CONVENTION AUTHORITY MEETING OF SHAREHOLDERS

Question:

I want to ask law stipulates how the Authority to convene a General Meeting of Shareholders. Sincerely thank you.

Reply to:

   Regarding your question we would like to exchange the following:

Pursuant to Article 97 of the Enterprise Law 2005 stipulates:

1. The General Assembly's annual meeting of shareholders or abnormal; meeting at least once per year. Location meeting of shareholders must be within the territory of Vietnam.

2. The General Meeting of Shareholders shall be held annually within four months from the end of the fiscal year. At the proposal of the Board of Management, the business registration agency may extend, but not more than six months from the end of the fiscal year.

Board of Directors shall convene an extraordinary session of the General Assembly of the shareholders in the following cases:

a) The Board of Directors deems it necessary in the interests of the company;

b) The membership of the Board of Directors have less than the number of members prescribed by law;

c) At the request of a shareholder or group of shareholders as prescribed in Clause 2, Article 79 of this Law;

d) At the request of the Supervisory Board;

e) Other cases prescribed by law and the company's charter.

Where the company's charter does not stipulate the time limit, the Board of Directors must convene a general meeting of shareholders within thirty days from the date of the members left the Board of Directors as specified in point b or receive regulatory requirements in c and d, Clause 3 of this Article.

Where the Board of Directors fails to convene a general meeting of shareholders as prescribed, the President of the Board of Directors shall be responsible before the law and have to pay damages incurred by the company.

Where the Board of Directors fails to convene a general meeting of shareholders in accordance with the provisions of Clause 4 of this Article shall, within thirty days next Supervisory Board replaced the Board of Directors to convene the General Meeting of Shareholders accordance with the provisions of this Law.

Where the Supervisory Board fails to convene a general meeting of shareholders as prescribed, the head of the supervisory board shall be responsible before the law and have to pay damages incurred by the company.

Where the Supervisory Board fails to convene a general meeting of shareholders as prescribed in paragraph 5 of this Article, a shareholder or group of shareholders as prescribed in Clause 2, Article 79 of this Law has requested the right to substitute the Board of Directors control Board convened general meeting of shareholders in accordance with the provisions of this Law.

In this case, the shareholder or group of shareholders convening a General Meeting of Shareholders may propose business registration agency overseeing the convening and conducting meetings if deemed necessary.

7. The summons shall prepare a list of shareholders entitled to attend the General Meeting of Shareholders, to provide information and resolve complaints related to the list of shareholders, programming and content of meetings, preparation of data and determine the time and location of the meeting, notice of meeting to each shareholder entitled to attend the meeting in accordance with this Law.

8. The costs of convening and conducting meetings of the General Assembly of Shareholders in accordance with Clauses 4, 5 and 6 of this Article shall be reimbursed by the company.