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HST: General Mandate 2015 On 17 Jun
2015, Hung Yen & School Equipment Joint Stock Company announced the General
Mandate 2015 as follows:
The annual
General Meeting of Shareholders (term 2015 – 2020) was held at 8h30 on 17 Jun
2015, on 4th floor Hall of Hung Yen Book Supermarket (at No. 305,
Nguyen Van Linh Street, Hung Yen City, Hung Yen Province)
Total
shareholders were 116, equivalent to 1,488,440 shares (accounting for 100% of
voting outstanding shares)
Number of
attendants who were outstanding shareholders and proxies with voting rights was
64 shareholders, equivalent to 1,445,360 shares, accounting for 97.11% of
outstanding voting shares
The annual
General Meeting of Shareholders approved the followings:
I. Approve
audited financial statement 2014, dividend payment level and profit
distribution 2014 and financial plan 2015
1. Operation
results of 2014
a. Operation
results:
- Net revenue
from selling goods and services: VND 34,932,627,991
- Profit
before tax: VND 911083935
- Profit
after tax: VND 733,500,545
b. Plan for
profit distribution 2014
- Dividend
payment (4.5%/ year), equivalent to VND 669,798,000
(Payment in
cash in July 2015)
- Investment
Development Fund: VND 43,702,545
- Welfare
Reward Fund: VND 20,000,000
Total: VND
733,500,545
c. Approve remuneration
for Board of Directors and Supervisory Board
+ Salary
fund: VND 1,001,693,240
+
Remuneration for Board of Directors: VND 75,800,000
+
Remuneration for Supervisory Board: VND 21,600,000
2. Financial
plan 2015
- Expected
revenue: 32 billion dongs
- Profit
before tax: 1.150 billion dongs
-
Appropriation for funds:
+ Investment
Development Fund: 3% - 5%
+ Welfare
Reward Fund: 3% - 5%
-
Remuneration for Board of Directors: VND 81,600,000
-
Remuneration for Supervisory Board: VND 21,600,000
Voting rate:
100%
II. Approve
business plan 2015
- Revenue:
VND 32,000,000,000
In which,
+ Income from
school books: VND 12,000,000,000
+ Income from
reference books: VND 12,100,000,000
+ Income from
STK: VND 2,700,000,000
+ Income from
notebooks: VND 1,800,000,000
+ Income from
block calendar: VND 350,000,000
+ Income from
equipment: VND 600,000,000
+ Income from
fixed assets: VND 1,250,000,000
+ Income from
school services: VND 1,200,000,000
- Profit
before tax: VND 1,150,000,000
- Dividend
payment: 6%/ year
Voting rate:
100%
III. Choose
AAC Accounting and Auditing Co., Ltd – member of POLARIS INTERNATIONAL at Lot
78-80, 30/4 Road, Hai Chau District, Da Nang City to audit financial statements
of the Company
Voting rate:
100%
IV. Appoint
Mr. Dao Anh Son to Board of Directors of Hung Yen & School Equipment Joint
Stock Company in term 2010 – 2015 as from 01 Sep 2014
Voting rate:
100% of voting shares
V. Appoint
Mr. Nguyen Van Luan as Chair of Board of Directors in term 2010 – 2015 as from
01 Sep 2014
Voting rate:
100%
VI. Approve
the project for building a 7-floor Book supermarket at Nguyen Van Linh Street
with total investment of 10 billion dongs
Voting rate:
100%
VII. Amend
some contents in Charter of Hung Yen & School Equipment Joint Stock
Company, which was approved at the annual General Meeting of Shareholders held
on 05 Apr 2012
1. Article 2,
clause 3.0
Before
amending: Address at 305 Nguyen Van Linh Street, An Tao Ward, Hung Yen City,
Hung Yen Province
After
amending: Address at 601 Nguyen Van Linh Street, An Tao Ward, Hung Yen City,
Hung Yen Province
2. Article 2,
clause 4
Before
amending: Director is legal representative of the Company
After
amending: Chair of Board of Directors is legal representative of the Company
3. Article
18, clause 1
Before
amending: annual General Meeting of Shareholders is allowed to occur if number
of attendant shareholders makes up at least 65% of voting shares
After
amending: annual General Meeting of Shareholders is allowed to occur if number
of attendant shareholders makes up at least 51% of voting shares
4. Article
18, clause 2:
Before
amending: In case number of attendants is not present within 30 minutes as from
the opening time, the annual General Meeting of Shareholders must be called
again within 30 days since the expected date of holding the first annual
General Meeting of Shareholders. The second annual General Meeting of
Shareholders is only held if the attendant shareholders and proxies make up 51%
of voting shares
After
amending: In case number of attendants
is not present within 30 minutes as from the opening time, the annual General
Meeting of Shareholders must be called again within 30 days since the expected
date of holding the first annual General Meeting of Shareholders. The second
annual General Meeting of Shareholders is only held if the attendant
shareholders and proxies make up 33% of voting shares
5- Article
20, clause 1
Before
amending: Except for provisions in clause 20 of Article 2, decisions of annual
General Meeting of Shareholders about following issues will be approved if
there are 65% or more of total votes of shareholders and proxies with voting
shares attending the annual General Meeting of Shareholders
After
amending: Except for provisions in clause 20 of Article 2, decisions of annual
General Meeting of Shareholders about following issues will be approved if
there are 51% or more of total votes of shareholders and proxies with voting
shares attending the annual General Meeting of Shareholders
6. Clause 2
of Article 20
Before
amending: Decisions of annual General Meeting of Shareholders related to
amending and supplementing Charter, types of shares and number of shares
allowed to offer, merging, restructuring and winding up the Company,
transactions of sale of assets of the Company, branches or purchase of the
Company or branches valued at 50% or more of total assets of the Company,
branches (based on latest audited
accounting figures) will be only approved if there are 75% or more of total
votes of shareholders and proxies with voting shares attending the annual
General Meeting of Shareholders
After
amending: Before amending: Decisions of annual General Meeting of Shareholders
related to amending and supplementing Charter, types of shares and number of
shares allowed to offer, merging, restructuring and winding up the Company,
transactions of sale of assets of the Company, branches or purchase of the
Company or branches valued at 35% or more of total assets of the Company,
branches (based on latest audited
accounting figures) will be only approved if there are 65% or more of total
votes of shareholders and proxies with voting shares attending the annual
General Meeting of Shareholders
7. Clause 8
of Article 24:
Before
amending: Members of Board of Directors are necessary to hold shares of the
Company
After
amending: Members of Board of Directors must be shareholders of the Company
8. Clause 3
of Article 55:
Before
amending: This Charter takes effect as from 5 Apr 2012 and replaces Charter
which was approved at annual General Meeting of Shareholders on 24 Apr 2008
After
amending: This Charter takes effect as from 17 Jun 2015 and replaces Charter
which was approved at annual General Meeting of Shareholders 05 Apr 2012.
VIII. Approve
Board of Directors, Chair of Board of Directors, Vice Chair of Board of Directors,
Supervisory Board, Head of Supervisory Board for term 2015 – 2020
* Board of
Directors:
- Chairman:
Nguyen Van Luan
- Vice
Chairman: Nguyen Van Luan
- Members: +
Vu The Phuong
+ Dang Minh Hai
+ Dao Anh Son
* Supervisory
Board:
- Head of
Supervisory Board: Trinh Xuan Hien
- Member of
Supervisory Board: + Bui Thi Thuy
+
Pham Van Nhuong
Voting rate:
100%
The annual
General Meeting of Shareholders for term 2015 – 2020 of Hung Yen & School
Equipment Joint Stock Company was approved with 100% of voting shares. HNX
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