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Corporate Governance

The Board of Directors identifies improving the quality and capacity of Corporate Governance as a strategic focus. The goal is to build a strong governance system based on international practices and the overall strength of the enterprise. This system helps control and monitor operations effectively, transparently and responsibly.

STATUS OF IMPLEMENTATION OF CORPORATE GOVERNANCE REGULATIONS

Compliance with regulations on information disclosure and transparency

- The Company has strictly implemented the regulations on information disclosure in Circular 96/2020/TT-BTC, regulations of the Hanoi Stock Exchange and the State Securities Commission.

- The Company is committed to transparently disclosing all information related to governance, business activities and unusual events. Information disclosure is carried out within the prescribed time limit, ensuring the rights of all shareholders and investors.

- To enhance transparency, the Company has fully disclosed important internal documents such as the Charter, the Board of Directors' Operating Regulations, and the Information Disclosure Regulations on the Company's Website (Investor Relations Section, Charter-Regulations). These documents are issued by the General Meeting of Shareholders/Board of Directors and are guaranteed to comply with current regulations.

Fair treatment of shareholders

Nova Consumer is committed to respecting and protecting the rights of all shareholders, including minority shareholders and foreign shareholders. We ensure fair treatment of all shareholders through the disclosure of accurate, transparent, complete and timely information.

Nova Consumer is committed to organizing an effective and transparent annual General Meeting of Shareholders. We ensure that the meeting invitation includes full information and attached documents to shareholders. At the same time, the meeting documents are also published on the website so that shareholders have time to carefully study them. The General Meeting of Shareholders is conducted according to the agenda mentioned in the invitation.

Respecting and protecting the rights of shareholders is Nova Consumer's commitment. In General  Meeting Shareholders or written opinions, shareholders are entitled to exercise their rights fairly, including: contributing opinions, proposing, voting on contents, and electing the Board of Directors. These rights are clearly stipulated in the Company's Charter and protected by Vietnamese law.

In 2023, the Company successfully organized the annual General Meeting of Shareholders in the form of an in-person meeting on June 28, 2023 and collected shareholders' opinions in writing on April 14, 2023 to approve and decide on matters under the authority of the General Meeting of Shareholders, ensuring the rights of shareholders and ensuring compliance with the provisions of the Law on Enterprises on the order and procedures for organizing/collecting opinions. Specifically, the Chairman of the Board of Directors and the Executive Board answered questions and provided full information as requested by shareholders; Minutes of the meeting/Minutes of the vote counting of the General Meeting of Shareholders are recorded accurately, completely and promptly in accordance with the provisions of law and are announced together with the Resolution of the General Meeting of Shareholders to the State Securities Commission, Hanoi Stock Exchange and the Company's Website in accordance with regulations.

Ensuring effective leadership and independence of the Board of Directors

In 2023, Nova Consumer will have a Board of Directors with a number of independent members that meet the regulations. These members have high professional capacity and ethics, contributing to promoting the Board of Directors' independent judgment and building a transparent and honest governance system.

SOME POINTS THAT NEED TO CONTINUE TO IMPROVE THE EFFECTIVENESS OF CORPORATE GOVERNANCE

With the goal of applying and gradually approaching the standards on corporate governance in the region and the world, in the coming time, the Company needs to continue to carry out the following tasks related to corporate governance.

Short-term plan

Nova Consumer's website plays an important role in providing transparent information and connecting with stakeholders. In the coming time, the Company will focus on developing the website in the direction of improving content, improving interface, enhancing interaction and information security. The goal is to bring the best experience to customers, investors and partners, while enhancing the image and reputation of Nova Consumer in the market. Nova Consumer is committed to continuing to update, amend, supplement and comply with regulations on information disclosure and transparency as required in Circular 96/2020/TT-BTC and standards in the ASEAN CG scorecard. We will provide timely and accurate information to shareholders and domestic and foreign investors through the Company's official communication channels, including the website, annual reports, and financial reports. Improving CG capacity is one of Nova Consumer's top priorities. We participate in training courses organized by the State Securities Commission to update the most advanced knowledge and management skills. Nova Consumer is also committed to applying international best practices in corporate governance. To fulfill this commitment, we regularly update information on corporate governance in the world, and cooperate with prestigious international organizations to build a governance model that is suitable for the Company's operational practices. Nova Consumer believes that effective application of corporate governance will contribute to enhancing the Company's value and reputation in the market.

Long-term plan

In order to improve the quality of corporate governance, the Company has set long-term goals that need to continue to focus on implementing and perfecting in the next phase as follows:

Nova Consumer always strives to improve governance efficiency to increase value for stakeholders. We are committed to continuing to perfect the governance model to enhance coordination between the parent company and subsidiaries, while improving compliance throughout the system. Nova Consumer identifies the role of centralized governance as an important factor to ensure the synchronous and effective development of the entire system. We will focus on supporting member companies in the fields of finance, human resources - training, information technology, branding, investment, and basic construction. Regularly update knowledge and international practices on corporate governance at home and abroad to apply to Nova Consumer's practical operations.

Apply the ASEAN Regional Corporate Governance Scorecard to enhance the Company's capacity and corporate governance practices in Vietnam and beyond. Promote risk management, compliance, and internal audit to provide information for corporate governance activities.