Who has the authority to declare the opening of the Annual General Meeting of Shareholders according to the regulations?

Is the opening time of the Annual General Meeting of Shareholders specified in the meeting agenda?

Pursuant to Clause 5, Article 140 of the Law on Enterprises 2020 on convening the General Meeting of Shareholders east:

Convening the General Meeting of Shareholders

…

5. The person convening the General Meeting of Shareholders must perform the following tasks:

a) Prepare a list of shareholders with the right to attend the meeting;

b) Provide information and resolve complaints related to the list of shareholders;

c) Prepare the agenda and content of the meeting;

d) Prepare documents for the meeting meeting;

d) Draft resolution of the General Meeting of Shareholders according to the expected content of the meeting; list and detailed information of candidates in case of election of members of the Board of Directors and Supervisors;

e) Determine the time and location of the meeting;

g) Send a meeting invitation to each shareholder with the right to attend the meeting according to the provisions of this Law;

h) Other work serving the meeting meeting.

Thus, the person convening the General Meeting of Shareholders must prepare the program and content of the Annual General Meeting of Shareholders.

In other words, the opening time of the Annual General Meeting of Shareholders must be specified in the meeting agenda.

Who has the authority to declare the opening of the Annual General Meeting of Shareholders according to regulations?

Pursuant to Article 146 of the Law on Enterprises 2020, formula for conducting meetings and voting at the General Meeting of Shareholders:

Formalities for conducting meetings and voting at the General Meeting of Shareholders Dong

In cases where the Company Charter does not provide otherwise, the meeting and voting procedures at the General Meeting of Shareholders shall be conducted as follows:

1. Before opening the meeting, shareholders must be registered to attend the General Meeting of Shareholders;

2. The election of the chairman, secretary and vote counting committee is prescribed as follows:

a) The Chairman of the Board of Directors shall chair or authorize another member of the Board of Directors to chair the General Meeting of Shareholders convened by the Board of Directors; In case the Chairman is absent or temporarily unable to work, the remaining members of the Board of Directors shall elect one of them to chair the meeting according to the principle of majority; In case the chairperson cannot be elected, the Head of the Executive Control Board will have the General Meeting of Shareholders elect a chairperson of the meeting and the person with the highest number of votes will be the chairperson of the meeting;

b) Except for the case specified in Point a of this Clause, the person who signs to convene the General Meeting of Shareholders shall direct the General Meeting of Shareholders to elect the chairman of the meeting and the person with the highest number of votes to chair the meeting;

c) The chairman appoints one or several people to act as secretary of the meeting;

d) The General Meeting of Shareholders elects one or more people to the vote counting committee at the request of the meeting chairman;

3. The meeting agenda and content must be approved by the General Meeting of Shareholders in the opening session. The program must determine the time for each issue in the meeting agenda;

Thus, it can be seen that, currently, the 2020 Enterprise Law does not stipulate who has the right to declare the meeting open.

This is an issue that companies need to pay special attention to when organizing a general meeting of shareholders, because at this time the election of the Chairman of the meeting has not been done.

Accordingly, for this issue, the person who convenes the General Meeting of Shareholders should be the one to declare the opening of the General Meeting of Shareholders according to the time specified in the meeting invitation and meeting agenda.

Is the Chairman of the Board of Directors the chairman of the General Meeting of Shareholders?

Pursuant to Clause 3, Article 156 of the Law on Enterprises 2020, Chairman of the Board of Directors:

Chairman of the Board of Directors

…

3. The Chairman of the Board of Directors has the following rights and obligations:

a) Prepare programs and operational plans of the Board of Directors;

b) Prepare the agenda, content, and documents for the meeting; convene, chair and chair meetings of the Board of Directors;

c) Organize the adoption of resolutions and decisions of the Board of Directors;

d) Supervise the process of organizing and implementing resolutions and decisions of the Board of Directors;

dd) Chair of the General Meeting of Shareholders;

e) Other rights and obligations according to the provisions of this Law and the Company’s Charter.

Thus, the Chairman of the Board of Directors is the chairman of the General Meeting of Shareholders according to regulations.