Corporate governance report



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VE4: Corporate Governance Report (2015)

CORPORATE GOVERNANCE REPORT

(2015)

Company: VNECO4 Electricity Construction JSC

Address: No. 197, Nguyen Truong To, Vinh city, Nghe An province

Tel.: 038 353 1065 Fax: 038 385 3433

Charter capital: VND 10 280 000 000

Stock code: VE4


I. BOD Activities (2015)

Meetings:



No.

Members of BOD

Title

Attendance

Rate

Reasons for not attending

1

Mr. Tran Van Huy

Chair of the Board

7/7

100 %




2

Mr. Phan Huy Thanh

Director cum Manager

7/7

100 %




3

Mr. Nguyen Van Bon

Director

6/7

75%

elected

4

Mr. Nguyen Ngoc An

Director

6/7

75%

elected

5

Mr. Le Van Huyen

Director

6/7

75 %

elected


II. Board Resolutions (2015)

No.

Board Resolution No.

Date

Contents

1

01-2015/BB/HDQT-VNECO4

13/04/2015

- Approve the agenda of Annual General Meeting of Shareholder 2015 and some main contents sunmitting to AGM

- Approve the operation result 2014 and operation plan for 2015

- Approve the audited financial statement 2014

- Approve the report of Board of Directors on activity of managing business 2014

- agree submitting the total remuneration of Board of Directors and Supervisory Board in 2015

- select auditing company to review the financial statement in the first 6 months of 2015 and audit financial statement 2015



2

02-/BB/HDQT-VNECO4

14/04/2015

Appoint Chair of the Board in term 2015-2020

3

01-2015/NQ-VNECO4-HDQT and Decision No. 96, 97, 98/QD/HDQT-VNCECO4

14/04/2015

Appoint with time-limit the titles: Manager, Deputy Manager, Chief Accountant

4

03-2015/BB/HDQT-VNECO4

12/06/2015

Approve the plan of investing in motorbike to serve the construction

Approve the plan of mortgaging assets to borrowing Vietcombank – Vinh branch



5

02/2015/NQ/HDQT-VNCECO4

12/06/2015

Approve the plan of investing in equipments to serve the construction

Approve the plan of mortgaging assets to borrowing Vietcombank – Vinh branch



6

04-2015/BB/HDQT-VNECO4

02/07/2015

Select International financial Auditing CO., Ltd to review the semi-annual financial statement and audit financial statement 2015 of the Company

Approve the plan of handling doubtful debts according to the current financial policy



7

Minutes of the Meeting of Board of Directors no. 05/2015/HDQT – VNECO4

11/08/2015

Assess the operation result in the first 6 months and approve the methods to complete the criteria in the last 6 months of 2015

Appoint Mr. Nguyen The Hung as Manager of the Company



8

- Meeting Minutes no.. 06/2015/HDQT – VNECO4

- Decision no. 330QD/VNECO4-HDQT



22/10/2015

- handling social insurance regime and signing the labor contract with Mr. Phan Huy Thanh – Director
- decide Mr. Phan Huy Thanh retire under the social insurance regime

9

Meeting Minutes of Board of Directors

25/12/2015

Issue the regulations and rules of the Company to apply from 01/01/2016

III. Change in connected persons/ institutions

Change in member of Board of Directors and Supervisory Board



IV. Transactions of PDMRs and connected persons/ institutions

1. List of PDMRs and connected persons




No.

Name

Trading account (if any)

Position of PDMR at the company (if any)

Shareholding at the end of the term

Shareholding percentage at the end of the term

Note

1

Viet Nam Electricity Construction JSC







562 602

54.73

Connected institution

2

Mr. Phan Huy Thanh

023C013610

Director cum Manager

24 486

2.38

PDMR

3

Mr. Nguyen Van Bon

023C013614

Director

20 330

1.98

PDMR

4

Nguyen The Tam




Director – Chief Accountant

0

0




5

Nguyen Huy Toan




Chief of Supervisory Board

2,500

0.24




6

Nguyen Nang Dong




Member of Supervisory Board

6,820

0.66




7

Le Thi Dung




Member of Supervisory Board

5,600

0.54




8

Trinh DInh Dao




Related shareholders

7,200

0.7




9

Nguyen Duc Lai




Related shareholders

1,779

0.17




10

Nguyen The Hung




Director

0

0



2. Transactions of PDMRs and connected persons/ institutions



None

3. Other transactions



None

V. Other notices




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