MEMBERS OF THE BOARD OF SUPERVISORY 

 

 

Mr. Nguyen Van Khai 


Mr. Khai joined the Board of Supervisory (BOS) of SSI since 1999 and has been consistently voted as the Head of the SB through the terms.


Mr. Khai is experienced in corporate management and currently is Vice Chairman of Long An Food Processing Export JSC. (LAF – HOSE), and Member of the BOD of Bentre Aquaproduct Import and Export JSC. (ABT – HOSE). 


Mr. Khai holds a Master’s Degree of Technology Management.

 

 

 

Mr. Dang Phong Luu


Mr. Luu has been a member of SSI BOS since 2005. He has held the position of Director of Tan Binh Branch - Vietnam International Commercial Joint Stock Bank (VIB). He has over 20 years of experiences in finance and banking. He graduated from University of Banking, Ho Chi Minh City.


He currently runs his own business An Bao Production Trading Co., Ltd as the Chairman of the Member Board.

 

 

 

Ms. Le Cam Binh 


Ms. Binh had many years of experience in accounting, auditing and consulting. She has been Director of Internal Audit Department since 05/2017. Before that, she had a long time working for Auditing and Consulting Company – A&C, in charge of managing audit contracts with insurance and finance corporations. 


Apart from Degree of Financing and Accounting issued by Thang Long University, she has recognized as Certified Public Accountant (CPA) by Vietnam Ministry of Finance since 2005. She completed the ICAEW IFRSs learning and assessment program from 02/2017.

 

 

 

 

(*) Ratio is calculated against 510,063,684 shares which is equal to 100% charter capital as of 31 Dec 2018

 

 
OVERALL OPERATION AND RECOMMENDATIONS OF THE BOARD OF SUPERVISORY 
 
Assignment of tasks to members of the BOS
 
Mr. Nguyen Van Khai, Head of the BOS, takes general responsibility and supervises the activities of the Board of Directors, Board of Management, participates in meetings of the Board of Directors and reports to the General Meeting of Shareholders; takes lead in settlement of complaints and requests of Shareholders; 
 
Mr. Dang Phong Luu, Member of the BOS, is in charge of overseeing the compliance with law, the Company's Charter and implementation of the GMS's Resolutions in business management and operation; jointly reviewing and evaluating reports of Internal Audit, Internal Control and Risk Management;
 
Ms. Le Cam Binh, Member of the BOS, is in charge of checking, reviewing accounting books, appraising the Company's financial statements; jointly reviewing and evaluating reports of the Internal Audit, Internal Control and Risk Management. 
 
Summary of the BOS’s activities in 2018: 
 
Reported to shareholders on the supervision of the activities of the BOD and Board of Management in 2018, and the BOS’s action plan for 2019.
 
Mr. Nguyen Van Khai, Head of the BOS, represented the BOS to participate in all meetings of the BOD in 2018.
 
Carried out the examination and supervision of the preparation of audited financial statements of 2017, quarterly, financial statements, semi-annual statements and annual statement of 2018.
 
Carried out the examination and supervision of compliance to regulations and the Company's Charter as well as the implementation of the Shareholder’s Meeting’s resolutions by the BOD and Board of Management in 2018.
 
Supervised the issuance of convertible bonds, issuance of warrants and issuance of shares under the selection program for employees in 2018.
 
On June 1, 2018, the BOS conducted periodic meetings and adopted the following contents:
 
Operation regulations of the BOS;
 
Task assignment to members of the BOS;
 
Unanimous consent to recommend the BOD to select Ernst & Young Vietnam Limited the independent auditor of the Company’s financial statements in 2018. 
 
On August 15, 2018, the BOS conducted periodic meetings and adopted the following contents:
 
Evaluated the governance of the BOD and management of the BOM;
 
Evaluated the performance of internal management system;
 
Review accounting books, appraised semi-annual financial statement 2018.
 
In assessing the performance of internal management system, the BOS reviewed reports of internal control, internal audit, risk management departments and worked with these departments to attract their attention to some activities of the Company in 2018 as follows:
 
Continued to promote training for improving knowledge and skills of internal control staff to ensure relevance with the development of the securities market in general and responding to the development of new products in particular; 
 
Communicated and raised awareness on professional ethics, continuously update new provisions of law relating to the Company's operations to enhance employees' compliance;
 
The Risk Management Department implemented a comprehensive and professional risk management process in terms of business and internal operations.
 
Compliance to regulations and the Company's Charter, and execution of resolutions of General Meeting of Shareholders
 
The Company’s operations in 2018 were in compliance with regulations of law as well as the Company's Charter. The Company strictly complied with regulations on information disclosure for securities companies, which were also a listed company on HOSE. Internal people fully complied with regulations on information disclosure when trading SSI shares.
 
The Company fully implemented the decisions of the General Meeting of Shareholders, including the issuance of 1,200,000 convertible bonds under Resolution No. 01/2018/NQ-DHDCD dated January 12, 2018, issuance of 10,000,000 shares under the selection program for employees according to Resolution No. 02/2018/NQ-DHDCD dated April 20, 2018 of the General Meeting of Shareholders in December 2018. Dividends were paid to shareholders within 6 months since the end of the Annual Shareholders' Meeting.
 
The Company Charter had been amended and supplemented regarding the issuance of warrants, change of the Company's name and new charter capital, new shares after the issuance of shares under the selection program for employees in consistence with the decisions of the General Meeting of Shareholders and the amended license issued by SSC.
 
Implemented the procedures to change the name of the Company, Branches, Transaction Offices and related procedures quickly and promptly to enhance the brand identity to investors.
 
Financial supervision
 
The Company prepared and disclosed periodical financial statements in accordance with regulations governed by SSC. Semi-annual financial statements, financial safety ratio report, and annual report of 2018 were reviewed and audited by an independent auditor, i.e. Ernst & Young Vietnam Limited, in accordance with existing regulations governed by SSC and MOF. There was not any discrepancy in the figures of semi-annual financial statements before and after review.
 
The financial report of 2018 gave a true and fair view, in all material respects, of SSI's financial position as at 31 December 2018, and results of its operations, its cash flows and change in owner's equity for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese accounting policies for enterprises, accounting guidelines applied to securities companies and related legal regulations. The provision of funds and remuneration for the Board of Directors and the BOS were performed in accordance with the resolution of the Shareholders’ Meeting in 2018.
 
The BOS conducted the periodic meeting for the last 6 months of 2018 on March 23, 2019 and evaluated that the accounting and book-keeping of the Company was carried out prudently. The financial data of the Company was transparent. 
 
Supervision of members of the Board of Directors, Chief Executive Officer and Board of Management
 
The BOD and Board of Management directed the Company operations according to the objectives set by the General Meeting of Shareholders at the annual meeting. So far, the BOS had found no violations of responsibilities and obligations of the Company’s managers. Information on transactions with internal persons and related persons was fully disclosed as required.
 
In the management and administration activities, no violation or error was found from regulators. The BOS noted the fluctuations of the economic market in general and the securities market in particular, so the Board of Management should be cautious, maintain the achievements and have solutions to ensure safe, effective operation. 
 
Results of handling shareholder recommendations to the Company
 
In 2018, the BOS received no recommendations or claims from shareholders as to the Company’s operations or governance.
 
Coordination between the BOS and the BOD, CEO and Shareholders
 
In the year 2018, the BOS received close coordination and facilitation to carry out its supervisory tasks from the BOD, the Board of Management and the management of the Company through the provision of full information and documents relating to corporate governance, business operations, and financial situation of the Company.