VIETNAM COMMERCIAL BANK FOR INDUSTRY AND TRADE
108 Tran Hung Dao, Hoan Kiem, Hanoi
Tel: 04.39421030; Fax: 04.39421032
Business registration no. 0100111948 issued on 10/3/2011 / SOCIALIST REPUBLIC OF VIETNAM
Independence – Freedom – Happiness

Hanoi, 10 February, 2011

PROPOSAL TO GENERAL SHAREHOLDERS’ MEETING

Re: Remuneration for Board of Directors and Supervisory Board

In accordance with the Article 43 of the VietinBank’s Charter on Organization and Operation which was ratified by the Governor of the State Bank of Vietnam under Decision No. 1573/QD-NHNN dated 03/07/2009, VietinBank’s Board of Directors propose that the General Shareholder’s Meeting approve the 2012’s remuneration for the Board of Directors and the Supervisory Board as follows:

1. The 2012’s remuneration for the Board of Directors and the Supervisory Board is determined on the following basis:

1.1 The number of members in the Board of Directors and the Supervisory Board throughout the period from 2009 to 2014 has been approved at the first General Shareholders’ Meeting, the number of Directors as ast 1 January 2012 and the number of new Directors supplemented in 2012 are 03. Specifically, the total number of memebers in 2012 is expected to be 14, of which Board of Directors is comprised of 11 members and the Supervisory Board is comprised of 3 members.

1.2 The key business targets for 2011 will be presented at the General Shareholders’ Meeting (one of the targets is to achieve before tax profit of VND 9,000 billion, which is equivalent to after tax profit of VND 6,750 billion).

1.3 The 2011 remuneration for members of the Board of Directors and the Supervisory Board, which was 0.53% of after tax profit, approved by the General Shareholders’ Meeting.

2. Proposal by the Board of Directors:

The Board of Directors proposes that the General Shareholders’ Meeting approve 0.3% of after tax profit of 2012 as the remuneration for the Board of Directors and the Supervisory Board.

ON BEHALF OF THE BOARD OF DIRECTORS
CHAIRMAN
Pham Huy Hung