnel a/ Lists of personnel of S&T organizations shall be made according to the form set in Appendix III to this Circular and certified by the establishing agencies or organizations or directly-managing agencies or organizations (if any). b/ Full-time personnel in S&T organizations established by individuals, S&T organizations of socio-political organizations, social organizations or socio-professional organizations must have full dossiers, each comprising: - The application for a full-time position in the concerned S&T organization; - The curriculum vitae, certified by the local administration at his/her place of residence; - Copies of diplomas and/or certificates (notarized by the State Notary Public or authenticated by the issuing bodies). In cases where full-time personnel are not Vietnamese citizens, they must obtain written certifications of their legal status from competent agencies of the countries of which they bear nationality. c/ Part-time personnel must get written permissions of the S&T organizations where they work on a full-time basis. 5. Dossiers for heads of S&T organizations Dossiers for heads of S&T organizations shall each comprise: a/ The decision on his/her appointment to head the S&T organization, issued by the competent agency or organization (except for S&T organizations established by individuals). b/ The scientific record, made according to the form set in Appendix IV to this Circular (not printed herein), certified by the competent authority. For S&T organizations established by individuals, such individuals shall themselves make scientific records and take responsibility before law for the declared contents. c/ The copy of the highest diploma (authenticated by the competent state management agency). d/ The curriculum vitae, certified by the commune/ward/township administration at his/her place of residence, for a head of a non-State S&T organization. Heads of S&T organizations other than Vietnamese citizens must have written certifications of their legal status, granted by the competent agencies of the countries of which they bear the nationality. 6. Dossiers on head-offices a/ For State-run S&T organizations: Such a dossier must comprise a land-assignment decision, a construction permit or a decision on head-office assignment issued by competent agencies or a contract on head-office rent or borrowing. b/ For non-State S&T organizations, such a dossier must comprise one of the following papers: - The paper certifying that the S&T organization owns such head-office; - The contract on head-office rent or borrowing and the organization's responsibility for legal validity of such contract. 7. Declarations of material-technical foundations of S&T organizations a/ For State-run S&T organizations, the declarations of their material-technical foundations must be certified by their establishing or directly-managing agencies. b/ For S&T organizations not defined at Point a of this Section, their heads shall themselves declare the organizations' material-technical foundations, sign the declarations and concurrently take responsibility therefor. Declarations of material-technical foundations of S&T organizations shall be made according to the provisions of Appendix V to this Circular. IV. PROCEDURES FOR OPERATION REGISTRATION AND DISSOLUTION OF SCIENTIFIC AND TECHNOLOGICAL ORGANIZATIONS 1. Decentralization of registration of S&T operations a/ The following S&T organizations shall carry out operation registration procedures at the Ministry of Science and Technology: - R&D organizations established by the Government; - R&D organizations established under decisions of the Prime Minister or ministers or provincial/municipal People's Committee presidents under the Prime Minister's authorization; - R&D organizations established under decisions of the National Assembly, the Supreme People's Court or the Supreme People's Procuracy; - R&D organizations established under decisions of central-level political organizations or socio-political organizations; - S&T organizations with foreign capital. b/ S&T organizations not defined at Point a of this Section shall register their operations at provincial/municipal Science and Technology Services of localities where they are headquartered. S&T operation registration certificates shall be granted according to the forms set in Appendices VII and VIII to this Circular (not printed herein). 2. Procedures for registration of S&T operations a/ S&T organizations shall submit two operation-registration dossier sets, including one original; pay charges and fees according to the provisions of the charge and fee legislation. Dossiers for registration of operations of S&T organizations shall comprise the documents defined in Section III of this Circular. b/ Within 15 working days after receiving complete and valid dossiers, competent agencies shall have to evaluate such dossiers and grant S&T operation registration certificates to the S&T organizations. In case of refusal to grant such certificates, they must give written replies and clearly state the reasons therefor. 3. Procedures for registration of changes in, and supplements to, contents of granted S&T operation registration certificates After being granted S&T operation registration certificates, if changing or supplementing the following contents of the certificates, S&T organizations must register such changes or supplements. Concretely: a/ Registering changes in, or supplements to, the field of S&T operation: A dossier for registration of such changes or supplements shall comprise: - The written request for registration of changes in, or supplements to, the field of operation of the S&T organization; - The decision on changing or supplementing the field of operation of the S&T organization in its organization and operation charter. b/ Registering the renaming of S&T organizations: A dossier for registration of the renaming of an S&T organization shall comprise: - The written request for registration of the renaming of the S&T organization; - The decision to rename the S&T organization. c/ Registering the renaming of the agencies establishing or directly managing S&T organizations: Such a registration dossier shall comprise: - The written request for registration of the renaming of the agency establishing or directly managing the S&T organization; - The copy of the decision to rename the agency establishing or directly managing the S&T organization (authenticated by the competent state agency). d/ Registering the relocation of head-offices (except for the case defined at Point 3.e of this Section) Such a registration dossier shall comprise: - The written request for registration of the relocation of the S&T organization's head-office; - The document on the head-office (as provided at Point 6, Section III of this Circular). Within 10 working days after receiving complete and valid dossiers on changes in, or supplements to, the contents of S&T operation registration certificates mentioned at Points a, b, c and d, competent agencies shall renew such certificates for concerned S&T organizations according to Appendix VII or VIII to this Circular (not printed herein). e/ In cases where a S&T organization has registered its operations at the Science and Technology Service of a province or centrally-run city but latter relocates its head-office to a new province or centrally-run city, it shall have to withdraw its registration dossier from the former provincial/municipal Science and Technology Service and make registration at the new one. The dossier for registration of S&T operation at the new place shall comprise: - The written request for registration of the head-office relocation; - The document on the head-office (as provided at Point 6, Section III of this Circular); - The original of the S&T operation registration certificate of the concerned S&T organization; - The dossier set for registration of S&T operation, already submitted to the Science and Technology Service of the province or city where the organization was headquartered. Within 15 working days after receiving a valid dossier from the S&T organization that relocates its head-office, the provincial/municipal Science and Technology Service shall have to grant a S&T operation registration certificate to this organization according to Appendix VIII to this Circular (not printed herein). In cases where the name of a S&T organization without parent agency is identical to the name of another S&T organization already registered in the province or centrally-run city where it moves to, within 5 working days after receiving its registration dossier, the concerned provincial/municipal Science and Technology Service must notify the former thereof and guide it to select another name. Within 15 days after granting a new S&T operation registration certificate to the S&T organization, the provincial/municipal Science and Technology Service of the locality where the S&T organization moves to shall have to notify such in writing to the provincial/municipal Science and Technology Service that has granted the old certificate so that the latter may notify relevant agencies in the province or city thereof and archive dossiers. 4. Registration of capital change at the request of S&T organizations When a S&T organization requests a change of its registered capital, the agency that has granted it the S&T operation registration certificate shall have to certify such change registration for the concerned organization. A dossier for registration of such a change shall comprise: - The written request for registration of the change of capital of the S&T organization; - The document on capital of the S&T organization (as provided at Point 7, Section III of this Circular). Within 10 working days after receiving a complete and valid dossier, the competent agency shall renew the S&T operation registration certificate for the S&T organization according to Appendix VII or VIII to this Circular. 5. Re-grant of S&T operation registration certificates a/ In case of losing their S&T operation registration certificates, S&T organizations may request the re-grant of such certificates. When losing S&T operation registration certificates, S&T organizations must declare with police offices of the localities where the certificates are lost and the certificate-granting agencies, and announce such on the mass media. Thirty days after making the announcement, if S&T organizations cannot find their S&T operation registration certificates, they shall request the certificate-granting agencies to re-grant them the certificates. Dossiers of request for the re-grant of S&T operation registration certificates shall each comprise: - The written request for the re-grant of a S&T operation registration certificate; - The written certification by the police office of declaration of the loss of the S&T operation registration certificate; - The written certification by the press agency that has accepted to publish the S&T organization’s announcement on the loss of its S&T activity registration certificate or by the newspaper that has published such announcement. b/ In cases where S&T operation registration certificates are torn or damaged, S&T organizations may request the re-grant of such certificates. A dossier therefor shall comprise: - The written request for the re-grant of the S&T operation registration certificate; - The original S&T operation registration certificate which is torn or damaged. c/ Within 10 days after receiving valid dossiers, the agencies that have granted old S&T operation registration certificates shall re-grant the certificates to concerned S&T organizations according to Appendix VII or VIII to this Circular. d/ A re-granted S&T operation registration certificate shall state the date of grant and the date of re-grant of the certificate as well. 6. Validity of S&T operation registration certificates a/ S&T operation registration certificates granted by the Ministry of Science and Technology or provincial/municipal Science and Technology Services to S&T organizations shall be valid throughout the country. b/ S&T operation registration certificates already granted by the Ministry of Science and Technology or provincial/municipal Science and Technology Services shall continue to be valid until the expiration of the terms stated therein. c/ In cases where S&T operation registration certificates do not specify the terms or have not yet expired, if S&T organizations request the renewal thereof, the certificate-granting agencies shall renew such certificates for them. d/ In cases where S&T operation registration certificates of S&T organizations expire under the provisions of Decree No. 35-HDBT of January 28, 1992 of the Council of Ministers (now the Government) on management of S&T activities, at least 15 days before such expiration, the concerned S&T organizations shall have to submit dossiers of request to the certificate-granting agencies for renewal of their certificates. Such a dossier shall comprise: - The written request for renewal of the S&T operation registration certificate; - The original S&T operation registration certificate, including changes or supplements thereto (if any), granted by the Ministry of Science and Technology. Within 15 days after receiving the dossiers, the agencies that have granted S&T operation registration certificates to S&T organizations must renew such certificates according to the forms provided for in this Circular (Appendix VII or VIII) so as to ensure uninterrupted operations of such S&T organizations. 7. Withdrawal of S&T operation registration certificates a/ S&T operation registration certificates shall be withdrawn in the following cases: - The S&T organizations fail to operate within 12 months after being granted such certificates; - The S&T organizations cease their operations for over 12 consecutive months without plausible reasons; - Competent state agencies detect that declarations in the dossiers for operation registration of the S&T organizations are untruthful; - It is so decided or requested by competent agencies as the concerned S&T organizations commit law violations in their operation process. b/ Agencies that have granted S&T operation registration certificates to S&T organizations shall issue decisions to withdraw such certificates. 8. Dissolution of S&T organizations a/ S&T organizations shall dissolve in the following cases: - Under decisions of the agencies or organizations that have established them; - Under decisions of their heads, for S&T organizations established by individuals; - Their S&T operation registration certificates are withdrawn. In this case, the certificate-withdrawing agencies shall send written requests to competent agencies or organizations or heads of the concerned S&T organizations (for S&T organizations established by individuals) for issuance of decisions to dissolve such S&T organizations. Then, the S&T organizations must dissolve within 6 months after their S&T operation registration certificates are withdrawn and proceed with other jobs according to the provisions of Point 8.b of this Section. b/ The dissolving S&T organizations shall have to perform the following jobs: - Within 7 working days after obtaining the dissolution decisions, they must send such decisions to the agencies that have granted S&T operation registration certificates, to the persons with relevant rights, obligations and interests and the persons working in the S&T organizations; and at the same time, post up such decisions at their head-offices and announce their dissolution on local or central dailies for three consecutive issues; - Within 60 days after the issuance of decisions on their dissolution, S&T organizations shall have: + To completely liquidate labor contracts and work contracts with persons working in the organizations; + To completely liquidate the already signed contracts; + To fulfill all financial obligations and fully pay debts (if any); - To send reports to the agencies that have granted S&T operation registration certificates on the completion of the above-mentioned jobs; to return their S&T operation registration certificates to the issuing agencies and seals to the police offices of the localities where the seals were engraved. c/ The agencies that have granted S&T operation registration certificates shall notify in writing police offices and tax offices of the withdrawal of S&T operation registration certificates from concerned S&T organizations. V. BRANCHES AND REPRESENTATIVE OFFICES OF SCIENTIFIC AND TECHNOLOGICAL ORGANIZATIONS 1. Procedures for registration of the establishment of branches and representative offices a/ S&T organizations that wish to establish branches or representative offices must carry out registration procedures for the establishment of branches or representative offices at the provincial/municipal Science and Technology Services of the localities where they intend to base such branches or representative offices. b/ Dossiers for registration of operations of branches and representative offices shall each comprise: - The application for registration of operations of a branch or representative office, made according to the form set in Appendix VI to this Circular (not printed herein); - The decision on the establishment of the branch or representative office (clearly stating contents and scope of operation) - The dossier on the head of the branch or chief representative (similar to that on the head of the S&T organization provided for at Point 5, Section III of this Circular); - The document on the location of the branch or representative office (similar to that on the head-office provided for at Point 6, Section III of this Circular); - The copy (authenticated by the competent state agency) of the S&T operation registration certificate of the S&T organization. Within 10 working days after receiving complete and valid dossiers, provincial/municipal Science and Technology Services must grant operation registration certificates to branches or representative offices of S&T organizations. In case of refusal to grant such certificates, they must give written replies and clearly state the reasons therefor. Within 10 working days after being granted branch- or representative office-operation registration certificates, the S&T organizations must send copies of such certificates to the agencies that have granted them S&T operation registration certificates for addition to their files. c/ In cases where S&T organizations dissolve or have S&T operation registration certificates withdrawn, the agencies that have granted such certificates shall have to send official letters requesting the agencies that have granted branch- or representative office-operation registration certificates to withdraw such certificates of the branches or representative offices of the S&T organizations. Branch- or representative office-operation registration certificates shall be made according to the forms set in Appendices IX and X to this Circular (not printed herein). 2. Procedures for registration of changes in, or supplements to, contents of branch- or representative office-operation registration certificates When changing or supplementing one of the registered contents on their branches or representative offices, S&T organizations shall have to carry out procedures for registration of such changes or supplements at the provincial/municipal Science and Technology Services of the localities where their branches or representative offices are based. The procedures for registration of changes or supplements of branches and representative offices shall be similar to those provided for the S&T organizations at Point 3, Section IV of this Circular. 3. Re-grant of branch- or representative office- operation registration certificates In cases where the operation registration certificates of their branches or representative offices are lost, torn or damaged, S&T organizations may request the re-grant of such certificates. The procedures for re-grant of branch- or representative office-operation registration certificates shall comply with the provisions of Point 5, Section IV of this Circular. 4. Termination of operations of branches and representative offices When terminating operations of their branches or representative offices, S&T organizations shall send reports to the provincial/municipal Science and Technology Services of the localities where the branches or representative offices are based, together with valid copies of decisions on termination of their operations, issued by agencies or organizations competent to establish such branches or representative offices as well as the branch- or representative office-operation registration certificates. VI. RESPONSIBILITIES OF REGISTRATION CERTIFICATE-GRANTING AGENCIES AND SCIENTIFIC AND TECHNOLOGICAL ORGANIZATIONS 1. Responsibilities of agencies granting S&T operation registration certificates Agencies granting S&T operation registration certificates shall have the responsibility: a/ To grant, re-grant, withdraw S&T operation registration certificates of S&T organizations and branch- or representative office-operation registration certificates; b/ To inspect the operations of S&T organizations to which they have granted certificates; c/ To certify changes in the registered capital of S&T organizations at the request of such organizations. 2. Responsibilities of S&T organizations S&T organizations shall have the responsibility: a/ Within 30 working days after being granted S&T operation registration certificates or branch- or representative office-operation registration certificates, to publish the following contents on central or local dailies for at least three consecutive issues in the localities where they are headquartered or their branches or representative offices are based: - Their names or the names of their branches or representative offices (if any). - Their S&T operation registration certificates and branch- or representative office- operation registration certificates (serial number, date and granting agencies) (if any). - The establishing agencies (if any). - Their heads. - Their head-offices, locations of branches or representative offices (if any). - The fields of operation of their own or their branches or representative offices (according to the granted S&T operation registration certificates or branch- or representative office- operation registration certificates); b/ To put up signboards at their head-offices or branches or representative offices after being granted S&T operation registration certificates or branch- or representative office- operation registration certificates; c/ To operate in accordance with the registered fields of operation; d/ To register, declare and pay taxes in accordance with the provisions of law. VII. ORGANIZATION OF IMPLEMENTATION 1. The S&T operation registration office of the Ministry of Science and Technology shall have to process S&T operation registration dossiers of S&T organizations which fall under the certificate-granting competence of the Ministry; guide and inspect the grant of S&T operation registration certificates by provincial/municipal Science and Technology Services. 2. Provincial/municipal Science and Technology Services shall have to organize the implementation and report to the Ministry of Science and Technology once every 6 months (in June and December), make irregular reports at the request of the Ministry on the situation of registration of S&T operations in localities, enclosed with copies of S&T operation registration certificates they have granted to S&T organizations. 3. This Circular takes effect 15 days after its publication in "CONG BAO." Any problems arising in the course of implementation should be reported in writing to the Ministry of Science and Technology for consideration and settlement.