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ECI: Annual Corporate Governance Report 2012
CORPORATE GOVERNANCE
(Year 2012)
Company: Education
cartography and illustration JSC
Address:
Tel.: Fax:
Email:
Charter capital: VND18,600,000,000
Stock code: ECI
I. BOD Activities
Meetings:
|
No.
|
Members of BOD
|
Title
|
Attendance
|
Rate
|
Reasons for not
attending
|
|
1
|
Ms. Nguyễn Thị
Hồng Loan
|
Chair of the
Board
|
4
|
100%
|
|
|
2
|
Mr. Trần Ngọc Bê
|
Vice Chair of the
Board
|
4
|
100%
|
|
|
3
|
Mr. Phan Trung
Phương
|
Member of the
Board
|
4
|
100%
|
|
|
4
|
Mr. Lê Phú
|
Member of the
Board
|
4
|
100%
|
|
|
5
|
Ms. Đặng Thị Như
|
Member of the
Board
|
4
|
100%
|
|
II. Board Resolutions (year 2012)
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No.
|
Board Resolution No.
|
Date
|
Content
|
|
1
|
01/2012/HĐQT-NQ
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16/03/2012
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Approval on
-
Audited FS 2011 by AAC Company
-
Distribution of profit after tax 2011
-
Dividend payment period 2 year 2011 by cash at rate
6%. Record date: 04/04/2012. Payment date: 27/04/2012
-
Time and content of GMS 2012
-
Business plan 2012
-
Remuneration for BoDs and SB 2012
-
Selection of auditing company 2012
|
|
2
|
02/2012/HĐQT-NQ
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19/06/2012
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Approval on:
-
Report on business result in first 5 months of 2012
-
Plan of last 7 months of 2012 to fulfill plan
addressed at AGMS 2012
-
Dividend payment period 3 year 2011 by cash based on
General Mandate of GMS on 28/04/2012
-
Record date for dividend payment period 3 year 2011:
estimated early July 2012
-
Payment ratio: 1%/share (1 share to receive VND100)
-
Payment date: July 2012
|
|
3
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03/2012/HĐQT-NQ
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05/10/2012
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Approval on:
-
Report on business result first 8 months of 2012
-
Dividend payment period 1 year 2012 by cash at rate
7%. Payment date: 17/11/2012
-
Approved to be unit of Vietnam Publishing House as
regulated by internal rules of Vietnam Publishing House
-
Buy 1 van for transportation and delivery of goods
-
Usage of bonus fund from profit after tax to buy ECI
shares
-
Distribution of remuneration for BoDs and SB for
first 6 months of 2012: 4% profit before tax of first 6 months of 2012
|
|
4
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04/2012/HĐQT-NQ
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04/12/2012
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Approval on:
-
Report on business result of first 10 months of 2012
-
Dividend payment year 2012 by cash in 2 periods:
Period
1: Payment ratio: 7%/share (1 share to receive VND700) Payment date:
14/11/2012
Period
2: Payment ratio:
6%/share (1 share to receive VND600) Payment date: estimated on April 2013
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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
|
Lương Mạnh Linh
|
|
|
28/4/2012
|
|
Connected to Ms.
Xuan – Member of SB
|
|
2
|
Lê Thị Nhung
|
|
|
28/4/2012
|
|
“
|
|
3
|
Lương Thanh Loan
|
|
|
28/4/2012
|
|
“
|
|
4
|
Lương Thanh Huyền
|
|
|
28/4/2012
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|
“
|
|
5
|
Nguyễn Hồng Hải
|
|
|
28/4/2012
|
|
“
|
|
6
|
Nguyễn Kim Giao
|
|
|
|
28/4/2012
|
End term of Ms.
Huong – member of SB
|
|
7
|
Vũ Thị Tâm
|
|
|
|
28/4/2012
|
“
|
|
8
|
Nguyễn Quốc An
|
|
|
|
28/4/2012
|
“
|
|
9
|
Phạm Thế Sơn
|
|
|
|
28/4/2012
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“
|
|
10
|
Nguyễn Thị Phương
Thảo
|
|
|
1/4/2012
|
|
Connected to Mr.
Huy – Vice Manager
|
|
11
|
Lê Huỳnh
|
|
|
1/4/2012
|
|
Connected to Mr.
Huy – Vice Manager
|
|
12
|
Nguyễn Khánh Tùng
|
|
|
1/4/2012
|
|
Connected to Mr.
Huy – Vice Manager
|
|
13
|
Lê Trường Giang
|
|
|
1/4/2012
|
|
Connected to Mr.
Huy – Vice Manager
|
|
14
|
Lê Khánh Thuỷ
|
|
|
1/4/2012
|
|
Connected to Mr.
Huy – Vice Manager
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IV. Transactions of PDMRs and connected persons/
institutions
1. List of PDMRs
and connected persons
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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
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Note
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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2. Transactions of
PDMRs and connected persons/ institutions: No
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No.
|
Name
|
Relation with
PDMR
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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
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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3. Other
transactions
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No
|
Name
|
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
|
|
I
|
Internal
shareholders
|
|
|
|
|
|
|
1
|
Nguyễn Thị Hồng
Loan
|
2,000
|
0.107
|
4,000
|
0.23
|
Buy shares
|
|
2
|
Lê Phú
|
4,100
|
0.22
|
6,100
|
0.35
|
Buy shares
|
|
3
|
Lê Huy
|
20,851
|
1.12
|
26,551
|
1.51
|
Buy shares
|
|
4
|
Đặng Thị Như
|
4,200
|
0.226
|
7,900
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0.45
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Buy shares
|
|
II
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Principal
shareholders
|
|
|
|
|
|
|
1
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Maybank Kim Eng
Securities Pte.Ltd
|
96,700
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5.19
|
173,100
|
9.84
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On 09/05/2012 begin
to be principal shareholder
|
|
2
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Iwai Cosmo
Securities Co.Ltd
|
78,700
|
4.47
|
88,700
|
5.04
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On 03/10/2012 begin
to be principal shareholder
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|
3
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AMERICA LLC
|
93,100
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5%
|
111,000
|
6.31
|
On 07/12/2012 begin
to be principal shareholder
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HNX
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