Withdrawal of returned stake or distributed profit

Article 70. Withdrawal of returned stake or distributed profit

bookkeeping-vinasc3When a stake is returned due to an decrease to charter capital against the regulations in Clause 3 Article 68 of this Law, or profits are distributed to members against the regulations in Article 69 of this Law

the members must return the money or assets they receive, or take joint responsibility for the debts and other liabilities of the company until the amount of money or assets returned by the members is equivalent to the decrease in capital or the distributed profits.

Article 71. Responsibilities of the Chairperson of the Board of members, Director/General Director, legal representative, Controllers, and other managers

1. The Chairperson of the Board of members, Director/General Director, legal representative, Controllers, and other managers have responsibilities to:

a) Perform the given rights and obligations in an honest, careful manner to serve the best legitimate interests of the company;

b) Act in the best interest of the company; not use the company’s business opportunities, information, secrets; not abuse power or position; not use the company’s property for self-seeking purpose or serve the interests of another entity;

c) Provide the company with timely, sufficient, and accurate information about the enterprises in which they and their related person own or have the controlling stake or shares;

d) Perform other rights and obligations prescribed by law and the company’s charter.

2. The Director or General Director must not increase salaries or pay bonuses if the company is not able to pay due debts.

3. A notification of related persons mentioned in Point c Clause 1 of this Article shall contain the following information:

bookkeeping-vinasc1a) Names, enterprise identification numbers, addresses of headquarters of the enterprises in which they have stakes or shares; holding and time of ownership;

b) Names, enterprise identification numbers, addresses of headquarters of the enterprises in which their related persons have private ownership or joint ownership of shares or stakes that make up over 10% of charter capital.

4. The information mentioned in Clause 1 and Clause 3 must be declared within 05 working days from the day on which relevant interests occur or change. The company shall compile a list of related persons of the company and their transactions with the company. The list must be kept at the company’s headquarter. Members, managers, controllers of the company, and their authorized representative are entitled to examine and copy part or all of the information mentioned in Clause 1 and Clause 3 of this Article during working hours in accordance with the procedures in company’s charter.