Provisions on Democratic Management of Enterprises (Chief Engineer [2012]12)

Law of Chief Engineer [20 12] No.20 12 February 13

Chapter I General Principles

Article 1 In order to improve the democratic management system of enterprises with workers' congresses as the basic form, promote the openness of factory affairs, support employees to participate in enterprise management, safeguard the legitimate rights and interests of employees, build harmonious labor relations, promote the sustained and healthy development of enterprises, and strengthen the construction of grassroots democratic politics, these Provisions are formulated in accordance with the Constitution and relevant laws.

Article 2 The democratic management of enterprises should adhere to the leadership of the Party, take Deng Xiaoping Theory and Theory of Three Represents as the guidance, thoroughly implement Scientific Outlook on Development, and unswervingly implement the Party's fundamental policy of relying on the working class wholeheartedly.

Party organizations in enterprises should strengthen their leadership and support for democratic management.

Article 3 The workers' congress (or workers' congress, the same below) is the institution where workers exercise democratic management power and the basic form of democratic management of enterprises.

Enterprises shall, in accordance with the principles of legality, order, openness and fairness, establish a democratic management system with the workers' congress as the basic form, make factory affairs public and implement democratic management. A company-based enterprise (hereinafter referred to as a company) shall establish a system of employee directors and employee supervisors according to law.

Enterprises should respect and protect employees' democratic rights such as the right to know, the right to participate, the right to express and the right to supervise, and support employees to participate in enterprise management activities.

Article 4 Employees of enterprises shall respect and support enterprises in exercising their management functions and powers according to law and actively participate in enterprise management.

Article 5 Trade unions in enterprises shall organize employees to conduct democratic management of enterprises according to law and safeguard the legitimate rights and interests of employees.

The trade union at a higher level shall guide and help the trade unions and employees of enterprises to carry out democratic management activities in enterprises according to law, and supervise the implementation of democratic management in enterprises.

Article 6 The representative organizations of enterprises shall promote the democratic management of enterprises and promote the healthy development of enterprises.

Article 7 Discipline inspection departments and organizational departments of Party committees at all levels, state-owned assets supervision and administration institutions, supervision organs and other relevant departments of people's governments at all levels shall, according to their respective functions and duties, guide, inspect and supervise the democratic management of enterprises.

Chapter II System of Workers' Congress

Section 1 Organizational System and Authority of the Workers' Congress

Article 8 An enterprise may decide to convene a workers' congress or a workers' congress according to the number of employees.

When an enterprise holds a workers' congress, the number of workers' representatives shall be determined at not less than 5% of the total number of workers, at least 30. If the number of employee representatives exceeds 100, the excess can be determined by the enterprise and the trade union through consultation.

Article 9 Deputies to the workers' congress are composed of workers, technicians, managers, enterprise leaders and other employees. Among them, the middle-level managers and leaders of enterprises shall generally not exceed 20% of the total number of employee representatives. In an enterprise with female employees and dispatched workers, there shall be an appropriate proportion of female employees and dispatched workers' representatives among the employee representatives.

Article 10 The term of office of the workers' congress is three to five years. The specific term of office shall be determined by the workers' congress according to the actual situation of the unit.

If the workers' congress needs to advance or postpone the general election for any reason, it shall be decided by the workers' congress or its authorized institution.

Article 11 The workers' congress may set up a number of special committees (groups) according to needs to handle matters assigned by the workers' congress. Members of special committees (groups) must be examined and approved by the workers' congress.

Twelfth workers' representatives shall form a delegation (group) according to the grassroots electoral units, and select the group (group) leader. You can set up a joint meeting of the group (group) of the workers' congress and the special committees (groups) to handle important issues that need to be solved temporarily when the workers' congress is not in session, and submit them to the next workers' congress for confirmation.

The joint meeting shall be convened by the enterprise trade union, and the joint meeting may invite enterprise leaders or other relevant personnel to participate according to the contents of the meeting.

Article 13 The workers' congress shall exercise the following functions and powers:

(a) to listen to the report of the main person in charge of the enterprise on enterprise development planning, annual production and operation management, enterprise reform and the formulation of important rules and regulations, enterprise employment, labor contracts and collective contracts, enterprise safety production, enterprise payment of social insurance premiums and housing provident fund, and put forward opinions and suggestions;

To consider the rules and regulations or major issues concerning labor remuneration, working hours, rest and vacation, labor safety and health, insurance and welfare, staff training, labor discipline and labor quota management formulated, revised or decided by enterprises, and put forward opinions and suggestions;

(two) to consider and pass the draft collective contract, the plan for the use of employee welfare funds, the plan for adjusting the proportion and time of housing provident fund and social insurance premiums, and the recommendation of labor models;

(3) Electing or dismissing employee directors and employee supervisors, electing employee representatives in enterprise creditors' meetings and creditors' committees that have entered bankruptcy proceedings according to law, and recommending or electing enterprise management personnel according to authorization;

(four) review and supervise the implementation of labor laws and regulations and enterprise labor rules and regulations, democratic appraisal of enterprise leaders, and put forward suggestions for rewards and punishments;

(5) Other functions and powers as prescribed by laws and regulations.

Article 14 The staff and workers' congresses of state-owned enterprises and state-holding enterprises shall exercise the following functions and powers in addition to the functions and powers stipulated in Article 13:

(a) to listen to and consider the report of the principal person in charge of enterprise management on enterprise investment and major technological transformation, financial budget and final accounts, the use of enterprise business hospitality, the evaluation and employment of professional and technical titles, the use of enterprise provident fund, enterprise restructuring and other programs, and put forward opinions and suggestions;

(2) Deliberating and adopting the plan of layoffs, diversion and resettlement in the implementation plan of enterprise merger, division, reorganization, dissolution and bankruptcy;

(3) Other functions and powers as prescribed by laws, administrative regulations and administrative rules.

Fifteenth small and medium-sized enterprises below the county level or in a certain area of the same industry do not have the conditions to establish a separate system of workers' congress, and can jointly establish a regional (industry) workers' congress system by electing representatives to carry out democratic management activities of enterprises.

The trade union is responsible for organizing the establishment of regional (industry) workers' congress system. As the working body of the district (industry) workers' congress, the district (industry) trade union undertakes the daily work.

Article 16 The headquarters of a group enterprise and its branches, factories, workshops and other branches may elect workers' representatives according to a certain proportion, convene a workers' congress of the group enterprise, and implement democratic management of the enterprise.

The headquarters of a group enterprise and its branches, factories, workshops and other branches shall establish a system of workers' congresses in accordance with these Provisions and carry out democratic management activities within their respective functions and powers.

Section 2 Work System of Workers' Congress

Article 17 The workers' congress shall be held at least once a year. The plenary session of the workers' congress must be attended by more than two-thirds of the workers' representatives.

Eighteenth topics and proposals of the workers' congress shall be determined by the enterprise trade union after listening to the opinions of the workers, and shall be delivered to the workers' representatives in writing seven days before the meeting.

Article 19 The workers' congress may set up a presidium to preside over the meeting. Members of the presidium shall put forward a list of candidates through consultation between the enterprise trade union and the groups (groups) of the workers' congress, which shall be voted by the preparatory meeting of the workers' congress. Among them, no less than 50% are workers, technicians and managers.

Article 20 The election and voting of the workers' congress must be approved by more than half of all the workers' representatives in accordance with the principle that the minority is subordinate to the majority. The voting on major issues shall be by secret ballot.

Article 21 The resolutions and matters deliberated and adopted by the workers' congress according to law within the scope of its functions and powers are binding and may not be changed or revoked without the consent of the workers' congress.

Matters that an enterprise should submit to the workers' congress for deliberation, adoption and decision are invalid if they are not considered, adopted and decided in accordance with legal procedures.

Article 22 The trade union committee of an enterprise is the working body of the workers' congress, which is responsible for the daily work of the workers' congress and performs the following duties:

(a) put forward the election plan for the representatives of the workers' congress, and organize the election of the representatives of the workers and the head of the delegation (group);

(two) to solicit proposals from the representatives of the workers and make suggestions on the topics of the workers' congress;

(three) responsible for the preparation and organization of the meeting of the workers' congress, and put forward the agenda suggestions of the workers' congress;

(four) put forward the composition plan of the presidium of the workers' congress and the list of members' suggestions; Put forward the establishment plan of the special committee (group) and the recommended list of its members;

(five) report to the workers' congress on the implementation of the resolutions of the workers' congress, the handling of the proposals of the workers' congress, and the implementation of the publicity of factory affairs;

(VI) When the workers' congress is not in session, it is responsible for organizing special committees (groups) and workers' representatives to conduct inspection, inspection, inquiry and other supervision activities on the implementation of the resolutions of the workers' congress, the handling of the proposals of the workers' congress and the implementation of factory affairs disclosure;

(seven) to accept the complaints and suggestions of the staff and workers' representatives and safeguard the legitimate rights and interests of the staff and workers' representatives;

(eight) to carry out publicity and education on democratic management of employees, organize employee representatives to carry out study and training, and improve the quality of employee representatives;

(nine) to establish and manage the work files of the workers' congress.

Section 3 Generation, Rights and Obligations of Staff Representatives

Twenty-third employees who sign labor contracts with enterprises to establish labor relations and have factual labor relations with enterprises enjoy the right to vote and be elected as representatives of the workers' congress.

The employee representatives who terminate or terminate labor relations according to law shall terminate their representative qualifications on their own.

Twenty-fourth representatives of the staff and workers shall be directly elected by the staff and workers with the team, section, workshop and department as the basic electoral units. The staff and workers' representatives of enterprises with larger scale and more management levels can be elected by the staff and workers' congress at the next lower level.

Twenty-fifth election and recall of staff representatives, the election unit shall convene a meeting of all employees, the meeting should be attended by more than two thirds of the employees. The decision to elect or recall the representatives of the staff and workers shall be valid only if it is passed by more than half of all the staff and workers.

Article 26 The staff and workers' representatives shall practise a permanent system. The term of office of the staff and workers' representatives is the same as that of the staff and workers' congress, and they can be re-elected.

When the staff and workers' representatives are vacant, the original electoral unit shall conduct a by-election in a timely manner in accordance with the prescribed conditions and procedures.

Twenty-seventh representatives of the staff and workers are responsible for the staff and workers of the electoral unit and report their work, and accept the supervision of the staff and workers of the electoral unit.

Twenty-eighth workers' representatives shall enjoy the following rights:

The right to vote, to be elected and to vote;

(two) to participate in the democratic management activities organized by the workers' congress and its working institutions;

(three) to evaluate and question the leaders of enterprises;

(4) to supervise and inspect the implementation of the resolutions of the workers' congress by enterprises when the workers' congress is not in session.

Twenty-ninth staff representatives shall perform the following obligations:

(a) abide by laws and regulations, enterprise rules and regulations, improve their own quality, and actively participate in the democratic management of enterprises;

(two) to perform the duties of employee representatives in accordance with the law, to listen to the opinions and suggestions of employees on the production and operation management of enterprises, as well as the opinions and requirements involving the vital interests of employees, and to reflect them objectively and truly to enterprises;

(three) to participate in various activities organized by the enterprise workers' congress, to implement the resolutions adopted by the workers' congress, and to complete the work assigned by the workers' congress;

(four) to report to the staff and workers of the electoral unit to participate in the activities of the workers' congress and perform their duties, and accept the evaluation and supervision of the staff and workers;

(five) keep the business secrets of the enterprise and the confidential matters related to intellectual property rights.

Thirtieth representatives of workers in performing their duties are protected by law, and no organization or individual may obstruct or take revenge.

The representatives of the staff and workers shall participate in the activities of the staff and workers' congress and its organizations according to law within the statutory working hours, and the enterprise shall pay the labor remuneration normally, and shall not reduce its wages and other welfare benefits.

Chapter III Factory Affairs Publicity System

Article 31 An enterprise shall establish and implement a system of making factory affairs public. Through the workers' congress and other forms, the major issues of enterprise production and operation management, rules and regulations involving the vital interests of employees and the relevant situation of managers' honest practice are disclosed to employees according to certain procedures, and their opinions are listened to and supervised by employees.

Article 32 The principal responsible person of an enterprise is the person responsible for making factory affairs public. Enterprises shall set up corresponding institutions or designate special persons to be responsible for the publicity of factory affairs.

Article 33 An enterprise shall follow the principles of legality, timeliness, truthfulness and being conducive to safeguarding the rights and interests of employees and the development of the enterprise.

The implementation of factory affairs publicity should keep the business secrets of enterprises and confidential matters related to intellectual property rights.

Article 34 An enterprise shall disclose the following matters to its employees:

(1) Basic information on operation and management;

Recruiting employees and signing labor contracts;

(three) the text of the collective contract and the contents of the labor rules and regulations;

(four) rewards and punishments for employees, unilateral termination of labor contracts, plans and results of layoffs, conditions, places and results of selecting model workers and outstanding employees;

(five) labor safety and health standards, the occurrence of safety accidents and the results of treatment;

Payment of social insurance and enterprise annuity;

(seven) the extraction and use of staff education funds and staff training plan and implementation;

(eight) labor disputes and their results;

(nine) other matters stipulated by laws and regulations.

Thirty-fifth state-owned enterprises, collective enterprises and their holding enterprises shall disclose the following items in addition to the relevant matters stipulated in Articles 13, 14 and 34:

(a) major decision-making matters such as investment, production and operation management, and medium-and long-term development planning of enterprises;

(2) Annual production and operation objectives and completion, enterprise guarantee, use of large amount of funds and disposal of large amount of assets, bidding for construction projects, procurement and supply of bulk materials, sales and profit and loss of products, performance of contracts and leases, implementation of internal economic responsibility system, formulation of important rules and regulations and other major issues;

(three) the salary increase and promotion of employees, the distribution of wages and bonuses; Evaluation and engagement of professional and technical titles;

(4) the selection and appointment of middle-level leaders and personnel in important positions, the salary, job consumption and part-time job of enterprise leaders, the implementation of rules on honesty and self-discipline such as going abroad and leaving the country, and the results of democratic appraisal of enterprise leaders by the workers' congress;

(five) other matters that should be disclosed in accordance with the relevant provisions of the state.

Chapter IV Staff Directors and Staff Supervisors System

Article 36 A company-based enterprise shall establish a system of employee directors and employee supervisors according to law, support the employee representatives elected by the employee congress to participate in the company's decision-making, management and supervision as members of the board of directors and the board of supervisors, represent and safeguard the legitimate rights and interests of employees, and promote the healthy development of the enterprise.

Article 37 A company shall clearly stipulate the specific proportion and number of employee directors and employee supervisors in its articles of association according to law.

Article 38 Candidates for employee directors and employee supervisors shall be nominated by the company's trade union on the basis of self-recommendation and recommendation, and on the basis of fully listening to the opinions of employees, and shall be elected after being approved by more than half of all the representatives of the workers' congress, and shall be reported to the trade union organization at the next higher level for the record.

The chairman and vice-chairman of the trade union shall be the candidates of employee directors and employee supervisors.

Article 39 The company's senior managers and supervisors shall not concurrently serve as employee directors; Senior management personnel and directors of the company shall not concurrently serve as employee supervisors.

Article 40 The term of office of employee directors and employee supervisors is the same as that of other directors and supervisors of the company, and they may be re-elected.

Article 41 If an employee's director or employee's supervisor fails to perform his/her duties or has serious faults, he/she may be removed upon the joint proposal of more than one third of the employee's representatives and the approval of more than half of all the representatives of the employee's congress.

When there are vacancies in employee directors and employee supervisors, the trade union of the company shall propose replacement candidates in accordance with the provisions of Article 37 of these Provisions and submit them to the employees' congress for democratic election.

Article 42 The employee directors shall exercise the following rights according to law:

(1) Attending board meetings and exercising directors' right to speak and vote;

(two) to convene a meeting of the board of directors on the rules and regulations or major issues involving the vital interests of employees, to reflect the reasonable requirements of employees and safeguard their legitimate rights and interests;

(3) Attend the company's administrative office meetings and important meetings related to production and operation;

(4) To require the trade union of the company, relevant departments and institutions of the company to inform relevant information and provide relevant materials;

(5) Other rights stipulated by laws, regulations and the articles of association.

Article 43 Employee supervisors shall exercise the following rights according to law:

(1) Attending meetings of the board of supervisors and exercising the right to speak and vote of supervisors;

(2) proposing to convene a meeting of the board of supervisors on rules and regulations or major issues involving the vital interests of employees;

(3) To supervise the financial status of the company and the performance of duties of directors and senior management personnel; Supervise and inspect the company's implementation of laws, regulations and company rules and regulations involving the vital interests of employees; The performance of labor contracts and collective contracts;

(4) To attend board meetings as nonvoting delegates and raise questions or suggestions on matters resolved by the board; Attend the company's administrative office meetings related to responsibilities and important meetings related to production and operation;

(5) To require the trade union of the company, relevant departments and institutions of the company to report relevant information and provide relevant materials;

Other rights stipulated by laws, regulations and articles of association.

Article 44 Employee directors and employee supervisors shall perform the following obligations:

(1) Abide by laws and regulations, abide by the articles of association and various rules and regulations, keep company secrets, and earnestly perform their duties;

(two) regularly listen to the opinions and suggestions of employees, and truly, accurately and comprehensively reflect the opinions and suggestions of employees on the board of directors and the board of supervisors;

(3) Regularly report the work and work situation to the workers' congress, and implement the relevant resolutions of the workers' congress. At the meetings of the board of directors and the board of supervisors, express opinions and exercise voting rights according to the relevant resolutions of the workers' congress;

Other obligations stipulated by laws, regulations and articles of association.

Article 45 The company shall ensure that the employee directors and employee supervisors carry out their work in accordance with laws, regulations and the Articles of Association, and provide necessary working conditions for the employee directors and employee supervisors to perform their duties.

Article 46 During the term of office of employee directors and employee supervisors, the company shall not terminate the labor contract with them except under legal circumstances.

Article 47 Employee directors and employee supervisors shall enjoy the same rights as other directors and supervisors of the Company and undertake corresponding obligations.

Chapter V Supplementary Provisions

Article 48 All regions, relevant departments and enterprises shall formulate implementation measures in accordance with these Provisions to promote democratic management of enterprises.

Article 49 Collective enterprises shall practise democratic management in accordance with the Regulations and other relevant laws and regulations.

Article 50 These Provisions shall come into force as of the date of promulgation.