Management Structure:

Shareholders’ Meeting: the most powerful agency of the company with all shareholders who have rights to vote and people authorized to vote. The meeting has rights to

- Approve complemented and amended regulations.

- Approve the company’s development strategy, annual financial report, supervision reports repaired by the Management Board.

- Decide on annual dividend for each stock.

- Decide a number of the Management Board’s members.

- Select, dismiss members of the Management Board and Supervision Board; approve a decision to select a General Director by the Management Board.

- Other rights defined by the regulations.

- Management Board with 5 members has all rights, except those possessed by the Shareholders’ Meeting.

The Management Board can:

- Decide on the company’s organization.

- Decide on development plan and strategy and annual business plan.

- Decide on an amount of new stocks sold, forms of financial mobilization; propose types of stock issued.

- Select, dismiss and supervise the Directors’ Board and executives who manage the daily business.

- Propose annual dividend rate and certify a temporary dividend rate; decide a dividend’s term and payment procedure; deal with loss arisen in the company’s business.

- Propose to re-organize, liquidate or bankrupt the company if necessary.

- Other rights defined by the regulations.

Supervision Board: with 3 members will supervise all management and business activities of the company on behalf of the all shareholders. The Supervision Board is responsible to the Shareholders’ Meeting and law for these following rights:

- Made reference by the Management Board on selecting an independent auditing company, fee rate for auditing and other issues relating to withdraw or dismissal of the independent audit company, discuss with the auditors about scope of auditing activities.

- Check financial reports before submitted to the Management Board.

- Discuss with auditors difficulties, shortcomings from the auditing results.

- Review the company’s reports on the internal control system before approved by the Management Board.

- Other rights defined by the regulations.

Directors’ Board: with 3 members is assigned by the Management Board. General Director is responsible for:

- Carry out resolutions, business and investment plans approved by the Management Board and Shareholders’ Meeting.

- Sign and carry out economic and civil contracts which serve for production and business activities of the company.

- Make proposal to the Management Board on number of managers necessary, salary rates, fees, other benefits and terms of a labor contract.

- Decide on number of labors, salary rates, allowances, benefits, selection, dismissal and other terms in a labor contract with a reference to the Management Board.

- Prepare long-term financial forecast reports to serve for long-term management.

- Other rights defined by the regulations.

Functional departments: are responsible for supporting the Directors’ Board and directly carrying out their functions. Danafood now has four functional departments following:

- Planning and Business Department: Set up annual production and business plan, follow up contracts, fulfill im-export procedures, carry out basic construction investment plans and so on

- Finance and Accounting Department: Set up financial use and management plans, analysize economic activities, do accountancy.

- Service and Investment Department: Make proposals to the General Director for developing new products and services apart from foodstuff and agricultural products. Set up plans and promote co-operation and investment with other partners, which can bring benefits to the company




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