Default rules on Board members nomination

Article 29.3 of Decree 102/2010 provides that unless otherwise provided by the charter or by the General Meeting of Shareholders (GMS) of a joint stock company, a shareholder or a group of shareholders will have the right to nominate candidates for a Board Member as follows:

Shareholding

Number of candidates

10% to less than 20%

1

20% to less than 30%

2

30% to less than 40%

3

40% to less than 50%

4

50% to less than 60%

5

60% to less than 70%

6

70% to less than 80%

7

80% to less than 90%

8

 

Therefore, if the shareholders of a joint stock company intend to structure the Board of such company according to their own agreement, the Charter of such joint stock company should be revised to reflect the allocation of Board members agreed by the shareholders and to exclude the default application of Article 29.3 of Decree 102/2010.

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Written by Nguyen Quang Vu On In