Thoughts on separation of main and auxiliary parts in engineering consulting enterprises?

The separation of main and auxiliary industries and the reform of auxiliary industries in engineering consulting enterprises are the key to streamline the main industry, activate auxiliary industries and enhance the core competitiveness of enterprises, and are also important strategic measures for the reform of engineering consulting enterprises.

The purpose of separation of main and auxiliary in engineering consulting enterprises

At present, the reform of state-owned enterprises has entered a critical stage. Implementing the separation of main and auxiliary industries and the reorganization of auxiliary industries is an important strategic measure to deepen the reform of state-owned enterprises, an effective way to solve the contradiction between the burden of personnel in state-owned enterprises and social re-employment, and an important form to streamline the main business, revitalize assets, realize the retreat of state-owned assets and divert surplus personnel. Engineering consulting enterprises, in particular, can achieve the following goals through reform: first, separate auxiliary industries, highlight the main business, and enhance the core competitiveness of engineering consulting enterprises; Second, on the basis of restructuring and reorganization, further standardize the main enterprises according to the requirements of the company system and create conditions for their financing; Third, broaden the channels for engineering consulting enterprises to reduce staff and increase efficiency, and open up new ways for surplus personnel to re-employment; Fourth, reform auxiliary industries, actively absorb private, collective and foreign economic components to participate in shares, transform them into economic entities with diversified shares, and make them become market entities with independent profits and losses; The fifth is to promote the transformation of internal management mechanism of engineering consulting enterprises and realize mechanism innovation, system innovation and management innovation.

Principle of separation of main and auxiliary parts in engineering consulting enterprises

The separation of main and auxiliary industries and the reorganization of auxiliary industries should be combined with deepening reform and accelerating development. Engineering consulting enterprises should cultivate and develop their core competitiveness in accordance with the principle of streamlining their main business and invigorating their auxiliary businesses; Grasp the important links such as realizing the diversification of property rights, changing the identity of employees, and changing the operating mechanism of enterprises, and solve the property rights, labor relations and administrative subordination relations after the separation and restructuring, so that the auxiliary industry will become an independent and self-financing economic entity after the restructuring. At the same time, it is necessary to combine the separation of main and auxiliary industries, the reform of auxiliary industries with the deepening reform of engineering consulting enterprises, promote the transformation of enterprise management mechanism, and create favorable conditions for the reform of auxiliary industries.

One of the principles of separating the main business from the auxiliary business is to concentrate on the main business. First, the consultation work extends to the feasibility study, planning, site selection, investment consultation, design consultation and cost consultation in the early stage, and extends to the procurement, project management, project supervision and commissioning in the later stage to provide all-round services for fixed assets investment; Second, adjust and improve the ownership structure and management mode of engineering consulting enterprises, so that enterprises can become scientific and technological legal persons and market-oriented competition subjects with clear property rights, independent operation, self-financing, self-restraint and self-development, and gradually establish a modern enterprise system. Third, reform the management system to make engineering consulting enterprises become an important part of the whole process of fixed assets investment activities and socialized service projects, and gradually integrate with the international community; The fourth is to establish a new engineering consulting enterprise with reasonable structure, professional support and employees as the main body.

The second principle of separation between the main and the auxiliary is to improve management. Including: establishing a scientific corporate governance structure, establishing and perfecting various management systems, perfecting the supervision and restraint mechanism, realizing the preservation and appreciation of assets, and obtaining investment income through taxation and profit distribution. Engineering consulting enterprises should make full use of state investment, realize the preservation and appreciation of assets and the right to income through enterprise management, so as to improve operating efficiency, enhance economic benefits, increase national tax incentives and increase the income of enterprises and employees.

The third principle of the separation of the main and the auxiliary is the creative mode. Drawing lessons from international practice, large and medium-sized engineering consulting enterprises carry out group transformation, adjust production and operation structure, product structure, asset structure, organizational structure and talent structure, and form a diversified production and operation pattern; Adhere to the principle of "giving priority to one industry and extending at both ends", serve the whole process of the project, develop to scale operation and serve the international and domestic markets. Small engineering consulting enterprises should set up a limited liability company or joint-stock cooperative system with diversified shares to provide technical management services for fixed assets investment activities.

Measures for separation of main and auxiliary parts in engineering consulting enterprises

1, to determine the main and auxiliary business division standards.

When defining the main business, engineering consulting enterprises should consider two factors, one is the business scale and operation, the sales revenue and profit of the main business, and the other is the development strategy of the enterprise, which can play an important role in improving the core competitiveness of the enterprise. When drawing up the implementation plan of the reorganization of the main and auxiliary industries, we should focus on design, consultation, supervision and general contracting. Non-main business assets, idle assets and effective assets of closed bankrupt enterprises (hereinafter referred to as "second-class assets") will be transformed into auxiliary businesses from legal person economic entities with market-oriented operation, independent accounting and self-financing. Engineering consulting enterprises should reasonably define the scope of "three types of assets" according to the needs of enterprise development strategy and restructuring, with the goal of streamlining main business, reducing staff and increasing efficiency and resettling surplus personnel.

2. Find an effective way to separate the main and auxiliary parts.

The implementation of restructuring and diversion should be combined with enterprise structural adjustment, restructuring and strengthening the main business, which is in line with the national industrial policy, is conducive to accelerating the development of enterprise income, and promoting the optimization of enterprise asset structure, organizational structure and personnel structure.

(1) Lean the main business and divest the auxiliary business. Some engineering consulting enterprises, especially those that set up listed companies, should take out all or most of their main businesses and implement corporatization reform to make them lean and sophisticated.

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An effective new company; Leave all logistics support, printing, property management and diversified management in the original enterprise, and the original enterprise will become the major shareholder of the new enterprise and gradually develop in the direction of state-owned holding company. According to the requirements of enterprise reform and development, auxiliary industries will be gradually reorganized.

(2) Stripping the auxiliary industry and highlighting the main business. Engineering consulting enterprises separate printing, diversified business and logistics auxiliary units, highlight their main business and form the core of enterprise groups. According to different properties, different treatment methods are adopted for the stripped auxiliary industries.

(3) Separation of main and auxiliary, integration and reorganization. When formulating the overall implementation plan of separation of main and auxiliary industries and reorganization of auxiliary industries, engineering consulting enterprises should make overall consideration of separation of main and auxiliary industries, integration of auxiliary industries and reorganization of auxiliary industries, and reshape the organizational structure of enterprises according to the enterprise reform and development plan.

Combine the separation of main and auxiliary industries, the reorganization of auxiliary industries and the reform of property rights system to coordinate the reform of property rights system of engineering consulting enterprises. The first step, the main and auxiliary separation; The second step is to carry out professional reorganization on the basis of the separation of main and auxiliary, and set up specialized companies such as design, consulting, supervision, general contracting, multi-dimensional and property management. The third step is to carry out shareholding system reform with specialized companies as the unit, with design, consultation, supervision, general contracting and new technology development as the main business, and the group holding; Staff canteens, hotels, guest houses, motorcades, printing, property and other auxiliary industries, the group shares, logistics management is completely separated, and state-owned capital withdraws.

3. The best form of reorganization and diversion.

(1) was restructured into a subsidiary of the group holding company. The reorganization unit has a large scale and is closely related to its main business. It belongs to the key supporting business of enterprise strategic planning. If the Group needs to maintain its controlling position, it can be reorganized into a legal entity controlled by the Group or its holding company.

Through joint venture, cooperation, equity transfer, etc. , to realize the diversification of property rights, employees change their labor contracts, and the combined calculation of working years before and after the reform. Through reorganization, we will further improve the organizational structure, straighten out relations, enhance business vitality, and improve production and service levels. (2) Reorganized into an affiliated enterprise with group shares. According to the needs of enterprise development strategy, the restructuring unit linked with the maintenance of property rights can be restructured into a legal entity with group equity participation or relative holding. Reduce the shareholding ratio of the parent enterprise by introducing foreign, state-owned or private investors. It is necessary to straighten out the relationship between property rights, labor relations and administrative subordination. The original main enterprise and the restructured enterprise no longer have administrative subordination, only bear limited liability to the extent of capital contribution, and enjoy shareholder rights according to law. The related business of the original main enterprise and the reorganized enterprise shall establish a long-term and stable cooperative relationship in accordance with the market mechanism. The economic compensation obtained by employees can be converted into the equivalent equity or creditor's rights of the restructured enterprise on a voluntary basis by changing the employee's labor contract and changing the employee's identity. It belongs to the field of enterprise strategic planning exit, and directly transforms the restructuring units with certain market viability after the exit of state-owned assets into joint-stock or joint-stock cooperative enterprises controlled by non-state-owned legal persons. The original main enterprise realized the realization of state-owned assets through asset evaluation, auction and agreement transfer. And disposed of according to the regulations, terminated the labor contract with the employees of the restructuring unit and paid economic compensation. Enterprises that do not have the conditions for restructuring can be state-owned and private through leasing, contracting and trusteeship.

(3) mergers and acquisitions. Break the boundaries of industry, department, region and ownership, and carry out asset integration and reorganization of large-scale auxiliary industries with strong correlation between products or services through joint ventures, mergers and acquisitions, and transfers. Restructured enterprises should have clear property rights, independent accounting, be responsible for their own profits and losses, establish a modern enterprise system and corporate governance structure, change the operating mechanism, and improve market competitiveness and scale operation level.

(4) establishing individuals or partnerships to operate small businesses. Surplus employees or partnership enterprises obtain "three types of assets" through auction, lease and other forms, and establish individuals or partnerships to operate small enterprises. The group company terminates the labor contract with the employee and pays economic compensation.

4. Employee stock ownership and management buyout.

Diversification of property rights subject is the basic form of auxiliary industry reform. Employees holding shares, management buying shares and introducing non-state-owned legal person investors are important ways to implement the reform of auxiliary industries and change the property rights relationship, and can also promote the reformed enterprises to improve their governance structure, strengthen incentive mechanism and improve economic benefits.

(1) Employees voluntarily hold shares. Small and medium-sized joint-stock or joint-stock cooperative enterprises that are restructured and reorganized must first allow the above preferential policies to be used alone to form employee stock ownership in restructured enterprises. Second, according to the requirements of restructuring and enterprise development, employees and managers should re-subscribe part of the equity in an appropriate proportion to form a reasonable equity structure.

(2) The management buys equity. Restructured enterprises, especially large-scale restructured enterprises, set up a certain proportion of management shares, determine the number of shares subscribed according to management positions, and formulate management share subscription plans. It is the development trend of enterprise reform to achieve an appropriate proportion of management shares, so that the operating results of enterprises are directly linked to the income of management.

(3) Introduce investors. Large-scale restructuring enterprises, employee stock ownership and management buyout can not meet the requirements of reasonable ownership structure, we should adopt various forms and preferential policies to introduce investors. To attach importance to introducing foreign capital and non-public capital and developing mixed ownership economy, non-state-owned legal person investors and management must buy shares at reasonable prices. On the basis of the net value of state-owned assets, evaluate the transaction price of assets, or form an effective state-owned equity pricing mechanism through competitive auction.

Ways to resettle surplus personnel

The placement of employees in restructured enterprises cannot be across the board. We should proceed from reality, treat them differently and ensure stability.

Employees who are restructured into state-controlled legal entities shall, in principle, change their labor contracts as a whole. We should pay attention to state-owned assets.

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All or most of the employees who have left the restructuring unit have been resettled.

Through reorganization, a group of people will be resettled. Reorganization and diversion to achieve the purpose of resettling surplus personnel is the basic idea of separating the main and auxiliary industries of state-owned enterprises and reorganizing auxiliary industries. Restructured enterprises and laid-off workers are two-way choices, and laid-off workers are given priority under the same conditions. Re-employed workers should terminate the labor relationship with the original main enterprise, sign a new labor contract with the restructured enterprise, and convert the economic compensation obtained into the equity or creditor's rights of the restructured enterprise on the voluntary basis of the workers.

Take various forms to raise a batch. Considering the practical difficulties of the re-employment of older workers, if the workers close to retirement age cannot be re-employed, they can go through the retirement procedures (i.e. internal retirement) with reference to the document No.42 issued by the State Council, and the original main enterprise will take internal retirement or other ways to raise them until they reach retirement age.

The "double guarantee" policy guarantees a batch. In the process of enterprise restructuring, employees whose labor contracts expire automatically terminate the original labor contracts, and the main enterprise will not renew the labor contracts with them. The enterprise will pay the living allowance according to the provisions of document 19991February 15. The Ministry of Labor and Social Welfare [2001] No.280.

Those who compete for positions in restructured enterprises shall re-sign labor contracts with restructured enterprises. In addition to the above circumstances, if the surplus personnel terminate the labor relationship with the original main enterprise and receive economic compensation, the original main enterprise shall, in conjunction with the relevant government departments, do a good job in unemployment insurance and minimum living security for these personnel; Organize them to carry out skills training to improve labor quality and post competitiveness.

The cost standard for the placement of surplus personnel. Economic compensation paid for the termination of the labor contract. If the employee who is diverted to a non-state-owned holding enterprise terminates the labor contract with the original main enterprise, the enterprise shall give economic compensation in accordance with state regulations.

(1) If the enterprise terminates the labor contract with its employees, the enterprise will give them economic compensation. According to the employees' working years in this company, they are paid economic compensation every year (if less than one year, it is calculated as one year), and the total amount of economic compensation is calculated according to the employees' actual working years in this company. If the average monthly salary of employees exceeds the average monthly salary of the enterprise by more than 3 times, it shall be calculated and paid according to the average monthly salary of the enterprise by no more than 3 times. An enterprise may, according to the restructuring situation, the ability to pay, the working years of employees in the enterprise and their salary income, determine the compensation standard for terminating the labor contract.

(2) Employees of former state-owned enterprises employed by restructured enterprises not controlled by state-owned legal persons can be converted into equity or creditor's rights of restructured enterprises according to their own wishes.

(3) Considering the "three types of assets" of the enterprise, in view of the difficulty in realizing its assets, for the non-state-owned legal person holding enterprise that intends to be restructured into state-owned assets and has a small amount of net assets, depending on the composition of assets and personnel, with the consent of the employees themselves, the compensation will be converted into shares according to multiples of the individual's due remuneration as employee equity.

(4) self-employed. The economic compensation for the termination of the labor contract with the original main enterprise shall be paid by the enterprise in cash in one lump sum. The compensation shall not exceed the level of economic compensation paid by the enterprise to terminate the labor contract through the original agreement.

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