中國造船股份有限公司管理辦法

The China Shipbuilding Corporation (hereinafter referred to as “the Corporation”) shall be managed in accordance with this Regulation.

1The following affairs concerning the Corporation shall be reported to the Ministry of Economic Affairs for examination and transmission, approval, registration or archiving:

21.Examination and approval of the corporation constitution and board of directors.

32.Examination and transmission of adjustment of capital amount and diversification investment

43.Examination and transmission of establishment and cancellation of standing organs stationed overseas.

54.Examination and transmission of long-term and mid-term plans.

65.Examination and approval of annual plans.

76.Examination and transmission or approval of budget or tracing control of the planned capital expenditure.

87.Examination and transmission of alteration of the budget of great capital expenditure plan (cancellation or entire modification of plan).

98.Examination and transmission of annual operating budgets and final settlements.

109.Examination and approval of five-year (or longer) domestic loans of more than NT$150 million as well as distribution of corporation bonds.

1110.Examination and transmission of 1-year (or longer) overseas loans.

1211.Examination and approval of selling off or exchange of lands, houses, and main machines and equipments.

1312.Examination and approval of the salary standards of the board chairperson and the general manager.

1413.Examination and archiving of the annual plans and budget phased implementation plans as well as estimation of revenues and expenditures, operations, accounting, personnel, project progress and other monthly report forms.

1514.Examination and archiving of the corporation organizational, personnel, financial, purchasing and construction regulations.

1615.Examination and transmission of annual performance evaluation.

17The Corporation shall distribute the above-mentioned documents to the related departments where necessary.

Commission and dismissal of the board chairperson and the general manager of the Corporation shall be handled according to the related procedure after the case is reported by the Ministry of Economic Affairs to the Executive Yuan for approval, and the Ministry of Economic Affairs may select experts to act as the directors.

1The board of directors may decide the following affairs:

21.Proposal of adjustment of capital amount and diversification investment.

32.Examination and approval of the organic regulations of the Corporation.

43.Examination and transmission of long-term , mid-term plans and annual plans.

54.Approval and transmission of annual operating budgets and final settlements.

65.Approval and transmission of budget of the planned capital expenditures.

76.Examination and approval of cancellation of bad debts (approval of the Ministry of Auditing Affairs shall be obtained)

87.Proposal of distribution of profits.

98.Examination and transmission of five-year (or longer) loans of more than NT$150 million as well as distribution of corporation bonds.

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1The following affairs shall be executed by the supervisors:

21.Inspection of the operating and financial status of the Corporation.

32.Examination of the accounting books and documents of the Corporation.

43.Other operations decided by the board of directors to be handled by the supervisors.

The Corporation shall compile annual budgets and final settlements, and submit them according to statutory procedure for examination.

1The Corporation shall purchase properties used for construction work and sell products according to the following provisions:

21.Routine purchasing of materials and sale of products shall be handled according to the management regulations prescribed by the Corporation.

32.For construction work and domestic and overseas purchasing for building plants or extension, the Corporation shall prepare plans and submit them to the Ministry of Economic Affairs for examination and transmission to the Executive Yuan for approval. After being approved by the Ministry of Auditing, the Corporation may cautiously select qualified manufacturers to perform tendering or sale at comparative or agreed prices depending on the actual circumstances. The related contracting and acceptance checks shall be handled according to the regulations prescribed by the Corporation’s board of directors.

43.For construction work and domestic and overseas purchasing other than required by plans of building or extending plants, where the specified currency amount is exceeded and public tendering is not applicable because of special technical or engineering requirements or other reasons, the Corporation shall explain the reasons to the Ministry of Auditing for approval of purchasing or sale at comparative or agreed prices.

For purchasing of raw materials or properties or construction of work, the Corporation shall mark the articles to which discount is not applicable in the inquiry bill and the contract, and the Corporation’s staff are strictly prohibited from accepting any discounts, invitations to banquet or gifts from the vendors. In case the purchase price includes discounts, allowance or other similar items, they will be deemed as reduction of the purchase price. Where the vendors provide training services, it shall be explicitly written in the engineering or equipment contracts.

The deputy general managers and other personnel of lower ranks of the Corporation are not public servants but common employees.

The necessary employees of the Corporation shall be employed by the Corporation itself, or selected by related departments on a commission basis.

For the recruitment, dismissal, training, promotion, rewarding and punishment of the Corporation’s staff, feasible personnel management regulations shall be worked out according to the spirit of being flexible, open and effective, and shall be reported to the Ministry of Economic Affairs for reference.

For the treatment of the Corporation’s staff, reasonable salary standards shall be worked out according to the present situation of the labor market and the financial status of the Corporation, and bonus may be provided. And regulations on salary management and production bonus shall be separately compiled and reported to the Ministry of Economic Affairs for approval.

To undertake shipbuilding or repair work, the Corporation may pay commissions according to the international conventions.

Enforcement rules for this Regulation shall be prescribed by the Ministry of Economic Affairs and reported to the Executive Yuan for review.

This Regulation will be implemented on a trial basis for 3 years commencing from the date of approval of the Executive Yuan, and upon expiration of the trial period the Ministry of Economic Affairs will review the implementation results and report to the Executive Yuan accordingly.