|
HNM: Annual General Mandate 2015 On 27/06/2015, Hanoimilk
Joint Stock Company announced Annual General Mandate 2015 as follows: Article 1: Approve the
following reports: 1.1. Approve the report of
Board of Directors on the operation of the Company in 2014 and the summary
report for the period 2010 – 2015 General Meeting of
Shareholders approves the development orientation of the Company in the
following years and the resolution on expanding the project of planting grass
and feeding dairy cattle (2000 milk cows) in Van Khe Commune and Hoang Kim
Commune with total investment value of VND 360.916 billion from 2014 to 2017. General Meeting of
Shareholders continues authorizing Board of Directors to have full power to
decide and implement the project. 1.2. Approve the report of
Management Board on the business result 2014 and the financial statement 2014
audited by Thang long – T.D.K Auditing
And Consultant Co., Ltd with basic targets as follows: Unit: VND million
|
Target
|
Actual 2014
|
2013
|
Plan 2014
|
Rate (%) (2014/2013)
|
Completion rate (Actual
2014/ Plan 2014)
|
|
1. Sales (Including VAT)
|
255,687
|
271,010
|
288,995
|
94.35%
|
88.47%
|
|
2. Sales revenue
|
232,443
|
246,373
|
262,723
|
94.35%
|
88.47%
|
|
3. Revenue deductions
|
10,566
|
8,499
|
9,064
|
124.32%
|
116.57%
|
|
4. Net sales revenue
|
221,877
|
237,874
|
253,659
|
93.28%
|
87.47%
|
|
5. Cost of goods sold
|
152,604
|
172,676
|
183,118
|
88.38%
|
83.34%
|
|
6. Gross sales profit
|
69,272
|
65,198
|
70,541
|
106.25%
|
98.20%
|
|
7. Revenue from financial
activities
|
20
|
565
|
|
3.54%
|
|
|
8. Financial cost
|
5,177
|
5,763
|
6,043
|
89.83%
|
85.67%
|
|
9. Cost of marketing and
sales
|
46,222
|
44,181
|
46,896
|
104.62%
|
98.56%
|
|
10. General and
administrative cost
|
11,090
|
13,002
|
13,399
|
85.29%
|
82.77%
|
|
11. Net operating profit
|
6,802
|
2,817
|
4,204
|
241.46%
|
161.82%
|
|
12. Other income
|
25,204
|
635
|
|
|
|
|
13. Other cost
|
28,161
|
418
|
|
|
|
|
14. Other profit
|
2,957
|
217
|
|
|
|
|
15. Total accounting
profit before tax
|
3,845
|
3,034
|
4,204
|
126.73%
|
91.47%
|
|
16. Current business
income tax
|
3,691
|
0
|
925
|
|
399.12%
|
|
17. Profit after tax
|
155
|
3,034
|
3,279
|
5.08%
|
4.70%
|
|
18. Basic earnings per
share (VND per share)
|
12
|
243
|
262
|
4.94%
|
4.57%
|
1.3. Approve the business
plan 2015 with basic targets Missions in 2015: - Continue implementing the
product quality policy in the production process to complete the sales target - Spend more budgets for
marketing activities to support for selling products and developing brands like
IZZI or Dinoimilk. - Purchase additional
equipment and production line to supply products suitable with customer tastes - Implement the project of
feeding milk cows in Me Linh District, Hanoi to create high-quality fresh milk
source - Continue expanding the sales system, reducing
costs and improving labor productivity to increase the efficiency of the
production business operation. Some basic targets in the
business plan 2015:
|
Target
|
Unit
|
Plan 2015
|
Rate (%) (compared to year
2014)
|
|
I. Production and
processing output
|
Million liter
|
10.2
|
125.93%
|
|
II. Business targets and
costs
|
|
|
|
|
Sales revenue
|
VND million
|
316,800
|
123.90%
|
|
Cost of goods sold
|
VND million
|
205,930
|
122.68%
|
|
Cost of marketing and
sales
|
VND million
|
91,872
|
147.07%
|
|
Financial cost
|
VND million
|
6,336
|
111.26%
|
|
General and administrative
cost
|
VND million
|
9,504
|
85.70%
|
|
Total profit before tax
|
VND million
|
3,168
|
82.39%
|
1.4. Approve the report of
Supervisory Board on the management activities of Board of Directors and
Management Board in 2014 Article 2: Pay dividend 2014 General Meeting of
Shareholders approves the resolution on not paying dividend 2014. After the fund extraction,
the remaining profit will be used to invest in the potential projects of the
Company in order to reduce the interest cost and increase the profit of
shareholders. Article 3: Select the audit
unit for financial year 2015 General Meeting of
Shareholders authorizes Board of Directors to select one of following units: 1. KPMG Vietnam Limited
Company Address: 46th
floor, Hanoi Landmark Tower, Pham Hung Street, Cau Giay District, Hanoi Tel: 84-4-39464600 Fax: 84-4-39461601 www.kpmg.com 2. Ernst & Young Vietnam
Limited Address: 15th
floor, Daeha Building, 360, Kim Ma Street, Ba Dinh District, Hanoi Tel: 84-4-38315100 Fax: 84-4-38315090 www.ey.com 3. TDK- Thang Long Auditing
and Consultant Company Limited Head office: Yen Hoa Ward,
Cau Giay District, Hanoi. Tel: 84-4-44500668 Fax: 84-4-44500669 www.kiemtoanthanglongtdk.com 4. Vietnam Auditing and
Valuation Company Limited Address: 11th
floor, Song Da Building, No. 165, Cau Giay Street, Cau Giay District, Hanoi Tel: 84-4-62670490 Fax: 84-4-62670494 www.vae.com.vn 5. Auditing – Tax
Consultancy Company Limited Address: Room 201, 262,
Nguyen Huy Tuong, Thanh Xuan District, Hanoi City Tel: 84-4-62662284 Fax: 84-4-62662285 www.atc-audit.com 6. Kreston ACA Vietnam
Auditing Company Limited Address: 21st
floor, Capital Tower, 169, Tran Hung Dao Street, Hoan Kiem District, Hanoi Tel: 84-4-62811488 Fax: 84-4-62811489 www.krestonaca.vn 7. DELOITTE Vietnam Company
Limited Address: 12th
floor, No. 34, Lang Ha Street, Dong Da District, Hanoi Article 4: Issue the
convertible bonds General Meeting of
Shareholders approves the statement of Board of Directors on issuing the new
convertible bonds for the period 2015 -2017 and authorizes Board of Directors
to implement the issuance plan as follows: Convertible bond issuance
plan: 1. Approves the convertible
bond issuance plan 2. Shareholders agree that
they will not use their preemptive right to buy the additionally-issued bonds
in the private placement according to the rate corresponding to the common
shares of each one if bondholders use their right to convert their bonds into
shares. 3. Shares from the
conversion of bonds will be listed on Hanoi Stock Exchange 4. Allow Board of Directors
to authorize the Chairman of Board of Directors to: - Negotiate and decide
detailed terms of the bond issuance - Sign the agreements and
contracts related to the bond issuance - Amend or supplement the
issuance plan according to the request of State Securities Commission of
Vietnam or regulations of law. - Decide other issues Article 5: Amend the charter
of the Company General Meeting of
Shareholders approves the resolution on amending article no. 5 in the charter
of the Company according to the new charter capital of VND 200 billion and
amending other articles as appropriate to the new Law on Enterprises 2014
coming into effect from 01/07/2015. Article 6: Elect member of
Board of Directors and Supervisory Board in the term 2015 – 2020 General Meeting of
Shareholders approves the resolution on electing member of Board of Directors
and Supervisory Board in the term 2015 – 2020 as follows: 1. Approve the resolution on
electing member of Board of Directors and Supervisory Board in the term 2015 –
2020 2. Approve Regulations of
electing member of Board of Directors and Supervisory Board in the term 2015 –
2020 3. Approve the list of
nominees 4. Approve the result of
electing member of Board of Directors and Supervisory Board in the term 2015 –
2020 Board of Directors: - Mr. Ha Quang Tuan - Ms. Nguyen Mai Phuong - Mr. Phan Manh Hoa - Mr. Dao Xuan Tu - Mr. Dang Anh Tuan Supervisory Board: - Ms. Dang Thi Thanh Nga - Mr. Le Huy Phuc - Ms. Do Thi Thu 6. Approve the resolution on
appointing Mr. Ha Quang Tuan as the chairman of Board of Directors cum General
Manager in the term 2015 – 2020 Article 7: Pay remuneration
to members of Board of Directors and Supervisory Board: General Meeting of
Shareholders approves the resolution on paying remuneration to members of Board
of Directors and Supervisory Board as follows: 1. Members of Board of Directors: - Chairman: VND 50,000,000 per month - Member: VND 8,000,000 per
month 2. Members of Supervisory
Board - Head: VND 8,000,000 per
month - Member: VND 4,500,000 per
month Above remuneration levels
will be applied in the term 2015 – 2020. Members of Board of Directors will
only receive the extra reward if the after-tax profit exceeds the target.
Article 8: This mandate is
approved by 15th Annual General Meeting of Shareholders and comes
into effect from 27/06/2015. HNX
|
