When does the General Meeting of Shareholders take place? What is the purpose of the annual General Meeting of Shareholders in Vietnam?
When does the General Meeting of Shareholders take place?
Pursuant to Article 139 of the 2020 Law on Enterprises in Vietnam on the General Meeting of Shareholders of a joint stock company as follows:
General Meetings of Shareholders
1. General Meetings of Shareholders shall be convened annually and whenever necessary. The meeting location is the place where the chair attends and shall be within Vietnam’s territory.
2. The annual General Meetings of Shareholders shall be convened within 04 months from the end of the fiscal year. Unless otherwise prescribed by the company's charter, the Board of Directors shall decide deferral of the annual General Meetings of Shareholders where necessary by up to 06 months from the end of the fiscal year.
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Thus, the General Meetings of Shareholders shall be convened annually and whenever necessary.
The annual General Meetings of Shareholders shall be convened within 04 months from the end of the fiscal year. Unless otherwise prescribed by the company's charter, the Board of Directors shall decide deferral of the annual General Meetings of Shareholders where necessary by up to 06 months from the end of the fiscal year.
When does the General Meeting of Shareholders take place? What is the purpose of the annual General Meeting of Shareholders in Vietnam?
What is the purpose of the annual General Meeting of Shareholders in Vietnam?
Pursuant to Clause 3, Article 139 of the 2020 Law on Enterprises in Vietnam on the General Meeting of Shareholders of a joint stock company as follows:
General Meeting of Shareholders
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3. The following issues shall be discussed and ratified at the annual General Meetings of Shareholders:
a) The company’s annual business plan;
b) The annual financial statement;
c) The report of the Board of Directors on its performance and that of its members;
d) The report of the Board of Controllers on the company’s business performance, performance of the Board of Directors, the Director/General Director;
dd) The report of the Board of Controllers on its performance and that of the controllers;
e) Dividend of each type of shares;
g) Other issues within its jurisdiction.
Thus, the following issues shall be discussed and ratified at the annual General Meetings of Shareholders:
- The company’s annual business plan;
- The annual financial statement;
- The report of the Board of Directors on its performance and that of its members;
- The report of the Board of Controllers on the company’s business performance, performance of the Board of Directors, the Director/General Director;
- The report of the Board of Controllers on its performance and that of the controllers;
- Dividend of each type of shares;
- Other issues within its jurisdiction.
Who has the right to convene the annual General Meeting of Shareholders in Vietnam?
Pursuant to Article 140 of the 2020 Law on Enterprises in Vietnam, convening General Meetings of Shareholders of a joint stock company is specified as follows:
Convening General Meetings of Shareholders
1. Board of Directors shall convene annual and ad hoc General Meetings of Shareholders. An ad hoc General Meetings of Shareholders shall be convened in the following cases:
a) The meeting is necessary for the company’s interests;
b) The quantity of remaining members of the Board of Directors and Board of Controllers is smaller than the minimum quantity prescribed by law;
c) The meeting is requested by the shareholder or group of shareholders mentioned in Clause 2 Article 115 of this Law;
d) The meeting is requested by the Board of Controllers;
dd) Other cases prescribed by law and the company's charter.
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5. The person who convenes the General Meetings of Shareholders shall:
a) Prepare a list of shareholders entitled to participate in the General Meetings of Shareholders;
b) Provide information and settle complaints relevant to the aforementioned list;
c) Draw up the meeting agenda;
d) Prepare documents for the meeting;
dd) Draft the resolution of the General Meetings of Shareholders according to the meeting agenda; prepare a list and detailed information about the candidates for members of the Board of Directors and Controllers (in case of election);
e) Determine the meeting time and location;
g) Send the invitation to each and every shareholder on the list mentioned in (a);
h) Perform other tasks serving the meeting.
6. The cost of convening and conduct the General Meetings of Shareholders as prescribed in Clauses 2, 3 and 4 of this Article shall be reimbursed by the company.
Thus, the Board of Directors shall convene annual and ad hoc General Meetings of Shareholders.
In addition, the person who convenes the General Meetings of Shareholders shall:
- Prepare a list of shareholders entitled to participate in the General Meetings of Shareholders;
- Provide information and settle complaints relevant to the aforementioned list;
- Draw up the meeting agenda;
- Prepare documents for the meeting;
- Draft the resolution of the General Meetings of Shareholders according to the meeting agenda; prepare a list and detailed information about the candidates for members of the Board of Directors and Controllers (in case of election);
- Determine the meeting time and location;
- Send the invitation to each and every shareholder on the list mentioned in (a);
- Perform other tasks serving the meeting.
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