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IDV: Annual General Mandate 2014
On 25/11/2013, Vinh Phuc Infrastructure
Development Joint Stock Company announced Annual General Mandate 2014 as
follows:
Article
1:
Approve the report of BOD in financial year 2013 and summarize the second term
2 (2009 - 2013)
·
Some financial
targets obtained in the second term of BOD
|
Targets
|
Year 2003
(the foundation
of the Company)
|
Year 2008
(31/12/2008)
|
Average growth rate per year from 2003
-2008
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Year 2013
(30/09/2013)
|
Average growth
rate per year from 2009 - 2013
|
Average growth rate per year after ten
year since the foundation
|
|
Total asset
|
10,000,000,000
|
189,733,208,539
|
359%
|
318,029,108,039
|
14%
|
308.0%
|
|
Owner’s equity
|
10,000,000,000
|
47,120,954,092
|
74%
|
50,694,053,718
|
2%
|
40.7%
|
|
Charter capital
|
10,000,000,000
|
35,285,000,000
|
51%
|
44,343,520,000
|
5%
|
34.3%
|
|
Total
profit after tax from 2009 - 2013
|
59,068,701,472
|
|
|
|
The
ratio of Profit after tax/Average charter capital per year from 2009 – 2013 is: 31%/year
|
|
Average
dividend rate per year from 2009 – 2013 (in cash and by shares) is: 26%/year
|
·
Some financial
targets in the third term of BOD are estimated as follows:
|
No.
|
Targets
|
Year 2013
(30/09/2013)
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Year 2018
(30/09/2013)
|
Average growth
rate per year from 2014 - 2018
|
|
1
|
Total value of
assets
|
318,029,108,039
|
500,000,000,000
|
11.4%
|
|
2
|
Owner’s equity
|
50,694,053,718
|
90,000,000,000
|
15.5%
|
|
3
|
Charter capital
|
44,343,520,000
|
88,000,000,000
|
19.7%
|
|
4
|
Total profit after tax
|
59,068,000,000
|
90,000,000,000
|
10.5%
|
|
5
|
Average dividend rate per year from 2014 – 2018 (in cash
and by shares) is: 20% - 25%/year
|
Article
2:
Approve the report on the operation result in financial year 2013 of Executive
Committee, the detail targets as follows:
|
No.
|
Targets
|
Year 2013
|
% increase or
decrease compared to 2012
|
|
I
|
TOTAL ASSETS
|
318,028,609,860
|
14.74%
|
|
1
|
|
139.607.049.483
|
63.51%
|
|
2
|
|
178.421.560.377
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-6.98%
|
|
II
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TOTAL CAPITAL
SOURCES
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318,028,609,860
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14.74%
|
|
1
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Short-term debts
|
18,711,310,565
|
77.51%
|
|
2
|
Long-term debts
|
248,628,195,804
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12.02%
|
|
3
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Owner’s equity
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50,689,103,491
|
13.42%
|
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III
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THE RESULT OF
INVESTMENT AND BUSINESS
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|
|
|
1
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Total revenue and income
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46,660,763,726
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118.51%
|
|
2
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Total cost
|
8,091,852,441
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122.72%
|
|
3
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Profit before tax
|
18,568,911,285
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112.44%
|
|
4
|
Profit after tax
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18,121,997,150
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111.94%
|
Article
3:
Approve the plan on the operation in the financial year 2014 from 01/10/2013 to
30/09/2014 as follows:
3.1
The targets of main activities
|
No.
|
Targets
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Unit
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The plan 2014
|
|
1
|
Total value of assets
|
VND
|
50.000.000.000
|
|
2
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Total cash flow (net revenue + financial revenue + other
income)
|
VND
|
45.000.000.000
|
|
3
|
The profit after tax
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VND
|
16.000.000.000
|
|
4
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The plan for dividend payment:
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%
|
35
|
|
|
-
Issue shares for dividend payment
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%
|
15
|
|
|
-
Dividend payment in cash
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%
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20
|
|
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Issue the shares (par value) according to Employee Stock
Option Plan
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01
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3.2
The investment and capital restructure at associated and joint-venture
projects:
a/ The investment at two industrial parks
(Khai Quang and Chau Son): Continue the investment into the infrastructure
construction at Chau Son Industrial Park by rolling investment, especially at
night waste water treatment plant with the capacity of 3000 m3/day
and internal traffic system, etc.
b/ New investments: Construct “Poisonous
Treatment Plant” in order to collect, treat industrial waste at Vinh Phuc
Province with the capacity of 10,000 tons/year, total estimated investment is
about VND 80m billion (available capital is 30%, preference capital is 70%)
with the model: Founding the subcompany in Vinh Phuc to perform the project,
VPID contributes at least 65% of shares;
c/ Additional investment and capital restructure
at associated and joint-venture projects:
- For “Silver Stone” Project of Phu Thanh Infrastructure Development
Joint Stock Company: in order to continue the additional investment into this
project, the Company will transfer from shareholders (contributed capital) into
second investor;
- For the urban project of Vinh Phuc Urban
Development Joint Stock Company: VPID increased its contributed capital from
30% to 51%;
- For Son Long Project and Trung Thu Hydro
Power Plant: the Company will divest when partners buy and the price is
equivalent to initial investment price. In case, the Company needs capital, the
transfer price maybe decreased by 20% compared to initial price.
Article
4:
Approve private financial statements and consolidated financial statement 2013
which have been audited
Article 5: Approve “The report on
inspecting the operation 2013” on the management of BOD and Management Board.
Article
6:
Approve selecting auditing unit for financial statement 2014 of Supervisory
Board. Therefore, General Meeting of Shareholders authorizes BOD to select
auditing unit.
Article
7:
Approve the distribution level of the profit after tax in financial year 2013
and the estimated level of the profit after tax 2014 as follows:
Ø The distribution
level of the profit after tax of financial year 2013:
|
No.
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The
distribution of the profit after tax
|
Rate,
%
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Value
|
|
I
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The
profit after tax
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18.121.997.150
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|
II
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The
distribution of the profit after tax as follows
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8,945,528,230
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|
1
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Investment and development fund
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5%
|
906,099,858
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|
2
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Financial reserve fund
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5%
|
906,099,858
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|
3
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Bonus and welfare fund
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5%
|
906,099,858
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|
4
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Bonus fund for Executive Committee
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5%
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906,099,858
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5
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Shareholders
|
|
5,321,128,800
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|
|
-
In Cash
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12% of Charter capital
|
5,321,128,800
|
|
III
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Retained
profit
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|
9,176,468,920
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Ø The estimated
distribution level of the profit after tax of financial year 2014:
|
No.
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Estimated
distribution level of the profit after tax 2014
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Rate,
%
|
|
1
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Investment and development fund
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5%
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|
2
|
Financial reserve fund
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5%
|
|
3
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Bonus and welfare fund
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5%
|
|
4
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Bonus fund for Executive Committee
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5%
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|
5
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Shareholders:
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35%
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5.1
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- By shares
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15% of Charter capital
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5.2
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- In cash
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20% of Charter capital
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Article
8:
Approve the statement on the operation cost of BOD/Supervisory Board and
subcommittees directly under BOD in financial year 2014 in total amount of VND
10,000,000,000.
Article
9:
Approve the method of issuing shares for dividend payment 2014 to increase the
Charter capital. The detail as follows:
- Purpose: Dividend
payment
- Estimated volume is to be issued: 15% of charter capital (at time of
issuance)
- Type of shares: Common shares
- Par value: VND 10,000
- The
objects: Issued
to outstanding shareholders in the shareholders’ list at the record date for receiving dividend by shares
- The
capital source for issuance: Undistributed
profit
-
Exercise rate: 15%
of par value (at the record date, each shareholder owns 100 shares will receive
15 new shares).
- The
estimated time for issuance: In
Quarter I or Quarter II.2014
Article 10: Approve the method of issuing shares for
sale in accordance with Employee Stock Option Plan 2014 as follows:
-
Purpose: Issuing
shares for sale in accordance with Employee Stock Option Plan
- Estimated volume is to be issued: 1% of charter capital (at time of
issuance)
- Type of shares: Common shares
- Issuing price: VND 10,000/share
- The
objects: Issued
to key staff, managers, employees of the Company (including the subcompanies)
- The
restriction for transfer: BOD
makes specific method
- The
method of issuing: Issuing
to the employee of the Company according to the list approved by BOD
-
Estimated time: In
Quarter III or Quarter IV.2014
Article
11:
Approve the supplementation of Clause 9 Article 5 of the Charter on
organization and operation dated 31/03/2011 of the Company as follows: “After
increasing the Charter capital in accordance with the law, the Charter capital
of the will be stated in Business Registration Certificate (newly changed) of
the Company”.
Article
12:
Approve the rules on voting the members of BOD and Supervisory Board in the
third term 2014 – 2018.
Article
13:
Approve the list of the candidates in the election for the member of BOD,
Supervisory Board in the third term (2014 -2018) as follows:
The candidates for the members of BOD:
1. Mr. Trinh Viet Dung
2. Mr. Van Phuc Ha
3. Mr. Phung Van Quy
4. Mr. Cao Dinh Thi
5. Mr. Pham Huy Ai
6. Mr. Le Tung Son
The candidates for the members of Supervisory Board:
1. Mr. Dong Phi Hung
2. Mr. Nguyen Ngoc Lan
3. Mr. Phan Van Vinh
4. Mr. Nguyen Huy Hung
Article:
14:
Approve the result of voting the members of BOD and Supervisory Board in the
third term (2014 - 2018) as follows:
The list of the candidates voted as the members of BOD in
the third term:
|
No.
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Full
name
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Number
of votes
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Rate
%
|
|
1
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Mr. Pham Huu Ai
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3,820,613
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99.80%
|
|
2
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Mr. Trinh Viet Dung
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3,820,612
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99.80%
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|
3
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Mr. Van Phung Ha
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3,435,923
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76.00%
|
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4
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Mr. Phung Van Quy
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3,156,360
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82.45%
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5
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Mr. Le Tung Son
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4,876,510
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127.38%
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The list of the candidates voted as the members of
Supervisory Board in the third term:
|
No.
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Full
name
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Number
of votes
|
Rate
%
|
|
1
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Mrs. Nguyen Ngoc Lan
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2.767.204
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72,28%
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|
2
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Mr. Phan Van Vinh
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3.430.457
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89,61%
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|
3
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Mr. Nguyen Huy Tung
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3.461.316
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90,41%
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Article 15: Performance
This General
Mandate approved by General Meeting of Shareholders 2014 and went into effect
on 25/11/2013
Mr., Mrs are members of BOD, Supervisory Board,
Management Board take responsibility to perform this General Mandate in
accordance with the laws and the Charter of the Company.
HNX
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