1. GeneralMeeting of Shareholders

According to Article 273 of Decree 155/2020/ND-CP stipulates as follows:

−       The Board of Directors, the Supervisory Board and the convener of the General Meeting of Shareholders must fully comply with the order and procedures for convening the General Meeting of Shareholders in accordance with the Law on Enterprises, the company’s charter and internal regulations on corporate governance. A public company must publish information on the preparation of a list of shareholders entitled to attend the General Meeting of Shareholders at least 20 days before the last registration date. The authorization for representatives to attend the General Meeting of Shareholders shall comply with the provisions of Clause 2, Article 144 of the Law on Enterprises.

−       The Board of Directors, the Supervisory Board, the convener of the General Meeting of Shareholders shall arrange the agenda, arrange a reasonable place and time for shareholders to attend, discuss and vote on each issue on the agenda of the General Meeting of Shareholders according to the provisions of Clause 5, Article 140 of the Law on Enterprises.

−       Public companies stipulate in the Internal Regulations on corporate governance the application of modern information technology so that shareholders can attend and express opinions at the General Meeting of Shareholders through online meetings, electronic voting or other electronic forms as prescribed in Article 144 of the Law on Enterprises and the company’s charter.

−       Every year, a public company must hold an annual General Meeting of Shareholders once in accordance with the Law on Enterprises. Members of the Board of Directors and members of the Supervisory Board must attend the Annual General Meeting of Shareholders to answer questions of shareholders at the meeting (if any); in case force majeure cannot attend, members of the Board of Directors and members of the Control Board must report in writing to the Board of Directors and the Control Board. In case the audit report of the company’s annual financial statements contains material exclusions, contrary audit opinions or rejections, the public company must invite the representative of an approved auditing organization to audit the company’s financial statements to attend the Annual General Meeting of Shareholders and the representative of the approved auditing organization The above is responsible for attending the Annual General Meeting of Shareholders of a public company.

−       Comply with other provisions of law and the company’s charter.

2. Rights and obligations of the General Meeting of Shareholders

According to the provisions of Clause 2, Article 138 of the Enterprise Law 2020:

1. a) Approving the development orientation of the company;
2. b) Decide on the type of shares and the total number of shares of each class entitled to be offered for sale; decide on the annual dividend level of each type of share;
3. c) Elect, dismiss or dismiss members of the Board of Directors and Controllers;
4. d) Decide to invest or sell assets with a value of 35% or more of the total value of assets recorded in the company’s most recent financial statements, unless the company’s charter stipulates a percentage or another value;

1. dd) Decide to amend and supplement the company’s charter;
2. e) Approving annual financial statements;
3. g) Decide to buy back more than 10% of the total number of sold shares of each class;
4. h) Consider and handle violations of members of the Board of Directors and Controllers causing damage to the company and its shareholders;
5. i) Decide to reorganize or dissolve the company;
6. k) Decide on the budget or total remuneration, bonus and other benefits for the Board of Directors and the Control Board;
7. l) Approving internal management regulations; operation regulations of the Board of Directors and Control Board;
8. m) Approving the list of independent auditing firms; decide the independent audit firm to inspect the company’s operations, dismiss the independent auditor when deeming it necessary;
9. n) Other rights and obligations as prescribed by this Law and the company’s charter.

3. Organize The General Meeting of Shareholders

In Official Dispatch 913/UBCK-GSĐC in 2022 on the organization of the meeting as follows:

• Firstly,about the organization time:

−       The General Meeting of Shareholders must hold an annual meeting within 04 months from the end of the fiscal year. Unless otherwise provided for in the company’s charter, the Board of Directors shall decide to extend the Annual General Meeting of Shareholders in case of necessity, but not exceeding 06 months from the end of the fiscal year.

• Secondly,on the content approved at the General Meeting of Shareholders:

−       Through the development orientation of the company;

−       Decide on the type of shares and the total number of shares of each class entitled to be offered for sale; decide on the annual dividend level of each type of share;

−       Election, dismissal or dismissal of members of the Board of Directors and Controllers;

−       Decide to invest or sell assets with a value of 35% or more of the total value of assets recorded in the company’s most recent financial statements, unless the company’s charter stipulates a percentage or another value;

−       Decide to amend and supplement the company’s charter;

−       Approving annual financial statements;

−       Decide to buy back more than 10% of the total sold shares of each class;

−       Consider and handle violations of members of the Board of Directors and Controllers causing damage to the company and its shareholders;

−       Decide to reorganize or dissolve the company;

−       Decide on the budget or total remuneration, bonus and other benefits for the Board of Directors and the Control Board;

−       Approving internal governance regulations; operation regulations of the Board of Directors and Control Board;

−       Approving the list of independent auditing firms; decide the independent audit firm to inspect the company’s operations, dismiss the independent auditor when deeming it necessary;

−       Other rights and obligations as prescribed by this Law and the company’s charter.

−       Approving contracts for purchase, sale, loan, loan and other contracts and transactions as prescribed in the company’s charter stipulating other rates or values and contracts and transactions under the decision competence of the General Meeting of Shareholders;

−        A public company is responsible for formulating the company’s charter, internal regulations on corporate governance, operation regulations of the Board of Directors, operation regulations of the Supervisory Board.

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