<p>DBC: Corporate Governance report (first 6 months of 2017) CORPORATE GOVERNANCE REPORT (first 6 months of 2017)</p><p>- Company: VIETNAM DABACO GROUP JOINT STOCK COMPANY - Address: No. 35 Ly Thai To street, Vo Cuong ward, Bac Ninh city, Bac Ninh province - Telephone: 02223.895111 Fax: 02223.825496 - Email: [email protected] - Charter capital: VND 828,184,650,000 - Stock code: DBC I. Activities of the General Meeting of Shareholders Information on meetings and Resolutions/Decisions of the General Meeting of Shareholders (including the Resolutions of the General Meeting of Shareholders approved in the form of written opinions):</p><p>No. Resolution No. Date Content</p><p>1 Resolution of the General 16/4/2017 To approve the following contents: Meeting of Shareholders - To approve the report 2016 of the Board of No. 01/2017/NQ-DHDCD Directors; - To approve the report 2016 of the Supervisory Board; - To approve the audited financial statements and the business and production performance in 2016; - To approve the profit distribution plan 2016; - To approve the business and production plan 2017 and the investment plan; - To approve the implementation of dividend payment in 2016 and dividend payment in 2017; - To approve the selection of independent auditor in 2017; - To approve the remuneration of the Board of Directors, the Supervisory Board and the Secretary of the Board of Directors in 2017; - To approve the plan to raise funds through private offering and/or private placement of convertible bonds; - To approve the plan to issue bonds.</p><p>II. Board of Directors: 1. Information about members of the Board of Directors (BOM):</p><p>Date of being/not Members of the being Reasons for No. Position Attendance Rate Board of Directors members of not attending the Board of Directors</p><p>1 Chairman of Mr. Nguyen Nhu So the Board of 05 100% Directors</p><p>2 Deputy Mr. Nguyen Khac Chairman of 05 100% Thao the Board of Directors</p><p>3 Member of Mrs. Nguyen Thi Thu the Board of 05 100% Huong Directors</p><p>4 Member of Mr. Nguyen The the Board of 05 100% Tuong Directors</p><p>5 Member of Mr. Nguyen Hoang the Board of 05 100% Nguyen Directors</p><p>6 Member of Mr. Nguyen Dinh the Board of 05 100% Toan Directors</p><p>7 Member of Mr. Tran Xuan Manh the Board of 05 100% Directors</p><p>8 Member of Mr. Le Quoc Doan the Board of 05 100% Directors</p><p>9 Member of Mrs. Nguyen Thanh the Board of 04 80% Health Huong Directors 4. Resolutions of the Board of Directors:</p><p>No. Resolution No. Date Content</p><p>- To assess the business and production performance in 2016; - To approve the business and production plan in 2017; 1 No. 01/2017/NQ- HDQT 02/01/2017 - To review construction investment projects; - To approve a number of investment projects; - Some other contents</p><p>- To approve reward in 2016 and Tet 2 No. 02/2017/NQ- HDQT 12/01/2017 reward in 2017</p><p>- To approve the audited financial statements 2016; - To implement the plan to issue shares to 3 No. 03/2017/NQ- HDQT 16/02/2017 pay dividends in 2016; - To approve the change in the security measures for the loan at Bac Ninh Development Investment Fund</p><p>- To assess the business and production performance in the first quarter of 2017; - To hold the annual general meeting of shareholders 2017; - To register the change in charter capital and update company address; - To approve the credit limit in 2017; 4 No. 04/2017/NQ- HDQT 01/04/2017 - To approve the transaction between the Company and related parties; - To approve a number of investment projects; - To establish a number of one-member limited liability companies; - To select the independent auditors; - Some other contents</p><p>5 No. 05/2017/NQ- HDQT 22/06/2017 - To approve the restructuring plan of Dabaco Foodstuffs Processing Company Limited; - To approve the loan, guarantee, opening of letters of credit, credit guarantee at banks - To approve the removal of officials; - To approve the transfer of assets to the subsidiary; - To approve the investment in a number of projects.</p><p>III. Supervisory Board: 1. Information about members of the Supervisory Board (SB):</p><p>Date of being/not being Members of the Reasons for No. Position members of Attendance Rate Supervisory Board not attending the Supervisory Board</p><p>Chief of the 1 Mr. Nguyen Van Linh Supervisory 02 100% Board</p><p>Member of the 2 Mr. Ngo Huy Tue 02 100% Supervisory Board</p><p>Member of Mrs. Dinh Thi Minh the 3 02 100% Thuan Supervisory Board</p><p>IV. Corporate management training: V. List of related persons of the listed company as stipulated in Clause 34, Article 6 of the Law on Securities and transactions of related persons of the company with the Company itself. 1. List of related persons:</p><p>No. Name of organizations/ Position (if any) Date of being Date of not Reasons individuals related being related persons persons I Members of the Board of Directors</p><p>1 Nguyen Nhu So Chairman of the 26/4/2015 Board of Directors</p><p>2 Nguyen Khac Thao Deputy Chairman 26/4/2015 of the Board of Directors</p><p>3 Nguyen Thi Thu Huong Member of the 26/4/2015 Board of Directors</p><p>4 Nguyen The Tuong Member of the 26/4/2015 Board of Directors</p><p>5 Nguyen Hoang Nguyen Member of the 26/4/2015 Board of Directors</p><p>6 Le Quoc Doan Member of the 26/4/2015 Board of Directors</p><p>7 Nguyen Dinh Toan Member of the 26/4/2015 Board of Directors</p><p>8 Tran Xuan Manh Member of the 26/4/2015 Board of Directors</p><p>9 Nguyen Thanh Huong Member of the 26/4/2015 Board of Directors</p><p>II Members of the Board of General Directors</p><p>1 Nguyen Khac Thao General Director 18/5/2015</p><p>2 Nguyen Thi Thu Huong Deputy General 18/5/2015 Director – Chief Accountant</p><p>3 Nguyen The Tuong Deputy General 18/5/2015 Director 4 Nguyen Van Tuan Deputy General Director </p><p>5 Nguyen Trong Kich Deputy General Director </p><p>6 Pham Van Hoc Deputy General Director </p><p>7 Nguyen Van Bang Deputy General 14/7/2017 Change in job Director </p><p>8 Nguyen The Chinh Deputy General 21/11/2016 Director </p><p>III Members of the Supervisory Board</p><p>1 Nguyen Van Linh Chief of the 26/4/2015 Supervisory Board</p><p>2 Ngo Huy Tue Member of the 26/4/2015 Supervisory Board</p><p>3 Dinh Thi Minh Thuan Member of the 26/4/2015 Supervisory Board</p><p>IV Subsidiaries</p><p>1 Bac Ninh Trading 2007 Company Limited</p><p>2 Hiep Quang Trading 2006 Company Limited</p><p>3 Nutreco Company 2010 Limited</p><p>4 Dabaco Real Estate 2010 Company Limited</p><p>5 Dabaco Tan Chi Port 2010 Company Limited</p><p>6 Dabaco Substructure 2010 Development & Building Investment Company Limited 7 Dabaco Nucleus 2010 Breeding Pig Company Limited</p><p>8 Lac Ve Breeding Pig 2010 Company Limited</p><p>9 Dabaco Breeding 2010 Chicken Company Limited</p><p>10 Dabaco Pig Raising 2008 Investment & Development Company Limited</p><p>11 Investment and 2006 Development Breed Processing Company Limited</p><p>12 Dabaco Foodstuffs 05/7/2017 Change into Processing Company Joint Stock Limited Company</p><p>13 Dabaco Hi-Tech 2011 Agriculture Company Limited</p><p>14 Dabaco Tay Bac 2011 Company Limited</p><p>15 Nasaco Feed Company 2015 Limited</p><p>16 Dabaco Phu Tho 2015 Breeding Pig Company Limited</p><p>17 Dabaco Ha Nam 2015 Breeding Pig Company Limited</p><p>18 Dabaco Hai Phong 2015 Breeding Pig Company Limited</p><p>19 Le Indochina Travel & 05/5/2016 Hotel Co., Ltd 20 Dabaco Luong Tai 04/10/2016 Breeding Pig Company Limited</p><p>21 Dabaco Ha Tinh 07/10/2016 Breeding Pig Company Limited</p><p>22 Dabaco Vegetable Oil 28/4/2017 New Company Limited establishment</p><p>23 Dabaco Binh Phuoc 07/6/2017 New Breeding Company establishment Limited</p><p>BT project enterprises</p><p>24 Van Mieu – Bac Ninh 2011 Air Lake Construction Company Limited</p><p>25 Roadway prolonged 2011 from Do Temple to Ring road III and TL295B Tu Son Construction Company Limited</p><p>26 Kinh Duong Vuong 3 2012 Roadway and Truong Chinh Roadway Construction Company Limited</p><p>VI. Transactions of internal persons and related persons of the internal persons 1. List of internal persons and related persons of the internal persons:</p><p>No. Full name Position (if any) Shareholding Shareholding percentage at at the end of Note the end of period period </p><p>1 Nguyen Nhu So Chairman of the Board of 15,132,554 18.27% Directors</p><p>Nguyen Van Chuyen Younger brother 153,912 0.19%</p><p>Nguyen Van Khuong Younger brother 52 0.0001% Nguyen Thi Thuy Younger sister 43,771 0.05%</p><p>Nguyen Thi Tan Hoa Daughter 2,527,242 3.05%</p><p>Nguyen Thu Hien Daughter 1,977,371 2.39%</p><p>Nguyen Ha Chi Daughter 792,000 0.96%</p><p>2 Nguyen Khac Thao Deputy Chairman of the Board of 927,828 1.12% Directors – General Director</p><p>3 Nguyen Thi Thu Member of the Huong Board of Directors – Deputy General 1,407,120 1.7% Director – Financial Manager</p><p>4 Nguyen The Tuong Member of the Board of Directors – 878,592 1.06% Deputy General Director </p><p>5 Le Quoc Doan Member of the Board of 951,371 1.15% Directors </p><p>6 Nguyen Dinh Toan Member of the Board of 6,629 0.01% Directors </p><p>Nguyen Dinh The Younger brother 2,640 0.003%</p><p>7 Tran Xuan Manh Member of the Board of 403,920 0.49% Directors </p><p>8 Nguyen Hoang Member of the Nguyen Board of 94,248 0.11% Directors </p><p>9 Nguyen Thanh Huong Member of the Board of None Directors 10 Nguyen Van Tuan Deputy General 77,440 0.09% Director </p><p>11 Nguyen Trong Kich Deputy General None Director </p><p>12 Pham Van Hoc Deputy General 6,600 0.01% Director </p><p>13 Nguyen The Chinh Deputy General None Director </p><p>14 Nguyen Thi Hue Minh Chief of the Board of Directors Secretariat, 660,000 0.80% Authorized person to disclose information</p><p>15 Nguyen Van Linh Chief of the Supervisory 34,320 0.04% Board</p><p>Nguyen Thi Van Daughter 2,640 0.003%</p><p>16 Ngo Huy Tue Member of the Supervisory 2,772 0.003% Board</p><p>Nguyen Thi Phuong Wife 7,260 0.01%</p><p>17 Dinh Thi Minh Thuan Member of the Supervisory 3,960 0.005% Board</p><p>2. Transactions of internal persons and related persons for shares of the listed company: None VII. Other significant issues</p>