LAS: Corporate Governance report (year 2013)
CORPORATE GOVERNANCE
(Year 2013)
Company: Lam Thao Fertilizers and Chemicals Joint Stock Company
Address: Phuong Lai 6 area, Lam Thao town, Lam Thao district, Phu Tho Province
Tel.: 0210-3825 135 Fax: 0210-3825 126
Email:
Charter capital: 778,320,000,000 VND
Stock code: LAS
I. BOD Activities
Meetings:
No.
|
Members of BOD
|
Title
|
Attendance
|
Rate
|
Reasons for not attending
|
1
|
Chu Van Nguyen
|
Chair of the Board
|
10/10
|
100%
|
|
2
|
Nguyen Duy Khuyen
|
Director
|
10/10
|
100%
|
|
3
|
Le Hong Thang
|
Director
|
08/10
|
80%
|
Business trip
|
4
|
Nguyen Van Quy
|
Director
|
10/10
|
100%
|
|
5
|
Nguyen Khang
|
Director
|
10/10
|
100%
|
|
6
|
Pham Quang Tuyen
|
Director
|
10/10
|
100%
|
|
7
|
Hoang Viet Dung
|
Director
|
6/10
|
100%
|
|
II. Board Resolutions (year 2013)
No.
|
Board Resolution No.
|
Date
|
Content
|
1
|
57/NQ-SPLT
|
11/01/2013
|
- Discussion on investing and building the Sulfuric acid manufacturing plant with the capacity of 400,000 ton/year combined with generating power 12MW and ammonia sulfate factory with capacity: 100,000 Tons/ year
- Appoint Director's assistant
- Appoint chief of labor- organization department
|
2
|
230/NQ-SPLT
|
06/02/2013
|
1. Report on:
- Project on Sulfuric acid manufacturing plant with the capacity of 400,000 ton/year combined with generating power 12MW and ammonia sulfate factory with capacity: 100,000 Tons/ year
- Project of FMP with capacity: 300,000 tons/year
- Fused Calcium Magnesium Phosphate production by wet drilling method
2. Report on 2012 dividend payment
3. AMG 2013
|
3
|
255/NQ-SPLT
|
19/03/2013
|
1. Full report on:
- Project of Sulfuric acid manufacturing plant with the capacity of 400,000 ton/year combined with generating power 12MW and ammonia sulfate factory with capacity: 100,000 Tons/ year
- Project of FMP with capacity: 300,000 tons/year
- Product showcase house project
2. Approve plan of purchase equipment for production
3. Plan for corporate restructuring
4. Agenda AMG 2013
|
4
|
331/NQ-SPLT
|
12/04/2013
|
1. Report on Sulfuric acid manufacturing plant Project with the capacity of 400,000 ton/year combined with generating power 12MW and ammonia sulfate factory with capacity: 100,000 Tons/ year
2. Report on building Multi function factory
3. Report on divestment at Lam Thao Industrial Gas and Commercial Service JSC
4. Plan for AMG 2013
|
5
|
328/NQ-SPLT
|
28/06/2013
|
1. Adjust project of Sulfuric acid manufacturing plant with the capacity of 400,000 ton/year combined with generating power 12MW and ammonia sulfate factory with capacity: 100,000 Tons/ year after the conclusion of Viet Nam chemical Corporation
2. Report after 72 hours running of projects:
- Fused Calcium Magnesium Phosphate project
- Wet Calcium Magnesium Phosphate project
3. Report on building multi function plant
4. Report on business result of last 6 month 2013
|
6
|
436/NQ-SPLT
|
20/08/2013
|
1. - Progress of projects:
- Acid adjusting project
- Fused Calcium Magnesium Phosphate project
- Other projects
2. HR work
|
7
|
514/NQ-SPLT
|
10/10/2013
|
1- Comment on implementation of projects:
- Acid adjusting project
- Fused Calcium Magnesium Phosphate project
- Other projects: Multi function Plant, handling the exhaust of acid lines project...
2. HR work:
- Appoint Vice Director
- Review and appoint new vice Director
3. Other work:
- Review Company regulation
- Adjust salary distribution
- Approve purchase equipment
- Business plan
|
8
|
571/NQ-SPLT
|
15/11/2013
|
1. Report on projects implementation:
- Adjusting acid project: 300,000 tons/year
- Fused Calcium Magnesium Phosphate project
- Other projects
2. Other works
- Correct regulation
- Democratic regulation
- Internal spending regulation
- Financial regulation
3. Appoint Vice Director
|
9
|
629/NQ-SPLT
|
25/12/2013
|
1. Report on:
- Acid project . Capacity: 300,000 tons/year
- Fused Calcium Magnesium Phosphate project
- Handling the exhaust of acid lines project
- Other project
2. Report of:
- Estimate business plan report of 2013
- Estimate financial result project
3. HR work
|
III. Change in connected persons/ institutions
No.
|
Name of connected persons/institutions
|
Trading account (if any)
|
Position of PDMR at the company (if any)
|
Date to become connected persons/ institutions
|
Date no longer connected persons/ institutions
|
Reasons
|
1
|
Nguyen Tien Vinh
|
|
Chief of Supervisory Board
|
22/12/2009
|
24/04/2013
|
Dismiss
|
2
|
Pham Khac Toan
|
|
Member of Supervisory Board
|
22/12/2009
|
24/04/2013
|
Dismiss
|
3
|
Nguyen Duy Viet
|
|
Member of Supervisory Board
|
22/12/2009
|
24/04/2013
|
Dismiss
|
4
|
Nguyen Thi Ngoc Thuy
|
|
Member of Supervisory Board
|
22/12/2009
|
24/04/2013
|
Dismiss
|
5
|
Nguyen Thi Van Hoa
|
|
Chief of Supervisory Board
|
24/04/2013
|
|
Appointment
|
6
|
Tran Quoc Cuong
|
|
Chief of Supervisory Board
|
24/04/2013
|
|
Appointment
|
7
|
Vu Xuan Hong
|
|
Chief of Supervisory Board
|
24/04/2013
|
|
Appointment
|
8
|
Nguyen Van Tho
|
|
Chief of Supervisory Board
|
24/04/2013
|
|
Appointment
|
9
|
Tran Ngoc Bach
|
|
Vice Director
|
07/09/2009
|
01/11/2013
|
Retire
|
10
|
Van Khac Minh
|
|
Vice Director
|
15/11/2013
|
|
Appoinment
|
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
|
Chu Van Nguyen
|
|
Chair of the Board
|
|
|
|
2
|
Nguyen Duy Khuyen
|
|
General Manager
|
|
|
|
3
|
Vu Thi Nguyet
|
|
Connected person
|
94,320
|
|
|
4
|
Nguyen Thi Kim Oanh
|
|
Connected person
|
4,500
|
|
|
5
|
Le Hong Thang
|
|
|
3,600
|
|
|
|
Le Hong Son
|
|
Connected person
|
3,240
|
|
|
6
|
Pham Quang Tuyen
|
|
|
4,320
|
|
|
|
Pham Thi Minh Yen
|
|
Connected person
|
4,320
|
|
|
|
Pham Thi Chuc Thuy
|
|
Connected person
|
3,780
|
|
|
|
Pham Thi Huyen
|
|
Connected person
|
760
|
|
|
|
Pham Thi Ha
|
|
Connected person
|
2,700
|
|
|
7
|
Hoang Viet Dung
|
|
Director
|
3,780
|
|
|
8
|
Nguyen Thi Van Hoa
|
|
Director
|
1,272
|
|
|
9
|
Nguyen Van Tho
|
|
Director
|
9,540
|
|
|
|
Vu Thi Bich Nga
|
|
Connected person
|
23,400
|
|
|
10
|
Nguyen Thanh Cong
|
|
Director
|
4,140
|
|
|
|
Le Thi Le Hang
|
|
Connected person
|
3,300
|
|
|
11
|
Van Khac Minh
|
|
Director
|
204
|
|
|
|
Van Thi Thu
|
|
Connected person
|
2,880
|
|
|
2. Transactions of PDMRs and connected persons/ institutions
No.
|
Name
|
Relation with PDMR
|
Shareholding at the beginning of the term
|
Shareholding at the end of the term
|
Reason (buy, sell, transfer, dividend, bonus share...)
|
Share
|
Percentage
|
Share
|
Percentage
|
1
|
Vu Xuan Hong
|
|
5,000
|
|
|
|
Sell
|
2
|
Nguyen Duy Khuyen
|
|
54,000
|
0.069
|
|
|
Sell
|
3
|
Pham Thi Huyen
|
Connected person
|
23,760
|
0.030
|
760
|
0
|
Sell
|
3. Other transactions
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