Which of the following information channels did you get your knowledge about business management (corporate governance) from? (You can choose more than one option)

108. Éslie Cohen, Claude Henry (1997), Public Services and the State Sector

109. Graham, Edward M.(2003). Reformed Kore a's Industrial

Conglomerates , Institute for International Economics.

110. Heibatollah Sami, Justin T. Wang and Haiyan Zhou (2009), Corporate Governance and operating performance of Chinese listed firm .

111. Frederick Nixson & Bernard Walters (2010), “Research on the competitiveness of state-owned corporations, state-owned enterprises and private enterprises in Vietnam and international experience in enhancing enterprise competitiveness”, Hanoi.

112. OECD: Principles of Corporate Governance- 2004 Edition Principles de gouvernement d'entreprise de l'OCDE- E'dition 2004 © 2004 OECD.

113. Zhou Fangsheng and Wang Xiaolu (2002), The Road to State-Owned Enterprise Reform in China, Workshop “ State-Owned Enterprise Reform: China’s Experience ”, Hanoi.

B. Website

114. https://www.petrolimex.com.vn/gioi-thieu/gioithieupetrolimex/bo-may-to_chuc.html

115. https://www.petrolimex.com.vn/gioi-thieu/gioithieu-petrolimex/qua- trinh-hinh-thanh_va_phat_trien.html

116. https://www.petrolimex.com.vn/nd/tin-chuyen-nganh/duy-tri-da-phat- trien-on-dinh-bang-chat-luong-quan-tri.html

117. https://petrotimes.vn/bai-3-ba-mo-hinh-tap-doan-lanh-te-nha-nuoc- 527987.html

118. http://tapchitaichinh.vn/tai-chinh-kinh-doanh/tai-chinh-doanh-nghiep/ve-phuong-thuc-giam-sat-tai-chinh-doi-voi-doanh-nghiep-co-von-nha-nuoc-114660.html

119. https://tinnhanhchungkhoan.vn/thuong-truong/quan-tri-doanh-nghiep-sau-co-phan-hoa-can-thay-doi-lon-132574.html

APPENDIX

Appendix 1

SURVEY ON INNOVATION OF STATE-OWNED ENTERPRISE MANAGEMENT MODEL AFTER EQUITIZATION

Belongs to the research topic of the PhD thesis "Innovation in State-owned Enterprise Management Model after Equitization: Case study of Vietnam National Petroleum Group"


Dear : Business leaders and managers

I am conducting a PhD thesis research project with the topic "Innovation of State-owned Enterprise Management Model after Equitization: Case Study of Vietnam National Petroleum Group" . In order for the research to be objective and accurate, the research results can be useful for proposing solutions to improve and enhance management efficiency at state-owned enterprises, I respectfully request that you, the leaders and managers in enterprises, participate in the research by answering the questions in this survey. I commit that the information will only be used for research purposes, and will only be published after processing the data. All private information related to individuals and specific enterprises will be kept confidential and not mentioned in the thesis.


A. Business information

Company name: ………………………………………………………… Address: ……………………………………………………………………. Phone: ………………………………………………………………… Website: …………………………………………………………………… Year of establishment ……………………………………………………………… Year of equitization: …………………………………………………………. Total charter capital: ……………….…………………………………………. Total number of shares: …………………………………………………………. Total number of shareholders: ………………………. in which:

Total number of shareholders who are employees : ………shareholders Owning:……% of shares Total number of state shareholders : ………shareholders Owning:……% of shares Total number of external shareholders : …………shareholders Owning:……% of shares Total number of foreign shareholders : …………shareholders Owning:……% of shares Total number of major external shareholders : …………shareholders Owning:……% of shares

Total number of individual shareholders : …………people Owning:……% of shares Total number of institutional/legal entity shareholders : ……shareholders Owning:…..% of shares Current number of officers/employees: …………………………….

B. Survey content

(Please circle the number (1, 2, 3…) that best fits your answer choice. You may choose multiple answers for the same question if appropriate)

Group 1: Awareness of Business Management

1. From which of the following information channels do you get knowledge about business management (corporate governance)? (You can choose multiple options)

Through the media

1

Participate in training and seminars

2

Studied in an undergraduate/graduate program

3

Self-study and research

4

Other information channels (please specify):

5

Maybe you are interested!

Which of the following information channels did you get your knowledge about business management (corporate governance) from? (You can choose more than one option)

2. Which of the following documents regulates the management of your business? (choose one option)

Company charter

1

Corporate governance regulations

2

Other documents (specify name):

3

4. Which department in your organization is responsible for developing and approving the content of the enterprise management regulations? (choose one option)

General meeting of shareholders approved

1

Board of Directors

2

Board of Directors

3

Other department (specify):

4

5. What are the following contents included in your company's business management activities and please evaluate the importance of the activities performed?


ST T

Activities

Importance

Current situation


Score

Done

Don't do

Will do

1

Ensuring effective corporate governance structure

1

2

3

4

5




2

Building a sustainable business management model

1

2

3

4

5




3

Responsibilities of the Board of Directors (BOD)

1

2

3

4

5




4

Exercising shareholder rights and basic ownership functions

1

2

3

4

5




5

Ensuring the role of stakeholders

1

2

3

4

5




6

Treat all shareholders fairly

1

2

3

4

5




7

Disclosure and transparency of information and responsibilities of the Board of Directors

1

2

3

4

5




8

Comply with the provisions of the law

1

2

3

4

5




9

Other activities

1

2

3

4

5





Group 2: Contents of innovation in the management model of state-owned enterprises after equitization

* Innovation in organizational structure

6. What is the organizational model of the Group after equitization?

Chairman of the Board of Directors checks the CEO or Director

1

The Chairman of the Board of Directors is not at the same time the General Director or Director.

2

Independent Board of Control

3

Board of Supervisors next to the Board of Directors

4

Other model (specify):

5

* Innovation in ownership structure

7. What is the purpose of state shareholders in the company after equitization?


Mobilize additional external capital to develop groups of companies and corporations

1

Maintain stable, long-term suppliers

2

Maximize profit

3

Ensure transparent and effective use of state capital

4

Other purposes (specify):

5


8. Innovation in governance structure

8.1. How many times has the General Meeting of Shareholders met since equitization:

………times, of which:

+ Annual General Meeting held: ………times

+ Extraordinary congress held: ………. times

+ Who prepares the meeting agenda and content (write specific title): …….

8.2. How is the agenda of the General Meeting of Shareholders prepared?


Make a list of shareholders entitled to attend the meeting

1

Draft agenda, meeting documents and meeting invitations

2

Send meeting invitations, agendas and documents

3

Accepting proposals to supplement the meeting agenda of shareholders and shareholder groups

4

Other procedures (specify):

5


8.3. What issues are usually discussed at the General Meeting of Shareholders?


Business Summary

1

Business direction and plan

2

Elect management positions

3

Profit/Dividend Distribution

4

Change in charter capital

5

Other issues (give examples):

6

8.4 Is there an alliance in the General Meeting of Shareholders, if so what kind of alliance?


Shareholders who knew each other before the meeting

1

The alliance consists of shareholders who met each other at the meeting.

2

The alliance consists of any shareholder

3

Other types of alliances (name):

4

9. Please tell us what rights/benefits shareholders have in the company and evaluate the importance of those rights to corporate governance?

STT

Shareholder rights

Assess the importance

(lowest = 1; highest = 5)

1

Ensuring methods of property registration

1

2

3

4

5

2

Share transfer

1

2

3

4

5

3

Access relevant and important information about the company

1

2

3

4

5

4

Participate and vote at the General Meeting of Shareholders

1

2

3

4

5

5

Election and removal of members of the Board of Directors

1

2

3

4

5

6

Enjoy the company's profits

1

2

3

4

5

7

Be treated equally with other shareholders

1

2

3

4

5

8

Other rights (specify):

1

2

3

4

5

* Board of Directors

10. What is the function of the Board of Directors?


Control

1

Advise

2

Operation

3

Mobilize more resources

4

Other functions (specify):

5

11. What are the following rights and duties of the Board of Directors ?


Decide on the company's strategy, medium-term development plan and annual business plan

1

Propose the type of shares and the total number of shares of each type that can be offered for sale.

2

Decision to offer new shares

3

Decide on the offering price of the company's shares and bonds

4

Decision to repurchase shares according to the provisions of the Securities Law

5

Decision on investment plan and investment project

6

Decide on market development, marketing and technology solutions

7

Appoint, dismiss, remove from office, sign contracts, terminate contracts with the Director or General Director and other important managers

8

Supervise and direct the Director or General Director and other managers

9

Decide on the organizational structure and internal management regulations of the company.

10

Decision to establish subsidiaries, branches, representative offices and contribute capital and purchase shares of other enterprises

11

Review the agenda and documents for the General Meeting of Shareholders

12

Convene the General Meeting of Shareholders

13

Submit annual financial statements to the General Meeting of Shareholders

14

Proposed dividend level to be paid

15

Decide on the deadline and procedures for paying dividends or handling losses arising during business operations.

16

Proposal for reorganization, dissolution or bankruptcy of the company

17

Other rights and duties (specify):

18

* Board of Control

12. How is your Company's Board of Supervisors established?

Elected by the General Meeting of Shareholders

1

Elected by the Board of Directors

2

Elected from among shareholders with the largest number of shares

3

Regardless of the number of shares owned

4

Other ways:

5

13. What are the following rights of the Board of Supervisors?


The Board of Supervisors supervises the Board of Directors, Director or General Director in the management and operation of the company.

1

Check the rationality, legality, honesty and level of prudence in managing and operating business activities.

2

Appraisal of the company's business situation report, annual and six-month financial report, and management assessment report of the Board of Directors.

3

Review the company's books of accounts and other documents

4

Propose to the Board of Directors or the General Meeting of Shareholders measures to amend, supplement, and improve the organizational structure, management, and operation of the company's business activities.

5

The Board of Supervisors has the right to use independent consultants to perform assigned tasks.

6

Other rights (specify):

7

* Innovation in management and supervision mechanism

14. How important is it to innovate the Group's monitoring mechanism after equitization?


STT

Form of supervision

Assess the importance

(lowest = 1; highest = 5)

1

Monitor and evaluate the implementation of rights and obligations of members of the Board of Members and the Board of Directors.

member, director or general director

1

2

3

4

5

company director






2

Supervise the implementation of development strategies, business plans, and implementation of the company's strategic goals and planning objectives;

1

2

3

4

5

3

Monitor and evaluate the effectiveness and level of compliance with internal audit regulations, risk management and prevention regulations, reporting regulations and other internal governance regulations of the company.

1

2

3

4

5

4

Supervise the legality, systematicity and honesty in accounting work, tax accounting books, in the content of financial reports, appendices and related documents.

1

2

3

4

5

5

Monitor the company's transactions with related parties

1

2

3

4

5

6

Supervise the implementation of major investment projects, large-scale purchases, sales and other business transactions or unusual business transactions of the company

1

2

3

4

5

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