Corporate Governance System at Sacombank Vietnam

Topics: Board of directors, Corporate governance, Stock Pages: 11 (3536 words) Published: May 9, 2013
SAIGON THUONG TIN COMMERICIAL JOINT STOCK BANK (shortly referred to as Sacombank) is a bank which may conduct all banking operations and other business activities under the Law on Credit Institutions for profit.

Sacombank is the first modern multi-functional retail bank in Indochina with the mission of maximizing value for customers, investors, staff and upholding the highest commitment to corporate social responsibility. This bank was set up with 5 core values: pioneering; novel, dynamic and innovative; high commitment; social responsibility; and making a difference. Sacombank will lead or initiate new growth areas when faced with challenges; adopt new and creative thinking that will dynamically transform challenges into opportunities. Moreover, all staff will continuously improve, by means of training and development to ensure that they consistently exercise professionalism in providing the highest service quality to its customers and partners. Especially, Sacombank lives by its slogan of “Serving the Nations” and that corporate social responsibility is deeply embraced by every staff member. Finally, it believes in making a difference in all aspects of its operations thereby creating optimal competitive advantages. Since the foundation day in December 21, 1991, Sacombank has experienced many historical milestones, many changes, many achievements and also failures that create a Sacombank as can be seen nowadays. This assignment will provide an overview of Sacombank’s corporate governance (CG) system and main performance results over the last three years. I. SACOMBANK’S CORPORATE GOVERNANCE (CG) SYSTEM

Sacombank’s CG system is shown in the chart below:

We will look at the CG system in several aspects, firstly about company’s charter: 1. Company’s charter
Sacombank’s Charter was adopted by The General Meeting of Shareholders of Sacombank under the valid Resolution of the General Meeting of Shareholders No.01/2011/NQ – ÐHÐCÐ, dated 02 April 2011. The charter was divided into 18 sections: * Section I. Definition of terms used in the Charter

* Section II. Information about Sacombank
* Section III. Objectives and contents of operations of Sacombank * Section IV. Charter Capital and operating capital
* Section V. Share, Shareholder, Stock, Bond Issuance
* Section VI. Shareholders and General Meeting of Shareholders * Section VII. Structures of the Board of Directors, Board of Supervisors, General Director * Section VIII. Sacombank’s organizational structure

* Section IX. Right to investigate Sacombank’s books and records * Section X. Laborers and The Labor Union
* Section XI. Distribution of profits
* Section XII. The internal auditing and inspection system, reserved fund, financial year, accounting system * Section XIII. Annual Report, Responsibilities for disclosure of information announcement. * Section XIV. Auditing

* Section XV. Special Control, Bankruptcy, Dissolution and Liquidation * Section XVI. Internal Dispute Resolution
* Section XVII. Information and Confidentiality
* Section XVIII. Effective Date, Supplement to and Amendment of this charter All 18 sections were created with the aim to determine the power and duties of the shareholders, board members and the relationship between the shareholders together to insist the lasting development of the company. 2. Annual general shareholder meeting (AGM):

AGM is the highest level of corporate governance system. In AGM, Chairman, shareholders and other delegates will discuss the most important issue of the Corporation, for example: last year performance, next year plan, dividend policy, voting for external auditor, voting for Chairman and CEO, compensation package and so on. Following is AGM of the last three years:

a. 2010 AGM
The Sacombank’s 2010 AGM was held on 02 April 2010 at Hoa Binh Opera House, District 10, Ho Chi Minh City. Resolution 1. Approval of 2010 Business...
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