| D |
Responsibilities of the Board
|
61/63 |
| D.1 |
Board Duties and Responsibilities
|
6/6 |
| |
Clearly defined board responsibilities and corporate governance policy |
|
| D.1.1 |
Does the company disclose its corporate governance policy / board charter? |
PVCFC has disclosed its Internal Regulation on Governance on PVCFC's Website
PVCFC has also disclosed its Regulation on operation of the board of directors |
1. Regulation on operation of the BOD
2. Internal regulations of governance
|
YES |
| D.1.2 |
Are the types of decisions requiring board of directors/commissioners' approval disclosed ? |
The rights and responsibilities of the Board of Directors are clearly defined in Article 12 of the Regulation on operation of the BOD and Article 26 of the Company’s Charter. |
1. Charter of PVCFC
2. Regulation on operation of the BOD
|
YES |
| D.1.3 |
Are the roles and responsibilities of the board of directors/commissioners clearly stated ? |
PVCFC has also disclosed the Field of responsibility for each BOD member through Annual Report 2024, Page 188-189 |
Annual Report 2024 |
YES |
| |
Corporate Vision/Mission |
|
| D.1.4 |
Does the company have an updated vision and mission statement? |
In 2024, BOD effectively oversaw production, business, research and development activities to launch new fertilizer products in line with the Company’s Strategy, Vision and Mission of “Providing nutritional solutions for crops”. Accordingly, there were no unappropriate activities that BOD needed to remind and revise.
BOD also reviewed the Company’s Vision, Mission, and Core Values and had no modification in 2024.
(page 193 Annual report 2024) |
Annual Report 2024
|
YES |
| D.1.5 |
Does the board of directors play a leading role in the process of developing and reviewing the company's strategy at least annually? |
In 2024, BOD reviewed corporate strategy in 03 regular meetings and 01 workshop (in September 27, 2024). To ensure effectiveness and quality of
the meetings, EB has made a report on corporate strategy approved by the BOD and sent to BOD members along with the recommendations before
the meetings. BOD also assigned persons to review the corporate strategy and then report to the BOD. This action has helped BOD make timely adjustments or enhance necessary resources to ensure that the Company’s operations are consistent with the Company’s development strategy.
(page 193 Annual report 2024) |
Annual Report 2024
|
YES |
| D.1.6 |
Does the board of directors have a process to review, monitor and oversee the implementation of the corporate strategy? |
In 2024, BOD reviewed corporate strategy in 03 regular meetings and 01 workshop (in September 27, 2024). To ensure effectiveness and quality of
the meetings, EB has made a report on corporate strategy approved by the BOD and sent to BOD members along with the recommendations before
the meetings.
(page 193 Annual report 2024) |
Annual Report 2024
|
YES |
| D.2 |
Board structure
|
23/24 |
| |
Code of Ethics or Conduct |
|
| D.2.1 |
Are the details of the code of ethics or conduct disclosed? |
PVCFC's disclosed its Code of Conduct through PVCFC's Website and Annual Report 2024, Page 261 |
1. Code of business conduct
2. Annual Report 2024
|
YES |
| D.2.2 |
Are all directors/commissioners, senior management and employees required to comply with the code/s? |
Yes, it's defined in the CoC.
Also, page 261 of the Annual Report re-emphasize this "COC provides specific guidance on how to behave as an employee of PVCFC (including all members of BOD, Supervisory Board, other enterprise directors and all employees) when interacting with any relevant entities"
|
1. Code of business conduct
2. Annual Report 2024
|
YES |
| D.2.3 |
Does the company have a process to implement and monitor compliance with the code/s of ethics or conduct? |
COC is copied and provided to all employees and is published on the Company’s website. In 2024, 100% of PVCFC’s employees were trained in COC via E-learning system. Orientation training for new BOD members and new employees at the Company also includes COC contents and other relevant regulations. In the coming time, PVCFC will continue to deploy annual training on COC for all employees via E-learning system to raise their awareness of COC. At the same time, this training also serves as a form of commitment to comply with COC.
(page 261 Annual report 2024)
Furthermore, the Company clearly outlines multiple channels that enable employees to voice concerns regarding any ethical matters.
BOD has issued Whistle blowing Policy since February 2023 (which was then revised in Resolution No. 3900/NQ-PVCFC dated December 20, 2024) to promptly detect and adjust behaviors, enhance the sense of responsibility of employees and encourage them to be proactive and confident in providing feedback to managers, thereby increasing management and business efficiency as well as protecting and promoting PVCFC’s reputation.
(page 193 Annual report 2024) |
Annual Report 2024
|
YES |
| |
Board Structure & Composition |
|
| D.2.4 |
Do independent directors/commissioners make up at least 50% of the board of directors/commissioners? |
PVCFC's independent directors ratio is 28% of BOD as disclosed in Annual Report 2024, Page 175 |
Annual Report 2024 |
NO |
| D.2.5 |
Does the company have a term limit of nine years or less or 2 terms of five years1 each for its independent directors/ commissioners?
1 The five years term must be required by legislation which pre-existed the introduction of the ASEAN Corporate Governance Scorecard in 2011
|
The Company’s Charter requires each director term should not exceed 05 years. An independent director should not sit in the board in more than 02 consecutive terms in Annual Report 2024, Page 175.
The Company charter (Article 25, clause 2) requires each director term should not exceed 5 years. An independent director should not sit in the board in more than 2 consecutive terms. A director should not sit in the board of more than 5 other companies. |
1. Annual Report 2024
2. Charter of PVCFC
|
YES |
| D.2.6 |
Has the company set a limit of five board seats that an individual independent/non-executive director/commissioner may hold simultaneously? |
The Company’s Charter requires each director term should not exceed 05 years. An independent director should not sit in the board in more than 02 consecutive terms in Annual Report 2024, Page 175.
The Company charter (Article 25, clause 2) requires each director term should not exceed 5 years. An independent director should not sit in the board in more than 2 consecutive terms. A director should not sit in the board of more than 5 other companies. |
1. Annual Report 2024
2. Charter of PVCFC
|
YES |
| D.2.7 |
Does the company have any executive directors who serve on more than two boards of listed companies outside of the group? |
PVCFC has no executive directors who serve on more than two boards of listed companies outside of the group as stated in Annual Report 2024 (page 175) |
Annual Report 2024
|
YES |
| |
Nominating Committee |
|
| D.2.8 |
Does the company have a Nominating Committee? |
PVCFC has publicly disclosed the existence of Human Capital - Remuneration Committee (similar to Nominating and Remuneration committee).
The Regulation on organization and operation of the Human Capital - Remuneration Committee has been disclosed on the Company’s official website.
Article 10 of the Committee’s Charter outlines the Committee’s responsibilities, including:
- Developing qualification criteria and proposing candidates for the Board of Directors (BOD);
- Conducting research, identifying, and building a database of BOD/Independent BOD member candidates;
- Recommending to the BOD appointments of personnel for BOD subcommittees and positions under the authority of the BOD.
Details on the activities of the Human Capital - Remuneration Committee are presented on pages 184-185 of the 2024 Annual Report. |
1. Annual Report 2024
2. Regulation on organization and operation of HCRC |
YES |
| D.2.9 |
Is the Nominating Committee comprised of a majority of independent directors/commissioners? |
Annual Report 2024, Page 184. The Committee comprises of 2 members who are both independent directors: Mr Truong Hong (chairman) and Ms Hoa (members) |
Annual Report 2024
|
YES |
| D.2.10 |
Is the chairman of the Nominating Committee an independent director/commissioner? |
The Chairman of the HCR committee is Mr. Truong Hong - Independent Director as disclosed in Annual Report 2024, Page 184 |
Annual Report 2024 |
YES |
| D.2.11 |
Does the company disclose the terms of reference/ governance structure/charter of the Nominating Committee? |
PVCFC has disclosed the regulation on organization and operation of the Committee through PVCFC's Website |
Regulation on organization and operation of HCRC |
YES |
| D.2.12 |
Is the meeting attendance of the Nominating Committee disclosed and if so, did the Nominating Committee meet at least twice during the year? |
PVCFC disclosed the meeting attendance of the HR and Compensation Committee through Annual Report 2024, Page 178. During 2024, the Committee met 11 times. |
Annual Report 2024 |
YES |
| |
Remuneration Committee / Compensation Committee |
|
| D.2.13 |
Does the company have a Remuneration Committee? |
PVCFC has publicly disclosed the existence of Human Capital - Remuneration Committee (similar to Nominating and Remuneration committee).
The regulation of the Committee can also be found on website |
1. Annual Report 2024
2. Regulation on organization and operation of HCRC
|
YES |
| D.2.14 |
Is the Remuneration Committee comprised entirely of non-executive directors/commissioners with a majority of independent directors/commissioners ? |
The Chairman of the committee is Mr. Truong Hong - Independent Director as disclosed in Annual Report FY 2024, Page 184 |
Annual Report 2024
|
YES |
| D.2.15 |
Is the chairman of the Remuneration Committee an independent director/commissioner? |
The Chairman of the HCR committee is Mr. Truong Hong - Independent Director as disclosed in Annual Report 2024, Page 184 |
Annual Report 2024
|
YES |
| D.2.16 |
Does the company disclose the terms of reference/ governance structure/ charter of the Remuneration Committee? |
PVCFC has disclosed the regulation on organization and operation of the Committee through PVCFC's Website |
Regulation on organization and operation of HCRC |
YES |
| D.2.17 |
Is the meeting attendance of the Remuneration Committee disclosed and, if so, did the Remuneration Committee meet at least twice during the year? |
PVCFC disclosed the meeting attendance of the HR and Compensation Committee through Annual Report 2024, Page 178. During 2024, the Committee met 11 times. |
Annual Report 2024
|
YES |
| |
Audit Committee |
|
| D.2.18 |
Does the company have an Audit Committee? |
PVCFC has publicly disclosed the existence of Audit Committee through Annual Report 2024, page 178 |
Annual Report 2024
|
YES |
| D.2.19 |
Is the Audit Committee comprised entirely of non-executive directors/commissioners with a majority of independent directors/commissioners? |
PVCFC disclosed the member of the Audit Committee through Annual Report 2024, Page 179.
At the reporting date, 100% Audit and Risk Committee are non-executive directors. |
Annual Report 2024
|
YES |
| D.2.20 |
Is the chairman of the Audit Committee an independent director/commissioner? |
The Chairwomen of the Audit committee is Ms. Do Thi Hoa - Lead Independent Director as disclosed in Annual Report 2024, Page 179 |
Annual Report 2024
|
YES |
| D.2.21 |
Does the company disclose the terms of reference/governance structure/charter of the Audit Committee? |
PVCFC has disclosed the regulation on organization and operation of the Audit & Risk Management Committee through PVCFC's Website |
Regulation on organization and operation of ARMC |
YES |
| D.2.22 |
Does at least one of the independent directors/commissioners of the committee have accounting expertise (accounting qualification or experience)? |
PVCFC disclosed the expertise of members of the Audit Committee through Annual Report 2024, Page 175.
Ms. Do Thi Hoa - Chairwomen of the Committee - has a Bachelor degree of Industrial Accounting |
Annual Report 2024
|
YES |
| D.2.23 |
Is the meeting attendance of the Audit Committee disclosed and, if so, did the Audit Committee meet at least four times during the year? |
PVCFC disclosed the meeting attendance of the Audit & Risk Management Committee through Annual Report 2024, Page 178. The Committee met 7 times in 2024
|
Annual Report 2024
|
YES |
| D.2.24 |
Does the Audit Committee have primary responsibility for recommendation on the appointment, and removal of the external auditor? |
Pursuant to the Resolution of the 2024 Annual GMS, BOD has assigned Audit and Risk Management Committee to be primarily responsible for assessing and selecting an independent auditor for the 2024 financial statements. The Audit and Risk Management Committee has considered and proposed the BOD to approve Deloitte Vietnam to review and audit the Company’s 2024 financial statements. In 2024, there was no independent auditor dismissed.
(page 182, Annual report 2024) |
Annual Report 2024
|
YES |
| D.3 |
Board Processes
|
20/20 |
| |
Board meetings and attendance |
|
| D.3.1 |
Are the board of directors meeting scheduled before the start of financial year? |
The Board has approved the 2023 Operations Plan and the Board Meeting schedule and agenda for 3 years period from 2024-2026. These plan are published on website. |
The 3 year operations plan of BOD
|
YES |
| D.3.2 |
Does the board of directors/commissioners meet at least six times during the year? |
In 2024, the Board of Directors convened 19 meetings with 100% attendance from all members.
(Page 187 - Annual Report 2024) |
Annual Report 2024 |
YES |
| D.3.3 |
Has each of the directors/commissioners attended at least 75% of all the board meetings held during the year? |
In 2024, the Board of Directors convened 19 meetings with 100% attendance from all members.
(Page 187 - Annual Report 2024) |
Annual Report 2024
|
YES |
| D.3.4 |
Does the company require a minimum quorum of at least 2/3 for board decisions? |
Yes. The Article 29, item 8 states "A meeting of the Board of Directors shall be held when it is attended by at least three fourths (3/4) of the members."
|
Charter of PVCFC |
YES |
| D.3.5 |
Did the non-executive directors/commissioners of the company meet separately at least once during the year without any executives present? |
In 2024, non-executive BOD members held 03 meetings to discuss and give independent opinions on some issues related to: (i) Improving corporate governance according to good practices; (ii) Implementing good practices on the succession of BOD members, developing specific criteria according to PVCFC’s development strategy; (iii) Reviewing criteria for senior personnel planning, specifically:
- 1st meeting held on January 29, 2024
- 2nd meeting held on September 26, 2024
- 3rd meeting held on December 30, 2024
(page 187 Annual report 2024)
|
Annual Report 2024
|
YES |
| |
Access to information |
|
| D.3.6 |
Are board papers for board of directors/commissioners meetings provided to the board at least five business days in advance of the board meeting? |
As stated in Annual Report 2024, Page 187, documents of BOD meetings are sent to members 05 days before the date of organizing meetings and updated before the meetings. |
Annual Report 2024
|
YES |
| D.3.7 |
Does the company secretary play a significant role in supporting the board in discharging its responsibilities? |
Yes. For further details, please refer to Key Responsibilities of the Corporate Secretary on page 177 of the Annual Report 2024 |
Annual Report 2024
|
YES |
| D.3.8 |
Is the company secretary trained in legal, accountancy or company secretarial practices and has kept abreast on relevant developments? |
As stated on pages 75 and 210-211 of the 2024 Annual Report:
All members of the Board of Directors, the Executive Board, the Supervisory Board, the Corporate Secretary, the Person in charge of Corporate Governance, the Office of the Board of Directors, and other relevant departments have received training and regularly updated their knowledge on new corporate governance regulations.
Mr. Do Thanh Hung, the Corporate Secretary, holds a Certified Specialist in Corporate Secretary Program (CSMP) credential. |
Annual Report 2024 |
YES |
| |
Board Appointments and Re-Election |
|
| D.3.9 |
Does the company disclose the criteria used in selecting new directors/commissioners? |
PVCFC has disclosed the criteria for selection of new director in the documents sent to AGM (Election regulation).
As stated in Annual Report 2024, Page 184-185:
On August 7, 2024, BOD issued Resolution No. 2407 stipulating criteria to select BOD member based on the core capability groups, including: (i) Specialized capabilities (strategy, risk management, legal knowledge, market, relationship with related parties, etc.; (ii) skill-related capabilities (communication skill, management skill, negotiation skill, etc.). Accordingly, Human Capital - Remuneration Committee has built specific criteria and process on selecting candidates for new BOD members or re-appointed BOD members to ensure the candidates all satisfy the requirements. |
1. Election regulation
2. Annual report 2024
|
YES |
| D.3.10 |
Did the company describe the process followed in appointing new directors/commissioners? |
PVCFC has described the process for identifying and selecting new members of the Board of Directors in its 2024 Annual Report, page 185, as follows: "BOD member selection process includes 05 steps as follows: (1): Determining candidate criteria; (2) Approving candidate criteria; (3) Searching for candidates; (4) Nominating list of candidates; (5) Approving list of candidates."
(For more details, please see the HCRC Regulation updated on the Company’s website) |
1. Annual Report 2024
2. HCRC Regulation
|
YES |
| D.3.11 |
Are all directors/commissioners subject to re-election every 3 years; or 5 years for listed companies in countries whose legislation prescribes a term of 5 years(2) each?
2 The five years term must be required by legislation which pre-existed the introduction of the ASEAN Corporate Governance Scorecard in 2011
|
Article 25, item 2 defines terms of director is 5 years and independent director can not sit in the board for more than 2 consecutive terms. |
Charter of PVCFC |
YES |
| |
Remuneration Matters |
|
| D.3.12 |
Do the shareholders or the Board of Directors approve the remuneration of the executive directors and/or the senior executives? |
The remuneration of the members of the Board of Directors and the Supervisory Board is approved by the General Meeting of Shareholders. |
Minutes and resolutions of AGM 2025 |
YES |
| D.3.13 |
Does the company have measurable standards to align the performance-based remuneration of the executive directors and senior executives with long-term interests of the company, such as claw back provision and deferred bonuses? |
Every year, the GMS approves salary and remuneration budget for BOD and SB. The calculation and payment for salary, bonus and remuneration for BOD and SB is implemented according to the Regulations on salary, bonus and remuneration of the Executive Board which by the Company’s BOD in line with Decision No.1224/QD-PVCFC according to the following principles:
- Payment is calculated to ensure compliance with legal regulations.
- Remuneration and bonus are based on the principle of competition to ensure the income is paid in conformity with the market.
- Salary and bonus are calculated and paid to ensure a balance between shortterm factors (based on monthly and annual performance) and long-term factors (salary increases/periodic bonuses). Details arementioned on page 131.
-.....
(page 228 Annual report 2024) |
Annual Report 2024
|
YES |
| |
Internal Audit |
|
| D.3.14 |
Does the company have a separate internal audit function? |
PVCFC has publicly disclosed the existence of Internal Audit Division through Annual Report 2024, Page 186 |
Annual Report 2024
|
YES |
| D.3.15 |
Is the head of internal audit identified or, if outsourced, is the name of the external firm disclosed? |
The head of internal Audit is identified as Mr. Vu Chi Duong through Annual Report 2024, Page 186 |
Annual Report 2024
|
YES |
| D.3.16 |
Does the appointment and removal of the internal auditor require the approval of the Audit Committee? |
The responsibility of appointment and removal of the internal auditor requires the approval of the Audit Committee, as stated in PVCFC's Annual Report 2024, Page 186.
Auditand Risk Management Committee is responsible for proposing to
BOD on structure and organization of Internal Audit Division, appointment and dismissal of the Head of Internal Audit. |
Annual Report 2024 |
YES |
| |
Risk Oversight |
|
| D.3.17 |
Does the company establish a sound internal control procedures/risk management framework and periodically review the effectiveness of that framework? |
PVCFC has developed, completed, and standardized its internal control system based on the current advanced model of the Three Lines of Defense.
The Company focuses on establishing and improving a comprehensive system of rules, mechanisms, and policies to optimize operations and mitigate key risks.
PVCFC has an internal audit function, with a clearly described process of risk identification and response mechanisms.
(For more details, please refer to pages 232-243 of the 2024 Annual Report.) |
Annual Report 2024 |
YES |
| D.3.18 |
Does the Annual Report/Annual CG Report disclose that the board of directors/commissioners has conducted a review of the company's material controls (including operational, financial and compliance controls) and risk management systems? |
Based on the quarterly risk management reports from General Director, Internal Audit Division and Audit & Risk Management Committee, BOD assesses the effectiveness and suitability of risk management system (including operational, financial and compliance controls) and internal control to ensure good control of major risks for the Company. In addition, BOD reviews major risk management at monthly BOD meetings.
(page 197 Annual report 2024) |
Annual Report 2024
|
YES |
| D.3.19 |
Does the company disclose the key risks to which the company is materially exposed to (i.e. financial, operational including IT, environmental, social, economic)? |
In 2024, the top risks identified included: strategic risk, financial risk, operational risk, and compliance risk.
(Details available on pages 234-239 of the 2024 Annual Report.) |
Annual Report 2024 |
YES |
| D.3.20 |
Does the Annual Report/Annual CG Report contain a statement from the board of directors/commissioners or Audit Committee commenting on the adequacy of the company's internal controls/risk management systems? |
As assessed by BOD, in 2024, the Company had an adequate and effective risk management and internal control (page 197 Annual report 2024).
The Company has completed three-line model to help the internal control, internal audit and risk management systems operate effectively and promote the efficiency of the system. (page 221 Annual report 2024). |
Annual Report 2024 |
YES |
| D.4 |
People on the Board
|
5/6 |
| |
Board Chairman |
|
| D.4.1 |
Do different persons assume the roles of chairman and CEO? |
PVCFC's Chairman is Mr. Tran Ngoc Nguyen whereas General Director is Mr. Van Tien Thanh as stated in Annual Report 2024, Page 171. |
Annual Report 2024 |
YES |
| D.4.2 |
Is the chairman an independent director/commissioner? |
PVCFC’s Chairman is not an independent director. Mr. Tran Ngoc Nguyen is a non-executive Chairman. At present, non-executive and independent directors account for 6/7 members.
(page 213 Annual report 2024) |
Annual Report 2024
|
NO |
| D.4.3 |
Is any of the directors a former CEO of the company in the past 2 years? |
No. The current CEO has been in position for more than 6 years.
(page 213 Annual report 2024) |
Annual Report 2024 |
YES |
| D.4.4 |
Are the roles and responsibilities of the chairman disclosed? |
The roles and responsibilities of BOD Chairman are disclosed in Annual Report 2024, Page 188
Performing functions, duties and rights of BOD chairman according to the Company’s charter and current legal documents.
Being responsible to General Meeting of Shareholders on operations of BOD according to the Company’s charter.
Overseeing and directing overall implementation of activities under authority of BOD. |
Annual Report 2024 |
YES |
| |
Lead Independent Director |
|
| D.4.5 |
If the Chairman is not independent, has the Board appointed a Lead/Senior Independent Director and has his/her role been defined? |
BOD has also appointed Ms. Do Thi Hoa as Lead Independent Director since April 2023, clearly defining the roles of lead Independent director as an intermediary between Chairman and other BOD members, convening and chairing meetings of non-executive members.
(page 213 Annual report 2024)
|
Annual Report 2024 |
YES |
| |
Skills and Competencies |
|
| D.4.6 |
Does at least one non-executive director/commissioner have prior working experience in the major sector that the company is operating in? |
Mr Nguyen, Mr Quang, Mr Hanh, Mr Thuan who are non-executive directors have worked for the Company and PVN for many years. (page 68-71 of the Annual Report 2024) |
Annual Report 2024 |
YES |
| D.5 |
Board Performance
|
7/7 |
| |
Directors Development |
|
| D.5.1 |
Does the company have orientation programmes for new directors/commissioners? |
PVCFC disclosed the orientation programs for new directors through Annual Report 2024, Page 210
At PVCFC, to support new BOD members, BOD will implement orientation training for that member to understand corporate culture, business philosophy, vision, mission and core values of the Company. The BOD also provides training in necessary knowledge on corporate governance associated with the Company’s development orientations.,,. |
Annual Report 2024 |
YES |
| D.5.2 |
Does the company have a policy and actual practice and programs that encourages directors/commissioners to attend on-going or continuous professional education programmes? |
Every year, BOD develops a training plan, including the courses to update professional knowledge for all members of BOD, EB, Secretary and BOD assistants. Training courses organized in 2024 have met the needs of updating new knowledge and improving governance quality for BOD members. In addition to participating in training courses as planned, BOD encourages its members to join in associations and clubs to learn and share knowledge, skills, experiences, and domestic and international information on governance such as Vietnam Human Resources Association (VNHR), Vietnam CFO, Vietnam Independent Directors Association (VNIDA), etc.
(page 210 Annual report 2024) |
Annual Report 2024 |
YES |
| |
CEO/Executive Management Appointments and Performance |
|
| D.5.3 |
Does the company disclose the process on how the board of directors/commissioners plans for the succession of the CEO/Managing Director/President and key management? |
Please refer to pages 184 and 192 of the 2024 Annual Report.
1. Description of actual responsibilities performed by the Human Capital - Remuneration Committee:
BOD has approved and issued Regulations on organization and operation of HCR Committee in Decision No. 1657/QD-PVCFC. Based on the tasks specified in the Regulations, HCR Committee has implemented activities in 2024 as follows:
- For HR work under BOD’s authority:
+ The Committee has based on the tasks as follows to give opinions and recommendations to BOD on HR work under BOD’s authority:
• Reviewing, evaluating, and developing quality criteria and nominating candidates for Board of Directors;
• Consulting, searching, and building database of BOD members/ independent BOD members;
- In relation to succession planning for the position of GD and key managers, non-executive BOD members have held 02 separate meetings on this issue. Human Capital - Remuneration Committee has consulted good practices and participated in proposing planning criteria for the BOD’s review and direction.
2. Succession planning for BOD (page 192)
|
Annual Report 2024 |
YES |
| D.5.4 |
Does the board of directors/commissioners conduct an annual performance assessment of the CEO/Managing Director/President? |
The Board of Directors, based on the Company’s business performance results, assigned responsibilities within the Executive Board and conducted evaluations of each member using nine criteria previously approved by the Board.
According to the 2024 evaluation results, all members of the Executive Board received excellent scores, having successfully led and directed the Company to fulfill the assigned targets and tasks.
(Page 164, Annual Report 2024) |
Annual Report 2024 |
YES |
| |
Board Appraisal |
|
| D.5.5 |
Did the company conduct an annual performance assessment of the board of directors/commissioners and disclose the criteria and process followed for the assessment? |
The Company disclosed the Board of Directors’ report, which includes an assessment of its performance effectiveness on pages 200-201 of the 2024 Annual Report. |
Annual Report 2024 |
YES |
| |
Director Appraisal |
|
| D.5.6 |
Did the company conduct an annual performance assessment of the individual directors/commissioners and disclose the criteria and process followed for the assessment? |
The Company disclosed the Board of Directors’ report, which includes an assessment of its performance effectiveness on pages 200-201 of the 2024 Annual Report. |
Annual Report 2024 |
YES |
| |
Committee Appraisal |
|
| D.5.7 |
Did the company conduct an annual performance assessment of the board committees and disclose the criteria and process followed for the assessment? |
The Company disclosed the Board of Directors’ report, which includes an assessment of its performance effectiveness on pages 200-201 of the 2024 Annual Report. |
Annual Report 2024 |
YES
|