Sample minutes of the general meeting in Vietnam of shareholders of a joint stock company in 2022? How many times a year does the General Meeting of Shareholders meet?
- The general meeting in Vietnam of shareholders of a joint-stock company must meet once a year?
- Must the minutes of the General Meeting in Vietnam of Shareholders be approved before the end of the meeting?
- What is the format of the minutes of the General Meeting in Vietnam of Shareholders of the company?
The general meeting in Vietnam of shareholders of a joint-stock company must meet once a year?
Pursuant to Article 139 of the Enterprise Law 2020 stipulates as follows:
"Article 139. General Meeting of Shareholders
1. The General Meeting of Shareholders holds an annual meeting once a year. In addition to the annual meeting, the General Meeting of Shareholders may hold an extraordinary meeting. The venue of the General Meeting of Shareholders is determined to be the place where the chairperson attends the meeting and must be in the Vietnamese territory.
2. The General Meeting of Shareholders must hold an annual meeting within 04 months from the end of the fiscal year. Unless otherwise provided for in the company's charter, the Board of Directors shall decide to extend the Annual General Meeting of Shareholders in case of necessity, but not exceeding 06 months from the end of the fiscal year.
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3. The Annual General Meeting of Shareholders discusses and approves the following issues:
a) The company's annual business plan;
b) Annual financial statements;
c) Report of the Board of Directors on the management and operation results of the Board of Directors and each member of the Board of Directors;
d) Report of the Supervisory Board on business results of the company, performance results of the Board of Directors, Director or General Director;
dd) Report on self-assessment of operation results of the Supervisory Board and Supervisors;
e) Dividend level for each share of each class;
g) Other matters within its competence."
Accordingly, the general meeting in Vietnam of shareholders of a joint-stock company will hold an annual meeting at least once a year, in addition, the General Meeting of Shareholders may hold an extraordinary meeting.
Sample minutes of the general meeting in Vietnam of shareholders of a joint stock company in 2022? How many times a year does the General Meeting of Shareholders meet?
Must the minutes of the General Meeting in Vietnam of Shareholders be approved before the end of the meeting?
Pursuant to Article 150 of the Enterprise Law 2020 stipulates as follows:
“Article 150. Minutes of the General Meeting of Shareholders
1. The meeting of the General Meeting of Shareholders must be recorded in minutes and may be recorded or recorded and kept in other electronic forms. Minutes must be made in Vietnamese, may be added in a foreign language and must include the following principal contents:
a) Name, head office address, enterprise code number;
b) Time and place of the General Meeting of Shareholders;
c) The agenda and contents of the meeting;
d) Full name of the chairperson and secretary;
dd) Summary of the meeting and the opinions expressed at the General Meeting of Shareholders on each issue in the agenda of the meeting;
e) Number of shareholders and total number of votes of shareholders attending the meeting, annex to the list of registered shareholders and representatives of shareholders attending the meeting with the corresponding number of shares and votes;
g) Total number of votes for each voting issue, clearly stating the voting method, total number of valid, invalid, agreeing, disagreeing and abstention votes; the corresponding ratio on the total number of votes of shareholders attending the meeting;
h) The issues passed and the corresponding percentage of votes cast;
i) Full name and signature of the chairperson and secretary.
In case the chairperson or secretary refuses to sign the minutes of the meeting, this minutes will take effect if it is signed by all other members of the Board of Directors attending the meeting and contains all the contents as prescribed in this Clause. The meeting minutes clearly state the refusal of the chairperson and secretary to sign the minutes of the meeting.
2. The minutes of the General Meeting of Shareholders must be completed and approved before the end of the meeting.
3. The chairperson and secretary of the meeting or another person signing the minutes of the meeting must be jointly responsible for the truthfulness and accuracy of the minutes' contents.
4. Minutes made in Vietnamese and foreign languages have the same legal effect. In case there is a difference in content between the minutes in Vietnamese and in a foreign language, the content in the minutes in Vietnamese shall prevail.
5. Minutes of the General Meeting of Shareholders must be sent to all shareholders within 15 days from the end of the meeting; Sending the vote counting minutes can be replaced by posting on the company's website.
6. Minutes of the meeting of the General Meeting of Shareholders, the appendix to the list of shareholders registered to attend the meeting, the approved resolutions and relevant documents enclosed with the meeting invitation must be kept at the head office of the company. company."
Thus, the minutes of the General Meeting in vietnam of Shareholders of a joint-stock company must contain the basic contents according to the above provisions.
Minutes of the General Meeting of Shareholders must be completed and approved before the end of the General Meeting of Shareholders.
What is the format of the minutes of the General Meeting in Vietnam of Shareholders of the company?
Currently, the law does not provide for standard forms of company meeting minutes.
However, when companies make meeting minutes, they must ensure that they have all the contents as prescribed in the minutes of the General Meeting of Shareholders or the minutes of the Members' Council meeting in accordance with the law.
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