The minute of Counting votes of The annual shareholders general meeting in 2007

THE MINUTE OF COUNTING VOTES OF THE ANNUAL SHAREHOLDERS GENERAL MEETING IN 2007

TAN TAO INDUSTRIAL PARK CORPORATION

- Head office: Lot 16-18, Road 2 – Tan Tao Industrial Park, Tan Tao A, Binh Tan District, HCM City.

- The business registered certificate No.: 4013001108, dated 15/07/2002 by HCM City’s Planning and Investment Department.

The annual general meeting in 2007 held:
At : 15h00 on June 30th,2007.

At : Sheraton Hotel Hall – No. 80 Dong Du, District 1, HCMCity.  

THE RESULT OF VOTING APPROVAL ON PROBLEMS RAISED AT THE MEETING:

RESOLUTION 1:

Approving the management board’s regulation to change officially Tan Tao Industrial Park Corporation to Tan Tao Industrial Investment Group, abbreviated name “TAN TAO GROUP” or “ITA GROUP” and to maintain the same logo. 

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 2:

Continuing to implement 2007 plan approved in writing; however, there are some adjusted supplements on issuing more stocks and bonds in the last 6 months of 2007as follow: 

Increase VND 300 billions by issuing more shares to the strategic shareholders and current shareholder with the rules, requirements, prices and future shareholders authorized The Management Board to decide at the time of establishing procedures to Securities Committee for this decision carried out successfully.

Type of offered security: ITA

Par value of shares: 10.000VN Dong.

Quantity of shares: 30 million

Method of using capital from issuance: To continue carrying out projects: Tan Tao E.City, Tan Duc E.City, Tan Duc Industrial Park, contributing capital to carry out E.City Saigon-Mekong and ITA-SKY office building projects and experiment phase of ITA-RICE project, to adjust and balance capital resource in accordance with Tan Tao Group’s business activities in the last 6 months of 2007. Method, price and partner of distribution: authorized the Management Board to decide at the time of preparing procedures for issuance.

Quantity of odd shares: shares which current shareholders don’t receive the rights, and shares not sold out (if), authorized the Management Board to continue selling these shares to others at the price not lower than it offered to current shareholders.

To authorize the Management Board to decide the date of finalizing the current shareholder list of distributing the rights, and official-offered price to every beneficiary in accordance with the market situation at the time of offering in order to ensure the target of maximizing the receivable cash flow for business activities of the corporation, and this price not lower than it offered to the current shareholders (if).

Listing issued shares: Approving the listing of 20 million shares offered in June,2007 and 30 million shares and other stocks (if), based on the Management Board’s decisions on offering more shares in the last 6 months of 2007 after implementing to list more 20 million shares in the past issuance.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 3:

Approving the plans carrying out some development projects for Tan Tao Group in 2008 as follows:

3.1. The profit plan expected in 2008 is 30% on charter capital.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.2. Continue to invest in Tan Duc E.City project: Contributing VND 500 million to carry out the fist phase finishing infrastructure system and building high-standard E.city complex for sale.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.3. Contributing VND 500 million, which is 50% of the total assets of ITA-WAYS Corporation, to develop a Toll Road from Tan San Nat Airport to Downtown of Long An.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.4. Contribute VND 500 billions, from the percentage of the shares of Tan Tao which Tan Tao currently has at the Saigon-Mekong Holding, to compensate the current residents who are living in the area, to make land clear, and to construct a part of infrastructure of Saigon-Mekong E.City modern complex project on the area of 2.565 ha planned and permitted by the Government of Long An.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.5. Contribute VND 700 billions for ITA-RICE (ITA-RICE produces and exports rice) to compensate the current residents of phase 1 of the project; 10,000ha to export rice, 200ha to build new city, and 120ha to build a new sea port, warehouse, and clean-rice production mills in GAP standard, the phase 1 was approved by Long An Government. . 

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.6. Contribute VND 500 billions, from the percentage of the shares of Tan Tao which Tan Tao currently has at the ITA-WATER Water Utility Corporation, to compensate the current residents and to carry out the construction of the first phase of the water treatment plant with the capacity of 80.000 m3/day that will supply clean-water to the whole Long An province. This project is invested under BOO (Build-Operate-Own) and approved by Long An Government.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.7. Contribute VND 300 billions to compensate and build high rise offices, shopping center, and an entertainment center which will be called ITA-SKY on the area 84 ha in the central location of Long An province.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.8. Contribute VND 500 billions to build job-training center and the University of Southwest Asia on the area of 105 ha which are approved and designed by American Architecture firm.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

3.9. Join with other strategic partner companies to contribute 1,500 billions Vietnam Dong to invest in the local and international banks and other financial institutions.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 4:

To achieve these above plans and raise VND 5000 billions in 2008, The Management Board has agreed on following plan to raise capital:

4.1. Authorize The Management Board to take any appropriate actions in regards to dividend payout within the first six months of 2007, or the whole year of 2007 and 2008 . The payment method could be a combination of partial direct pay out (in cash), or ITA Group will issue partial shares equivalent to the amount of dividends to the shareholders; or possibly both to balance the company’s liquid assets.  

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

4.2.  Issue 100 million shares (or partial bonds if needed) to offer to current shareholders and potential shareholders. Prices, criteria, and requirements will be determined by The Management Board whose responsibility is to ensure its guidelines and execution fit with Tan Tao’s goals and directions. 

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

4.3. Authorize The Management Board to make decision on the selling price and amount of shares (and/or bonds) for each period to be carried out the successfully throughout the entire project. This is to be governed by the Management Board.  

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 5:

Authorize the Management Board to make decision on getting back ITA shares in order to keep as a fund up to 10% of the current Capital of the corporation.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 6:

Authorize the Management Board to continue the action plan during 2009 in case the company does not meet its goal in regards to issuing 100 millions shares and bonds from the shareholders’ meeting (if). Authorize the Management Board to study, to make decision and to comply with legal procedure to list ITA in oversea Securities Markets.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 7:

Authorize the Management Board to raise capital up to VND 3000 billions based on the needs of the corporation each period.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 8:

Authorize the Management Board to explore the opportunity of duplicating the master plan for new city (E.City) in different areas in Vietnam. The Management Board is responsible for researching and finding new areas to build more high rises, shopping centers, and entertainment centers (similar to ITA-SKY) in different cities in Vietnam.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 9:

Authorize the Management Board to make necessary decisions that pertain to the execution of all the projects, raising funds, investing, and buying other companies’ stocks and bonds including Government owned companies.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 10:

Authorize the Management Board actively to have 10% of the net profits to reward to staffs and individuals who have excellent contributions for the company development 

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 11:

11.1. Authorize the Management Board to adjust the charter of Tan Tao Group in accordance with the current laws of Vietnam.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

11.2. Approving the appointment of the Management Board a new General Director

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

RESOLUTION 12:

Authorize the Management Board to comply with the government laws and regulations from the Security Trading and carry out all the projects that have been approved by the Management Board.

The total approved votes: 384 votes equivalent to 49.083.280 shares for 82,78% of total shares having rights to vote.

- The total unapproved votes:  0  equivalent to 0 share for  0% 

- The total no-idea votes: 0 share equivalent to 0 for 0%

- The total agreement votes: 384 votes equivalent to 49.083.280 shares for 100%  

So the general meeting voted the approval with the rate of 100% agreement votes.

The minute of counting votes written and approved in front of general meeting.

On behalf of THE BOARD OF COUNTING VOTES

CHIEF

(signed)

NGUYEN HUU DUNG

By: ItaExpress

Source: Tantaocity.com