GENERAL
MEETING OF SHAREHOLDERS
Ensuring equality to all shareholders based on PVCFC’s policies, all information related to PVCFC’s operations are disclosed in a full, accurate and promptly manner in accordance with the current legal regulations to shareholders and other relevant parties.
The Company published information disclosure regulations (information disclosure rules on stock market) based on compliance with regulations of the Law, stipulating scopes, subjects and order of information disclosure (regulations of information disclosure and sending invitation letters to shareholders at least 21 days before the date of organizing General Meeting of Shareholders)
Information disclosure must comply with policy of information disclosure, being posted on the company’s website and sending to management agencies as stipulated.
Policy of information disclosure, rules on organizing General Meeting of Shareholders, election regulations demonstrate that all shareholders are eligible for participating and contributing opinions, ensuring equal access documents and voting rights to exercise rights of shareholders.
The Company establishes IR team to receive, discuss and respond to opinions of shareholders and investors; contact information channel via phone, email, fax, etc. is publicly announced on the Company’s website for shareholders to easily contact.
In 2023, apart from organizing Annual General Meeting of Shareholders, PVCFC also organized 01 extraordinary General Meeting of Shareholders on January 10 2023 to ratify contents under authority of General Meeting of Shareholders. Information about meetings, resolutions/decisions of General Meeting of Shareholders (including resolutions of General Meeting of Shareholders approved under forms of obtaining shareholders’ written opinions) is as follows:
No. | Number of resolutions | Date | Content |
---|---|---|---|
1 | 1462/NQ-PVCFC | 12/6/2023 | Resolution of Annual General Meeting of Shareholder in 2023 |
2 | 1481/NQ-PVCFC | 13/6/2023 | Issuing charters of PetroVietnam Ca Mau Fertilizer JSC |
3 | 1492/NQ-PVCFC | 14/6/2023 | Approving amendments, supplements to Gas Purchase Contract with Vietnam Oil and Gas Group |
4 | 70/NQ-PVCFC | 10/01/2024 | Resolution of extraordinary General Meeting of Shareholders |
5 | 88/NQ-PVCFC | 12/01/2024 | Issuing amended charters, supplementing charters of PetroVietnam Ca Mau Fertilizer JSC |
6 | 90/QĐ-PVCFC | 12/01/2024 | Amending and issuing internal regulations on management of PetroVietnam Ca Mau Fertilizer JSC |
7 | 91/QĐ-PVCFC | 12/01/2024 | Amending and issuing operational regulations of BOD of PetroVietnam Ca Mau Fertilizer JSC |
- On June 12 2023, the Company successfully organized an Annual General Meeting of Shareholders 2023 as scheduled. The Company has disclosed meeting documents and sent invitation letters to shareholders 28 days before organizing General Meeting of Shareholders (documents accounted on May 16 2023 and organizing General Meeting of Shareholders on June 12 2023).
- At the Annual General Meeting of Shareholders dated June 12 2023, the General Meeting of Shareholders have approved the amendments, supplements of Charters, Gas Purchase Contract with Vietnam Oil and Gas Group (a major shareholder and a related party) and authorized BOD to amend, supplement and issue internal charters on corporate governance, operational regulations of BOD appropriate with the Company’s charters and current legal regulations. In July 2023, based on the company’s charters approved by General Meeting of Shareholders, BOD has approved and issued internal regulations on corporate governance attached with Decision No 1824/QD-PVCFC dated July 18 2023, operational regulations of BOD attached with Decision No 1823/QD-PVCFC dated July 18 2023 to implement and publicly announce on the Company’s website. Corporate governance regulations clearly stipulate governance principles, governance structure, composition and operation of BOD, Committees, procedures of organizing General Meeting of Shareholders and issuing resolutions, decisions, etc. to improve efficiency of corporate governance of PVCFC.
- Number of members of BOD, Supervisory Board, EB attending the Annual General Meeting of Shareholders:
- All BOD members: 7/7 members
- All members of Supervisory Board: 3/3 members
- General Director: 1/1
- Representatives of independent audit unit - Deloitte Vietnam: 1
- At the meeting, the Presiding Committee has invited the third party (shareholder) to join Vote Counting Committee to supervise vote counting to ensure objectivity and transparency.
- At the 2023 extraordinary shareholder meeting was organized on January 10 2024, PVCFC has disclosed meeting documents and sent invitation letters on December 06 2023 (35 days before the date of organizing the meeting). The meeting was held in an online format combined with in-person format and electronic voting (stipulated on the Company’s charter). The Company opened a voting portal 03 days before the meeting day for shareholders early and remotely. At the meeting, shareholders many raise questions and conduct online discussion with the Presiding Committee.
- At the extraordinary General Meeting of Shareholders, shareholders voted for BOD members and approved amendments and issued operational regulations of BOD, internal regulations on corporate governance, the Company’s charter and amended/supplemented business lines.
- Shareholders are eligible for contributing opinions at all sessions of the General Meeting of Shareholders. Shareholders’ contributed opinions and responses of the Presiding Committee are recorded in the minute of the meeting.