SGP: Corporate Governance report (first 6 months of 2017)
CORPORATE GOVERNANCE REPORT
(first 6 months of 2017)
Name of listing company: / SAIGON PORT JOINT STOCK COMPANYHead office: / No. 3 Nguyen Tat Thanh, Ward 12, District 4, Ho Chi Minh City
Tel: / (08) 39 402 184 Fax: (08) 39 400 168
Email: /
Charter capital: / VND 2,162,949,610,000 (Two thousand, one hundred and sixty two billion, nine hundred and forty nine million, six hundred and ten thousand dong)
Securities ID: / SGP
I. Activities of General Meeting of Shareholders:
Information of meetings and Resolutions of General Meeting of Shareholders:
No. / No. of Resolution/ Decision / Date / Content1 / 217/NQ-DHDCD / 25/4/2017 / Resolution of 2017 Annual General Meeting of Shareholders of Saigon Port Joint Stock Company
II. Board of Directors:
- Information of Members of Board of Directors (BOD):
No. / Member of Board of Directors / Title / Date of becoming member of BOD / Attendance at BOD and Standing BOD meetings / Rate / Reason for absence
1 / Mr. Huynh Van Cuong / Chairman of BOD / 28/9/2015 / 4/4 / 100%
2 / Mr. Vo Hoang Giang / Member of BOD cum President / 28/9/2015 / 4/4 / 100%
3 / Mr. Nguyen Ngoc Toi / Member of BOD / 28/9/2015 / 4/4 / 100%
4 / Mr. Ho Luong Quan / Member of BOD / 28/9/2015 / 3/4 / 75% / On duty so cannot attend meeting and does not belong to Standing BOD
5 / Mr. Nguyen Quy Ha / Member of BOD / 28/9/2015 / 4/4 / 100%
6 / Mr. Pham Anh Tuan / Member of BOD / 28/9/2015 / 3/4 / 75% / On duty so cannot attend meeting and does not belong to Standing BOD
7 / Ms. Bui Nhu Y / Member of BOD / 28/9/2015 / 1/4 / 25% / On duty so cannot attend meeting and does not belong to Standing BOD
8 / Ms. Tran Thi Nguyet / Member of BOD / 25/4/2017 / 2/4 / 50% / On duty so cannot attend meeting and does not belong to Standing BOD
II. Resolutions/Decisions of Board of Directors:
No. / No. of Resolution/ Decision / Date / Content1 / 19/NQ-CSG / 5/1/2017 / Approving business operation plan and budget in 2017 of CSG-SSA International Terminal Joint Venture Company
2 / 20/NQ-CSG / 5/1/2017 / On Contract of debt and additional assistance phase 2 payment suspension and some issues in shareholders’ meeting in CSG-SSA International Terminal Joint Venture Company
3 / 28/NQ-CSG / 17/1/2017 / On manpower work in CSG-SSA International Terminal Joint Venture Company
4 / 29/NQ-CSG / 17/1/2017 / On signing Annex of Contract of land right use renting between SGP and Cai Mep International Port Co. Ltd.
5 / 30/NQ-CSG / 17/1/2017 / Adopting template of service charge payment letter between SGP and Cai Mep International Port Co. Ltd.
6 / 45/NQ-CSG / 6/2/2017 / Approving Salary scale, Payroll and Salary allowances in 2017 of SGP
7 / 61/NQ-CSG / 10/2/2017 / On settlement of State capital to transfer from SGP Co. Ltd. to SGP JSC
8 / 62/NQ-CSG / 15/2/201 / On manpower work in departments, branches, subsidiaries of SGP
9 / 63/NQ-CSG / 17/2/2017 / On 2016 business performance and 2017 plan of Thi Vai General Port Joint Stock Company
10 / 64/NQ-CSG / 15/2/2017 / Approving construction drawing and cost estimate of port structure amendment project under Package no. 5 of CSG-HP Project
11 / 87/NQ-CSG / 21/2/2017 / On manpower work in SGP Labor Safety Department
12 / 96/NQ-CSG / 23/2/2017 / On manpower work of SGP branch in Ba Ria Vung Tau
13 / 99/QD-CSG / 27/2/2017 / On establishing Leading board for organizing SGP Annual General Meeting of Shareholders 2017
14 / 109/NQ-CSG / 6/3/2017 / Adopting deadline for shareholder registry list, time and venue to organize SGP Annual General Meeting of Shareholders 2017
15 / 131/QD-CSG / 15/3/201 / Issuing Regulation on managing capital ownership representative of SGP in other establishments
16 / 141/QD-CSG / 16/3/2017 / On moving working office of SGP branch – SGP Real state center
17 / 154/NQ-CSG / 24/3/2017 / On annual general meeting of shareholders of Sasteco
18 / 155/NQ-CSG / 24/3/2017 / On annual general meeting of shareholders of Samset
19 / 156/NQ-CSG / 24/3/2017 / On manpower work in SGP BOD
20 / 157/NQ-CSG / 24/3/2017 / On annual general meeting of shareholders of Tecserco
21 / 158/NQ-CSG / 28/3/2017 / On changing members of SGP BOD
22 / 164/NQ-CSG / 28/3/2017 / On Board of Members’ manning of CSG-SSA International Terminal Joint Venture Company since 1/4/2017
23 / 165/NQ-CSG / 28/3/2017 / On Board of Management’s manning of CSG-SSA International Terminal Joint Venture Company since 1/4/2017
24 / 179/NQ-CSG / 7/4/2017 / On changing capital ownership representative of SGP in SGP Logistics Joint Stock Company
25 / 186/NQ-CSG / 10/4/2017 / On strategy of capital withdrawal of SGP from Vien Dong Pearl Urban Development Investment Co. Ltd.
26 / 212/NQ-CSG / 10/4/2017 / On 2016 dividend distribution and introduction of Chairman of BOD of SP-SPAM
27 / 187/NQ-CSG / 11/4/2017 / Adopting 2017 business operation plan of Cai Mep International Port Co. Ltd
28 / 192/NQ-CSG / 14/4/2017 / On investment for upgrading port, warehouses in SGH branch – Tan Thuan 2 port
29 / 213/NQ-CSG / 14/4/2017 / On amendment of Financial regulation, adding business lines and changing head officer of Sasteco
30 / 214/NQ-CSG / 14/4/2017 / On strategy to transfer Sasteco’s shares in Quy Nhon Port JSC
31 / 190/NQ-CSG / 19/4/2017 / Approving 2016 performance wage fund and 2017 planning salary fund, wage fund of BOD, BOS, President of Samset
32 / 191/NQ-CSG / 19/4/2017 / Approving 2016 performance wage fund and 2017 planning salary fund, wage fund of BOD, BOS, President of Tecserco
33 / 270/NQ-CSG / 19/4/2017 / Approving 2016 performance wage fund and 2017 planning salary fund, wage fund of BOD, BOS, President of Sasteco
34 / 215/NQ-CSG / 21/4/2017 / On changing capital ownership representative of SGP in Vien Dong Pearl Urban Development Investment Co. Ltd.
35 / 218/NQ-CSG / 26/4/2017 / On 2017 business operation plan of SGP
36 / 219/NQ-CSG / 26/4/2017 / On investment plan in procurement, maintenance of equipment and basic construction in 2017 of SGP
37 / 223/NQ-CSG / 26/4/2017 / Approving 2016 performance salary fund, wage fund of BOD, BOS, President of SGP
38 / 224/NQ-CSG / 26/4/2017 / Approving 2017 planning salary fund, wage fund of BOD, BOS, President of SGP
39 / 249/NQ-CSG / 3/5/2017 / On manpower work in SGP Exploiting sales department
40 / 294/NQ-CSG / 3/5/2017 / On capital ownership representative of SGP in Hai Phong SGP JSC
41 / 271/NQ-CSG / 8/5/2017 / Adopting Agreement for advance payment to implementing Hai Phong SGP Project between SGP and concerned parties
42 / 301/NQ-CSG / 23/5/2017 / On terminating operation of Hai Phong SGP branch
43 / 304/NQ-CSG / 25/5/2017 / On assigning capital ownership representative of SGP in Hai Phong SGP JSC
44 / 305/NQ-CSG / 25/5/2017 / On manpower in BOD of Hai Phong SGP JSC
45 / 306/NQ-CSG / 24/5/2017 / On manpower of Technical Engineering Department of SGP
46 / 329/NQ-CSG / 2/6/2017 / On adjusting shares of VPBank shareholder from transferring limited shares into transferring free shares
47 / 376/NQ-CSG / 27/6/2017 / On changing Guarantee receiver towards debts of Cai Mep International Port Co. Ltd
48 / 381/NQ-CSG / 28/6/2017 / On issuing Debt management regulation of SGP
III. Board of Supervisors
1. Information on members of Board of Supervisors (BOS):
No. / Member of Board of Supervisors / Title / Date of becoming member of BOS / Attendance / Rate / Reason for absence1 / Tran Thi Huong / Chief of Board of Supervisors / 28/9/2015 / 2/2 / 100%
2 / Do Tuan Nam / Member / 28/9/2015 / 2/2 / 100%
3 / Duong Thi Thu Thuy / Member / 28/9/2015 / 2/2 / 100%
IV. Training on corporate government:
V. List of related persons of the listing company in accordance with provisions specified in Clause 34, Article 6 of Securities Law (report once per 6 months) and transactions of Company’s related persons with the Company:
1. List of related persons of the listing company:
No. / Name of individual/organization / Securities trading account (if any) / Title in the company (if any) / Date of becoming related person / Date of no longer being related person / ReasonINDIVIDUALS
A. Board of Directors
1 / Huynh Van Cuong / 007C 711855 at Vietinbank SC / BOD Chairman
2 / Vo Hoang Giang / 007C 711893 at Vietinbank SC / BOD member cum President
3 / Nguyen Ngoc Toi / 007C 711962 at Vietinbank SC / BOD member
4 / Ho Luong Quan / BOD member
5 / Nguyen Quy Ha / BOD member
6 / Pham Anh Tuan / BOD member
7 / Bui Nhu Y / BOD member
8 / Tran Thi Nguyet / BOD member
B. Boards of Supervisors
1 / Tran Thi Huong / Chief of BOS
2 / Do Tuan Nam / BOS member
3 / Duong Thi Thu Thuy / BOS member
C. Board of Management
1 / Nguyen Uyen Minh / 007C 001855 at Vietinbank SC / Vice President
2 / Nguyen Quoc Hung / Vice President
3 / Tran Ngoc Thach / 007C 003296 at Vietinbank SC / Vice President
4 / Nguyen Thi Thu Ha / 007C 711858 at Vietinbank SC / Chief Accountant
VI. Transactions of internal shareholders and their related persons:
- List of internal persons and their related persons:
V. Other issues to be noted: None