Tiếng Việt
普通话
CORPORATE GOVERNANCE REPORT
(The year 2017)
Company: Post & Telecommunication Joint Stock Insurance Corporation
Address: 8th floor, 4A Lang Ha, Ba Dinh district, Ha Noi city
Tel.: 043 772 4466
Fax: 043 772 4460
Email:
Charter capital: VND 803,957,090,000
Stock code: PTI
I. Activities of annual General Meeting of Shareholders
|
No.
|
Board Resolution No.
|
Date
|
Content
|
|
1
|
33/NQ-PTI-DHDCD
|
21 Apr 2017
|
Article 1: Approve the operation result of 2016
Article 2: Approve the plan for using profit after tax in 2016:
Article 3: Approve report 2016 of Board of Directors, Supervisory Board
Article 4: Approve the audited financial statement 2016 of PTI
Article 5: Approve the report on target and business plan of 2017
2. Plan of extracting and using funds in 2017
Article 6: Approve the plan for using profit after tax in 2017
Article 7: Approve the list of auditors selected to audit financial statement 2015
Voting rate: 100%
1. A&C Auditing and Consulting Co., Ltd
2. Deloitte Vietnam Co., Ltd
3. KPMG Vietnam Co., Ltd
4. Ernst & Young Vietnam Co., Ltd
5. AASC Auditing Firm., Ltd
Article 8: Approve the report on remuneration and bonus for Board of Directors and Supervisory Board for 2015 and the plan of remuneration and bonus payment for Board of Directors and Supervisory Board for 2016
|
II. BOD Activities (2017)
|
No.
|
Members of BOD
|
Title
|
Attendance
|
Rate
|
Reasons for not attending
|
|
1
|
Mr. Nguyen Minh Duc
|
Chairman
|
03
|
100%
|
|
|
2
|
Mr. Kim Kang Wook
|
Vice Chairman
|
03
|
100%
|
|
|
3
|
Mr. Mai Xuan Dung
|
Member
|
03
|
100%
|
|
|
4
|
Mr. Bui Xuan Thu
|
Member
|
03
|
100%
|
|
|
5
|
Mr. Nguyen Minh Huong
|
Member
|
0
|
0%
|
Authorize Ms. Nguyen Thi Minh Thi to attend and vote
|
|
6
|
Mr. Park Je Kwang
|
Member
|
02
|
67%
|
Authorize Mr. Park Ki Hyun to attend and vote
|
|
7
|
Ms. Tran Thi Minh
|
Member
|
02
|
37%
|
Authorize Mr. Bui Xuan Thu to attend and vote
|
II. Board Resolutions (the first 6 months of 2017)
|
No.
|
Board Resolution No.
|
Date
|
Content
|
|
1
|
18/NQ-PTI-HDQT
|
03/04/2017
|
– Approve the 2016 business result
– Approve the 2017 business plan
|
|
2
|
19/NQ-PTI-HDQT
|
03/04/2017
|
Sign contract with VNDIRECT Securities JSC
|
|
3
|
20/NQ-PTI-HDQT
|
04/04/2017
|
Appoint Mr. Cao Ba Huy as Deputy General Manager
|
|
4
|
38/NQ-PTI-HDQT
|
22/05/2017
|
The record date and the payment date of the 2016 dividend
|
|
5
|
43/NQ-PTI-HDQT
|
31/05/2017
|
Extend the appointment duration of Mr. Nguyen Duc Binh – Deputy General Manager
|
|
6
|
48/NQ-PTI-HDQT
|
06/07/2017
|
Approve cooperation investments limit with Vietnam Petrol Commercial JSC
|
|
7
|
58/QD-PTI-HDQT
|
0/808/2017
|
Reappoint Ms. Luu Huong Lan to be Vice GM
|
|
8
|
59/QD-PTI-HDQT
|
08/08/2017
|
Reappoint Mr. Nghiem Xuan Thai to be Vice GM
|
|
9
|
65/NQ-PTI-HDQT
|
24/08/2017
|
Approve operating result of the first 06 months of 2017
|
|
10
|
73/QD-PTI-HDQT
|
14/12/2017
|
Approve estimates of operating result of 2017 and operating plan for 2018
|
IV. Supervisory Board
|
No.
|
Members of Supervisory Board
|
Title
|
Attendance
|
Rate
|
Reasons for not attending
|
|
1
|
Nguyen Huu Thang
|
Head of Supervisory Board
|
03
|
100%
|
|
|
2
|
Bui Thanh Hien
|
Member of Supervisory Board
|
03
|
100%
|
|
|
3
|
Park Ki Hyun
|
Member of Supervisory Board
|
03
|
100%
|
|
|
4
|
Bae Teag Soo
|
Member of Supervisory Board
|
0
|
|
Business trip, authorize Mr. Park Ki Hyun 03 times
|
|
5
|
Nguyen Thi Ha
|
Member of Supervisory Board
|
03
|
|
|
V. Change in connected persons/ institutions
|
No.
|
Name of connected persons/institutions
|
Trading account (if any)
|
Position of PDMR at the company (if any)
|
Date to become connected persons/ institutions
|
Date no longer connected persons/ institutions
|
Reasons
|
|
1
|
Nguyen Minh Duc
|
|
Chairman of Board of Directors
|
|
|
|
|
2
|
Bui Xuan Thu
|
|
General Manager cum member of Board of Directors
|
|
|
|
|
3
|
Mai Xuan Dung
|
|
Member of Board of Directors
|
|
|
|
|
4
|
Tran Thi Minh
|
|
Member of Board of Directors
|
|
|
|
|
5
|
Pham Minh Huong
|
|
Member of Board of Directors
|
|
|
|
|
6
|
Kim Kang Wook
|
|
Vice Chairman of Board of Directors
|
|
|
|
|
7
|
Park Je Kwang
|
|
Member of Board of Directors
|
|
|
|
|
8
|
Nguyen Huu Thang
|
|
Chief of Supervisory Board
|
|
|
|
|
|
Pham Thi Phuong Anh
|
|
Chief of Supervisory Board
|
|
|
|
|
9
|
Bea Teag Soo
|
|
Member of Supervisory Board
|
|
|
|
|
10
|
Ki Hyun Park
|
|
Member of Supervisory Board
|
|
|
|
|
11
|
Nguyen Thi Ha Ninh
|
|
Member of Supervisory Board
|
|
|
|
|
12
|
Bui Thanh Hien
|
|
Member of Supervisory Board
|
|
|
|
|
13
|
Nguyen Duc Binh
|
|
Deputy General Manager
|
|
|
|
|
14
|
Do Quang Khanh
|
|
Deputy General Manager 0
|
|
|
|
|
|
Do Thi Huan
|
|
Connected person
|
|
|
|
|
15
|
Huynh Viet Khoa
|
|
Deputy General Manager
|
|
|
|
|
16
|
Cao Ba Huy
|
|
Deputy General manager
|
|
|
|
|
17
|
Nghiem Xuan Thai
|
|
Deputy General Director
|
|
|
|
|
|
Nghiem Xuan Thung
|
|
|
|
|
|
|
18
|
Luu Phuong Lan
|
|
Deputy General Director
|
|
|
|
|
19
|
Cao Thu Hien
|
|
Chief accountant
|
|
|
|
|
20
|
Le Xuan Bach
|
|
Information Disclosure Officer
|
|
|
|
VI. Transactions of PDMRs and connected persons/ institutions
1. List of PDMRs and connected persons
|
No.
|
Name
|
Trading account (if any)
|
Position of PDMR at the company (if any)
|
Shareholding at the end of the term
|
Shareholding percentage at the end of the term
|
Note
|
|
1
|
Nguyen Minh Duc
|
|
Chairman of Board of Directors
|
14 Apr 2016
|
|
|
|
2
|
Bui Xuan Thu
|
|
General Manager cum member of Board of Directors
|
27 Apr 2015
|
|
|
|
3
|
Mai Xuan Dung
|
|
Member of Board of Directors
|
22 Apr 2015
|
|
|
|
4
|
Tran Thi Minh
|
|
Member of Board of Directors
|
22 Apr 2015
|
|
|
|
5
|
Pham Minh Huong
|
|
Member of Board of Directors
|
22 Apr 2015
|
|
|
|
6
|
Kim Kang Wook
|
|
Vice Chairman of Board of Directors
|
22 Apr 2015
|
|
|
|
7
|
Park Je Kwang
|
|
Member of Board of Directors
|
22 Apr 2015
|
|
|
|
8
|
Nguyen Huu Thang
|
|
Chief of Supervisory Board
|
14 Apr 2016
|
|
|
|
9
|
Bea Teag Soo
|
|
Member of Supervisory Board
|
22 Apr 2015
|
|
|
|
10
|
Ki Hyun Park
|
|
Member of Supervisory Board
|
22 Apr 2015
|
|
|
|
11
|
Nguyen Thi Ha Ninh
|
|
Member of Supervisory Board
|
22 Apr 2015
|
|
|
|
12
|
Bui Thanh Hien
|
|
Member of Supervisory Board
|
22 Apr 2015
|
|
|
|
13
|
Nguyen Duc Binh
|
|
Deputy General Manager
|
27 Apr 2015
|
|
|
|
14
|
Do Quang Khanh
|
|
Deputy General Manager 0
|
27 Apr 2015
|
|
|
|
15
|
Huynh Viet Khoa
|
|
Deputy General Manager
|
27 Apr 2015
|
|
|
|
16
|
Cao Ba Huy
|
|
Deputy General manager
|
04 Apr 2017
|
|
Appointed
|
|
17
|
Nghiem Xuan Thai
|
|
Deputy General Director
|
01 Aug 2016
|
|
|
|
18
|
Luu Phuong Lan
|
|
Deputy General Director
|
21 Aug 2016
|
|
|
|
19
|
Cao Thu Hien
|
|
Chief accountant
|
27 Apr 2015
|
|
|
|
20
|
Bui Trung Kien
|
|
Vice GM
|
27 Apr 2015
|
31 Mar 2017
|
End woking contract
|
2. Transactions of PDMRs and connected persons/ institutions
|
No.
|
Name
|
Relation with PDMR
|
Shareholding at the beginning of the term
|
Shareholding at the end of the term
|
Reason (buy, sell, transfer, dividend, bonus share…)
|
||
|
Share
|
Percentage
|
Share
|
Percentage
|
||||
|
1
|
VNDirect Securities JSC
|
Connected institution
|
14,164,595
|
17.62%
|
15,016,055
|
18.68%
|
Purchase
|
3. Other transactions: None
VII. Other issues: None