Decision of the 2009 Annual General Shareholders Meeting of FPT Software
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28/03/2009
Pursuant to
- Enterprise Law, ratified by the National Assembly of the Socialist Republic of Vietnam on November 29th 2005;
- Business license number 0103006344 of FPT Software Company, 4th revision granted by the Hanoi Department of Investment and Planning on December 12th. 2008;
- FPT Software Company regulations;
- Ballot tally minutes of the 2009 Annual General Shareholders Meeting of FPT Software on March 14th, 2009.
The 2009 Annual General Shareholders Meeting of FPT Software was held on the 15th Floor of FPT Cau Giay Building, Pham Hung Rd., Hanoi on March 14th 2009 with the participation of 84 shareholders, representing 20,650,786 shares, or 86.85% of voting shares. The shareholders have discussed and agreed to the following:
1. Approved the 2008 Financial Reports
2. Approved the Report of the Board of Management on 2008 Business Results and 2009 Business Planning and Budget Report.
3. Approved the Report of the Monitoring Board
4. Approved the Expenditure Plans for 2008 Profits:
- Pay 2008 dividend in cash of 2.000 VND/share (paid in 2008).
- Pay 2008 dividend in shares according to the 2:1 ratio (2 current shares/1 new share).
- Rounding guidelines: Round down to the nearest whole number for the number of new shares issued as dividend payment.
- Time: Following the written approval of the State Security Commission.
- The Board of Management has the responsibility to attend to the detailed payment of 2008 dividends in shares before May 31st, 2009.
5. Approved plans for the issuance of preferential shares to employees:
- Issue preferential shares (at blue collar value) to employees not exceeding 570,980 shares (equivalent to 1.6% of total shares including shares issued for 2008 dividend payment).
- Eligibles:
a) Contract employees of 3 years and longer of domestic partners of FPT Software as of December 31st, 2008.
b) Employees with at least 6 continuous months of work at FPT Software’s overseas establishments (FPT Software Japan, FPT Asia - Pacific), as of December 31st, 2008.
c) Exceptions will be resolved at the discretion of the Board of General Directorss.
- The Board of General Directorss has the responsibility to attend to the detailed issuance of shares before May 31st, 2009 upon the approval of the State Security Commission.
6. Approved Plans to issue popular stock to employees with notable achievements in 2008:
- Issue popular stocks to employees with notable achievements in 2008 at blue-collar value, not exceeding 499,600 shares (equivalent to 1.4% of total shares including shares issued for 2008 dividend payment).
- The Board of General Directorss has the responsibility to attend to the detailed issuance of shares before May 31st, 2009 upon the approval of the State Security Commission.
7. Announced the personnel change/discharge in the Board of Management:
1) Mr. Hoàng Minh Châu
2) Mr. Đỗ Cao Bảo
Approved the positions of member of the Board of Management for period 2005 – 2009 for the following:
1) Ms. Bùi Thị Hồng Liên, General Director
2) Mr. Ogawa Takeo
3) Mr. Bryan Pelz
Following is the list of members of the Board of Management of FPT Software for the period 2005-2009:
1) Mr. Nguyễn Thành Nam (Chairman)
2) Mr. Trương Gia Bình
3) Mr. Nguyễn Lâm Phương
4) Mr. Lê Trường Tùng
5) Mr. Bùi Thị Hồng Liên
6) Mr. Ogawa Takeo
7) Mr. Bryan Pelz
This Decision has been ratified in full by the 2009 Annual General Shareholders Meeting of FPT Software. The Board of Management and Board of General Directors will enact the details of this Decision.
