Opinions of the General Office of the Ministry of Finance on the Accounting of Balances Including Salaries Payable in the Transformation of Corporate System

财政部办公厅关于企业公司制改建应付工资等余额财务处理的意见

Promulgating Institution: the General Office of the Ministry of Finance

Document Number: Cai Ban Qi [2006] No.23

Promulgating Date: 03/17/2006

Effective Date: 03/17/2006

颁布机关: 财政部办公厅

文   号: 财办企[2006]23号

颁布时间: 03/17/2006

实施时间: 03/17/2006

Finance departments (bureaus) of all provinces, autonomous regions and municipalities directly under the Central Government and cities specifically designated in the State plan, the finance bureau of Xinjiang Production and Construction Corps, general offices of all ministries and commissions of, and organizations directly under, the State Council, the Affairs Administration Bureau for Offices Directly under the Central Committee of Communist Party of China and enterprises administered by central authorities,

Recently, we have received letters and calls from some local authorities, enterprises and their staff inquiring about the ways by which balances of salaries payable, welfare benefits payable and staff educational appropriations shall be dealt with in the transformation of corporate system. In order to prevent any loss of State-owned assets or any infringement upon the rights and interests of staff in the transformation of corporate system, we hereby put forward opinions as follows on issues concerning accounting thereof:

  各省、自治区、直辖市、计划单列市财政厅(局),新疆生产建设兵团财务局,国务院各部委办公厅、各直属机构,中直管理局,有关中央管理企业:

  最近,一些地方、企业及职工来函来电询问,企业在公司制改建过程中应付工资、应付福利费及职工教育经费余额应当如何处理。为了确保企业公司制改建过程中国有资产不流失、职工权益不受损,现就有关财务处理问题提出如下意见:

1. The balance of salaries payable consists of two parts – the accrued payroll and the balance of payroll funds resulted from such distribution methods as "payment based on performance" according to which withdraws exceed payables, the former refers to the arrear that should have been paid to the staff based on the internal distribution method for salaries and bonuses; the latter refers to the accumulation of State-owned capital preserved by enterprises in accordance with the administration mode of planned economy. In the transformation of corporate system, enterprises shall proactively pay off the accrued payroll, and convert the balance of payroll funds into capital reserves. The balances of welfare benefits payable and staff educational appropriations withdrawn in proportion to the total payroll shall, along with the balance of payroll funds, be converted into capital reserves.

In the transformation of corporate system, as a component of the State-owned net assets, the increased capital reserves from the balances, including that of salaries payable, shall be arranged in a centralized manner by enterprises to compensate the staff for the dismissal of labor contracts, and shall serve as the costs of reform including, among other thing, one-off payment of social security for the staff who shall be referred to social security institutions, withholding living expenses and social security expenses for qualified early retired staff by State policies. Surplus, if any, shall be converted into State-owned shares according to the relevant provisions or be transferred to the staff and other investors with compensation.

    一、企业应付工资余额包含应发未发工资与属于实施“工效挂钩”等分配办法提取数大于应发数形成的工资基金结余两个部分,前者是按照企业内部工资奖金分配办法应当支付给职工却没有支付而形成拖欠的工资,后者是按照计划经济管理方式留存企业的国有资本积累。企业在公司制改建时,对应发未发工资应积极予以清偿,对工资基金结余应转为资本公积金。按工资总额一定比例提取的应付福利费及职工教育经费,其余额也随同工资基金结余一并转为资本公积金。

  企业在公司制改建中,应付工资等余额转增的资本公积金作为改建企业国有净资产的组成部分,应当统筹安排,用于支付解除劳动合同的职工经济补偿金、为移交社会保障机构管理的职工一次性缴付的社会保险费以及预提的符合国家政策规定内退人员所需生活费、社会保险费等改革成本。如有结余,再按规定折合为国有股份,或者向企业员工及其他投资者有偿转让。

If such enterprises have completed the transformation of corporate system prior to the distribution of the Supplementary Notice of the Ministry of Finance on the Issues Concerning the Interim Provisions on the Administration and Accounting of State-Owned Capital in the Transformation of Corporate System (Cai Qi [2005] No. 12), and did not convert the balances of payroll funds, welfare benefits payable and staff educational appropriations into capital reserves then, the current balances shall be paid off for the original State-owned shareholders before corresponding debts are written off accordingly, or be converted into capital reserves exclusively for the State in order to increase State-owned shares in the future increase of capital and stock.

    二、改建企业应当规范操作,严格界定应发未发工资与工资基金结余的界限,并在评估作价之前作好相关账务调整工作。

  企业在《财政部关于〈企业公司制改建有关国有资本管理与财务处理的暂行规定有关问题〉的补充通知》(财企[2005]12号)下发之前已完成公司制改建,且结余的工资基金、应付福利费及职工教育经费当时未结转资本公积金的,现有余额应当向原国有股东作出清偿后核销相应负债,或者将其转作国有独享资本公积金,留待以后增资扩股时转增国有股份。

 While transforming into companies limited by shares, enterprises having transformed into limited liability companies shall conduct the accounting of said balances with reference to the accounting principle of State-owned enterprises under the transformation of corporate system.

General Office of the Ministry of Finance

March 17, 2006

    三、已经改建为有限责任公司的企业,再变更为股份有限公司时,应付工资等余额的财务处理,可以比照国有企业进行公司制改建的财务处理原则执行。

财政部办公厅

二○○六年三月十七日