Annual Report of 2010
Transcription
Annual Report of 2010
No. 8 Le Thai To, Hoan Kiem District, Ha Noi Tel: 04.39288869 Customer Service: 04.39288880 / 1900545415 www.vpb.com.vn 62 Vietnam Prosperity Bank BOLD TRANSFORMATION TO success ANNUAL REPORT 2010 Annual Report 2010 63 64 Vietnam Prosperity Bank Table Of Contents 68 Message from VPBank's Chairman - Mr. Ngo Chi Dzung 70 Message from VPBank's Chief Executive officer - Mr. Nguyen Hung 72 VPBank at a Glance 77 Board of Directors' Report 79 Board of Management's Report 89 Financial Statements 101 Subsidiaries 103 Our Organization 111 Shareholder's Information 119 VPBank with Community 121 Network Development Annual Report 2010 65 BOLD TRANSFORMATION To Success 66 Vietnam Prosperity Bank Annual Report 2010 67 Message from VPBank's Chairman Mr. Ngo Chi DZung Dear Clients and Shareholders, On behalf of VPBank’s Board of Directors, I would like to express our sincere thanks to Shareholders and Clients for your support over the last year. The year 2010 has passed with challenges and fluctuations in the country’s overall economy in general and with businesses in particular. VPBank is not an exception but we have managed to overcome these challenges successfully. VPBank’s notable features in 2010 are the organizational stability, the overachievement of profit targets and the change of the bank’s image. Yet, to develop further from the second –tier to the number one retail bank in Vietnam as well as among top five jointstock banks in Vietnam by 2014, VPBank needs to choose our own path. Bold transformation for success or continuous development as it is? That’s the question that the Board of Directors and Board of Management have pondered, and finally arrived at a solution after working with strategic consulting partners. But where to start transformation? A new vision with new ambitious goals and a new brand image that is professional, dedicated, simple, differentiated are the very first changes. Subsequent changes would be the introduction of new sales skills, new products and services, new style transaction points, new service model, etc, which will take place in the near future. To achieve these ambitious goals, VPBank sets its development mission and philosophy as follows: top priority placed on customers’ benefits; attention paid to employees’ and shareholders’ benefits; and effective contributions made to community development. ► To employees: VPBank always pays great attention to the work - life balance of employees. VPBank ensures stable and highly competitive salary packages as compared to its competitors in the finance and banking industry. Employees are regularly trained to improve their professional skills and enjoy freedom to exercise their own political and cultural rights. ► To community: VPBank is committed to fulfilling its financial obligations to the National Budget; and involving regularly in social and charitable activities to share burden with the community. Ladies and gentlemen, In 2010, with great efforts made by all staff of the bank, VPBank overcame most of the difficulties and challenges in the market and achieved positive results by the end of the year: VPBank’s consolidated profit before tax as of December 31, 2010 was VND 663 billion or 102% of the 2010 target. We anticipate that 2011 will continue to be a difficult year for the finance and banking industry. For VPBank, this will also be a very important year with a lot of transformation activities that help turn VPBank into one of the leading retail banks in Vietnam. Driven by the staff’s determination and effort, we strongly believe that we will meet the expectation of our Shareholders and Clients. Lastly, I would like to wish all good health, happiness and success in your careers, and expect your continuous support to VPBank during our development. ► To customers: VPBank is committed to maximizing customers’ benefits by offering a wide range of services and products at competitive prices. ► To shareholders: VPBank adopts a policy of increasing stock value and retaining high annual dividend payout. 68 Vietnam Prosperity Bank Ngo Chi Dzung Chairman MR. NGO CHI DZUNG Annual Report 2010 69 Message from VPBank's Chief Executive OFFICER Mr. Nguyen Hung Dear Clients, Partners and Shareholders, Although Vietnam made slow but steady recovery from the global crisis in 2010, its economy remained unstable. Amid such unfavorable business environment, VPBank managed to accomplish aggressive growth and significant achievements in 2010. Specifically, VPBank surpassed annual profit targets with a consolidated profit of VND663 billion, or 102% of the plan. Total assets are valued at VND59,807 billion, increased by VND32,264 billion or 117% against that of last year. VPBank also maintained security and stability, while achieving substantial growth; liquidity was secured while the bank's financial strength and operating size increased significantly. The year 2010 also saw notable changes in VPBank: ► A new brand image; ► Increase in chartered capital to VND 4,000 billion; ► Successful issuance of bonds to diversify types of mobilized funds; ► Improved service quality and professionalism; ► Network coverage expansion with focus in developed areas. In 2011, priority will be given to the following plans: (1) To enhance productivity and efficiency of transaction points; (2) To expand customer base; (3) To restructure and fully strengthen the management mechanism; (4) To build solid foundation to accelerate development strategy in the subsequent years. In 2010, VPBank signed an agreement with McKinsey, one of the world’s leading strategic consulting companies to restructure the bank comprehensively, so as to enhance the bank’s position, strength and competitiveness in the market. With the above-mentioned plans and ambitious goals, we strongly believe that the solidarity and devotion of our staff, as well as the support from our clients and shareholders will be key drivers to help us successfully fulfill the plans and to develop VPBank into one of the leading retail commercial banks in Vietnam. We hope that our Clients, Partners and Shareholders will join VPBank in the journey ahead. Thank you. However, dissatisfied with these achievements and success, we set higher targets for the year 2011: total assets valued at VND80,000 billion; deposit from customers at VND36,500 billion, lending balances at VND30,400 billion, and profit before tax at VND1,040 billion. Nguyen Hung CEO 70 Vietnam Prosperity Bank MR. NGUYEN HUNG Annual Report 2010 71 VPBANK AT A GLANCE 72 Vietnam Prosperity Bank VPBank AT A GLANCE Vision To be the leading retail bank in Vietnam by 2014 and top five commercial bank group in Vietnam. Mission VPBank sets its development mission as follows: top priority placed on customers’ benefits; attention paid to employees’ and shareholders’ benefits; and effective contributions made to community development. ► To customers: VPBank is committed to maximizing customers’ benefits by offering a wide range of comprehensive services and products at competitive prices. ► To shareholders: VPBank adopts a policy of increasing stock value and retaining high annual dividend payout. ► To employees: VPBank always pays great attention to work life balance of the employees. VPBank ensures stable and highly competitive salary packages as compared to its competitors in finance and banking industry. Employees are regularly trained to improve their professional skills and enjoy freedom to exercise their own political and cultural rights. ► To community: VPBank is committed to fulfilling its financial obligations to the National Budget; and continuous involvement in social activities and charity aimed at sharing burden with the community. Core values ► Professionalism: applying knowledge and experience, together with professional working style, to provide customers with modern, reliable and appropriate banking products/services to fulfill all their needs. ► Commitment: Enthusiastically consulting, guiding and responding to customers’ inquiries to help them understand VPBank’s products and services clearly. ► Differentiation: always searching for ideas to make a difference, offering first class services/ products with outstanding features and a variety of utilities to customers. ► Simplicity: focusing on improving VPBank’s service systems with simple, easily understood and convenient procedures, applying modern technology to serve customers quickly and effectively. Annual Report 2010 73 VPBank AT A GLANCE Milestones In 2009 History ► VPBank and Vietnam Prudential Corp signed a cooperation agreement. Under this agreement, VPBank became the official agency of Vietnam Prudential Corp to deliver insurance packages to consumers. ► VPBank launched the Golf preferential program to VPBank MasterCard Platinum holders by signing service agreements with OAAG Corporation (Singapore). ► VPBank launched its Internet Banking service. Vietnam Prosperity Joint Stock Commercial Bank (transaction name: VPBank), previously named the Vietnam Joint Stock Commercial Bank for Private Enterprises, was founded in accordance with the License # 0042/NH-GP dated August 12th, 1993 issued by the State Bank of Vietnam, and License # 1535/QDUB dated September 4th, 1993 issued by the People’s Committee of Hanoi City. The Bank has been officially in operation since September 10th, 1993. Other events In 2006 ► VPBank relocated its headquarters to: 8, Le Thai To, Hoan Kiem, Hanoi. Located in the center of the capital, the new headquarters serve as both a modern image and a firm foundation for VPBank’s long term development. ► VPBank and OCBC (Singapore) signed a strategic cooperation agreement. Under this agreement, OCBC officially became the biggest strategic shareholder of VPBank. ► VPBank signed a purchase contract with Temenos (Switzerland) for the Core Banking system software (Core Banking – T24), which is the best technology foundation to help VPBank develop high quality products/services for customers. ► VPBank set up two subsidiaries – Debt and Assets Management (VPBank AMC) and VPBank Securities Company. In 2007 ► VPBank introduced its VPBank Platinum MasterCard – the first built in chip card in Vietnam. In 2008 ► VPBank was endorsed to increase its chartered capital to VND2,117 billion by the State Bank of Vietnam; and to raise OCBC’s shareholding ratio to 15%. 74 Vietnam Prosperity Bank In 2010 ► VPBank signed a comprehensive cooperation agreement with Eurowindow Holding. ► VPBank and Oceanbank together financed Vinalines to purchase heavy-loaded ships. ► VPBank signed comprehensive cooperation agreements with BIDV. ► VPBank obtained the State Bank’s approval to change its name from “Vietnam Joint Stock Commercial Bank for Private Enterprises” to “Vietnam Prosperity Joint Stock Commercial Bank”. With that name change, VPBank also launched its new logo and brand identity. Under such changes, VPBank officially entered a new stage of development with new orientations corresponding to prevailing economic and social situations. ► VPBank inaugurated a new branch in Vung Tau city. ► VPBank inaugurated a new branch in Binh Duong town. ► VPBank increased its chartered capital to VND 4,000 billion. ► The number of transaction offices in the entire network reached a total of 150. VPBank AT A GLANCE Development history 1. Key services ► Mobilize short-term, mid-term and long-term capital from all entities in economic sectors and residents with term and current deposits in Vietnam dong; ► Be trusted with capital from domestic organizations for investment and development; ► Borrow capital from the State Bank and other credit organizations; ► Grant short-term, mid-term and long-term loans to organizations and individuals depending on purposes and capabilities of capital resources; ► Discount on bills, bonds and valuable certificates; ►Contribute capital, establish joint venture and purchase shares in compliance with the law; ► Function as a payment service provider between customers; ►Conduct foreign currency exchange, gold/ silver trade and international payment, mobilize different types of capital from overseas and other banking services in foreign relationship authorized by the State Bank; ► Provide brokerage and consulting services for securities investment, custody, enterprise finance and underwriting guarantee; ► Provide services on investment, debt and assets management. Annual Report 2010 75 VPBank AT A GLANCE 2. Key business performance Key figures Unit: VND ’billion Items 2006 2007 2008 2009 2010 10,111 18,137 18,648 27,543 59,807 Deposit 9,056 15,448 15,609 24,444 48,719 Outstanding loan 5,006 13,323 12,986 15,813 25,324 0.41% 0.49% 3.41% 1.63% 1.20% 156.8 313.5 198.7 382.6 663.1 Chartered capital 750 2,000 2,117 2,117 4,000 Return on Assets 1.93% 1.80% 0.80% 1.30% 1.15% 22.59% 17.63% 6.70% 13.90% 22.65% Total assets NPL (%) Consolidated profit before tax Return on Equity TOTAL ASSETS (VND ‘billion) DEPOSIT (VND ‘billion) 60,000 59,807 50,000 50,000 48,719 45,000 40,000 35,000 40,000 30,000 30,000 25,000 20,000 18,137 10,000 0 15,000 18,648 10,000 10,111 2006 5,000 2007 2008 24,444 20,000 27,543 2009 2010 OUTSTANDING LOAN (VND ‘billion) 0 15,448 15,609 2007 2008 9,056 2006 2009 2010 PROFIT BEFORE TAX (VND ‘billion) 30,000 700 25,000 25,324 663.1 600 500 20,000 400 15,000 13,323 10,000 5,000 0 382.6 15,813 300 313.5 12,986 200 100 5,006 2006 2007 2008 2009 2010 0 198.7 156.8 2006 2007 2008 2009 Development orientation To be the leading retail bank in Vietnam by 2014 and top five commercial bank group in Vietnam. 76 Vietnam Prosperity Bank 2010 BOARD OF Directors' report Annual Report 2010 77 Board Of Directors' report Outstanding results Vietnam's economy in 2010, while on the recovering path, remained unstable. Various internal issues of the economy could not be resolved any time soon. The world economy was undergoing complex changes and fluctuations, which presented many challenges to the Vietnam macro-economy policies. Resolving these challenges that emerged within the economy structure would take considerable time. As such, the biggest risks for the banking industry in 2010 were from the policy changes, interest risk and exchange rate risk. Although facing such a difficult situation, VPBank had the advantage of consistently gaining support and trust from its shareholders and customers. At the same time, the Board of Directors and Board of Management continuously monitored the banking market activities, so as to ensure that right and prompt decisions and business strategies were being made, on various aspects such as interest rate, credit, investment, infrastructure, resources, etc. In 2010, VPBank officially announced its name change to “Vietnam Prosperity Bank” and kicked off its transformation program. As a result, VPBank was able to achieve its targets for the year 2010 with satisfactory results. The Bank’s brand name has become increasingly popular. Performance against the plan and significant changes in the year In 2010, with the concerted effort made by all staff, VPBank overcame most of the major challenges in the market and attained satisfactory results by the end of 2010. In particular, the performance of each entity is as follows: No. Items Target 2010 Performance Completion ratio (%) 1 Consolidated profit before tax 650 663 102% 2 Consolidated profit after tax 486 503 103% Outlook and future plan In 2011, it is forecasted that the macro economic conditions will remain complex and business environment will still be unfavorable. However, with direction, attention and support from the Board of Directors, VPBank is determined to set strong business growth targets based on achievements in 2010, and prepared to seize all business opportunities for the development of VPBank. The planned targets are as follows: 1. Consolidated profit before tax: 2. Profit after tax/Average chartered capital: 3. Estimated dividend ratio: VND 1,040 billion 19.5% 17% The Bank will closely monitor market situation to maintain of its business performance and ensure service quality and brand value. 78 Vietnam Prosperity Bank Board of Management'S report Annual Report 2010 79 Board of management's REPORT Our performance and achievement in 2010 In 2010, while economies worldwide faced a lot of difficulties following the financial crisis and economic recession, Vietnam's economy gradually recovered and progressed, especially towards the end of the year. Vietnam’s annual GDP reached 6.78%, higher than the target proposed by the National Assembly (i.e. 6.5%). All sectors and areas also obtained a higher growth rate compared to the previous year. However, some weaknesses and difficulties still existed as trade deficit remained high, putting pressure on the balance of payment; real estate market fluctuated wildly; property prices shot up; the annual national consumer price index exceeded forecast, posing difficulties businesses and people. The finance and banking sector faced a lot of difficulties: the foreign exchange shortage since 2009 became more critical in early 2010; deposit interest rate suddenly reversed and dramatically increased in the last 6 months, peaking at 18% per annum at one time; gold price and exchange rate of VND/USD wildly fluctuated and increased sharply in the last months of the year. In addition, on 20 May 2011, the State Bank promulgated Circular No.13, which stipulated Capital Adequary Ratio of credit institutions. This circular represented the most prominent policy change in 2010, significantly affecting banks’ operations and stirring up special interest from the public – especially investors. Basically, the provisions in Circular No.13 were designed to improve prudential standards and strictly control the usage of capital resources of credit institutions. In 2010, despite increasingly intense competition in the financial market, VPBank made notable achievements: attaining a better-than-expected annual profit, reaching VND663 billion in consolidated profit, or 102% of the annual of target; total assets reached VND59,807 billion, an increase of VND 32,264 billion or 117% compared to the previous year; ensuring safety, stability and achieving considerable growth; financial capability and operation scale are greatly increased, liquidity was ensured all the time. The year also saw a bold change at VPBank when it rebranded itself with the launch of a new brand name and logo, drawing much public attention. Besides, VPBank increased its chartered capital to VND 4,000 billion, successfully issued bonds to diversify methods of capital mobilization, focused on developing products/services, enhanced professionalism and service quality as well as expanded its operation network in developed economic areas in particular. Our key highlight Table of main targets Main targets Year 2009 Year 2010 % increase against 2009 % increase against plan target Total assets 27,543 59,807 117% 123% Deposit from customers 16,490 23,970 45% 90% Loan balance 15,813 25,324 60% 110% NPL (%) 1.63% 1.20% -0.43% - 2,117 4,000 89% - 383 663 73% 102% Chartered capital Consolidated profit before tax (accumulative) 80 Unit: VND ‘billion Vietnam Prosperity Bank Board of management's REPORT Our capital mobilization During the year, capital mobilization experienced a lot of difficulties: deposit interest rate suddenly reversed and dramatically increased at the end of the year; competition in capital mobilization became more and more intense. Banks continuously introduced many promotion programs and enticed customers of others, VPBank also launched several interesting promotion programs of its own, such as: “Surf SHi, Drive Mercedes with VPBank”; “Send money, win gold, enjoy wealth and prosperity”; “Spring gifts for a prosperous year”; “Golden week brings wealth to customers”. VPBank’s interest rate always conformed to the State Bank’s regulations and flexibly adjusted according to market situation. Besides, VPBank’s deposit products were increasingly diversified through the issuance of promissory notes, smart account, etc. As a result, funds mobilized from VPBank’s customers remained stable and grew steadily. Deposit Structure Unit: VND ‘billion % against previous year Year 2010 TOTAL DEPOSIT 24,444 48,719 100% 24,275 99% Deposit from customers 16,490 23,970 49% 7,480 45% In which: Savings deposits 12,953 17,235 35% 4,282 33% 3,537 6,735 14% 3,198 90% 7,477 13,782 28% 6,305 84% - 9,631 20% - - 477 1,336 3% 859 180% Current deposits and other deposits Deposit from Credit Institutions Issuance of valuable certificates Other deposits Ratio of total deposit Against previous year Year 2009 Items (*Source: Audit report) In 2010, VPBank’s total deposit was VND 48,719 billion, an increase of VND 24,275 billion or 99% against the previous year. Deposit from customers as of 31 December 2010 reached VND 23.970 billion, an increase of VND 7,480 billion or 45% against the previous year. Of which, VND 17,235 billion was from savings deposits, an increase of VND 4,282 billion or 33% against the same period of the previous year; VND 6.735 billion were from current deposits and other types of deposits, an increase of VND 3,198 billion against the previous year. Annual Report 2010 81 Board of management's REPORT Capital mobilization performance VND ‘billion Unit: VND ‘billion 30,000 27,000 25,000 23,970 23,970 20,000 21,637 21,878 16,161 16,675 16,490 QII/10 QIII/10 QIV/10 18,996 16,490 15,000 12,941 14,230 14,262 10,000 5,000 0 2007 2008 2009 2010 QI/10 Actual 2010 E2010 Actual (same period of 2009) Our credit and investment As of 31 December 2010, VPBank's outstanding loans reached VND 25,324 billion, which was 110% of the target and an increase of VND 9,511 billion or 60.18% against the previous year. Credit quality: The bank-wide NPL was under tight control at year end, which stood at 1.2%, a 0.41% decrease compared to the previous year and much lower than the industry average of 2.5%. The percentage of Group 2 loans out of total outstanding loans was 1.15%, a decrease of VND 88 billion or 0.14% compared to the previous year. Outstanding loans to customers (VND ‘billion, %) Unit: VND ‘billion VND ‘billion 4% 30,000 3.41% 25,324 25,000 24,017 20,945 20,000 18,677 15,810 15,000 13,218 15,787 15,781 23,000 22,317 15,920 15,904 3% 15,810 2% 2% 1.64% 1.63% 1.38% 1.20% 1.38% 1.26% 1.28% 1% 1.20% 5,000 0 1% 0.49% 2007 2008 2009 Actual 2010 82 4% 3% 12,604 12,986 10,000 14,327 25,324 Vietnam Prosperity Bank 2010 QI/10 QII/10 QIII/10 Same period of last year M10/10 M11/10 M12/10 E2010 Loans under Groups 3-5 0% Board of management's REPORT In 2010, investment operation grew rapidly, expanding and diversifying the total assets structure while effectively contributing to the bank’s profit. In the total assets structure, investment in valuable papers and securities accounted for a larger proportion and stood at VND 12,742 billion at year end, of which VND 1,590 billion was government bonds, the remaining were other types of bonds and valuable papers. and 16 transaction offices. Besides, most VPBank’s branches and transaction offices were located in economic zones or other strategic locations for business development. Also in 2010, VPBank started a project to standardize branches and transaction offices throughout network in line with modern retail banking model. Gap trading activities and liquidity coverage Analysis of financial figures VPBank’s gap trading activities and liquidity coverage have always remained stable and its deposit interest rate was always adjusted according to market. Although fluctuations of interest rate and liquidity caused tension in market, especially at the year end when many banks had to stop lending, VPBank’s outstanding loans still thrived significantly. In spite of wildly fluctuating foreign exchange rate, especially US Dollar, VPBank always managed to satisfy customer's foreign currency needs. VPBank’s capital usage efficiency had clearly increased. The profit after tax to consolidated average chartered capital ratio (or Return on Equity, ROE) was 22.65%, an 8.75% increase from the previous year. Profit after tax to average total assets ratio (or Return on Assets, ROA) reached 1.2%, a 0.1% decrease compared to the previous year due to a dramatic increase of total assets. Since the beginning of the third quarter, operation in the secondary market became more active with scale expansion and operation diversification, yielding a considerable income and firmly ensuring liquidity for VPBank. Deposits placed and lending extended by other credit institutions reached VND 12,579 billion, a VND 5,231 billion or 71% increase from the previous year. In the meantime, received deposits and borrowing from other credit organizations reached VND 25,998 billion, a VND 18,379 billion or 241% increase from the previous year. In 2010, the turnover from transactions in interbank market was over VND 195,056 billion. Business limit in interbank market of VPBank in 2010 increased dramatically, from VND 12,000 billion to VND 20,100 billion, signifying VPBank’s prestige in the interbank market. Business operation of the Treasury group showed remarkable development, significantly contributing to the bank’s performance with a profit before tax of more than VND 171 billion, or 26% of the total profit of the bank. Network development VPBank’s operation network was extensive and covered most cities and provinces in the country. As of end December 2010, there were 150 transaction points in total (i.e. 38 branches and 112 transaction offices). In 2010, VPBank opened 3 new branches Report of financial status Profitability Ratio 2009 2010 Profit after tax /Average chartered capital (ROE) 13.9% 22.65% Profit after tax/Average total assets (ROA) 1.3% 1.2% Capital adequacy ratio: VPBank always meets the State Bank’s requirements on prudential ratios. As of 31 December 2010, the capital adequacy ratio was 14.66%, much higher than the required ratio of the State Bank of 9% ; liquidity ratio was 15.7%; the ratio of short-term capital resources used for midand long-term loans was 5.53%; the ratio of credit to deposit reached 51%. Changes in shareholders’ capital In 2010, VPBank was approved to increase its chartered capital two times. The first time was in September 2010 when VPBank’s chartered capital increased from VND 2,117 billion to VND 2,456 billion; the second time was in December 2010 when chartered capital increased from VND 2,456 billion to VND 4,000 billion. As of 31 December 2010, a total of 400,000,000 VPBank shares werein circulation (100% common stocks). Dividends Dividend ratio in 2010 was 10.5% paid by shares. Annual Report 2010 83 Board of management's REPORT Major events in the year Organization and management structures In 2010, VPBank’s organization structure continued to follow the division model, which had gradually been improved, to enhance its supporting role toward other business units. Over the past time, VPBank’s business results and growth were found to be lower than a number of competitors. Therefore, VPBank need significant innovations to propel itself into a faster development track and ambitiously become a leading bank in the market. The transformation project consulted by McKinsey officially started on 15 November 2010. This big, strategic and breakthrough project has great influence on the entire VPBank. The goal of this project was to restructure the bank’s system so as to enhance quality, productivity and operation scale, thereby elevating VPBank to a higher level. Product development In 2010, VPBank focused on the development of its products and services. As such, its service quality significantly improved and results had been very favorable. Total service turnover of the entire bank in 2010 reached VND 334 billion, a 66.4% increase from the previous year. Corporate product development VPBank has been gradually developing its structures, policies and products, to offer greater flexibility and satisfaction to its customer’s needs, focusing on trade finance products such as full package project financing, logistics and guarantees. Therefore, corporate customer development plan in 2010 has attained remarkable results, with the number of corporate clients reaching 16,357, a 26.94% increase from the previous year; corporate outstanding loan reached VND 10,893 billion, a 63.63% increase from the previous year; especially deposit from corporate clients reached VND 5,579 billion, a 118.78% increase from the previous year; service fee from international payment increased 111.07% to reach VND 32.2 billion. 84 Vietnam Prosperity Bank Retail product development In 2010, based on market research and analyses of VPBank capacity, VPBank provided comprehensive policies targeted at individual customers, strengthening sustainable relationship between VPBank and it's existing customers as well as attracting new customers. Noticeably, although capital mobilization activities faced lots of difficulties due to wildly fluctuating interest rates and intense competition among banks in the year, VPBank’s capital mobilization from customers managed to achieve steady growth, thanks to new and competitive products (e.g. smart accounts, savings accounts with floating interest rate, savings for cumulative luck) and other interesting promotional programs, 24/7 customer care programs. In addition, VPBank also developed business connections with strategic partners such as Prudential, BIDV, Vincom, etc. to attract more customers and cross-sell products and services. Board of management's REPORT Card development Compared to other joint stock commercial banks, VPBank offers a wide range of cards suitable for all groups of customers. Besides Autolink cards, VPBank MasterCard Platinum is dedicated to businessmen and professionals, VPBank MasterCard MC2 was aimed at the youth and VPBank MasterCard E-card was designed for online payment. In addition, VPBank also paid attention to bringing added value to cardholders through partnership with a series of pretigious service providers. Rebranding On 12 August 2010, VPBank officially announced it's new name – “Vietnam Prosperity Joint Stock Commercial Bank” and introduced its new brand identity. VPBank’s new brand name with the slogan “Act for your dream” was established based on the following factors: Professionalism, Commitment, Uniqueness and Simplicity. In 2010, VPBank set up a variety of new products integrated with advanced technology, unique features and maximized utilities for customers. At the beginning of 2011, VPBank launched new key products, such as Savings for Cumulative Luck, VP Super and Saving account with floating interest rate with many distinctive features, attracting customers’ interest as well as becoming outstanding product in the market. E-banking product development VPBank has introduced many e-banking products related to deposit accounts and bank cards, such as SMS banking, Internet Banking-i2b to both individual and corporate clients. With Internet banking, the system offers clients greater protection and security by using a double authentication system, which requires an individual password and a OTP password (one-time password) sent to the customer’s mobile phone. This service has been updated with new features to provide more utilities to customers. ► Professionalism: applying knowledge and experience, together with quick, accurate and professional working style to provide customers with modern, reliable and appropriate banking products/services to fulfill all their needs. ►Commitment: Enthusiastically consulting, guiding and answering customers’ inquiries to help them understand VPBank’s products and services clearly. ► Differentiation: was always researching and innovating to make a difference, offering first class services/products with outstanding features and a variety of utilities to customers. ► Simplicity: focusing on improving VPBank’s service systems with simple, easily understood and convenient procedures, applying modern technology to serve customers quickly and effectively. The new symbol is a stylized image of a blooming lotus – a typical flower in Vietnam that represents VPBank’s commitment in contributing to the sustainable development, prosperity and eternity of Vietnam. Annual Report 2010 85 Board of management's REPORT It is also like a cupped pair of hands holding a growing sprout, representing the bank’s firm and reliable foundation and support for a continuous development and prosperity. The vibrant red of the flower petals represents VPBank’s enthusiasm and devotion towards its work, the bank’s creativity, prosperity and luck, as well as its responsibility towards society and community. The typography is an open and simple design to portray modernity and symbolize its transparency in all banking transaction activities. The gentle curves of the symbol represent a flexible and faithful service with simple procedures. The green color shows a new and fresh vitality, which symbolizes a sustainable success and development for both the bank and its customers. Especially, a line in the alphabet “k” is an upward red lotus petal, representing VPBank’s determination to offer customers modern and unique products and services, best quality with a professional and reliable manner through the bank’s efforts and practical actions, so as to help customers attain their dreams. Also, this special petal in the letter “k” expresses a feeling of persistence and consistence with VPBank’s orientation of sustainable development and its aim to brand VPBank as a prestigious partner for a firm cooperation and development with customers. 86 the Government is carrying out fiscal and monetary tightening policies decisively, together with other measures to manage the economy. Therefore, banking operations this year is expected to face more pressure and difficulties. It is also not easy to expand network distribution because the State Bank has been applying restriction policies and stopped licensing new Branches/ Transaction Offices while waiting for a Circular guiding the new Law on Credit Institutions. Although VPBank has increased its capital to VND 4,000 billion and attained a more than VND 5,000 billion equity capital in 2010, there was insufficient capital for the expansion of business operation in 2011, as well as in the subsequent years. The Capital Adequacy Ratio (“CAR”), which should be kept at the minimum level of 9%, is currently 14.66%. However, due to specific characteristics of VPBank’s credit operation and its growth rate since the beginning of the year, coupled with the State Bank’s stricter evaluation criteria on loans and risk ratios on granted credit, the CAR ratio can be lowered to 9%, which will fail to meet the demands of continuous credit growth, business expansion and other requirements for investment, asset acquisition and other essential and urgent needs. Therefore, increase in chartered capital in 2011 and the subsequent years is still required. Concurrently, VPBank also carried out a comprehensive restructuring project to achieve a modern and versatile bank model that maximizes management mechanism efficiency, technology capability and human resources. Based on VPBank’s overall transformation strategy approved by the Board of Directors, performances in 2010, market activities during first months of 2011 and forecast for the remaining months of the year, the Board of Management has set a number of main targets and development plans for the whole network. Our priorities in 2011 Financial targets At the start of 2011, a number of macro-indicators showed difficulties in the banking industry: Resolution No.11/NQ-CP dated 24 February 2011 guiding some measures to curb inflation, stabilize macro-economy and guarantee social security; Directive No.01/CTNHNN dated 1 March 2011 on monetary management and banking operation solutions to implement Resolution No.11; help to control credit growth under 20% in accordance with circulars to stipulate deposit ceiling interest rates; State Bank’s decisions to raise key interest rates, etc. In the meantime, CPI of the first quarter reached 6.12%, almost reaching the National Assembly’s 7% annual target. Currently, Substantial growth was initially anticipated, with bank-wide profit-before-tax target of VND 1,349 billion, deposit and outstanding loan growth of 80% and 45% respectively. However, due to the Government’s Resolution No.11, the State Bank Governor’s Circular No.01/2011 and other strict macro-economic policies, credit growth must be under 20% and non-production loans must not exceed 16%, and restrictions were imposed on public expenditures. There is also tighter control over money supply and possible increase of compulsory reserves. These would greatly affect VPBank’s Vietnam Prosperity Bank Board of management's REPORT business operation and the implementation of its plans. As such, targets for 2011 will be as follows: Unit: VND ‘billion 1 Total assets 80.000 2 Deposit from customers 36.500 3 Outstanding loan 30.400 4 NPL 5 Consolidated profit 6 Number of transaction offices < 2% 1.040 200-210 Under prevailing conditions, it is a challenge for VPBank to achieve the above mentioned targets, which requires great efforts from all staffs and can only be fulfilled provided that the State Bank does not introduce more stringent regulations to increase compulsory reserve ratios. The increase in compulsory reserve ratios would put liquidity in the market under undue pressure, compelling most banks to sacrifice profits and efficiency to ensure payment capabilities. Directive orientations Performing the overall transformation strategy approved by the Board of Directors, VPBank plans to implement 6 strategic initiatives in 2011: ► Sale Stimulation Program (SSP), which includes processes, tools, training and incentives, etc. will help branches to achieve sustainable progress in sales capacity of all sales staffs, including account officers (AO) and tellers so as to turn each branch and transaction office into an effective sales outlet. The pilot program held at the Ngo Quyen branch has achieved success since August 2010 and it will be widely applied across the bank in 2011. ► Key process centralization: properly and effectively centralize back-office activities to ensure a centralized control. Based on analysis, evaluation of current credit processes and transactions, identify methods to consolidate or optimise those processes to improve VPBank’s production capacity, so it can accommodate ambitious growth targets within next 3-4 years. Together with improvement of credit risk management activities, process improvement will create advanced tools for credit risk management, to ensure VPBank’s capability to control credit risks effectively and grant customers credit approval in a fast and timely manner. ► Network development and distribution: research and re-design branches and transaction offices according to the latest and most advanced standards so as to best satisfy customers’ needs. Set up sales channels management division and establish focal points for area management. Divide branch operation according to areas under the control of regional and area managers. Annual Report 2010 87 Board of management's REPORT 88 ► Product innovation and development for different customer segments to raise VPBank’s position each group: study and develop prominent products for specific customer segments (i.e. income, education); customized customer policies for different groups of corporate clients (e.g. SMEs, Micro-SMEs and large corporate clients). New products will be launched with innovative marketing tactics, combined with better service quality, improved sales process, new layout of branches to improve service quality. ► Organizational structure, performance management and human resources strategy: build and strengthen operation mechanism; design modern organizational structure, distinct separate business and back-office divisions, develop a proper reporting structure and ensure accountability of reporting business results; recognize and nurture staffs with potential by building an appropriate training and development program to prepare for the bank’s long-term development and network expansion. ► Build and gradually improve the risk management apparatus, particularly market risk and operation risk, together with enhancement of credit risk management. Enhance quality of credit risk analysis and control; build and gradually improve the customer evaluation and ranking system for implementation of its price policy; build a centralized credit risk management department to assist the leadership in decision-making. Fulfilling all the above initiatives will help VPBank transform in-depth, generating long-term effects to the bank. All branches and transaction offices will undergo a complete transformation encompassing various facets, including products, service quality, sale channels, processes and branch layout, etc. These changes will bring about “a totally new and different experience” to VPBank’s customers, bringing VPBank the image of a retail bank with enthusiasm, activeness, modernity and devotion to its customers. Vietnam Prosperity Bank SUMMARY of FINANCIAL STATEMENTS Annual Report 2010 89 SUMMARY of FINANCIAL STATEMENTS The Board of Management of Vietnam Prosperity Joint Stock Commercial Bank is pleased to present its report and consolidated financial statements of the Bank and its subsidiaries for the year ended 31 December 2010. THE BANK Vietnam Prosperity Joint Stock Commercial Bank (herein referred to as "the Bank") is a joint stock commercial bank incorporated and registered in the Socialist Republic of Vietnam. The Bank was established in accordance with the Business Licence No. 0042/NH-GP granted by the State Bank of Viet Nam on 12 August 1993. The operational duration under the license is ninety nine (99) years and the Bank operated officially on 12 August 1993. On 27 July 2010, the Bank has renamed to Vietnam Prosperity Joint Stock Commercial Bank in accordance with the Business License No. 1815/QD - NHNN granted by the State Bank of Viet Nam. The Bank has been established to provide banking services including receiving short, medium and long-term deposits from organisations and individuals; making short, medium and long-term loans and advances to organisations and individuals based on the nature and capability of the Bank's sources of capital; also including foreign exchange transactions, international trade financial services, discount of commercial papers, bonds and other valuable papers, and providing other banking services allowed by the State Bank of Vietnam. The original chartered capital of the Bank was VNDm 20,000 and subsequently supplemented for each period under the approval of the General Shareholders' Meeting. As at 31 December 2010, the chartered capital of the Bank is VND million 4,000,000 (as at 31 December 2009' VND million 2,117,474). The Head Office of the Bank is located at No. 8 Le Thai To, Hoan Kiem District, Hanoi, Viet Nam. As at 31 Dec 2010, the Bank has one (1) Head Office, one (1) Operations Center, two (2) subsidiaries, thirty-seven (37) branches and one hundred and twenty-six (126) transaction offices nationwide. CONSOLIDATED RESULTS AND DIVIDENDS Summary of consolidated results and dividends of the Bank and its subsidiaries is as follows: Net profit for the year Dividend of the previous year paid in current year Undistributed earnings at the end of the year 90 Vietnam Prosperity Bank 2010 VNDm 2009 VNDm 503,325 293,565 - 84,699 499,271 129,465 SUMMARY of FINANCIAL STATEMENTS Board of Directors The members of the Board of Directors for the year ended 31 December 2010 and as at the date of this report are Full Name Title Mr. Pham Ha Trung Chairman Mr. Bui Hai Quan Deputy Chairman Mr. Lo Bang Giang Deputy Chairman Member Mr Ngo Chi Dzung Chairman Ms. Nguyen Thi Nguyet Huong Deputy Chairman Mr. Tran Trong Kien Member Mr. Soon Tit Koon Member Mr. Nguyen Quang A Member Mr. Ngo Ha Bac Member Date of appointment/reappointment/resignation Appointed on 16 March 2010 Appointed on 31 March 2006, resigned on 16 March 2010 Appointed on 10 December 2008, reappointed on 16 March 2010 Appointed on 14 July 2010 Appointed on 16 March 2010 Appointed on 16 March 2010, resigned on 21 October 2010 Appointed on 16 March 2010 Appointed on 18 August 2009, reappointed on 16 March 2010, resigned on 7 January 2011 Appointed on 31 March 2006, resigned on 16 March 2010 Appointed on 2 May 2008, resigned on 16 March 2010 Board of Supervisors The members of the Board of Supervisors for the year ended 31 December 2010 and at the date of this report are as follows: Full Name Ms. Nguyen Quynh Anh Mr. Vu Hai Bang Title Ms. Trinh Thi Thanh Hang Head Head Member Member Ms. Phan Thi Thu Ha Member Mr Tran Duc Ha Member Date of appointment Appointed on 16 March 2010 Resigned on 16 March 2010, appointed on 16 March 2010 Appointed on 16 March 2010 Appointed on 31 March 2006, resigned on 16 March 2010 Appointed on 31 March 2006, resigned on 16 March 2010 Board of Management and Chief Accountant The members of the Board of Management and Chief Accountant during the year ended 31 December 2010 and at the date of this report are: Full Name Mr. Nguyen Hung Mr. Vu Minh Quynh Mr Nguyen Thanh Binh Ms. Duong Thi Thuy Ms. Duong Thi Thu Thuy Ms Nguyen Thi Bich Thuy Mr Phan Ngoc Hoa Mr Low Boon Keng Howard Mr Marek Hovorka Mr. Nguyen Toan Thang Title CEO Deputy CEO Deputy CEO Deputy CEO Deputy CEO Deputy CEO Deputy CEO Deputy CEO Deputy CEO Chief Accountant Date of appointment Appointed on 29 July 2009 Appointed on 22 May 2007 Appointed on 21 February 2002 Appointed on 18 February 2008 Appointed on 9 April 2009 Appointed on 10 June 2010 Appointed on 25 January 2010 Appointed on 2 March 2009 Appointed on 5 October 2010 Appointed on 23 March 2009 Annual Report 2010 91 SUMMARY of FINANCIAL STATEMENTS EVENTS SINCE THE CONSOLIDATED BALANCE SHEET DATE There have been no significant events occurring after the consolidated balance sheet date, which would require adjustments or disclosures to be made in the consolidated financial statements. AUDITORS The auditors. Ernst & Young Vietnam limited, have expressed their willingness to accept reappointment STATEMENT OF THE MANAGEMENT'S RESPONSIBILITY IN RESPECT OF THE CONSOLIDATED FINANCIAL STATEMENTS The Board of Management of the Bank is responsible for the consolidated financial statements of the year 2010, which give a true and fair view of the consolidated state of affairs of the Bank and its subsidiaries and of their consolidated results and consolidated cash flows for the year In preparing those consolidated financial statements, the Board of Management of the Bank is required to' ► select suitable accounting policies and apply them consistently; ► make judgments and estimates that are reasonable and prudent; ► state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the consolidated financial statements; and ► prepare the consolidated financial statements on the going concern basis unless it is inappropriate to presume that the Bank will continue its business. The Board of Management of the Bank is responsible for ensuring that proper accounting records are kept which disclose, with reasonable accuracy at any lime, the consolidated financial position of the Bank and its subsidiaries and to ensure that the accounting records comply with the registered accounting system. It is also responsible for safeguarding the assets of the Bank and its subsidiaries and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities The Board of Management of the Bank has confirmed to the Board of Directors that the Bank has complied with the above requirements in preparing the accompanying consolidated financial statements On behalf of the Board of Management. Mr. Nguyen Hung CEO Hanoi, Vietnam 20 February 2011 92 Vietnam Prosperity Bank INDEPENDENT auditor's statement Reference: 60755038/14469373 INDEPENDENT AUDITORS' REPORT To:The Board of Directors Vietnam Prosperity Joint Stock Commercial Bank (formerly known as Vietnam Joint Stock Commercial Bank for Private Enterprises) We have audited the accompanying consolidated balance sheet of Vietnam Prosperity Joint Stock Commercial Bank ("the Bank") and its subsidiaries as at 31 December 2010, the consolidated income statement, the consolidated statement of undistributed earnings, the consolidated cash flow statement for the year then ended ("the consolidated financial statements") as set out on pages 94 to 100. These consolidated financial statements are the responsibility of the Bank's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. Basis of Opinion We conducted our audit in accordance with Vietnamese and International Standards on Auditing applicable in Vietnam. These standards require that we plan and perform the audit to obtain reasonable assurance to determine whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion Opinion In our opinion, the accompanying consolidated financial statements, in all material aspects, give a true and fair view of the consolidated financial position of the Bank and its subsidiaries as at 31 December 2010, the consolidated results of their operations and consolidated cash flows for the year then ended in accordance with the Vietnamese Accounting Standards and System for Credit institutions and comply with other relevant statutory requirements of the State Bank of Vietnam Ernst & Young Vietnam Limited Vo Tan Hoang Van Deputy CEO Registered Auditor Certificate No 0264/KTV Nguyen Chi Cuong Auditor-in-charge Registered Auditor Certificate No 1103/KTV Hanoi, Vietnam 20 February 2011 Annual Report 2010 93 Consolidated Balance Sheet as at 31 December 2010 Notes ASSETS Cash and cash equivalents on hand Balances with the State Bank of Vietnam ("the SBV") Due from banks Placements with other banks Loans to other banks Provision for loans to other banks Trading securities Trading securities Provision for impairment of trading securities Derivatives and other financial assets Loans to customers Loans to customers Provision for credit losses Investment securities Available·for-sale securities Held-to-maturity securities Provision for impairment of investment securities Long-term investments Investments in joint-ventures Investments in associates Other long-term investments Provision for impairment of long-term investments Fixed assets Tangible fixed assets Cost Accumulated depreciation Finance leases Cost Accumulated depreciation Intangible fixed assets Cost Accumulated amortisation Investment property Cost Accumulated depreciation Other assets Account receivables Interest and fee receivables Deferred tax assets Other assets In which: Goodwill Provision for other assets TOTAL ASSETS 94 Vietnam Prosperity Bank 3 4 5 6 12.1 7 8 9 10 12 11 11 12 13.1 13.2 14 14.3 31 Dec 2010 VNDm 31 Dec 2009 VNDm 329,920 560,224 11,625,637 11,625,637 2,127,700 2,153,749 (26,049) 156 25,094,534 25,323,735 (229,201) 11,421,870 11,428,766 (6,896) 147,738 148,580 (842) 349,889 199,061 373,629 (174,568) 150,828 186,087 (35,259) 8,149,355 7,080,428 781,446 299,073 (11,592) 59,807,023 355,430 758,497 7,383,093 7,383,093 57,125 73,406 (16,281) 15,682,819 15,813,269 (130,450) 2,291,943 2,308,844 (16,901) 45,778 45,778 326,237 223,528 348,063 (124,535) 102,709 126,585 (23,876) 642,084 157,110 296,826 198,072 (9,924) 27,543,006 Consolidated Balance Sheet (Continued) as at 31 December 2010 Notes 31 Dec 2010 VNDm 31 Dec 2009 VNDm LIABILITIES Borrowings from the Government and the SBV 15 1,216,381 315,848 Due to banks 16 13,781,961 7,476,782 4,102,461 19,114 Current accounts from other banks Term deposits from other banks Due to customers 17 9,679,500 7,457,668 23,969,645 16,489,544 Derivatives and other financial liabilities 7 - 8,068 Other borrowed funds 18 119,794 161,799 Valuable papers issued 19 9,631,647 - 5,882,864 542,980 636,014 260,033 - 279,291 Other liabilities Interest & fee payables Deferred tax liabilities Other payables 20 5,240,616 Provision for off-balance sheet commitments 9 6,234 3,656 54,602,292 24,995,021 TOTAL LIABILITIES OWNERS' EQUITY Capital and Reserves Capital 4,617,389 2,290,546 22 4,000,000 2,117,474 - - 22 617,389 173,072 Treasury shares - - Preference shares - - Chartered capital Capital to purchase fixed assets Share premium Others Reserves 22 Undistributed earnings 22 TOTAL OWNERS' EQUITY TOTAL LIABILITIES AND OWNERS' EQUITY - - 88,071 127,974 499,271 129,465 5,204,731 2,547,985 59,807,023 27,543,006 Annual Report 2010 95 Consolidated Balance Sheet (Continued) as at 31 December 2010 CONSOLIDATED OFF-BALANCE SHEET ITEMS Notes Contingent liabilities 37 Financial guarantees 31 Dec 2010 VNDm 793,514 927,693 1,158 1,244 Letters of credit 292,452 158,483 Other guarantees 499,904 767,966 2,874,031 935,933 - - Commitments 37 Commitments Revocable un-withdrawn loan commitments Mr. Nguyen Toan Thang Chief Accountant Hanoi, Vietnam 20 February 2011 96 31 Dec 2009 VNDm Vietnam Prosperity Bank 2,874,031 935,933 3,667,545 1,863,626 Mr. Nguyen Hung CEO Consolidated Income Statement for the year ended 31 December 2010 Notes 2010 VNDm 2009 VNDm Interest and similar income 25 3,814,024 2,163,995 Interest and similar expenses 26 (2,736,987) (1,390,784) Net interest and similar income Fee and commission income Fee and commission expenses 1,077,037 773,211 334,111 200,772 (122,701) (63,852) 211,410 136,920 Net fee and commission income 27 Net gain/(loss) from foreign currencies trading 28 (9,364) Net gain/(loss) from trading securities 29 (59,303) Net gain/(loss) from investment securities 30 19,211 (9,251) 5,112 (27,131) Other operating income 103,148 Other operating expenses (32,090) (2,310) 71,058 19,810 Net gain from other operating activities 31 Dividend income 32 TOTAL OPERATING INCOME Personnel expenses Depreciation and amortisation charges Other operating expenses 22,120 12,696 7,966 1,308,646 920,736 (239,505) (207,993) (63,157) (63,314) (241,641) (206,550) 33 (544,303) (477,857) 764,343 442,879 Provision expenses for credit losses 9 (119,303) (75,180) Reversal of provision for credit losses during the year 9 20,682 18,589 TOTAL OPERATING EXPENSES Profit before provisions for credit losses Provision expenses for off-balance sheet commitments (2,578) PROFIT BEFORE TAX Current enterprise income tax expense 21.1 Deferred enterprise income tax expense 21.2 Enterprise income tax expense NET PROFIT FOR THE YEAR Basic earnings per share (VND) Mr. Nguyen Toan Thang Chief Accountant 23 (3,656) 663,144 382,632 (159,819) (89,067) - - (159,819) (89,067) 503,325 293,565 2,045 1,195 Mr. Nguyen Hung CEO Hanoi, Vietnam 20 February 2011 Annual Report 2010 97 Consolidated Statement Of Undistributed Earnings for the year ended 31 December 2010 Notes UNDISTRIBUTED EARNINGS/(ACCUMULATED LOSSES) AT THE BEGINNING OF THE YEAR 22.1 2010 VNDm 2009 VNDm 129,465 (29,619) Net profit for the year 503,325 293,565 UNDISTRIBUTED EARNINGS BEFORE APPROPRIATIONS 632,790 263,946 Less: -Creation of reserves for previous year (3,744) (11,876) - Temporary creation of reserves for current year (2,728) (37,890) - Dividend paid for previous year - - Increase chartered capital from undistributed earnings - Others UNDISTRIBUTED EARNINGS AT THE END OF THE YEAR Mr. Nguyen Toan Thang Chief Accountant Hanoi, Vietnam 20 February 2011 98 (127,048) Vietnam Prosperity Bank 1 22.1 499,271 Mr. Nguyen Hung CEO (84,699) (16) 129,465 Consolidated Cash Flow Statement for the year ended 31 December 2010 Notes 2010 VNDm 2009 VNDm CASH FLOWS FROM OPERATING ACTIVITIES Interest and similar receipts Interest and similar payments Fees and commission receipts 2,071,598 (1,479,159) 211,410 Net gain/(Ioss) arising from foreign currencies and gold trading Net gain/(toss) arising from trading & investment securities Net gain from other operating activities Payment 10 employees and suppliers Enterprise Income lax paid in the year 3,329,404 (2,361,006) 21.1 Net cash flow from operating profit before changes in net operating assets 136,920 (9,364) 19,211 (54,191) (36,382) 70,281 19,343 (257,661) (198,018) (112,601) (100,805) 816,272 432,708 Changes in operating assets (Increase)/decrease in due from banks (Increase) in trading in securities (Increase)/decrease in derivatives and other financial assets (2,895,279) (1,814,017) (11,200,502) (498,183) (156) (Increase)/decrease in loans to customers Bad debts written-off (Increase)/decrease in other assets 2,129 (9,510,466) (2,827,341) (2,448) (11,582) (7,020,879) 31,581 Changes in operating liabilities Increase/(decrease) in borrowings from the Government and the SBV 900,533 315,848 Increase/(decrease) in due to banks 6,305,179 6,198,717 Increase in due to customers (include the State Treasury) 7,480,101 2,259,442 Increase/(decrease) in issuing valued papers (exclude issued valued paper under financing activities) 9,631,647 Increase/(decrease) in other borrowed funds - (42,005) Increase/(decrease) in derivatives and other financial liabilities 61,040 (8,068) Increase/(decrease) in other operating liabilities 8,068 4,558,713 Utilization of reserves (259,541) (38,935) Net cash flow from operating activities (13,475) (1,026,293) 3,885,394 CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of fixed assets (88,035) Proceeds from disposal of fixed assets 310 Payments for disposal of fixed assets (79) (20,159) 2,309 (32) Payments for acquisition of investment property - - Proceeds from disposal of investment property - - Payments for disposal of investment property - Payments for equity investments Proceeds from equity investments Dividends received during the year Net cash flow from investing activities - (101,960) 107,699 32 - 12,696 7,966 (177,068) 97,783 Annual Report 2010 99 Consolidated Cash Flow Statement (Continued) for the year ended 31 December 2010 Notes CASH FLOWS FROM FINANCING ACTIVITIES Increase in chartered capital Proceeds from long-term valuable papers eligible for recording as owners' equity & other long-term borrowings Payments for long-term valuable papers eligible for recording as owners' equity & other long-term borrowings Dividends paid to shareholders Payments for treasury share acquisition Proceeds from selling treasury shares Net cash flow from financing activities Net cash flow during the year Cash and cash equivalents at the beginning of the year Effect of changes in foreign exchange rates Cash and cash equivalents at the end of the year Mr. Nguyen Toan Thang Chief Accountant Hanoi, Vietnam 20 February 2011 100 Vietnam Prosperity Bank 24 34 2010 VNDm 2009 VNDm 2,326,843 - - - 2,326,843 1,123,482 6,567,800 7,691,282 Mr. Nguyen Hung CEO (84,699) (84,699) 3,898,478 2,669,322 6,567,800 SUBSIDIARIES Annual Report 2010 101 Subsidiaries Companies that hold more than 50% of shares/equity of the Bank: Currently, no companies hold over 50% of VPBank’s share capital. Companies with more than 50% of share/capital contribution owned by the Bank: Subsidiaries Business sectors % capital invested by VPBank VPBank Securities Company Securities trading 100% Managing debts and utilizing assets 100% VPBank Assets Management Company (VPB AMC) Vietnam Prosperity Company (VPBS) Bank Securities In 2010, as a result of radical changes in management administration, human resources and operation structure, VPBS attained several achievements, improving its market share significantly and becoming, for the first time, one of the top ten securities companies with considerable brokerage market share in Ho Chi Minh City Securities Transaction Center in the fourth quarter of 2010. VPBS’s consultancy operation is strong with capital arrangement for prestigious businesses and with mergers and acquisitions (M&A). The company 102 Vietnam Prosperity Bank signed a number of big contracts in the year: consultancy on the M&A of a galvanized and colored steel plant between Hanoi Lilama Corporation and Vietnam Steel Corporation with a transaction value of over USD 30 million; consultancy on stocks and bonds issuance of Song Da Thang Long Joint Stock company, Eurowindow, etc. As a result of these major agreements, VPBS has made its mark in the market. In 2010, the company also restructured all units under the block chart and recruited more personnel for key positions in its organization. As for business performance in 2010, the company achieved a profit before tax of VND 28.1 billion, total assets worth VND 3,626 billion and total revenue from business operation of VND 180.8 billion. Vietnam Prosperity Bank Assets and Management Company (VPBank AMC) In 2010, VPBank AMC continued to implement existing real estate projects (e.g. Fideco, Binh Tan – Sakico, 362 Pho Hue, Hoa Binh – Dam Sen project, Vo Van Tan, etc.). It also coordinated with VPBank’s branches to deploy head offices, assess design documents and documents for payment and liquidation of capital construction in Branches, as well as collected collateral management fees for Branches. This operation also brought considerable income for VPBank. However, when the State Bank allowed negotiable interest rates in the second quarter, income from management fees dramatically decreased. Profit before tax of AMC in 2010 is VND 151 billion. Các Công Ty Có Liên Quan OUR ORGANIZATION Annual Report 2010 103 OUR Organization Organizational Structure Shareholders' meeting BOARD of management CREdit council Board of investment board of supervisor internal audit ALCO BOD's OFFICE Remuneration COMMITTEE risk management committee BOARD OF DIRECTORS HUMAN CAPITAL MANAGEMENT RETAIL BANKING COrporate banking Corporate Products & Services Dept. Managerial monitoring Traing & Developing Human Resource Dept. Retail Products & Services Dept. Recruitment Dept. Wealth Management Legal Dept. Labor Relations & Human Resouces Data Western Union Center Credit Management Dept. Compensation & Benefits Risk Management Dept. Credit Revaluation Dept. MIS Unit transaction offices & Branches 104 Vietnam Prosperity Bank OUR Organization SUpporting Division Informatic center Center for Strategic TREASURY DIVISION Consumer credit Financial & Accounting Dept. Operational Service Project Management office (PMO) Foreign Exchange & Derivatives Dept. Sales Dept. Payment Center Service Management Research Strategy & Special Projects Business Management Dept. Card Center Network & Security Management Money Market & Liquidity Management Dept. Planing Dept. System & Storage Management Admin Dept. Application Dept. Marketing Dept. Treasury Sales & Financial Institutions Dept. Business Management Dept. Financial Investment Dept. Cash and Vault Management Dept. Risk Management Dept. Financial & Account Dept. Information Technology Dept. Support Dept. Operational Dept. Branches Network & Services Quality Control Dept. Customer Service Center Investment Management & Procurement Assets Evaluation Dept. Annual Report 2010 105 OUR Organization Brief resumes of members of Board of Management Mr. Nguyen Hung Mr. Nguyen Thanh Binh Mr. Vu Minh Quynh CEO Master of Business Administration Deputy CEO Bachelor of Banking and Finance Deputy ceo Master of Economics 1993 - 1994: Head of Accounting Transaction and Treasury Department August 1994 – February 1996: Officer of Head Office Credit Department 1994 - 1996: Head of Accounting, Chief Accountant March 1996 – November 1996: Deputy Head of Head Office Credit Department 1996 - 1999: Deputy CEO (from April - June 1997, Acting CEO) April 2009 – present: CEO December 1996 – July 1999: Head of Head Office Credit Department August 1990 – June 2000: Participant in Vietnam Fulbright Program – Post Graduate of Public Economy July 2000 – September 2000: Team Leader of Capital Management October 2000 – April 2001: Acting Head of R&D Department May 2001 – February 2002: Head of General Affairs and Branches Management Department February 2002 – present: Deputy CEO 106 Vietnam Prosperity Bank May 1994 – June 1997: Teller June 1997 – June 1999: Deputy Manager of Cat Linh Transaction Office June 1999 – May 2001: Senior of Internal Supervision and Audit Department May 2001 – May 2007: Chief Accountant May 2007 – present: Deputy CEO OUR Organization Ms. Duong Thi Thuy Ms. Duong Thi Thu Thuy Mr. Phan Ngoc Hoa Ms. Nguyen Thi Bich Thuy Deputy ceo Master of Business Administration, Bachelor of Sciences – Electronics and Computer, Bachelor of Electronic Telecommunication Technology Deputy ceo Bachelor of Banking and Finance Deputy ceo Bachelor of Banking and Finance Deputy ceo Master of Banking and Finance February 1996 – February 2001: Officer of Information Accounting Department, VPBank Head Office December 2004 – April 2009: Manager of VPBank Ha Noi October 1999 – April 2001: Deputy Head of Investment and Credit Department, VPBank HCMC April 2009 – December 2010: Deputy CEO, and Manager of VPBank Ha Noi May 2001 – February 2002: Acting Head of Retail Banking Department, VPBank HCMC December 2010 – present: Deputy CEO, and Manager of VPBank Main Transaction Office March 2002 – April 2004: Head of Individual Banking Department, VPBank HCMC February 2001 – August 2002: Acting Director of Informatics Center August 2002 – February 2008: Director of Informatics Center February 2008 – present: Deputy CEO, concurrently Director of Informatics Center. May 2002 – November 2004: Head of Corporate Banking Department, VPBank Head Office August 1994 – September 1999: Officer of Investment and Credit Department, VPBank HCMC June 2010 – present: Deputy CEO May 2004 – December 2004: Deputy Director, VPBank HCMC January 2005 – July 2006: Deputy Director, Saigon VPBank August 2006 – January 2010: Director, Saigon VPBank February 2010 – present: Deputy CEO, in charge of VPBank’s operations in the Southern region. Annual Report 2010 107 OUR Organization Brief resumes of members of Board of Management List of VPBank’s Board of Directors No. Full name Position 1 Nguyen Hung Chieft executive officer (CEO) 2 Nguyen Thanh Binh Deputy CEO 3 Vu Minh Quynh Deputy CEO 4 Duong Thi Thu Thuy Deputy CEO 5 Phan Ngoc Hoa Deputy CEO 6 Duong Thi Thuy Deputy CEO 7 Nguyen Thi Bich Thuy Deputy CEO 8 Low Boon Keng Howard Deputy CEO 9 Marek Hovorka Deputy CEO Replacement of chief executive officer (CEO) in the year Full name Position Details Mr. Nguyen Dinh Long Deputy CEO and Director of Back-office Center in HCMC area. Resigned on 1 February 2010 Mr. Phan Ngoc Hoa Deputy CEO Appointed on 1 February 2010 Ms. Nguyen Thi Bich Thuy Deputy CEO Appointed on 10 June 2010 Mr. Marek Hovorka Deputy CEO Appointed on 5 October 2010 Mr. Low Boon Keng Howard Deputy CEO Resigned on 1 March 2011 Benefits of the Board of Directors: salaries, bonuses and other benefits VPBank offer appropriate and competitive salary to the Board of Management as well as high-level managers according to their capabilities, performance and achievements. In addition, other benefits were also ensured, such as health and accident insurance (VPBank Care), life insurance and company vehicles, etc. 108 Vietnam Prosperity Bank OUR Organization Number of managers, employees and labor policies Number of managers and employees As of 31 December 2010, VPBank has a total of 2,700 managers and employees as below: Position Number Manager 480 Employee 2,220 Total 2,700 Education level Number Master Barchelor 30 2,171 College, professional school 314 High school 185 Total 2,700 Labor policies During the period of operation and development, every VPBank’s success was made by its staff’s efforts, devotion and dedication. Being aware that human resouces is an important and key factor for its progress, VPBank is always improving its human resources policies, offering favorable treatment to retain and attract talented and virtuous people. Staff Training Since its establishment, VPBank has paid much attention to staff training. VPBank aims to implement in-depth training courses and promote the staff’s proefssional development. The bank seeks to build and develop employees who are skilled, professional, enthusiastic in serving customers and morally upright with regards to business ethics so as to strengthen VPBank’s brand name. In 2010, VPBank organized 119 training courses for 3,122 participants (46 courses held by bank staff, 73 courses held by training partners). Those courses focused on professional skills, suitable for most staff and mainly organized at major locations. Recruitment VPBank always focuses and invests in its recruitment activities to attract and select the best applicants for each position. In 2010, VPBank has recruited over 700 staff, who have sufficient qualification, capability as well as professional skills and thorough knowledge. Managers, who are quality talents that would bring new vitality to the company, accounted for 7.7% of total recruited staff. Salaries The Bank offers salary based on capability, productivity and responsibility of each employee on the basis of fairness and reasonableness, ensuring competitive levels in the market. Besides the basic salary, employees can also enjoy other fringe benefits such as seniority allowance, toxicity allowance and mobile phone allowance, etc. Welfare In VPBank, all official employees have insurance plans such as social insurance, medical insurance and unemployment insurance in compliance with Labor Laws. In addition, VPBank has covered health and accident insurance (VPBank Care) for all employees. Apart from welfare policies stipulated by the Government, VPBank also regularly rewards its employers on special occasions (e.g. Chinese Lunar New Year, Independence Day, National Day, etc) and company anniversary; providing lunch allowances and uniforms to divisions dealing with customer service. The Bank also cares about employees’ physical and spiritual life, such as giving gifts for employees on their birthday, tours at the beginning of the year and in summer, mini sports tournaments among divisions in VPBank to foster colleagueship, learning exchanges; International Children’s Day and MidAutumn Festival for employees’ children, etc. In addition, the Labor Union pays close attention to social events, often organizing community-oriented activities such as helping flood victims, donating to poor and handicapped children, supporting one Vietnamese heroic Mother for life, one seriously wounded Soldier and one dioxin victim, etc. In addition, with support and sponsorships from foreign shareholders, VPBank also allow qualified staff to participate in training courses and internships abroad. Annual Report 2010 109 OUR Organization Personnel changes in the Board of Directors, Board of Management, Board of Supervisors and Chief Account Since 2010, changes in VPBank as follows: Personnel Changes in the Board of Directors Full name Position Details Mr. Pham Ha Trung Chairman Dismissed on 16 March 2010 Mr. Ngo Chi Dzung Chairman Appointed on 16 March 2010 Mr. Lo Bang Giang Member Appointed on 16 March 2010 Mr. Lo Bang Giang Vice Chairman Appointed on 14 July 2010 Mr. Tran Trong Kien Member Appointed on 16 March 2010 Mr. Nguyen Quang A Member Dismissed on 16 March 2010 Mr. Ngo Ha Bac Member Dismissed on 16 March 2010 Ms. Nguyen Thi Nguyet Huong Vice Chairman Appointed on 16 March 2010 Naturally terminated status on 21 October 2010 Mr. Soon Tit Koon Member Lost status on 7 January 2011 Personnel Changes in the Board of Supervisors 110 Ms. Nguyen Quynh Anh Chief Supervisor Appointed on 16 March 2010 Mr. Vu Hai Bang Chief Supervisor Dismissed on 16 March 2010 Mr. Vu Hai Bang Member Appointed on 16 March 2010 Ms. Trinh Thi Thanh Hang Member Appointed on 16 March 2010 Ms. Phan Thi Thu Ha Member Dismissed on 16 March 2010 Mr. Tran Duc Ha Member Dismissed on 16 March 2010 Vietnam Prosperity Bank Các Công Ty Có Liên Quan SHAreholder's information Annual Report 2010 111 Shareholder's information The Board of Directors/Chairman and the Board of Supervisors/Supervisor Mr. Ngo Chi Dzung Mr. Lo Bang Giang Mr. Tran Trong Kien Mr. Soon Tit Koon Chairman of Vice Chairman of Board of Directors Board of Directors Doctor of Economics Bachelor of Economics Vice Chairman of Board of Directors Master of Economics Work experience in VPBank: Work experience in VPBank: Work experience in VPBank: Independent Member of Board of Directors Master of Business Administration, Bachelor of Medical Science Member of Board of Directors Master of Business Administration, March 2010 – present: Chairman of Board of Directors in VPBank April 2006 – December 2008: March 2010 – July 2010: Member of Board of Directors Independent Member of April 2009 – January 2011: in VPBank Board of Directors in VPBank March 2010 – present: Board member (representative Independent Member of Board of of OCBC shareholder) December 2008 – present: July 2010 – present: Directors in VPBank Vice Chairman of Board of Vice Chairman of Board of Directors in VPBank Directors in VPBank 112 Vietnam Prosperity Bank Mr. Bui Hai Quan Work experience in VPBank: Work experience in VPBank: Shareholder's information Ms. Nguyen Quynh Anh Ms. Trinh Thi Thanh Hang Mr. Vu Hai Bang Chief Supervisor Doctor of Educational Science, Master of Business Administration Specialized Member of Board of Supervisors Bachelor of Sciences, Bachelor of Economics Member of Board of Supervisors Bachelor of Laws Work experience in VPBank: Work experience in VPBank: March 2010 – present: Chief Supervisor in VPBank March 2010 – present: Specialized Member of Board of Supervisors Work experience in VPBank: 1998 -2002: Member of Board of Directors in VPBank 2002 – March 2010: Chief Supervisor in VPBank March 2010 – April 2011: Member of Board of Supervisors in VPBank Annual Report 2010 113 Shareholder's information The Board of Directors/Chairman and the Board of Supervisors/Supervisor Members and the structure of Board of Directors, Board of Supervisors The structure of Board of Directors as of 31 December 2010: No. Full Name Position 1 Mr. Ngo Chi Dzung Chairman of Board of Directors 2 Mr. Bui Hai Quan Vice Chairman of Board of Directors 3 Mr. Lo Bang Giang Vice Chairman of Board of Directors 4 Mr. Tran Trong Kien Independent member of Board of Directors 5 Mr. Soon Tit Koon Member of Board of Directors Operation of Board of Directors The Board of Directors is the administrative unit with full powers to carry out rights and responsibilities on behalf of VPBank. In the last year, the Board of Directors actively performed a number of activities as follows: Successfully organized the Annual General Meeting (AGM) and election of new Board of Directors and Board of Supervisors for the term 2010 – 2015. Organized regular meetings of the Board of Directors to propose important resolutions to VPBank’s operation. Fulfilled the resolutions of the Annual General Meeting (AGM) in 2010: increased chartered capital to 4,000 billion VND; achieved the proposed targets and plans (i.e. earned VND 663 billion in profit or 102% that of target; total assets of VND 59,807 billion or 123% that of target; NPL at 1.2%, meeting the target of under 2%). Last year, the Board of Directors has also made a number of important decisions such as changing its name and logo, expanding its network, restructuring all divisions and departments in the Head Office, coordinating with prestigious consultancy agencies to restructure the bank, setting up internal processes and regulations to control activities, etc. Operation of non-executive, independent member of Board of Directors The independent member of the Board of Directors acts as a check-and-balance, ensuring that the bank operates in a transparent manner, proving that decisions made by the board are objective, for the bank’s best interests and reducing possibilities of conflicts of interest in relation to the Bank’s daily operation. 114 Vietnam Prosperity Bank The Board of Directors includes 2 independent members, one of whom was appointed Vice Chairman of the Board of Directors. The independent members not only participate in the decision-making with the Board of Directors but also perform the duty of an independent member – supervising the process and checking votes of the Board of Directors. Operation of other specific Committees in the Board of Directors ► Credit Committee: responsible for granting credit, endorsing credit limits that are higher than the permitted limit at the branches’ Credit Offices, endorsing the application of debt disposition measures, interest reduction or exemption, proposing and submitting initiatives to the Board of Directors for setting credit policy and managing credit risk bank-wide. ►Investment Committee: Responsible for assessing the Bank’s investment projects, submitting to authorized officials to make investment decision, determining investment scope when it exceeds that of the Investment Office. ►ALCO Committee: responsible for managing the balance sheet structure of the bank, setting and supervising financial and credit targets in conformity with the Bank’s business strategies. ► Reward Committee: responsible for evaluating and deciding on rewards for VPBank’s employees with excellent achievements or individuals and teams that have made significant contributions to VPBank’s business operation. ► Technology Steering Committee: responsible for evaluating and deciding on the Bank’s Shareholder's information information technology policies and strategies, including major projects, investment and annual budget plans for information technology. ► Technical Support Committee: on behalf of VPBank’s Board of Directors, coordinates with other members of OCBC strategic partners in the implementation of technology support programs in areas of risk management, retail bank service, monetary trading and management, bank management, etc. ► Human Resources Committee: consults the Board of Directors on issues regarding personnel of the Board of Directors, Board of Supervisors; decide on issues regarding the Bank’s high-level managers and on human resources policies. Operation of the Board of Supervisors/ Supervisors The Board of Supervisors are responsible for checking financial operation and internally audit each area periodically, so as to accurately assess business operation and current status of bank finance by coordinating between the Board of Supervisors, members of the Board of Directors and members of the Board of Management. In 2010, the Board of Supervisors accomplished the following: restructured the internal audit department for the purpose of specialization and in conformity with the bank’s development progress; established and issued a set of audit business ethics and internal audit process, which functions as a guideline for internal audit; carried out 90 individual audits, of which 60 audits were performed in Branches level 1, HO Departments/Divisions, subsidiaries; participated in dealing with customers’ complaints. In addition, the Board of Supervisors was also responsible for supervising activities of the Board of Directors and the Bank. The supervisory duty was carried out in all banking operations with information updated by banking software systems and specific documents issued by authorized managers. Any mistake during the process of operations was discovered and promptly corrected. Some risky issues discovered in the process of supervision were identified for a thorough check and proper solutions. Plans to boost bank management efficiency In the plans for 2011, the Board of Directors of VPBank will appoint more BOD members and restructure BOD supporting divisions to boost efficiency of bank management. The Board of Directors have been completing operation processes, supplementing and modifying statutes of inspection and supervision in accordance with regulations stipulated by regulatory offices and the Bank’s operation requirements from time to time. The Board has also coordinated with its strategic partner OCBC on areas of risk management, retail bank service, bank management training, etc. The Board will continue to deploy the transformation project with the support¬ of prestigious management consultancy companies. This strategic and breakthrough transformation project will obviously have significant influence throughout the Bank, and will surely bring economic benefits to VPBank’s individuals and members, etc. Remunerations, fringe benefits and expenses for members of Board of Directors/Board of Members/Chairman and members of Board of Supervisors/ supervisors. Remunerations for members of the Board of Directors and Board of Supervisors are paid based on unanimous agreement by all members. Under the decision of the Annual General Meeting (AGM), total remuneration paid for the Board of Directors and Board of Supervisors in 2010 was 4.5 billion VND and was fully paid in 2010. In addition, the members of the Board of Directors and Board of Supervisors were reimbursed for travelling, meal, accommodation and other reasonable expenses according to actual expenses when carrying out their assigned tasks. Under the regulations, remunerations and other expenses for the Board of Directors and Board of Supervisors in 2010 will be written in a separate section in the Financial Statement and reported in the Annual General Meeting (AGM) in 2011. Annual Report 2010 115 Shareholder's information Number of members of the Board of Directors/Board of Members, Board of Supervisors/ Supervisors obtaining Certificates of Corporate Governance Board of Directors No Full name Position Degree 1 Ngo Chi Dzung Chairman of Board of Directors Doctor of Economics 2 Bui Hai Quan Vice Chairman of Board of Directors Bachelor of Economics 4 Soon Tit Koon Member of Board of Directors Master of Business Administration 5 Lo Bang Giang Independent Member of Board of Directors Master of Economics 6 Tran Trong Kien Independent Member of Board of Directors Master of Business Administration Board of Supervisors No Full name Position Degree 1 Nguyen Quynh Anh Chief Supervisor 2 Trinh Thi Thanh Hang Specialized Supervisor of Board of Supervisors Master of Business Administration, Master of Educational Science Bachelor of Science, Bachelor of Economics 3 Vu Hai Bang Member of Board of Supervisors Bachelor of Laws Percentage of share ownership and changes in percentage of shares held by members of the Board of Directors As of 31 December 2010 No Full name 1 Ngo Chi Dzung 2 Bui Hai Quan 3 Soon Tit Koon 4 Lo Bang Giang 5 Tran Trong Kien Position Chairman of Board of Directors Vice Chairman of Board of Directors Member of Board of Directors Independent Member of Board of Directors, Vice Chairman of Board of Directors Independent Member of Board of Directors In 2010, VPBank raised its chartered capital twice, as follows: The first time: paid dividends by stocks and bonus stocks with total percentage of 16.01% equally divided among shareholders. The number of shares owned by members was changed but the ratio of share ownership remained the same. 116 Vietnam Prosperity Bank Note Percentage of ownership Personal ownership 4.48% Personal ownership 1.55% Representative of OCBC’s shares 14.88% Personal ownership 0.14% Personal ownership 0.10% The second time: issued to public with the percentage 62.83%. Members bought all additional granted shares on their own; therefore, the number of shares owned by the member increased but the ratio owned by each member remained unchanged. Also, in 2010, Mr. Ngo Chi Dzung raised his ownership from 0.21% to 4.48% by acquiring shares from other shareholders within the Bank. Shareholder's information Information about share transaction/transfer of equity by the members of the Board of Directors, the Board of Management, the Board of Supervisors, major shareholders and other transactions among members of the Board of Directors, the Board of Management, the Board of Supervisors and other related people. In 2010 Number of times Number of shares Buying 303 78,008,565 Selling 11 14,204,458 Buying difference 63,804,107 Information of contracts or transactions signed with the Bank by the members of the Board of Directors, the Board of Management, the Board of Supervisors and other related people. In 2010, the Bank issued guarantee letters backed with collaterals valued at USD 20,000,000 to execute a contract for Thien Minh Tourist Joint Stock Company where Mr. Tran Trong Kien –independent member of the VPBank’s Board of Directors acts a chairman. This guarantee amount is within limit under the regulations of the State Bank and fully backed by collaterals. Statistical data on domestic shareholders/capital contributing members Structure of VPBank’s shareholders As of 31 December 2010 No Type of shareholders Number of shareholders Number of shares Percentage I Institutional shareholders 47 129,333,526 32.33% 1 Joint Stock company 29 101,070,276 25.27% 2 Limited Liability company 9 26,321,148 6.58% 3 State-owned company 0 0 0 4 Bank 0 0 0 5 Other economic organizations II Individuals III Foreign shareholders Total 9 1,942,102 0.49% 3967 211,165,549 52.79% 1 59,500,925 14.88% 4015 400,000,000 100% Annual Report 2010 117 Shareholder's information Government capital contributing shareholders/members VPBank had no governmental shareholder Foundation capital contributing shareholders VPBank has been established for over 18 years. Therefore, there is no limitation on share transfer to foundation shareholders. VPBank’s foundation shareholders have transferred their all shares in VPBank, except the following shareholders: As of 31 December 2010 Name of Shareholder DOB Address Number of shares Percentage/ chartered capital Nguyen Quang A 17/10/1946 No. 19, Doan Nhu Hai, Ha Noi 1,681,735 0.42% Foreign capital contributing shareholders, members As of 31 December 2010 Name of Shareholder Address Industry Number of shares Percentage of ownership Oversea Chinese Banking Corporation LTD No. 65, Chulia street,# 2900, OCBC building, 049513 Singapore Banking, finance 59,500,925 14.88% In 2010, the number of shares owned by OCBC changed twice as follows: The first time: Increased from 31,497,676 to 36,541,435 shares because VPBank paid dividends by stocks and divided bonus stocks with the percentage of 16.01%. The second time: Increased from 36,541,435 to 59,500,925 shares because VPBank sold its securities to existing shareholders with the percentage of 62.83% 118 Vietnam Prosperity Bank Các Công Ty Có Liên Quan VPBANK WITH COMMUNITY Annual Report 2010 119 VPBank With Community In addition to business development and its objectives to provide customers with better banking and financial products/services, VPBank has always aspired to contribute toward the local community and bring Prosperity to Vietnam and the people since its establishment. For many years, VPBank has supported and take care of Vietnamese Heroic Mothers, families involved in Socialist Revolution, orphans, etc. On 12 August 2010, along with the launch of its new brand identity,VPBank officially established the Prosperity Scholarship Fund, which will be offered to outstanding students in the Banking Institution, the University of National Economics and the University of Foreign Trade. These activities demonstrated VPBank’s care for young generations, whom the bank believes are valuable resources for the country’s future development. 120 Vietnam Prosperity Bank In addition, to help the Central area heavily damaged by the flood in October 2010, VPBank immediately donated a total of VND500 million to local people in the three affected provinces, namely Nghe An, Ha Tinh and Quang Binh via funds of the newspapers (i.e. Tien Phong, Thanh Nien and Dan Tri). VPBank’s employees in Nghe An, Ha Tinh and Quang Binh provinces also went to the affected areas to distribute food and basic necessities. At the end of 2010, VPBank launched the program “The Action Month for the poor” to all bank leadership and employees. This program will become an annual activity of VPBank going forward. Sponsored by the bank union, the program offers all employees an opportunity to demonstrate their concerns and responsibility for social community. VPBank aim at not only financial stability, but also active participate in social charity for the better Prosperity of the Vietnamese. NETWORK DEVELOPMENT Annual Report 2010 121 121 Annual Report 2010 Network DEVELOPMENT HEAD OFFICE Transaction Offices 8 Le Thai To, Hoan Kiem 8 Le Thai To, Hoan Kiem HA NOI Tel: 04.39288869 Tel: 04.39288869 Branches/Transaction Offices 122 VPBank Ha Noi VPBank Cat Linh VPBank Tran Hung Dao VPBank Trang An VPBank Yen Phu VPBank Thuy Khue VPBank Kham Thien VPBank Ton Duc Thang VPBank Tran Xuan Soan VPBank Doi Can VPBank Linh Đam VPBank Ba Đinh 4 Da Tuong, Hoan Kiem 20A Cat Linh, Dong Da 97 Tran Hung Dao, Hoan Kiem 12 Dien Bien Phu, Hoan Kiem 46 Yen Phu, Tay Ho 152 Thuy Khue, Tay Ho 92 Kham Thien, Dong Đa 214 Ton Duc Thang, Dong Đa 66 Tran Xuan Soan, Hai Ba Trung 279 Doi Can, Ba Đinh 19BT1 Linh Đam, Hoang Mai District 450 Hoang Hoa Tham, Tay Ho District, HN Tel: 04.39423635 Tel: 04.37343961 Tel: 04.39428139 Tel: 04.37478322 Tel: 04.37151922 Tel: 04.37280931 Tel: 04.35189774 Tel: 04.35131969 Tel: 04.39446910 Tel: 04.37226171 Tel: 04.35401864 Tel: 04.32474050 VPBank Dong Do VPBank Hang Buom VPBank Hai Ba Trung VPBank Ba Trieu VPBank Bach Khoa VPBank Minh Khai VPBank Dong Tam VPBank Giai Phong VPBank Nguyen Huu Huan VPBank Dai Kim VPBank Hao Nam 362 Pho Hue, Hai Ba Trung 118 Hang Buom, Hoan Kiem 182A Lo Duc, Hai Ba Trung 99 Ba Trieu, Hai Ba Trung 92 Le Thanh Nghi, Hai Ba Trung 534 Minh Khai, Hai Ba Trung 168 Tran Dai Nghia, Hai Ba Trung 667-669 Giai Phong, Hoang Mai 98 Nguyen Huu Huan, Hoan Kiem A5-C8, Dai Kim New Urban, Thanh Xuan 102 Hao Nam, Dong Da District, HN Tel: 04.39744107 Tel: 04.39288869 Tel: 04.39721928 Tel: 04.39743861 Tel: 04.38692828 Tel: 04.36335874 Tel: 04.36288392 Tel: 04.36648852 Tel: 04.39264022 Tel: 04.35400525 Tel: 04.35134353 VPBank Ngo Quyen VPBank Hoan Kiem VPBank Chuong Duong VPBank Nguyen Bieu VPBank Ngoc Lam VPBank Hang Giay VPBank Dong Anh VPBank Xuan La 39A Ngo Quyen, Hoan Kiem 4 Hàm Long, Hoan Kiem 498 Nguyen Van Cu, Long Bien 8 Nguyen Bieu, Ba Dinh 172 Ngoc Lam, Long Bien 37 Hang Giay 16 Slot 4 Dong Anh Trade Center 16 Xuan La, Tay Ho Tel: 04.22205088 Tel: 04.39350582 Tel: 04.22207500 Tel: 04.37347094 Tel: 04.38736212 Tel: 04.39274790 Tel: 04.39655202 Tel: 04.37586306 VPBank Thang Long VPBank Cau Giay VPBank Pham Van Dong VPBank My Dinh VPBank Hoang Quoc Viet VPBank Tran Duy Hung VPBank Lieu Giai VPBank Thanh Cong VPBank Nam Thang Long VPBank Yen Hoa VPBank Tu Liem VPBank Nguyen Tuan M3-M4 Nguyen Chi Thanh, Dong Da 2 Nguyen Khanh Toan, Cau Giay KM9 Pham Van Dong, Cau Giay First floor, CT1-1 Department, Me Tri Ha Urban area, Tu Liem 184 Hoang Quoc Viet, Cau Giay 73 Tran Duy Hung, Cau Giay 40 Lieu Giai, Ba Đinh 22 Thanh Cong, Ba Đinh 4 CT17 Trading center, Nam Thang Long Urban area 50 Trung Yen 1, Cau Giay, Ha Noi N1H1 My Đinh car station, Tu Liem, Ha Noi 163 Nguyen Tuan, Quan Thanh Xuan Tel: 04.62662577 Tel: 04.37672474 Tel: 04.37920015 Tel: 04.37875006 Tel: 04.37557516 Tel: 04.35563094 Tel: 04.37622626 Tel: 04.37725523 Tel: 04.37588745 Tel: 04.37834733 Tel: 04.39385111 Tel: 04.35579491 VPBank Kinh Đô VPBank Giang Vo VPBank Thanh Xuan VPBank Kim Lien VPBank Le Trong Tan VPBank Trung Hoa - Nhan Chinh VPBank Ly Nam De VPBank Ha Tay VPBank Nga Tu Vong VPBank Van Quan 292 Tay Son, Dong Da 209 Giang Vo, Dong Da 601 Nguyen Trai, Thanh Xuan 61 Xa Dan, Dong Đa 56 Le Trong Tan, Thanh Xuan 17T6 Department, Hoang Dao Thuy, Trung Hoa Nhan Chinh Urban area 36C Ly Nam De, Hoan Kiem 118 Quang Trung, Ha Dong 61 Truong Chinh, Dong Da District A16 - TT9, Van Quach Urban area, Nguyen Khuyen, Ha Dong Tel: 04.35378701 Tel: 04.35121178 Tel: 04.35524968 Tel: 04.35771881 Tel: 04.35665338 Tel: 04.62812650 Tel: 04.37478696 Tel: 04.33552701 Tel: 04.36291051 Tel: 04.73057314 Vietnam Prosperity Bank Network DEVELOPMENT VPBank Bac Ninh VPBank Tu Son Bac Ninh 253 Ngo Gia Tu, P.Suoi Hoa 317 Tran Phu, Tu Son, Bac Ninh Tel: 0241.3893686 Tel: 0241.3761112 VPBank Bac Giang VPBank Ngo Gia Tu VPBank Hiep Hoa VPBank Le Loi Bac Giang 303 Le Loi, Bac Giang City 2 Ngo Gia Tu, Tran Phu Ward 45 19/5 Street, Thang Town, Hiep Hoa 208 Le Loi, Bac Giang City Tel: 0240.3555565 Tel: 0240.6252588 Tel: 0240.3863544 Tel: 0240.3556633 VPBank Vinh Phuc VPBank Phuc Yen VPBank Vinh Tuong Vinh Phuc 1 Me Linh, Vinh Yen Town 26 Hung Vuong Street, Phuc Yen Town Zone 2, Tho Tang Ward, Vinh Tuong District Tel: 0211.3720138 Tel: 0211.3530378 Tel: 0211.3791887 VPBank Thai Nguyen Thai Nguyen 590 Luong Ngoc Quyen, Dong Quang Ward Tel: 0280.3656769 VPBank Phu Tho VPBank Tien Cat Phu Tho 2040 Hung Vuong Avenue, Viet Tri City 1421 Hung Vuong Avenue, Viet Tri City Tel: 0210.6250269 Tel: 0210.6258015 VPBank Hai Duong VPBank Cam Giang Hai Duong 216-218 Le Thanh Nghi Highway 5, Gach Hamlet, Lai Cach Town, Cam Giang Tel: 0320.3837808 Tel: 0320.3783821 VPBank Hai Phong VPBank Nga Sau VPBank Le Chan VPBank Lach Tray VPBank Kien An VPBank Quang Trung VPBank Thuy Nguyen VPBank Truong Trinh Hai Phong 31-33 Pham Ngu Lao, Ngo Quyen 12 Da Nang Street, Ngo Quyen 230-232 To Hieu, Le Chan 276B Lach Tray 125 Tran Thanh Ngo, Kien An 70 Quang Trung, Hong Bang 26 Da Nang Street, Nui Deo, Thuy Nguyen 173 Truong Trinh, Lam Ha Ward, Kien An District Tel: 031.3757799 Tel: 031.3552533 Tel: 031.3955904 Tel: 031.3847355 Tel: 031.3577756 Tel: 031.3521068 Tel: 031.3642624 Tel: 031.3545118 VPBank Quang Ninh VPBank Cam Pha VPBank Mong Cai Quang Ninh 158 Le Thanh Tong, Ha Long City 308 Tran Phu Street, Cam Pha Ward, Quang Ninh 6 Hung Vuong, Tran Phu Ward, Mong Cai City, Quang Ninh Tel: 033.3657668 Tel: 033.3723818 Tel: 033.3789959 VPBank Nam Đinh VPBank Lac Quan VPBank Do Quan Nam Đinh 69 Le Hong Phong Co Le Town, Truc Ninh District Km2 Đang Xuan Bang, Nam Phong Tel: 0350.3834834 Tel: 0350.3935961 Tel: 0350.3857889 VPBank Thai Binh VPBank Tran Phu Thai Binh 259M Le Quy Don, Bo Xuyen Ward Number 6, Block 7, Quang Trung Ward, Thai Binh City Tel: 036.3642159 Tel: 036.3648699 VPBank Hoa Binh Hoa Binh 139 Cu Chinh Lan Street, Phuong Lam Ward Tel: 0218.3897068 Annual Report 2010 123 Network DEVELOPMENT 124 VPBank Thanh Hoa VPBank Bim Son VPBank Nguyen Trai VPBank Sam Son Thanh Hoa 27-29 Le Loi Avenue 18 Nguyen Hue Street, Bim Son Province 306 Nguyen Trai Street, Tân Sơn Ward 47 Nguyen Du Street, Sam Son Province Tel: 037.3725856 Tel: 037.3771595 Tel: 037.6252003 Tel: 037.3827025 VPBank Nghe An VPBank Cho Vinh VPBank Nguyen Van Cu VPBank Cua Đong Nghe An A Department, C1 Urban area, Quang Trung Street, Vinh City 2 Cao Thang Street, Hong Son Ward, Vinh City 157 Nguyen Van Cu Street, Vinh City 99 Nguyen Phong Sac Street, Vinh City, Nghe An Tel: 038.3588979 Tel: 038.3581631 Tel: 038.3589427 Tel: 038.3529555 VPBank Quang Binh VPBank Quang Trach VPBank Bo Trach QuAng Binh 108 Tran Hung Dao Street, Dong Hoi City Street 12, Quang Trach District Hoan Lao Town, Bo Trach District, Quang Binh Province Tel: 052.3846969 Tel: 052.3518989 Tel: 052.6257999 VPBank Ha Tinh VPBank Ky Anh Ha Tinh 2 Vu Quang Street, Ha Tinh City Block 3, Ky Anh Town, Ky Anh District, Ha Tinh Province Tel: 039.3693698 Tel: 039.3730899 VPBank Hue VPBank Vy Da VPBank Dong Ba VPBank Mai Thuc Loan VPBank Phu Hoi Hue 64 Hung Vuong Street 228 Nguyen Sinh Cung Street 165 Tran Hung Dao Street 91 Mai Thuc Loan Street 39 Nguyen Thai Hoc Street, Hue Tel: 054.3814646 Tel: 054.3897171 Tel: 054.3571717 Tel: 054.3545556 Tel: 054.3943939 VPBank Quag Tri VPBank Vinh Linh Quang Tri 16 Hung Vuong Street, Dong Ha Town Ho Xa Town, Vinh Linh, Quang Tri Province VPBank Da Nang VPBank Le Duan VPBank Dien Bien Phu VPBank Dong Da VPBank Nguyen Tri Phuong VPBank Nui Thanh VPBank Son Tra Da Nang 112 Phan Chu Trinh Street 215 Le Duan Street 567 Dien Bien Phu Street 318 Dong Da Street, Hai Chau District 5 Nguyen Huu Tho Street, Hai Chau District 429 Nui Thanh Street 1088 Ngo Quyen Street, Son Tra District, Da Nang City Tel: 0511.3835090 Tel: 0511.3751155 Tel: 0511.3758939 Tel: 0511.3531466 Tel: 0511.3614607 Tel: 0511.3621371 Tel: 0511.3946797 VPBank Binh Dinh VPBank Nguyen Thai Hoc Binh dinh 106-108 Phan Boi Chau Street, Quy Nhon City 390A-390B Nguyen Thai Hoc Street, Quy Nhon City, Binh Dinh Tel: 056.3810029 Tel: 056.3647168 VPBank Nha Trang VPBank Binh Tan Nha Trang 26 Yersin Street 582 Le Hong Phong Street, Phuoc Long Ward, Binh Tan Tel: 058.3561888 Tel: 058.3880101 VPBank Binh Thuan Binh Thuan NaiWard, Phan Thiet City 132 Tran Hung Dao Street, Đồng Phu Thuy Tel: 062.3835618 Vietnam Prosperity Bank Tel: 053.3556883 Network DEVELOPMENT VPBank District 10 Ho Chi Minh Fideco Building, 81-83-85 Ham Nghi Street, District 1 300 Hai Ba Trung Street, District 3 341 Le Quang Dinh Street, Binh Thanh District 112 Vo Van Ngan Street, Thu Duc District 199 Khanh Hoi Street, District 4 659 Xo Viet Nghe Tinh Street, Binh Thanh District 352 Huynh Tan Phat Street, District 7 299-301 Nguyen Thien Thuat Street, Ward 1, District 3 29 Cong Hoa Street, Tan Binh District 204 Ho Van Hue Street, Phu Nhuan District 1473(D1-D6) My Toan 1 Block, Nguyen Van Linh Street, District 7 288-290 Le Van Sy Street, District 3 244 Xo Viet Nghe Tinh Street, Binh Thanh District 116 Nguyen Cong Tru Street, District 1 124B Nguyen Thai Son Street, Ward 3, Go Vap District 638-640 Nguyen Thi Đinh Street, Thanh My Loi Ward, District 2 151 No Trang Long Street, Ward 12, Binh Thanh District 129 Nguyen Tri Thanh Street, Ward 9, District 5 611A,B,C Luy Ban Bich Street, Tan Phu District 10 Phan Dinh Giot, Tân Bình District 611 Cach Mang Thang Tam Street, District 10 26 Hoang Hoa Tham Street, Tan Binh District 83 Pham Van Hai Street, Tan Binh District 3 Phu Lam Market Block, District 6 79 Bui Huu Nghia, District 5 54 Tran Binh Street -57 Thap Muoi Street, District 6 211-213 Hau Giang, District 6 313 An Duong Vuong Street, District 5 623 Quang Trung Street, Go Vap District 24/44C Truong Chinh Street, TTN Ward, District 12 357-359 Pham Hung Street, Hamlet 4, Binh Hung Town, Binh Chanh Ward 296 Street 3/2, Ward 12, District 10 VPBank Long An VPBank Ben Luc Long An 6 Le Cao Dong Street, Tan An Town 83 Nguyen Huu Tho, Ben Luc Town, Long An Province Tel: 072.3524524 Tel: 072.3637696 VPBank Can Tho VPBank Hung Loi VPBank Binh Thuy Can Tho 26-28 Hoa Binh Avenue, District Ninh Kieu 231T Street 3/2, District Ninh Kieu C4 Cach Mang Thang Tam Street, An Thoi Ward, Binh Thuy District Tel: 0710.3815766 Tel: 0710.3780456 Tel: 0710.3768788 VPBank Dong Thap Đong Thap 67-69 Nguyen Hue Street, Ward 1, Cao Lanh City Tel: 067.3876123 VPBank Vinh Long Vinh Long 53A Pham Thai Buong Street, Ward 4, Vinh Long City Tel: 070.3853854 VPBank Ho Chi Minh VPBank Tan Dinh VPBank Ba Chieu VPBank Thu Duc VPBank Khanh Hoi VPBank Binh Thanh VPBank Huynh Tan Phat VPBank Nguyen Thien Thuat VPBank Cong Hoa VPBank Phu Nhuan VPBank Phu My Hung VPBank Le Van Sy VPBank Hang Xanh VPBank Nguyen Cong Tru VPBank Nguyen Thai Son VPBank Thanh My Loi VPBank No Trang Long VPBank Sai Gon VPBank Tan Phu VPBank Tan Binh VPBank Hoa Hung VPBank Hoang Hoa Tham VPBank Pham Van Hai VPBank Phu Lam VPBank Bui Huu Nghia VPBank Cho Lon VPBank Hau Giang VPBank An Duong Vuong VPBank Thong Nhat VPBank An Suong VPBank Chanh Hung VPBank An Giang An Giang 132 Tran Hung Dao Street , My Binh Ward, Long Xuyen City, An Giang Province Tel: 08.38210076 Tel: 08.54046521 Tel: 08.35158893 Tel: 08.37222182 Tel: 08.39414191 Tel: 08.62581376 Tel: 08.38722876 Tel: 08.38390313 Tel: 08.62966503 Tel: 08.62929063 Tel: 08.54122094 Tel: 08.35262301 Tel: 08.54456701 Tel: 08.54042738 Tel: 08.54461233 Tel: 08.54027942 Tel: 08.5445 3844 Tel: 08.62650128 Tel: 08.39735210 Tel: 08.39970088 Tel: 08.38646092 Tel: 08.39485827 Tel: 08.39910980 Tel: 08.38778056 Tel: 08.39240363 Tel: 08.38547038 Tel: 08.39608893 Tel: 08.38303490 Tel: 08.39210242 Tel: 08.35921833 Tel: 08.37580686 Tel: 08.39797549 Tel: 076.3855724 VPBank Kien Giang Kien Giang 4 Tran Phu Street, Rach Gia City, Kien Giang Province Tel: 077.3948111 VPBank Vung Tau Vung Tau No. 13, 15 floor Trade Center, Nguyen Thai Hoc Street, Vung Tau City Tel: 064.3577272 VPBank Binh Duong VPBank Dong Nai VPBank Ho Nai Binh Duong 557 Binh Duong Avenue, Hiep Thanh Ward, Thu Dau Mot Town, Binh Duong Province Dong Nai 221 Highway 15, Bien Hoa City 643 Ngu Phuc Hamlet, Ho Nai 3 Ward, Trang Bom District, Dong Nai Tel: 0650.3683979 Tel: 061.3948958 Tel: 061.8889379 Annual Report 2010 125