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BỘ NGOẠI GIAO
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CỘNG HÒA XÃ HỘI
CHỦ NGHĨA VIỆT NAM
Độc lập - Tự do - Hạnh phúc
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Số: 12/2021/TB-LPQ
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Hà Nội, ngày 17
tháng 5 năm 2021
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THÔNG BÁO
VỀ VIỆC ĐIỀU ƯỚC QUỐC
TẾ CÓ HIỆU LỰC
Thực hiện quy định tại Điều 56 của Luật
Điều ước quốc tế năm 2016, Bộ Ngoại giao trân trọng thông báo:
Hiệp định viện trợ không hoàn lại (Tài trợ bên
ngoài) cho Dự án “Hỗ trợ giảm thiểu tác động của đại dịch COVID-19 cho các
doanh nghiệp nhỏ và vừa do phụ nữ làm chủ” giữa nước Cộng hòa xã hội chủ nghĩa
Việt Nam với Ngân hàng Phát triển Châu Á, ký tại Hà Nội ngày 22 tháng 12
năm 2020, có hiệu lực từ ngày 12 tháng 4 năm 2021.
Bộ Ngoại giao trân trọng gửi bản sao Hiệp định theo
quy định tại Điều 59 của Luật nêu trên./.
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TL. BỘ TRƯỞNG
KT. VỤ TRƯỞNG VỤ LUẬT PHÁP
VÀ ĐIỀU ƯỚC QUỐC TẾ
PHÓ VỤ TRƯỞNG
Nguyễn Văn Ngự
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GRANT NUMBER
0781-VIE(EF)
GRANT AGREEMENT
(Externally Financed)
(COVID-19 Relief
for Women-led Small and Medium-Sized Enterprises Project)
between
GOVERNMENT OF SOCIALIST
REPUBLIC OF VIET NAM
and
ASIAN DEVELOPMENT
BANK
DATED 22
December, 2020
VIE 54233
GRANT AGREEMENT
(Externally Financed)
GRANT AGREEMENT dated ______________________
between GOVERNMENT OF SOCIALIST REPUBLIC OF VIET NAM ("Recipient")
and ASIAN DEVELOPMENT BANK ("ADB").
WHEREAS
(A) the Recipient has applied to the Women's
Entrepreneurs Finance initiative ("We-Fi") for a grant, to be
administered by ADB, for the purposes of the Project described In Schedule 1 to
this Grant Agreement;
(B) by agreement dated 24 January 2018 between ADB
and the We-Fi ("cofinancing Agreement"), the We-Fi has agreed to
provide, and ADB has agreed to administer, the grant provided for herein upon
the terms and conditions set out in the Cofinancing Agreement;
(C) the Project wilt be carried out by the
Participating Banks, through the State Bank of Vietnam ("SBV"), and
for this purpose the proceeds of the grant provided for herein will be made
available to the Participating Banks provided upon terms and conditions
satisfactory to ADB; and
(D) ADB has agreed to make the proceeds of the
grant from the We-Fi available to the Recipient upon the terms and conditions
set forth herein and in the Project Agreement of even date herewith between ADB
and the Participating Banks;
NOW THEREFORE the parties agree as follows:
ARTICLE I
Grant
Regulations; Definitions
Section 1.01. All the provisions of ADB's
Externally Financed Grant Regulations, dated 1 January 2017 ("Grant
Regulations"), are hereby made applicable to this Grant Agreement with the
same force and effect as if they were fully set forth herein, subject, however,
to foe following modifications:
(a) Section 2.01 (m) is deleted and the following
Is substituted therefor:
"Project Agreement" means the project
agreement of even date herewith between ADB, and Asia Commercial Joint Stock
Bank, Joint Stock Commercial Bank for Investment and Development of Vietnam,
Sai Gon-Ha Noi Commercial Joint Stock Bank, Tien Phong Commercial Joint Stock
Bank and Viet Nam Prosperity Joint Stock Commercial Bank, as such agreement may
be amended from time to time; and such project agreement includes all schedules
to the Project Agreement;
(b) The term "Project Executing Agency"
appearing in Sections 6.01(a), 5.01(c), 8.01(e), 8.01 (i), 9.01(b) and 9.02(b)
of the Grant Regulations shall be substituted by the term "Asia Commercial
Joint Stock Bank, Joint Stock Commercial Bank for Investment and Development of
Vietnam, Sai Gon-Ha Noi Commercial Joint Stock Bank, Tien Phong Commercial
Joint Stock Bank and Viet Nam Prosperity Joint Stock Commercial Bank".
Section 1.02. Wherever used in this Grant
Agreement, the several terms defined in the Grant Regulations have the
respective meanings therein set forth unless modified herein or the context
otherwise requires. Additional terms used in this Grant Agreement have the
following meanings:
(a) "Loan Disbursement Handbook" means
ADB's Loan Disbursement Handbook (2017, as amended from time to time);
(b) "Memorandum of Agreement" means the
agreement or agreements entered into between SBV, as assigned by the Recipient,
and each of the Participating Banks for the purposes of making available the
proceeds of this Grant to such Participating Banks;
(c) "PAM" means the project
administration manual tor the Project dated 11 November 2020 and agreed between
the Recipient, through SBV, and ADB, as updated from time to time in accordance
with the respective administrative procedures of the Recipient and ADB;
(d) "Participating Bank" means each of
Asia Commercial Joint Stock Bank, Joint Stock Commercial Bank for Investment
and Development of Vietnam, Sai Gon-Ha Noi Commercial Joint Slock Bank, Tien
Phong Commercial Joint Stock Bank and Viet Nam Prosperity Joint Stock
Commercial Bank, or any other commercial banks as agreed between the Recipient
and ADB; and
(e) "SPS" means ADB's Safeguard Policy
Statement (2009).
ARTICLE II
The Grant
Section 2.01. ADB agrees to make available to the
Recipient a grant from the We-Fi in the amount of five million Dollars ($5,000,000)
("Grant").
ARTICLE III
Use of Proceeds
of the Grant
Section 3.01. The proceeds or the Grant shall be
made available to the Participating Banks upon terms and conditions
satisfactory to ADB and in accordance with the laws and regulations of the Socialist
Republic of Viet Nam, and the Recipient shall cause the Participating Banks to
apply such proceeds to the financing of expenditures on the Project in
accordance with the provisions of this Grant Agreement and the Project
Agreement.
Section 3.02. The proceeds of the Grant shall be
allocated and withdrawn in accordance with the provisions of Schedule 2 to this
Grant Agreement, as such Schedule may be amended from time to time by agreement
between the Recipient and ADB.
Section 3.03. The Grant Closing Date for the
purposes of Section 8.02 of the Grant Regulations shall be 30 June 2023 or such
other date as may from time to time be agreed between the Recipient and ADB.
ARTICLE IV
Particular
Covenants
Section 4.01. In the carrying out of the Project
and operation of the Project facilities, the Recipient shall perform, or cause
to be performed, all obligations sot forth in Schedule 3 to this Grant
Agreement and the Project Agreement.
Section 4.02. (a) The Recipient shall cause the
Participating Banks to (i) maintain separate accounts and records for the
Project; (ii) prepare annual financial statements for the Project in accordance
with financial reporting standards acceptable to ADB: (iii) have such financial
statements audited annually by independent auditors whose qualifications,
experience and terms of reference are acceptable to ADB, in accordance with
auditing standards acceptable to ADB; (iv) as part of each such audit, have the
auditors prepare a report, which includes the auditors' opinion (s) on the
financial statements and the use of the Grant proceeds, and a managemenl letter
(which sets out the deficiencies in the internal control of the Project that
were identified in the course of the audit, if any); and (v) furnish to ADB, no
later than 6 months after the end of each related fiscal year, copies of such
audited financial statements, audit report and management letter, all in the
English language, and such other information concerning these documents and the
audit thereof as ADB shall from time to time reasonably request.
(b) ADB shall disclose the annual audited financial
statements for the Project and the opinion of the auditors or the financial
statements within 14 days of the date of ADB's confirmation of their
acceptability by posting them on ADB's website.
(c) The Recipient shall cause the Participating
Banks to enable ADB, upon ADB's request, to discuss the financial statements
for the Project and the Recipient's financial affairs where they relate to the
Project with the auditors appointed pursuant to subsection (a)(iii)
hereinabove, and shall authorize and require any representative of such
auditors to participate in any such discussions requested by ADB. This is
provided that such discussions shall be conducted only in the presence of an authorised
officer of the concerned Participating Banks, unless the concerned
Participating Banks shall otherwise agree.
Section 4.03. The Recipient shall enable ADB's
representatives to inspect the Project and any relevant records and documents.
Section 4.04. The Recipient shall take all actions
which shall be necessary on its part to enable the Participating Banks to
perform their obligations under the project Agreement, and shall not take or
permit any action which would interfere with the performance of such
obligations.
Section 4.05. (a) The Recipient shall ensure that
SBV shall exercise its rights under the Memorandum of Agreement in such a
manner as to protect the interests of the Recipient and ADB and to accomplish
the purposes of the Grant.
(b) No rights or obligations under the Memorandum
of Agreement shall be assigned, amended, or waived without the prior
concurrence of ADB.
Section 4.06. The Recipient acknowledges and agrees
that this Grant Agreement is entered into by ADB, not in Its individual capacity,
but as grant administrator for the We-Fi. Accordingly, the Recipient agrees
that (a) the Grant proceeds may be withdrawn to the extent that ADB has
received proceeds for the Grant from the We-Fi and such proceeds has not been
suspended or cancelled in whole or in part by the We-Fi pursuant to the
Cofinancing Agreement, and (b) that ADB does not assume any obligations or
responsibilities of the We-Fi in respect of the Project or the Grant other than
those set out in this Grant Agreement.
ARTICLE V
Suspension
Section 5.01. The following is specified as an
additional event for suspension of the right of the Recipient to make
withdrawals from the Grant Account for the purposes of Section 8.01 (k) of the
Grant Regulations: either SBV or the Participating Banks shall have failed to
perform any of their obligations under the Memorandum of Agreement
ARTICLE VI
Effectiveness
Section 6.01. A date 90 days after the date of this
Grant Agreement is specified for the effectiveness of this Grant Agreement for
the purposes of Section 9.04 of the Grant Regulations.
ARTICLE VII
Termination
Section 7.01. The Grant Agreement and all
obligations of the parties thereunder shall terminate on a date 3 years after
the date of this Agreement.
ARTICLE VIII
Miscellaneous
Section 8.01. The Governor of the State Bank of
Vietnam of the Recipient is designated as representative of the Recipient for
the purposes of Section 11.02 of the Grant Regulations.
Section 8.02. The following addresses are specified
for the purposes of Section 11.01 of the Grant Regulations:
For the Recipient
State Bank of Viet Nam
47- 49 Ly Thai To
Hanoi, Viet Nam
Facsimile Number:
(84-24) 38250-612
(84-24) 38258-385
For ADB
Aston Development Bank
6 ADB Avenue
Mandaluyong City
1550 Metro Manila
Philippines
Facsimile Numbers:
(632) 8636-2444
(632) 8636-2228.
IN WITNESS WHEREOF the parties hereto, acting
through their representatives thereunto duly authorized, have caused this Grant
Agreement to be signed in their respective names as of the day and year first
above written and to be delivered at the principal office of ADB.
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GOVERNMENT OF SOCIALIST REPUBLIC
OF VIETNAM
By
___________________________________
NGUYEN THI HONG
Governor
State Bank of Viet Nam
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ASIAN DEVELOPMENT BANK
By
__________________________________
ANDREW JEFFRIES
Country Director
Viet Nam Resident Mission
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SCHEDULE 1
Description of
the Project
1. The objective of the Project is to catalyze
financing to eligible enterprises affected by COVID-19
2. The Project shall comprise the following output.
Output: Access to finance for eligible enterprises
affected by COVID-19 Improved. By using the Grant to incentivize the
Participating Banks to reschedule the principle payments of or to grant new
loans to eligible enterprises.
3. The Project is expected to be completed by 31
December 2022.
SCHEDULE 2
Allocation and
Withdrawal of Grant Proceeds
General
1. The table attached to this Schedule sets forth
the Categories of items of expenditure to be financed out of the proceeds of
the Grant and the allocation of the Grant proceeds to each such Category
("Table"). (Reference to "Category" In this Schedule is to
a Category of the Table.)
Basis for Withdrawal from the Grant Account
2. Except as ADB may otherwise agree, the proceeds
of the Grant shall be allocated to items of expenditure, and disbursed on the
basis of the withdrawal percentage tor each item of expenditure, as set forth
in the Table.
Disbursement Procedures
3. Except as ADB may otherwise agree, the Grant
proceeds shall be disbursed in accordance with the Loan Disbursement Handbook.
Retroactive Financing
4. Withdrawals front the Grant Account may be made
to finance eligible expenditures incurred under the Project before the
Effective Date, but not earlier than 1 month before the date of this Grant
Agreement in connection with the Project expenditure, subject to a maximum
amount equivalent to 20% of the Grant amount.
Condition tor Withdrawal
5. Notwithstanding any other provision of this
Grant Agreement, no withdrawats shall be made from the Grant Account for a
Participating Bank, until the Memorandum of Agreement, in a form and substance
acceptable to ADB, shall have been duly executed and delivered on behalf of SBV
and such Participating Bank, and are fully effective and legally binding upon
SBV and the Participating Bank in accordance with its terms.
Attachment to
Schedule 2
TABLE
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ALLOCATION AND
WITHDRAWAL OF GRANT PROCEEDS
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Number
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Item
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Total Amount
Allocated for We-Fi Financing ($)
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Basis for
Withdrawal from the Grant Account
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Category
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1
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Project Costs
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5,000,000
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100% of total expenditure claimed*
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TOTAL
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5,000,000
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* Subject to the condition for Withdrawal described
in paragraph 5 of Schedule 2.
SCHEDULE 3
Execution of
Project; Financial Matters
Implementation Arrangements
1. The Recipient shall ensure, and cause the
Participating Banks to ensure, that the Project is implemented in accordance
with the detailed arrangements set forth in the PAM. Any subsequent change to
the PAM shall become effective only after approval of such change by the
Recipient and ADB. In the event of any discrepancy between the PAM and this
Grant Agreement, the provisions of this Grant Agreement shall prevail.
Safeguards
2. The Recipient shall ensure and cause the
Participating Banks to ensure that the Project does not have any environment,
involuntary resettlement and indigenous peoples impacts, all within the meaning
of the SPS, in the event that the Project does have any such impact, the
Recipient shall take all steps required to ensure that the Project complies
with the applicable laws and regulations of the Recipient and with the SPS.
Gender and Development
3. The Recipient shall ensure that the principles
of gender equality aimed at increasing Project benefits and impact on women in
the Project area are followed during implementation of the Project.
Selection of eligible enterprises and Supported
Loans
4. The Recipient shall cause the Participating
Banks to ensure that they will apply the criteria for eligible enterprises to
be supported under the Project, as described in the PAM. In particular:
(a) At the time of loan approval at least 51 % of
the enterprise ownership is controlled by women; or (i) at least 20% of the
enterprise ownership is controlled by women, (ii) a woman is either the chief
executive officer (i.e., senior most manager) or chief operations officer
(i.e., second most senior manager), and (iii) at least 30% of fhe board members
are women, where a board exists;
(b) its original loan principle is equivalent of
between $5,000 and $1 million; or it meets 2 out of the following 3; (i) it has
10-300 employees, (ii) its total assets is between $100,000-$15milllon and
(iii) its annual sales is between $100,000-$15milllon; and
(c) it does not engage in any activities included
in the list of prohibited investment activities provided in Appendix 5 of SPS,
and its activities are consistent with (i) the Recipient's Decree No.
18/2015/ND-CP and Decree No. 40/2019/NĐ-CP on environment impact assessment,
and (ii) category C on environment, involuntary resettlement, end indigenous
peoples as defined in SPS.
Governance and Anticorruption
5. The Recipient and the Participating Banks shall
(a) comply with ADB's Anticorruption Policy (1998, as amended to date) and
acknowledge that ADB reserves the right to investigate directly, or through its
agents, any alleged corrupt, fraudulent, collusive or coercive practice
relating to the Project; and (b) cooperate with any such investigation and
extend an necessary assistance for satisfactory completion of such
investigation.
6. The Recipient and the Participating Banks shall
ensure that the anticorruption provisions acceptable to ADB are included in all
bidding documents and contracts, including provisions specifying the right of
ADB to audit and examine the records and accounts of the executing and
implementing agencies and all contractors, suppliers, consultants, and other
service providers as they relate to the project.
Combating Money Laundering and Financing of
Terrorism
7. The Recipient shall ensure that (a) the
Participating Banks comply with applicable laws and regulations of the
Socialist Republic of Viet Nam on combating money laundering and financing of
terrorism; and (b) Grant proceeds are not used, directly or indirectly, in
money laundering or financing of terrorism, including payment to persons and
entities that are subject to financial sanctions of United Nations Security
Council resolutions on combating the financing of terrorism.
8. ADB shall inform the We-Fi in a timely manner
if, during the implementation of this Grant Agreement ADB becomes aware that
the Grant proceeds are being used for money laundering or financing of
terrorism, including any payment to persons or entities that is prohibited by a
decision of the United Nations Security Council taken under Chapter VII of the
Charter of the United Nations.
