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SUMMARY PROFILE OF A PUBLIC COMPANY PETROVIETNAM OIL CORPORATION Page 1 SUMMARY PROFILE OF A PUBLIC COMPANY PETROVIETNAM OIL CORPORATION (Enterprise Registration Certificate No. 0305795054 issued by the Department of Planning and Investment of Ho Chi Minh City for the first time on June 26, 2008, registered for the 17 th amendment on August 01, 2008) Address: Floors 14-18, PetroVietnam Building, No. 1-5 Le Duan Street, Ben Nghe Ward, District 1, Ho Chi Minh City, Vietnam. Telephone: (84-28) 3910 6990 Fax: (84-28) 3910 6980 Website: www.pvoil.com.vn Information agent: - Mr. Nguyen Tuan Tu - Position: Vice President - Telephone number: 0903819381

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Page 1: SUMMARY PROFILE OF A PUBLIC COMPANY · SUMMARY PROFILE CONTENT ... (PTSC) in 2009 and a flow of fund from the Group in PETEC in early 2013, PVOIL ... 2016 - Transferred its capital

SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 1

SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

(Enterprise Registration Certificate No. 0305795054 issued by the Department of

Planning and Investment of Ho Chi Minh City for the first time on June 26, 2008,

registered for the 17th amendment on August 01, 2008)

Address: Floors 14-18, PetroVietnam Building, No. 1-5 Le Duan Street, Ben Nghe

Ward, District 1, Ho Chi Minh City, Vietnam.

Telephone: (84-28) 3910 6990 Fax: (84-28) 3910 6980

Website: www.pvoil.com.vn

Information agent:

- Mr. Nguyen Tuan Tu

- Position: Vice President

- Telephone number: 0903819381

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 2

Ho Chi Minh City, August 2018

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 3

TABLE OF CONTENT

DEFINITIONS .......................................................................................................... 5

SUMMARY PROFILE CONTENT ....................................................................... 6

I. STATUS AND FEATURES OF THE PUBLIC COMPANY ....................... 6

1. Summary of establishment and development history

6

2. Organization structure and management apparatus of the Corporation .......... 10

3. List of shareholders ........................................................................................... 20

4. List of holding company and subsidiaries of the public company ................... 21

5. Business operation ............................................................................................ 24

5.1. Trust service for crude oil export and international oil trading ...................... 24

5.2. Petroleum and bioenergy production and processing: .................................... 26

5.3. Oil products trading ........................................................................................ 28

5.4. Other services ................................................................................................. 32

6. Report on the operating results in the last two years ........................................ 36

7. PVOIL's position compared to other counterparts ............................................ 36

8. Policies for laborers........................................................................................... 38

9. Dividend policy ................................................................................................. 39

10. Financial position ............................................................................................ 40

10.1. Assets ............................................................................................................ 40

10.2. Capital sources ............................................................................................ 44

10.3. Income statement of PVOIL over the last years ...................................... 46

11. Profit and dividend plan for the next year....................................................... 50

12. Information on unrealized commitments of the Corporation ......................... 51

13. Strategy and orientation for operation development ....................................... 51

14. Information on disputes and litigations related to the Corporation ................ 51

II. CORPORATE GOVERNANCE .................................................................. 51

1. Board of Management ....................................................................................... 51

2. Board of Supervisors ......................................................................................... 63

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 4

3. President & CEO , Vice Presidents and Chief Accountant .............................. 66

4. Plan for corporate governance promotion ......................................................... 77

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 5

DEFINITIONS

Corporation/PVOIL Petrovietnam Oil Corporation

General Meeting of

Shareholders/GMS

PVOIL's General Meeting of Shareholders

Board of

Management

PVOIL's Board of Management

Board of

Supervisors

PVOIL's Board of Supervisors

President & CEO President & CEO of Petrovietnam Oil Corporation

Executive Officers President & CEO, Vice President, Chief Accountant and

other executive officers as stipulated in the Charter of the

Corporation

Charter The Charter of the Corporation approved by the First

General Meeting of Shareholders on July 30, 2018

Charter capital Charter capital of Petrovietnam Oil Corporation

Law on Enterprise Law on Enterprise No. 68/2014/QH13 dated November 26,

2014 of the National Assembly of the Socialist Republic of

Vietnam.

Law on Securities Law on Securities No. 70/2006/QH11 dated June 26, 2006

as amended and supplemented by the Law on amending

and supplementing the Law on Securities No.

62/2010/QH12 dated November 24, 2010 of the National

Assembly of the Socialist Republic of Vietnam.

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 6

PROFILE CONTENT

I. STATUS AND FEATURES OF THE PUBLIC COMPANY

1. Summary of establishment and development history

1.1 General introduction

Company name: TỔNG CÔNG TY DẦU VIỆT NAM - CÔNG TY CỔ

PHẦN

Name in English: PETROVIETNAM OIL CORPORATION

Abbreviation: PVOIL

Head office:

Floors 14-18, PetroVietnam Building, No. 1-5 Le Duan

Street, Ben Nghe Ward, District 1, Ho Chi Minh City,

Vietnam

Telephone: (84-28)3910 6990

Fax: (84-28) 3910 6980

Website: www.pvoil.com.vn

Enterprise

Registration

Certificate:

0305795054

Registered charter

capital: 10,342,295,000,000 dongs

Actually paid-in

capital: 10,342,295,000,000 dongs

Logo:

Legal representative: Mr. Cao Hoai Duong – President & CEO

Lines of business:

■ Ex-importing and trading crude oil domestically and

internationally;

■ Ex-importing, trading and distributing oil products

domestically and internationally;

■ Manufacturing oil and Ethanol products (E100);

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 7

■ Trading and ex-importing Ethanol products (E100);

■ Other business lines: gasoline & oil transportation,

warehouse leasing, engaged in brokerage and shipping

services provision, retailing, restaurant and catering

services, car and motorbike maintenance and repair.

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PETROVIETNAM OIL CORPORATION

Page 8

1.2 Formation and development history

As a member of the Vietnam Oil and Gas Group, Petrovietnam Oil Corporation

(PVOIL) was incorporated under the Group's Decision No. 1250/QD-DKVN dated

June 06, 2008 consolidating Petroleum Trading Corporation (Petechim) and

Petrovietnam Oil Processing and Distribution Company Limited (PDC). Taking

over the petroleum business from Petrovietnam Technical Services Corporation

(PTSC) in 2009 and a flow of fund from the Group in PETEC in early 2013,

PVOIL became the only Group member to be engaged in developing and

completing the downstream stratum of the oil and gas industry in the areas of crude

oil ex-import and trading; processing, storage and distribution of oil products.

The birth of PVOIL marked the completed restructuring and consolidation of 04

petroleum pivots of Vietnam Oil and Gas Group: PetroMekong, PDC, Petechim

and PETEC.

Leading the brand of PVOIL for 10 years, the Corporation has gone far beyond a

big player absorbing the petroleum business of units in home to cast its net wide

over the nation and foreign markets by merging and acquiring petroleum

undertakings. In 2010, PVOIL acquired the entire petroleum system of Shell Laos

and set up PVOIL Laos; and then take in capital from the State Capital Investment

Corporation (SCIC) in 08 petroleum companies to build up subsidiaries in

provinces. In 2013, PVOIL completed holding Thu Duc Trading and Import Export

Joint Stock Company (Timexco). In 2014, PVOIL stepped up to take over the

entire ground petroleum system of Vietnam Air Petrol Company (“Vinapco”).

Besides, PVOIL has taken constant effort to boost its shareholding in other

petroleum companies such as Materials Petroleum Joint Stock Company

(COMECO) and Camau Trading Joint Stock Company.

PVOIL has gone out of its way to restructure, streamline and optimize the business

apparatus, focusing on core operations so as to push up the operational efficiency.

PVOIL has also transformed into a parent company model.

PVOIL’s pathway is marked by the following historical milestones:

Time

period

Establishment and development Company’s scale

1994 Petroleum Trading Corporation (Petechim) was

incorporated on April 08, 1994 on splitting the

Import-Export Company (Petechim) of the

Ministry of Commerce (incorporated in 1981).

Its principal line of business is ex-importing

crude oil and petroleum equipment and supplies.

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PETROVIETNAM OIL CORPORATION

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1996-

2007 Petrovietnam Oil Processing and Distribution

Company Limited (PDC) launched in 1996 upon

reorganization of two companies: Tuy Ha

Petrochemical Company and VIDAMO

Lubricant Company. By 2001, two petroleum

undertakings under PTCS were merged into

PDC. In October 2007, the Group transferred its

share in PetroMekong to PDC.

2008 PVOIL was incorporated under Decision No.

1250/QD- DKVN dated June 06, 2008 of the

Group by merging Petroleum Trading

Corporation (Petechim) and Petrovietnam Oil

Processing and Distribution Company Limited

(PDC) in attempt to become the only Group

member to be engaged in developing and

completing the downstream stratum of the oil

and gas industry.

35 branches, 04

subsidiaries, 10

affiliates and

financial

investment

entities

2010 - 2012 - Converted 10 subsidiaries into joint stock

company

- Acquired 08 petroleum companies of SCIC;

- Acquired 05 companies in Vinh Long, Ninh

Binh, Thai Nguyen, Kien Giang, Binh Duong

provinces;

- Acquired 100% of Shell Laos' capital and

incorporated PVOIL Laos;

- Exited and dissolved some companies outside

its principal business lines.

30 subsidiaries

5 branches

17 affiliates

2013 - Took in the Group's capital in PETEC;

- Exited from Bac Giang General Trading Joint

Stock Company.

31 subsidiaries

13 branches

12 affiliates

2014 - Took over Vinapco's ground petroleum trading

system;

- Acquired Thu Duc Trading and Import Export

Joint Stock Company (Timexco).

30 subsidiaries

11 branches

12 affiliates

2016 - Transferred its capital in PVOIL Singapore and 30 subsidiaries

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PETROVIETNAM OIL CORPORATION

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transformed from one member limited liability

company to two members company.

- Split PVOIL Thai Binh into Thai Binh PSC.

05 branches

11 affiliates

2017 - Transferred its capital in PVOIL Kien Giang

and transformed into an affiliate

- Withdrew its all capital in PVOIL Quang Ninh,

Thai Nguyen

- Incorporated PVOIL Cambodia

28 subsidiaries

09 branches

12 affiliates

01/8/2018 - Corporation - the parent company changed to a

Joint Stock Company

2. Organization structure and management apparatus of the Corporation

The organization structure and management apparatus of the Corporation is

presented in the following diagram:

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SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 11

PVOIL PARENT COMPANY

GENERAL MEETING OF

SHAREHOLDERS

BOARD OF

SUPERVISORS

BOARD OF

MANAGEMENT

INTERNAL

CONTROLLERS DIVISION

BOARD OF DIRECTORS

CRUDE

OIL

DIVISION

CORPORA

TION

OFFICE

IT

DIVISION HR.

DIVISION

LEGAL

DIVISION

HSE.

DIVISION

PLANNING

DIVISION

PETROLEUM

TECHNICAL

DIVISION

INVESTMENT –

CONSTRUCTIO

N DIVISION

FINANCE -

ACCOUNTING

DIVISION

PETROLEUM

PRODUCTS

TRADING

DIVISION

BRANCHES

SUBSIDIARIES AFFILIATES

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PETROVIETNAM OIL CORPORATION

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The Corporation's organization and operation are pursuant to the following legal

documents:

▪ Law on Enterprise;

▪ Law on Securities;

▪ Charter of the Corporation; and

▪ Other legal documents related to the Corporation's business.

2.1 General Meeting of Shareholders

The General Meeting of Shareholders consists of all shareholders entitled to vote

and acts as the highest authority of the Corporation. The General Meeting of

Shareholders shall have the following rights and duties:

▪ The Annual General Meetings of Shareholders has the right to discuss and

approve:

✓ Audited annual financial statements;

✓ Report of the Board of Management;

✓ Report of the Board of Supervisors;

✓ Short-term and long-term development plans of the Corporation.

▪ The annual and extraordinary General Meetings of Shareholders approve the

following issues:

✓ Annual financial statements;

✓ Annual dividend on each class of share in accordance with the Law on

Enterprise and the rights attached to such classes of share. The dividend

shall not be higher than proposed by the Board of Management upon

consultation with shareholders at the General Meeting;

✓ Selection of auditor;

✓ Decision on the number, election, dismissal, removal and replacement of

any member of the Board of Management and Board of Supervisors;

✓ Total remuneration for Board of Management members and Report on

remuneration of the Board of Management;

✓ Supplementation and amendment of the Corporation's Charter;

✓ Classes of share and the number of shares per class to be issued;

✓ Splitting, separation, consolidation, merger or transformation of the

Corporation;

✓ Reorganization and dissolution (liquidation) of the Corporation and

appointment of the liquidator;

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PETROVIETNAM OIL CORPORATION

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✓ Inspection and handling of any violations of the Board of Management or

Board of Supervisors that causes any damage to the Corporation and its

shareholders;

✓ Decision on investment or sale of any asset of the Corporation or its

branches or any purchase valued at 35% or more of the total asset value of

the Corporation and its branches as recorded in the latest audited financial

statements;

✓ Redemption of more than 10% of any issued class of share by the

Corporation;

✓ Other issues as stipulated in the Charter and other regulations of the

Corporation.

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PETROVIETNAM OIL CORPORATION

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2.2 Board of Management

As the governing body of the Corporation, the Board of Management (BOM)

comprises a maximum of seven (7) members, who are elected or dismissed by

GMS. BOM has the full power in the name of the Corporation to make decisions

and execute the rights and obligations of the Corporation not under the authority of

the General Meeting of Shareholders. The Board of Management has the following

rights and duties:

▪ To decide on the strategies, mid-term development plans and annual operating

plans; to decide on market, marketing and technology solutions;

▪ To address operational objectives based on those strategic objectives approved

by the General Meeting of Shareholders;

▪ To propose issuable classes of bond and total number of stocks to be issued by

class;

▪ To propose the issuance of convertible bonds and warrants that allow holders to

buy shares at a predetermined price;

▪ To propose annual dividends; to determine the period and procedures for

dividend payment;

▪ To decide the offer price of bonds, stocks and convertible securities in case

authorized by the General Meeting of Shareholders;

▪ To decide on redemption or withdrawal of no more than 10% of shares of such

class as offered within the last 12 months and to decide on the price of such

redemption or withdrawal of shares by the Corporation;

▪ To decide on the borrowings and execution of mortgages, security interests,

guarantees and indemnities of the Corporation;

▪ To decide on the purchase or sale of shares or paid-in capital of the Corporation

in other companies; the valuation of non-monetary assets contributed to the

Corporation related to the Corporation's issuance of shares or bonds, including

gold, land use rights, intellectual property rights, technologies and know-hows;

▪ To decide on the Corporation's entering into such contracts with entities as

defined in Clause 1, Article 162 of the Law on Enterprise that are valued less

than 35% of the total assets of the Corporation as recognized in the latest

financial statements;

▪ To decide on the organizational structure and internal management regulations

of the Corporation; to decide on the incorporation of subsidiaries, branches or

representative offices of the Corporation;

▪ To elect, dismiss or remove the Chairman of Board of Management; to appoint,

dismiss, remover, contract or terminate labour contracts with the President &

CEO, Vice Presidents, Chief Accountant and other executive officers under the

authority of BOM, to determine their salaries and other benefits; to decide on

appointing the authorized representative of the Corporation in other enterprises;

to decide on the appointment, dismissal, discharge or to promote/propose to

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PETROVIETNAM OIL CORPORATION

Page 15

dismiss or discharge any Executive Officer such as the President & CEO,

members of BOM/Member Council, Supervisors, Directors of subsidiaries per

proposal of the President & CEO, to determine their remuneration and other

benefits;

▪ To supervise and direct the President & CEO and other executive officers in

administering the Corporation's daily business;

▪ To settle the Corporation's claims against other Executive Officers as well as

decide on selection of the Corporation's representative to deal with matters

relating to the legal proceedings against such executive officers;

▪ To approve the proceedings and documents for the General Meetings of

Shareholders, to convene General Meetings of Shareholders or to collect

opinions for the General Meetings of Shareholders to make decisions;

▪ To propose and submit to the General Meetings of Shareholders for approval of

such contents as left to discretion of the General Meetings of Shareholders;

▪ To report to the General Meetings of Shareholders on appointment of President

& CEO by the Board of Management;

▪ To decide on the Corporation's regulation on corporate governance upon

approval of the General Meetings of Shareholders in terms of shareholders

protection effect;

▪ The businesses or transactions decided by the Board of Management shall be

subject to such approval as within their authority and responsibility.

2.3 Board of Supervisors

The Board of Supervisors consists of three members. The term of office for each

Supervisor is five (05) years and they may be re-elected for unlimited number of

terms. The Board of Supervisors has such rights and responsibilities as prescribed

in the Law on Enterprise and the Charter, mainly as follows:

▪ To supervise the Board of Management and President & CEO in the course of

Corporation management and administration.

▪ To verify the rationality, legality, truthfulness and prudence in the management

and administration of business; the systematization, consistency and

appropriateness of accounting, statistics and financial statement preparation.

▪ To evaluate the completeness, legality and truthfulness of the Corporation's

annual, half-year and quarterly business results and financial statements, to

report on the performance of the Board of Management, to consider the

independent auditor's opinions and responses of the Corporation's President &

CEO. To submit the appraisal reports at annual General Meetings of

Shareholders.

▪ To review, inspect and measure the effectiveness and efficiency of the internal

control system, internal audit, risk management and early warning of the

Corporation.

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▪ To scrutinize accounting books, accounting records and other documents of the

Corporation, and management and administration of the Corporation when it

deems necessary or according to any resolution of the General Meetings of

Shareholders or per request of any shareholder or class of shareholders

stipulated in Clause 3, Article 12 of the Charter.

▪ At the request of any shareholder or class of shareholders prescribed in Clause

3, Article 12 of the Charter, the Board of Supervisors shall conduct the scrutiny

within 07 working days from the date of request receipt. Within 15 days after

the end of such scrutiny, the Board of Supervisors shall report on any issues

being requested for scrutiny to the Board of Management and the requesting

shareholder or class of shareholders.

▪ To recommend an independent auditor for approval of the annual General

Meetings of Shareholders; to be entitled to involve the Corporation's internal

audit department (if any) to perform the assigned tasks.

▪ To recommend the Board of Management or the General Meetings of

Shareholders measures for amendment, supplementation and improvement of

the Corporation's organizational structure for management, supervision and

administration of business; to supplement and complete the Corporation's

regulation and rule system.

▪ If any breach of law or breach of the Corporation's Charter by any member of

the Board of Management, President & CEO and other Executive Officers is

detected, the Board of Supervisors shall notice in writing the Board of

Management within forty-eight (48) hours, requesting the violator to stop the

breach and make remedies.

▪ To attend and discuss at General Meetings of Shareholders, Board of

Management meetings and other meetings of the Corporation.

2.4 President & CEO

The President & CEO is appointed by the Board of Management for a term of five

years, unless otherwise prescribed by the Board of Management and may be re-

appointed. The appointment may become null and void subject to the provisions of

the labor contract. The President & CEO also has such rights and responsibilities as

follows:

▪ To organize the implementation of resolutions of the Board of Management and

General Meetings of Shareholders;

▪ To organize the implementation of business plans and investment plans of the

Corporation as approved by the Board of Management and General Meetings of

Shareholders;

▪ To decide on all matters relating to the day-to-day business of the Corporation

without direction of the Board of Management;

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PETROVIETNAM OIL CORPORATION

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▪ The President & CEO shall yearly submit to the Board of Management a

detailed business plan for the next financial year meeting the appropriate budget

requirements as well as the five-year financial plan (if any);

▪ To propose measures to enhance the operation and management of the

Corporation;

▪ To recommend the number and other executive officers to be recruited by the

Corporation so as for the Board of Management to appoint or dismiss in

accordance with the internal regulations; and to recommend remuneration,

salary and other benefits for other Executive Officers to the Board of

Management;

▪ To consult the Board of Management about the number of employees, their

appointment, dismissal, salary, allowances, benefits, and other terms related to

their labor contracts;

▪ To prepare long-term, annual and quarterly estimates of the Corporation

(hereinafter referred to as estimates) for purpose of long-term, annual and

quarterly management of the Corporation in line with its business plans. The

annual estimates (including balance sheets, income statement and cash flow

statement) for each financial year shall be submitted for approval of the Board

of Management and shall include such information as prescribed in the

Corporation's regulations;

▪ To propose plans for dividend payment or disposition of losses in business;

▪ To propose plans for organizational structure and regulation on corporate

governance of the Corporation;

▪ To appoint, dismiss or remove positions in the management apparatus of the

Corporation, except for those under the authority of the Board of Management;

▪ To decide on salary and other benefits of the Corporation's employees,

including managerial positions subject to the President & CEO's appointment;

▪ The President & CEO shall govern the Corporation's daily business in

accordance with the provisions of law, the Corporation's Charter, the labor

contract signed with the Corporation and the Board of Management's resolution.

If the President & CEO's performance is contrary to this provision thus causing

any damage to the Corporation, the President & CEO shall take responsibility

before law and indemnify the Corporation.

▪ Other rights and obligations under the Law on Enterprise, the Charter and the

Board of Management's resolution.

2.5 Board of Supervisors

The Board of Supervisors advises and assist the Board of Management in

inspecting, monitoring and evaluating the performance of branches and the

Corporation.

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2.6 Functional Departments and Divisions

Crude Oil Division: Advises and assists the Board of Directors on all operations

related to crude oil, including trading and supply of crude oil to refineries.

Petroleum Products Trading Division: Advises and assists the Board of Directors

on production management, distribution organization and business of petroleum,

bioenergy and grease; imports and exports oil products while assuring the source

and reserve of goods; dispatches goods and logistics operation for business and

production; develops sales policies pertaining to the business of petroleum,

bioenergy and grease.

Finance & Accounting Division: Advises and assists the Board of Directors on

finance - accounting operations and management of investment capital in branches.

Planning Division: Advises and assists the Board of Directors on strategies -

planning, corporate management - reformation and economic - technical norms.

Office: Advises and assists the Board of Directors on governance -

communications, branding, administration - clerical work, archival, confidentiality

and secretary - assistance.

Information Technology Division: Advises and assists the Board of Directors on

the management and application of information technology in management,

governance and operations.

Human Resources Division: Advises and assists the Board of Directors on

organization, personnel, salary, policies, training, human resources development,

emulation and commendation.

Legal Division: Advises and assists the Board of Directors on legal matters,

prevention of corruption and economic security.

HSE Division: Advises and assists the Board of Directors on safety, health,

environment, quality, fire and explosion prevention and fighting, national defense

and security; manages the maritime safety of the port systems and waterway

transport means in operations; builds, maintains and improves the integrated

management system.

Petroleum Technical Division: Advises and assists the Board of Directors on

management of petroleum technique and technology, research on application and

development of new products, quantitative and qualitative management of goods

and liquid fuels.

Investment & Construction Division: Advises and assists the Board of Directors

on investment and construction of technical facilities for production and business

(warehouses, ports, wharves, yards, filling stations, etc.); supervises investments;

manages and carries out biddings; manages and implements all commercial and

service contracts including ex-import, material supply, consultancy, insurance,

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appraisal, verification, trading of oil and gas supplies, construction and oil and gas

services.

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3. List of shareholders

3.1 Shareholding structure

NO Shareholder Quantity Number of

shares

Value (face value)

(VND)

Percentage/

Charter

capital

I Domestic

shareholders

Institutions 19 892,215,534 8,922,155,340,000 86,269

Individuals 3,798 79,579,749 795,797,490,000 7,695

II Foreign

shareholders

Institutions 31 61,925,007 619,250,070,000 5,988

Individuals 15 509,210 5,092,100,000 0,049

III Treasury

stock

Total 1,034,229,500 10,342,295,000,000

Source: List of shareholders as of July 16, 2018

3.2 List of shareholders holding at least 5% of the Corporation’s share

NO Shareholder Quantity Number of

shares

Value (face

value) (VND)

Percentage/

Charter

capital

1 Vietnam Oil

and Gas Group 01 832,803,564 8,328,035,640,000 80.52%

3.3 List of founding shareholders

According to the Enterprise Registration Certificate No. 0305795054 issued

by the Department of Planning and Investment of Ho Chi Minh City for the

first time on June 26, 2008, registered for the 17th change on August 01, 2008,

Petrovietnam Oil Corporation has no founding shareholder.

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4. List of holding company and subsidiaries of the Corporation

4.1 Holding company

Name Address Number of

shares

Percentage/

Charter capital

Vietnam Oil and Gas

Group

No. 18, Lang Ha

Street, Thanh Cong

Ward, Ba Dinh

District, Hanoi

832,803,564 80.52%

4.2 List of subsidiaries

At present, PVOIL has 28 subsidiaries, 03 of which are foreign. Particularly:

NO Name of

subsidiaries

Head Office Registered

charter

capital

PVIOL’s

shareholding

Principal lines

of business

Foreign companies

1 PVOIL Laos Vientiane,

Laos

8,353,498

USD

100.00% Petroleum

trading in Laos

market

2 PVOIL

Singapore

Singapore 5,000,000

USD

51.00% Crude oil and

oil products

trading in

international

markets

3 PVOIL

Cambodia

Cambodia 10,000,000

USD

51.00% Trading and

ex-importing

petroleum,

condensate and

oil & gas

products

Domestic companies

4 PVOIL Ha

Noi

Ha Noi 250

billion dongs

71.35% Petroleum

trading

5 PVOIL Hai Hai Phong 75 72.00% Petroleum

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Phong billion dongs trading

6 PVOIL Cai

Lan

Quang

Ninh

100

billion dongs

80.19% Petroleum

trading and

warehouse

leasing

7 PVOIL Ha

Giang

Ha Giang 11.29

billion dongs

80.37% Petroleum

trading

8 PVOIL Phu

Tho

Phu Tho 50

billion dongs

71.68% Petroleum

trading,

warehouse and

real estate

leasing

9 PVOIL Thai

Binh

Thai Binh 109

billion dongs

68.00% Petroleum

trading and

warehouse

leasing

10 PVOIL Nam

Dinh

Nam Dinh 66.6

billion dongs

56.75% Petroleum

trading

11

PVOIL

Thanh Hoa

Thanh

Hoa

97.2

billion dongs 56.86%

Petroleum

trading and

warehouse

leasing

12 PVOIL Vung

Ang

Ha Tinh 100

billion dongs

56.50% Petroleum

trading and

warehouse

leasing

13 PVOIL Thua

Thien Hue

Hue 80

billion dongs

74.67% Petroleum

trading and

warehouse

leasing

14 PVOIL Mien

Trung

Quang

Ngai

140

billion dongs

71.43% Petroleum

trading and

warehouse

leasing.

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15 PVOIL Phu

Yen

Phu Yen 82.4

billion dongs

67.13% Petroleum

trading and

warehouse

leasing.

16 PVOIL Binh

Thuan

Binh

Thuan

57

billion dongs

79.68% Petroleum

trading

17 PVOIL Vung

Tau

Ba Ria -

Vung Tau

120

billion dongs

57.18% Petroleum

trading

18 Thu Duc

Trading and

Import

Export

Jointstock

Company

(Timexco)

Ho Chi

Minh City

124

billion dongs

51.01% Petroleum

trading;

Trading in

services and

construction

materials.

19 PVOIL Sai

Gon

Ho Chi

Minh City

200

billion dongs

65.18% Petroleum

trading

20 PETEC

Trading and

Investment

Corporation

Ho Chi

Minh City

2.600

billion dongs

94.78% Petroleum

trading,

warehouse

leasing and

trading in

general

services.

21 Petro

Mekong

Can Tho 514

billion dongs

89.37% Petroleum

trading and

warehouse

leasing.

22 PVOIL Bac

Lieu

Bac Lieu 21.55

billion dongs

96.09% Petroleum

trading and

trading in

department

stores.

23 PVOILTra

Vinh

Tra Vinh 22.67

billion dongs

96.27% Petroleum

trading and

trading in

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department

stores.

24 PVOIL Tay

Ninh

Tay Ninh 130

billion dongs

78.62% Petroleum

trading and

warehouse

leasing.

25 PVOIL Trans Ho Chi

Minh City

50

billion dongs

71.00% Trading

petroleum

transportation.

26 PVOIL Phu

My

Ba Ria -

Vung Tau

500

billion dongs

67.60% Producing and

dispensing

petroleum.

27 PVOIL

LUBE

Ho Chi

Minh City

89

billion dongs

62.67% Trading grease

and petroleum.

28 Thai Binh

PSC

Thai

Binh

21

billion dongs

64.78% Producing and

trading mineral

water

5. Business operation

5.1. Trust service for crude oil export and international oil trading

PVOIL is the only Vietnamese company that organizes marketing and deployment

of trust service for Vietnam crude oil and crude oil of Vietnam Oil and Gas Group

which is exploited in foreign mines at an average output of 15 million tons per

year. This represents a steady source of revenue and profit for PVOIL.

Its long 32 years of experience in this service empowers PVOIL to safely and

effectively export nearly 360 million tons of crude oil of kinds tapped from 16 oil

mines in home and abroad. By successfully translating the crude oil price formulas,

PVOIL has pushed up the commercial value of Vietnam crude oil in the

international market and reaffirmed its reputation in the oil circles.

Below are some of PVOIL's major international oil partners

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PVOIL also undertakes the entire input crude oil for BINH SON REFINING AND

PETROCHEMICAL JOINT STOCK COMPANY (Dung Quat Refinery) by

assuring an average supply of 7 million tons/year, which is of both domestic and

foreign origin. The wide experience in crude oil trust makes PVOIL a powerful ally

of Binh Son in its search for alternative sources of crude oil outside the country.

For years PVOIL has fetched a bulky volume of crude oil to feed the refinery,

especially before the fall of oil price.

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Production and revenue of crude oil export trust

and supply to the refinery in the period of 2015-2017

NO Indicators Unit 2015 2016 2017

1 Export/sale of crude

oil

Thousand

tons 16,341 14,972 13,388

2 Supply of crude oil to

Dung Quat Refinery

Thousand

tons 7,300 7,530 6,635

2.1 Domestic source Thousand

tons 7,118 7,095 5,997

2.2 Foreign source Thousand

tons 182 435 638

Source: PVOIL

5.2. Petroleum and bioenergy production and processing:

Petroleum production: PVOIL produces and processes petroleum from locally

sourced Condensate of Vietnam Oil and Gas Group. By preparing petroleum,

PVOIL has a hand in raising the commercial value of domestic Condensate and the

local availability of input.

All of the produced gasoline is integrated into the production line of E5 RON 92

biofuel

Bioenergy production: In compliance with the Government's guideline under

Decision No. 177/2007/QD-TTg on development of bioenergy as an alternative for

the ever rarer fossil fuels toward energy security assurance, enhanced responses to

climate change, improved environment and boosted income for farmers, PVOIL

has bankrolled the construction of 3 bioenergy plants (ethanol - E100) in Binh

Phuoc, Quang Ngai and Phu Tho. Each plant was built with a capacity of 100,000

m3 E100 per year. The two plants in Binh Phuoc and Quang Ngai are now ready to

run by order of the authority as soon as the market takes off. The plant in Phu Tho

remains incomplete and suffers stoppage due to capital shortage. PVOIL is

planning to exit from these three entities.

PVOIL has 12 E5 gasoline dispensing stations summing up a total capacity of more

than 1,000,000 m3 of E5 per year. Every year the Corporation produces over

600,000 m3 of commercial E5 gasoline.

Grease production: The 27-years-old brand of PVOIL LUBE - a subsidiary of

PVOIL, inherits values from VIDAMO - one of the pioneers in grease production

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and trading in Vietnam. PVOIL LUBE has a wide variety of products including

140 types of grease, to name but a few: engine oil, industrial oil, specialized

industrial oils such as hydraulic oil, transmission oil, extreme-pressure gear oil.

These products are made from high class raw materials which are provided by

world and region reputable suppliers. They satisfy international standards such as

API, JASO MA and comply with ISO practice of SGS of Switzerland. The

customer pool of PVOIL LUBE's grease products is heavily relying on industrial

entities and petroleum contractors and gradually broadening to reach the retail

sector through PVOIL's petroleum distribution network. PVOIL grease products

are manufactured in Binh Chieu plant (Ho Chi Minh City) at an capacity of 20,000

tons/year.

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Production of petroleum and grease in the period 2015-2017

Unit: 1,000 m3/ton

NO Good item 2015 2016 2017

1 Gasoline and oil 597 508 420

2 Grease 3,5 4 4

3 E5 biofuel 152 169 140

TOTAL 752,5 681 560

Source: PVOIL

5.3. Oil products trading

Relaxing State regulation in the past four years has made home to a dramatic surge

of petroleum market in terms of the number of private wholesalers. 90% of the

market share, however, is still held in the hand of 5 major wholesalers including

Petrolimex, PV OIL, Thanh Le, Saigon Petro and Military Petroleum Corporation.

PV OIL reaffirms its second place with the output of over 3.2 million m3/ton/year,

accounting for 20-22% of market share. By vibrant M&As in the past 10 years,

PVOIL has built up a powerful distribution network for petroleum trading

throughout the country and in the neighbouring Laos.

Below is description of PVOIL's business model of petroleum distribution:

- The Corporation (or "parent company") is the only source of goods, which is

in turn sourced from abroad, refineries and self-production.

- Subsidiaries deploy the wholesale and retail networks in market areas as

assigned by the Corporation. They also act as network nodes for the parent

company.

- The parent company sells goods directly to large wholesalers and big

industrial customers.

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PVOIL's business model of petroleum distribution diagram

PVOIL fetches its goods from three main sources: i) Dung Quat refinery, ii)

import by Ministry of Industry and Trade's annual quotas from South East Asia,

South Korea, China, etc.; and iii) self-production and preparation. The average

shares of supplies are as follows: 55%-60% from Dung Quat Refinery, 25-30%

from imports, and 15-20% from self-manufacturing. Nghi Son Refinery has come

into operation since Quarter 3/2018 to boost the domestic supply of petroleum. The

structure of PVOIL's input would experiences some changes accordingly toward

deepened domestic sourcing and declined imports.

PVOIL's distribution network spreads over 63 provinces and cities across the

country, particularly:

❖ Direct wholesales to oil and gas contractors, power plants under the Vietnam

Oil and Gas Group and other production units in the areas of electricity, coal,

cement, steel manufacturing, mining, transportation, etc., at such volume

accounting for about 18-20% of PVOIL's total production.

❖ Wholesales to distributors, agents and principals who are eligible for petroleum

trading in accordance with the law. These customers were holding around 3,500

filling stations nationwide as of the end of 2017. This sale channel accounts for

about 60% of PVOIL's total production.

SOURCING FROM

CORPORATION

CORPORATION SELLING

TO SUBSIDIARIES

CORPORATION SELLING

TO WHOLESALERS &

INDUSTRIAL CUSTOMERS

DIRECT RETAIL

(FILLING STATIONS)

WHOLESALING

(INDIVIDUAL CUSTOMER)

WHOLESALING

(DISTRIBUTORS, PRINCIPALS,

AGENTS)

RETAIL

(FILLING STATIONS)

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❖ Direct retailing at the 540 filling stations exclusively owned or managed/run by

PVOIL. Retail makes up for about 24% of PVOIL's total sales.

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The filling station system directly managed and run by PVOIL

Business facilities

❖ PVOIL's 29-unit petroleum depots system reaches every part of the country and

it can accommodate up to 950,000 m3 in total. This ensures a prompt supply to

customers in all corners of the nation and afford the business in the coming 5-7

years. Especially, two depots are located adjacent to the fence of Dung Quat and

Nghi Son Refineries, laying the springboard for PVOIL to jump at neighbouring

markets.

❖ PVOIL's depot system is equipped with synchronized and modern technologies

integrated with floating roofs, automatic tank gauging (ATG) system, level

meter, electronic thermometer and surveillance camera. Large depots have been

equipped with SCADA automatic control system, and Terminal Automation

System (TAS). PVOIL has applied Oracle in managing sales and inventory at

all units of the system. Technological application has enabled PVOIL to reduce

loss of goods, improve the delivery service quality and elevate the business

efficiency

❖ PVOIL's tank truck fleet consisting of 120 vehicles with a total capacity of

2,000 m3 and 7 barges with a total capacity of 4,000 m3 can afford around 50%

of the internal transportation needs and agent customers. PVOIL goes on

developing the transportation team to gain the upper hand in dishing out

petroleum and controlling the product quality.

PVOIL's product ranges include:

- Gasoline of all kinds including unleaded gasoline RON 95 and biofuel E5

RON 92. This range is mainly consumed by motorbikes, under 15-seat

passenger cars and light trucks of less than 1.5 tons load. It accounts for

about 40% of total sales.

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- Diesel oil: used for engines of waterway, road and railway vehicles.

Diesel oil is also used for power generation and agricultural irrigation.

This product makes up for 55% of total sales.

- Kerosene (KO): mainly used for lighting in those areas suffering shortage

of power, some light industries and printing, cooking in a small part of

population. The demand for Kerosene is negligible.

- Furnace oil (FO): used for manufacturing electricity, steel, cement and

building materials, food industry, light industries, marine transport means,

etc. The range occupies about 5% of total sales.

As for Laos market, in 2010 PVOIL acquired the entire petroleum business of

Shell Laos and incorporated its wholly-owned subsidiary - PVOIL Laos - to keep

on the wide professional distribution network taken over from Shell Laos.

PVOIL Laos currently has 120 filling stations located in favorable locations of

16/18 provinces and cities. The company has become the second largest petroleum

trader in Laos for about 20% of market share.

PVOIL Laos' 4 petroleum depots with a total capacity of 4,000 m3 are located in 4

provinces and cities, catering the demand for petroleum storage and supply in Laos

market.

PVOIL Laos reserves Mogas 92, Mogas 95, Diesel Oil, Furnace Oil and grease as

the main product ranges for Laos market.

Consumption of PVOIL's products in the period 2015-2017

3 years prior to equitization

NO Market Unit 2015 2016 2017

1 Domestic market 1000 m3/ton 3,209 3,109 3,102

2 Laos market 1000 m3/ton 96 105 100

Total 3,305 3,214 3,202

Source: PVOIL

5.4. Other services

Beside its core businesses, PVOIL conducts supporting operations like petroleum

transportation, warehouse leasing, ship supply services, to name but a few.

PVOIL's 120 tank trucks with a total capacity of 2,000 m3 and 07 barges with a

total capacity of 4,000 m3 can afford around 50% of the internal transportation

needs and agent customers.

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The present depot capacity empowers PVOIL more than just to meet the internal

business demand and storage of national reserves as quoted, but to promote

warehouse leasing so as to optimize the use of assets.

Furthermore, PVOIL provides helicopter services, transportation, etc., to oil

owners. These operations earn a steady source of profit for PVOIL and add value to

PVOIL's entrusted sale of crude oil as its primary service.

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5.5 SWOT analysis

Strengths Weaknesses

▪ PVOIL brand has found its feet in domestic and

foreign markets;

▪ The only company in Vietnam that undertakes

crude oil trust and earns stable income from this

service;

▪ The second largest share of petroleum

distribution nation-wide (20-22%). PVOIL has

plenty of room to broaden its market before

reaching the cap of market share (50%) for an

enterprise according to the Law of Competition;

▪ PVOIL ranks second as a prestigious brand in

Laos for 20% market share of petroleum retail;

▪ Entitled to the advantages of PVN who owns

both refineries in Vietnam, which ensures

PVOIL an available source of petroleum

regardless ups and downs of the market;

▪ Benefiting from the generous supply of

Condensate from the Group for E5 gasoline

production and preparation;

▪ Boasting a modern and synchronous technical

system that meets regional standards, including

a nation-widespread depot system with a total

capacity of nearly 1 million m3;

▪ A nationwide distribution network involving 24

subsidiaries with 3,500 filling stations of PVOIL

brand, of which 540 filling stations are directly

managed and run by PVOIL;

▪ A stable customer base in the circles of oil and

gas;

▪ Generous capital resources for system

development.

▪ Low proportion of direct

sales, heavy reliance on the

wholesale agents (60%);

▪ A thin coverage of the

filling station system in

some localities, especially

big cities such as Hanoi

and Ho Chi Minh City;

▪ Most of filling stations fail

to make the most of highly

potential non-oil value

added services such as

advertising, convenience

stores, vehicle

washing/lubrication and

the like. This should give

PVOIL the scope to jack

up profit in the future;

▪ Uneven coverage of the

distribution system is well

below par against the

business needs and local

capacity;

▪ Cumbersome management

apparatus an inadequate

organizational model

Opportunities Challenges

▪ Petroleum market forecast indicates a good

growth rate of 5-6% per year;

▪ The Government's tightened market controls and

anti-fraud policy give such earnest enterprises as

PVOIL an opportunity to conquer the market

and expand its distribution network by M & A

▪ PVOIL will face an

increasingly fiercer

competition;

▪ Unpredictable moves of

world oil price affected by

geopolitical factors;

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transactions;

▪ The launch of biofuel E5 as a replacement for

A92 in early 2018 gives refineries a chance to

ride the storm;

▪ Nghi Son Refinery (where PVN holds some

shares) together with Nghi Son petroleum depot

coming into operation will pave the way for

PVOIL to enter the Northern market;

▪ Equitization will promote PVOIL's reform

(comprehensive restructuring, streamlining,

governance and leadership enhancement, etc.).

▪ The increasing value of

local land use rights and

narrower chance for fresh

construction of filling

stations especially in the

metropolitan regions.

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6. Report on the operating results in the last two years

Unit: billion dongs

Indicators 2016 2017 %

increase/decrease

Total asset value 21,302 26,335 24%

Equity 10,341 10,733 4%

Net revenue 39,263 59,742 52%

Operating profit 563 523 -7%

Other profits 63 17 -74%

Profit before tax 626 539 -14%

Profit after tax 565 488 -14%

Source: Consolidated Financial Statements of 2016 and 2017

7. PVOIL's position compared to other counterparts

7.1 PVOIL's position in Vietnam Oil and Gas Group

As a member of the Group, PVOIL is taking part in developing the downstream

stratum of the oil and gas product distribution and service - the last stage of the

Group's five key lines of business. Now PVOIL is the only unit in the Group to

take charge of ex-import and trading of crude oil and import, manufacture, storage

and distribution of petroleum products.

7.2 PVOIL's position in oil product trading

August 2018 recorded 29 licensed gas importers and roughly 180 distributors

around the country, marking a multifold rise against the previous figures. A wider

open door for private and commercial dealers has even increasingly fragmented the

market and boiled up the competition.

Nonetheless, the lion's share of 90% is held by the big five, while the remainder

piece up the modest pie by heading for specialized sectors and sporadic markets.

PVOIL reaffirms its second position for the share of 22% and stands as one of two

units (together with Petrolimex) having a nationwide distribution network.

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Market share 48% 22% 8% 7% <5%

Capacity (m3) 2,200,000 1,000,000 36,000 N/A <265,40

Filling

station

Owned 2,400 > 500 80 10 93

Agent ~3,000 ~3,000 820 ~1,000 573

Business locality

Nation-

wide

Nation-

wide

Mainly in

the South-

eastern

region

Mainly in

SG and the

South-

western

region

Mainly in

the North

The scale of big five in petroleum market

7.3 Outlook for development of the industry

Forecasts of reputable international organizations indicate a vigorous growth of

domestic demand for fuel in many years to come. This robust growth is driven by

the following factors:

▪ Expected GDP average growth rate of 6.2%

▪ A foreseen vibrant upsurge of private vehicles against the Government’s

dawdling improvement of public transports and escalating urbanization

entailing a sharp rise of transport gasoline demand (average 12.8%) toward

2020.

▪ Vietnam sees a low consumption of gasoline compared to other regional

countries.

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Source: BMI

The Government’s Decree No. 83/2014/ND-CP added efforts to create a healthy

market-driven petroleum trading environment where enterprises are treated in a

laissez-faire approach. In addition, the Government’s earnestness and strive in

market regulation and trade fraud prevention is a favorable condition for legitimate

businesses like PVOIL to grow stably and sustainably.

8. Policies for employees

8.1 Number of employees in the Corporation

The total number of employees of the Corporation as of June 30, 2008 was 5,845,

classified as follows:

Criteria Quantity

(people) Proportion (%)

By education

▪ Higher education 181 3%

▪ Tertiary 2,129 36%

▪ College and intermediary 1,030 18%

▪ Others 2,505 43%

By labor contract

▪ Indefinite term 4,072 70%

▪ Definite term 1,695 29%

Forecast of petroleum demand

for 2015 – 2025 period (1000 m3/day)

Statistics of petroleum consumption in

2015 (barrel/person/year)

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▪ Seasonal, probation 78 1%

Source: PVOIL

8.2 Policies on training, salary, rewards, benefits/welfare

- Working regime

+ The Corporation adopts the schedule of 5-6 working days/week and 8

hours/day, subject to the location and job position. Overwork is paid at the rate

equal to 150% - 200% of the normal rate.

+ Other working regimes of the Corporation are in compliance with the

applicable labor regulations.

- Training policy

The Corporation regularly conducts long and short-term training courses to

elevate the qualification and working skills of employees, thus improving the

human resources to meet the practical requirements.

- Salary, rewards and benefits

The Corporation pays its employees based on their performance and

productivity. This merit pay mechanism is the driving force that motivates

employees' dedication and innovation.

+ Social benefits: The Corporation provides benefits in accordance with the

State regulations and appropriate for the Corporation business results.

9. Dividend policy

The Corporation plans to set aside 60% of after tax profit for dividend payment.

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10. Financial position

10.1. Assets

Unit: million dongs

Items Parent Company Consolidated

2015 2016 2017 2015 2016 2017

A. SHORT-TERM ASSETS 12,306,977 13,805,885 16,704,871 14,108,377 15,090,288 20,279,333

I. Cash and cash equivalents 5,812,308 5,801,340 4,707,636 6,304,308 6,193,305 5,108,544

1. Cash 2,460,194 1,911,478 2,918,105 2,886,312 2,204,125 3,269,326

2. Cash equivalents 3,352,114 3,889,863 1,789,531 3,417,996 3,989,180 1,839,218

II. Short-term financial

investments - 400,000 2,100,000 18,714 417,360 2,108,654

1. Trading securities - - - 25,414 13,406 6,416

2. Provision for impairment of

trading securities - - -

(8,518) (8,104) (3,206)

3. Investment held to maturity - 400,000 2,100,000 1,819 412,059 2,105,443

III. Short-term receivables 5,127,644 6,179,736 7,780,670 5,382,214 5,885,094 9,746,321

1. Short-term trade receivables 2,018,181 2,133,470 2,241,914 2,742,250 2,689,680 4,957,029

2. Short-term prepayment to sellers 25,691 45,108 41,884 79,227 83,651 104,818

3. Other short-term receivables 3,158,760 4,072,674 5,598,736 3,407,434 3,939,553 5,513,124

4. Provision for doubtful short-term

receivables (74,988) (71,515) (101,864) (848,448) (828,971) (829,994)

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5. Pending assets - - - 1,751 1,180 1,345

IV. Inventory 1,272,535 1,314,461 1,979,465 2,213,203 2,385,028 3,101,973

1. Inventory 1,522,690 1,314,461 1,979,465 2,382,515 2,385,729 3,102,061

2. Provision for impairment of

inventories (250,155) - - (169,312) (701) (88)

Items Parent Company Consolidated

2015 2016 2017 2015 2016 2017

V. Other short-term assets 94,491 110,348 137,099 189,938 209,500 213,841

1. Short-term deferred charges 6,983 13,246 16,466 26,946 31,039 37,411

2. Deductible value added tax 46,438 66,596 90,122 104,993 108,925 112,723

3. Taxes and receivables from the

State 41,070 30,505 30,511 57,998 69,536 63,707

4. Other short-term assets - - - - - -

B. LONG-TERM ASSETS 5,887,633 5,751,423 6,266,541 6,336,781 6,211,457 6,579,606

I. Long-term receivables 15 49,803 43,919 12,652 49,885 46,096

1. Long-term trade receivables - - - 31,686 29,983 26,699

2. Long-term prepayment to

sellers - - - 578 - -

2. Other long-term receivables 15 49,803 43,919 5,620 46,443 43,263

3. Provision for doubtful long-

term receivables - - -

(25,232) (26,541) (23,865)

II. Fixed assets 1,240,031 1,143,363 1,538,436 4,021,700 3,956,059 4,325,898

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1. Tangible fixed assets 1,023,010 929,506 1,260,131 2,570,298 2,462,984 2,711,576

- Cost 2,069,996 2,111,086 2,654,085 5,113,208 5,311,338 5,926,873

- Accumulated depreciation (1,046,985) (1,181,580) (1,393,955) (2,542,910) (2,848,354) (3,215,297)

2. Financial leasing fixed assets 217,021 - - 1,857 1,464 600

- Cost 270,648 - - 2,319 2,319 1,396

- Accumulated depreciation (53,626) - - (462) (854) (796)

3. Intangible fixed assets - 213,857 278,305 1,449,545 1,491,611 1,613,722

Items Parent Company Consolidated

2015 2016 2017 2015 2016 2017

- Cost - 277,701 328,301 1,575,879 1,647,695 1,774,067

- Accumulated amortization - (63,844) (49,996) (126,334) (156,084) (160,345)

III. Works in progress 30,713 49,959 11,890 218,829 200,901 168,186

IV. Investment real estates - - - 113,720 112,727 109,607

- Cost - - - 123,857 125,916 125,916

- Accumulated depreciation - - (10,137) (13,189) (16,309)

V. Long-term financial

investments 4,362,824 4,267,350 4,267,750 1,136,890 1,058,218 937,888

1. Investments in subsidiaries 5,084,375 5,108,016 3,323,231 - - -

2. Investments in associates and

joint ventures

1,263,171 1,270,851 1,056,984 962,888 951,256 871,015

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3. Other long-term investments 161,590 167,277 44,043 198,199 202,402 84,668

4. Provision for impairment of

long-term financial investments (2,146,312) (2,278,794) (156,509) (24,197) (95,441) (17,795)

VI. Other long-term assets 254,049 240,949 404,548 832,990 833,667 991,930

1. Long-term deferred charge 254,049 240,949 404,548 704,651 730,425 916,451

2. Deferred income tax asset - - - - - -

3. Other long-term assets - - - - - -

4. Goodwill - - - 128,339 103,242 75,480

TOTAL ASSETS 18,194,609 19,557,308 22,971,412 20,445,158 21,301,745 26,858,939

Source: Parent Company’s and Consolidated Audited Financial Statements of 2016 and 2017

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10.2. Capital sources

Unit: million dongs

Items Parent Company Consolidated

2015 2016 2017 2015 2016 2017

A. LIABILITIES 8,938,263 9,794,518 12,088,276 10,533,592 10,960,586 15,603,122

I. Short-term liabilities 8,686,404 9,623,518 11,955,908 10,116,183 10,672,667 15,328,258

1. Short-term payables to vendors 2,126,882 2,961,422 3,821,914 2,722,322 2,985,348 6,029,454

2. Prepayment of buyers 70,352 79,282 48,710 62,955 66,962 107,601

3. Taxes and amounts payable to the

State 79,453 63,145 78,934 606,009 633,200 585,560

4. Payable to employees 31,217 40,451 43,830 138,102 151,699 124,053

5. Short-term expenses payable 51,688 87,633 143,192 81,494 94,274 155,063

6. Short-term unearned revenue 685 - - 416 2,076 619

7. Other short-term payables 3,670,729 4,069,731 6,032,781 3,722,019 4,130,099 6,114,719

8. Short-term loans and financial

lease liabilities 2,330,240 2,228,177 1,326,054 2,437,904 2,477,437 1,707,484

9. Provision for short-term liabilities 35,350 25,997 838 46,937 44,047

10. Reward and benefit fund - - - 18,970 26,308 25,161

11. Price stabilization fund 325,156 58,328 434,496 325,156 58,328 434,496

II. Long-term liabilities 251,859 171,000 132,368 417,409 287,919 274,864

1. Long-term payables to vendors - - - 1,307 951 1,536

2. Long-term unrealized revenue 240 - - 8,140 5,886 3,697

3. Other long-term payables 60 60 63 884 6,559 16,371

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Items

Parent Company Consolidated

2015 2016 2017 2015 2016 2017

4. Long-term loans and financial lease

liabilities 226,274 151,206 117,975 355,119 201,684 173,101

5. Deferred income tax liabilities 25,285 19,734 14,330 51,958 72,838 80,160

B. EQUITY 9,256,346 9,762,791 10,883,136 9,911,566 10,341,159 11,255,817

I. Equity 9,256,346 9,762,791 10,883,136 9,911,566 10,341,159 11,255,817

1. Charter capital 10,884,251 10,884,251 10,884,251 10,884,251 10,884,251 10,884,251

2. Other capital of the owner - - - 7,588 9,511 11,097

3. Treasury stocks - - - (5,573) (5,585) (5,609)

4. Exchange rate difference - - 17,268 - 889,777

5. Difference upon revaluation of

assets 1,056,795 14,230 7 Q

6. Development investment fund 123,288 123,288 123,288 276,563 289,834 296,625

7. Fund for enterprise restructuring 6,508 - - 6,508 - -

8. Other funds of under equity 20,773 - - 16,109 (4,623) (4,623)

9. After-tax profit undistributed (1,778,474) (1,244,748) (1,181,198) (2,371,484) (1,962,617) (1,930,996)

10. Capital for basic construction

investment - - - 5,959 5,959 5,959

11. Benefits of minority shareholders - - - 1,074,377 1,110,199 1,101,696

TOTAL CAPITAL SOURCES 18,194,609 19,557,308 22,971,412 20,445,158 21,301,745 26,858,939

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Source: Parent Company’s and Consolidated Audited Financial Statements of 2016 and 2017

10.3. Income statement of PVOIL over the last years

Items

(Unit: million dongs)

Parent Company Consolidated

2015 2016 2017 2015 2016 2017

Net revenue 32,354,971 23,997,426 29,874,477 50,910,494 39,263,344 59,741,949

Total cost 31,837,877 23,469,252 29,445,029 50,121,355 38,637,310 59,202,677

Profit before tax 517,094 528,174 429,448 789,139 626,034 539,271

Profit after tax 527,726 533,726 434,649 674,252 565,067 488,482

Source: Parent Company’s and Consolidated Audited Financial Statements of 2016 and 2017

Unit: billion dongs

The downward trend of revenue and cost over the last years is mainly attributed to the impact of world oil price, which reached

108 USD/barrel in June 2014 and dropped to below 30 USD/barrel in January 2016. Crude oil price in 2016 averaged 42.4

USD/barrel, down by 57.2% from that in 2014 (99 USD/barrel).

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10.4. A number of key financial indicators

Items

(Unit: million dongs) Unit

Separate Consolidated

2015 2016 2017 2015 2016 2017

1. Indicators of solvency

+ Current ratio

(Current assets/Current liabilities) Time 1.42 1.43 1.40 1.39 1.41 1.32

+ Quick ratio

(Current assets - Inventories)/Short-term

liabilities

Time 1.27 1.30 1.23 1.18 1.19 1.12

2. Indicators of capital structure

+ Liabilities/Total assets ratio % 49% 50% 53% 52% 51% 58%

+ Liabilities/Equity ratio % 97% 100% 111% 106% 106% 139%

3. Indicators of performance

+ Receivables turnover ratio

(Revenue/Average trade receivables) Round 10.07 11.56 13.66 15.19 14.46 15.63

+ Inventory turnover ratio

(Cost of goods sold/Average inventory) Round 20.67 17.59 17.47 19.65 15.90 20.86

+ Net revenue/Average total assets Round 1.56 1.27 1.40 2.31 1.88 2.48

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4. Indicators of profitability

+ Profit after tax/Net revenue % 2% 2.2% 1.5% 1.3% 1.4% 0.8%

+ Return on Equity (ROE) % 6% 5.6% 4.2% 7.0% 5.6% 4.5%

+ Profit after tax/Average total assets

(ROA) % 3% 2.8% 2.0% 3.1% 2.7% 2.0%

+ Operating profit/net revenue % 2% 1.5% 1.5% 1.4% 1.4% 0.9%

Source: Parent Company’s and Consolidated Audited Financial Statements of 2016 and 2017

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11. Profit and dividend plan for the next year

11.1. Profit and dividend plan for 2018 – 2019

Unit: billion dongs

Indicators

2018 2019

Planne

d (last 5

months

of year)

Estimat

ed for

whole

year

%

increas

e/

decreas

e

against

2017

Planne

d

%

increas

e/

decreas

e

against

2018

Net revenue (parent company) 9,000 28,000 0 % 28,500 + 2%

Profit before tax (parent

company) 75 435 1% 320

Profit after tax (parent

company) 60 348 -20% 256 -26%

After-tax profit/Net revenue

ratio 1.3% 1%

After-tax profit/Equity ratio 3.3% 2.5%

Dividend/expected charter

capital 0 - 2%

Notes:

- It is expected that the profit after tax of the parent company in 2018 would

decrease against that in 2017 because the Corporation has to pay corporate

income tax. Due to accumulated loss, the Corporation does not have to pay this

tax in 2017.

- The profit after tax in 2019 might drop from that in 2018 because dividends

from subsidiaries/associates are taken into account only for the last 5 months of

2017 when the Corporation transformed into a joint stock company.

11.2 Grounds for achievement of the profit and dividend plan

The bases for building and achieving profit and dividend plans:

- No dramatic change in the world oil market is seen

- A healthy domestic petroleum trading competition. The illegal trading of

petroleum has been step by step fighted off thanks to the Government's efforts

to curb on the market, import tax cut and rich domestic supply.

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12. Information on unrealized commitments of the Corporation

None

13. Strategy and orientation for operation development

PVOIL is targeting a steady development for two years of 2018 and 2019, when the

State shareholder (Vietnam Oil and Gas Group - PVN) holds the majority of shares.

In this period, PVN's capital would further dwindle into less than the limit directed

by the Government. After this exit, expected in 2020, PVOIL together with major

shareholders will elaborate the development strategy for the next 3-5 years.

PVOIL's orientation for principal operations from 2018 to 2019 is as follow:

Crude oil trust: PVOIL heads for safe and effective sales of all Vietnamese crude

oil and crude oil exploited abroad by Vietnam Oil and Gas Group; sufficient supply

of input oil for Dung Quat Refinery, even imported crude oil. The Corporation

would go on to uphold the global prestige and currency of a Vietnamese brand of

crude oil. Trans-national oil trading would be promoted to secure the effect and

position of PVOIL brand in the sector.

Production and preparation: The favorable source of condensate should be put to

good use so as for the furtherance of petroleum production, advancement of

condensate commercial value and a stronger operating performance of the

Corporation. The production and preparation of biofuel would be kicked off to

cater market demands in line with the Government's guideline. To diversify and

upraise the quality of PVOIL LUBE-brand grease is also among key objectives.

Petroleum trading: PVOIL aims for a solid market share, stable distribution

system, and steady growth of products in parallel with the market movements. The

Corporation would strengthen actions to improve the customer service quality, thus

boosting the proportion and volume of direct sales channels such as filling stations

and industrial customers.

14. Information on disputes and litigations related to the Corporation

None

II. CORPORATE GOVERNANCE

1. Board of Management

The incumbent Board of Management of the Corporation consists of 7 members.

Each member holds their office for a term of 05 years and may be re-elected at the

end of term. The Board of Management may elect, dismiss or remove the Chairman

of Board of Management.

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The Board of Management is responsible for general governance and management

of the Corporation. The Board of Management meets per request, but in all case at

least once every quarter, to review and monitor the financial position and business

operation of the Corporation.

1.1 List of Board of Management members

Full name Year of birth Position

Mr. Nguyen Hoang

Tuan 1964

Chairman of Board of Management

Mr. Cao Hoai Duong 1972

Board of Management member –

President & CEO

Mr. Le Van Nghia 1965 Board of Management member

Mr. Nguyen Viet

Thang 1975 Board of Management member

Mr. Tran Hoai Nam 1965 Board of Management member

Mr. Hang Anh Minh 1975 Board of Management member

Mr. Le Ngoc Quang 1966 Board of Management member

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1.2. Curriculum vitae of Board of Management members

1.2.1 Chairman of Board of Management

• Full name: Nguyen Hoang Tuan

• Gender: Male

• Date of birth: 13/10/1964

• Place of birth : Ca Mau

• ID Card No.: 025618720

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 61A Road 2, Binh An Ward, District 2, Ho Chi

Minh City

• Qualifications: Bachelor of Agriculture and Forestry Economics

• Working history:

✓ 1991-1997 Officer, Staff of Kien Giang General Materials

Company

✓ 1997-2004 Officer of Kien Giang Department of Finance

and Prices

✓ 2004-2007 Deputy Director of Kien Giang Non-Life

Insurance Company

✓ 6/2007 – 6/2009 Deputy Director of Sai Gon Non-Life Insurance

Company

✓ 6/2009 - 11/2013 Vice President, PetroVietnam Insurance

Corporation (PVI)

✓ 12/2013 - 31/12/2018 Chairman of the Member Council, Petrovietnam

Oil Corporation - Single Member Company

✓ 01/8/2018 - present Chairman of BOM, Petrovietnam Oil

Corporation - Joint Stock Company

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• Current position in PVOIL: Chairman of Board of Management

• Current position in other

institutions:

None

• Total number of shares (as of

15/8/2018), of which:

284.661.929 shares

✓ Shares of Vietnam Oil

and Gas Group

284.661.929 shares

✓ Individual shares 0 share

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

1.2.2. Members of the Board of Management

1.2.2.1. Mr

• Full name: Cao Hoai Duong

• Gender: Male

• Date of birth: 30/01/1972

• Place of birth : Hanoi

• ID Card No.: 011563404

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: No 6, Lane 33/41, Alley 41 Thai Ha, Hanoi

• Qualifications: Master of Techno-Chemistry

• Working history:

✓ 6/1993-5/1995 Specialist of Department of Environment

Science and Technology, Vietnam Oil and Gas

Corporation

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✓ 5/1995- 7/1997 Joined a Master Course in New South Wales

University, Sydney, Australia

✓ 7/1997-6/2001 Specialist of Oil & Gas Processing Department,

Vietnam Oil and Gas Corporation

✓ 6/2001 - 6/2004 Deputy Head of Department, In-charge of

Technical Department, Nghi Son Petrochemical

Refining Division, Vietnam Oil and Gas Group

✓ 6/2004 - 8/2006 Head of Technical Department, Nghi Son

Petrochemical Refining Division, Vietnam Oil

and Gas Group

✓ 8/2006-01/2007 Deputy Head of Division, Nghi Son

Petrochemical Refining Division, Vietnam Oil

and Gas Group

✓ 01/2007-5/2008 Head of Division, Nghi Son Petrochemical

Refining Division, Vietnam Oil and Gas Group

✓ 5/2008- 11/2010 Deputy General Director of Nghi Son Refining

and Petrochemicals- NSRP

✓ 11/2010-31/12/2015 President & CEO of PetroVietnam Fertilizer and

Chemicals Corporation

✓ 01/2016- 7/2018 Member of Member Council cum President &

CEO of Petrovietnam Oil Corporation - Single

Member Limited Liability Company

✓ 01/8/2018 - present BOM member cum President & CEO

Petrovietnam Oil Corporation.

• Current position in PVOIL: Member of Board of Management, President &

CEO

• Current position in other

institutions:

None

• Total number of shares (as of

15/8/2018), of which:

237.877.885 shares

✓ Shares of Vietnam Oil

and Gas Group

237.872.785 shares

✓ Individual shares 5.100 shares

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

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• Interest conflicts with PVOIL: None

1.2.2.2. Mr

• Full name: Le Van Nghia

• Gender: Male

• Date of birth: 5/7/1966

• Place of birth : Ha Nam

• ID Card No.: 023987262

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 233/6 Vo Thi Sau Street, Ward 7, District 3, Ho

Chi Minh City

• Qualifications: Bachelor of Accounting

• Working history:

✓ 8/1990- 10/2000 - Accountant of branches of Vietnam Waterway

Construction Joint Stock Corporation;

- Accountant, Head of Finance - Accounting

Department, Chief Accountant of the Company

(Central Water Engineering Company, HL-86

CONSTRUCTION AND TRADE JOINT

STOCK COMPANY )

✓ 10/2000- 7/2007 Financial inspector of the Ministry of Finance

Inspectorate; Deputy Chief of the Ministry

Inspectorate

✓ 7/2007-5/2010 Head of Salary Planning Division, Head of Risk

Adjustment & Management Division -

PetroVietnam Finance Corporation - Ho Chi

Minh Branch.

✓ 9/2010- 10/2010 Deputy Director, Ocean Bank - Ho Chi Minh

Branch.

✓ 02/2011 - 7/2012 Deputy Head of Internal Controllers Division -

Petrovietnam Oil Corporation

✓ 7/2012- 7/2017 Head of internal supervisor of Petrovietnam Oil

Corporation; cum chairman of Board of

management of PVOIL Quang Ninh, Chairman

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of Board of management of PVOIL Thai

Nguyen, Chairman of Comeco

✓ 7/2017- 7/2018 BOM member of Petrovietnam Oil Corporation

✓ 01/8/2018 - present BOM member of Petrovietnam Oil Corporation

• Current position in PVOIL: Member of Board of Management Petrovietnam

Oil Corporation

• Current position in other

institutions:

Chairman of BOM of Materials Petroleum Joint

Stock Company – COMECO (representing

PVOIL’s capital)

• Total number of shares (as of

15/8/2018), of which:

155,135,025 shares

✓ Shares of Vietnam Oil

and Gas Group

155,134,425 shares

✓ Individual shares 600 shares

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

1.2.2.3. Mr

• Full name: Nguyen Viet Thang

• Gender: Male

• Date of birth: 20/10/1975

• Place of birth : Hanoi

• ID Card No.: 001075012555

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 12 House E, Collective Building of Hanoi

University of Pharmacy, Dong Nhan, Hai Ba

Trung, Hanoi

• Qualifications: Master of Economic Management

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• Working history:

✓ 10/1997-02/1999 Technical Department Officer of Dung Quat

Refinery PMU

✓ 3/1999-3/2003 Working at the Commerce Department of

Vietnam Russia Joint Venture Refinery

✓ 3/2003- 12/2003 Commerce Department of Dung Quat Refinery

PMU

✓ 12/2003-3/2006 Assistant Head of Division, Dung Quat Refinery

PMU

✓ 4/2006- 11/2006 Deputy Head of General Technical Department,

Dung Quat Refinery PMU

✓ 12/2006- 11/2008 Head of General Technical Department, Dung

Quat Refinery PMU

✓ 11/2008- 10/2015 Deputy General Director of BSR Company

✓ 10/2015-4/2018 Deputy General Director of BSR Company cum

Head of Division, Dung Quat Refinery

Upgrading & Expansion PMU

✓ 4/2018- 7/2018 Member of Member Council Petrovietnam Oil

Corporation - Single Member Limited Liability

Company

✓ 01/8/2018 - present BOM member of Petrovietnam Oil Corporation

• Current position in PVOIL: Member of Board of Management

• Current position in other

institutions: None

• Total number of shares (as of

15/8/2018), of which: 155,134,425 shares

✓ Shares of Vietnam Oil

and Gas Group 155,134,425 shares

✓ Individual shares 0 share

• Number of shares held by the

related party: 10,000 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

1.2.2.4. Mr

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• Full name: Le Ngoc Quang

• Gender: Male

• Date of birth: 21/03/1966

• Place of birth : Hanoi

• ID Card No.: 011763113

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: C7 Hoang Cau Zone, O Cho Dua Ward, Dong

Da District, Hanoi City

• Qualifications: Master of Business Administration

• Working history:

✓ 7/1992-01/1996 Mechanical Engineer, Joint Venture

Vietsovpetro

✓ 02/1996- 11/1998 Specialist, PETROLEUM TRADING JOINT

STOCK COMPANY

✓ 12/1998-4/2008 Specialist, Commerce Department, Vietnam Oil

and Gas Corporation (now Vietnam Oil and Gas

Group)

✓ 5/2008 - 8/2009 Deputy Head of Market Development Division,

Vietnam Oil and Gas Group cum Head of

Group's Representative Office in the UAE

✓ 9/2009-31/5/2018 Deputy Head of Overseas Petroleum Project

Division, Vietnam Oil and Gas Group

✓ 01/6/2018-31/7/2018 Officer of Petroleum Contract Management

Board, Vietnam Oil and Gas Group

✓ 01/8/2018 - present Independent BOM member, Petrovietnam Oil

Corporation

• Current position in PVOIL: Member of Board of Management

• Current position in other

institutions: None

• Total number of shares (as of

15/8/2018), of which: 0 share

• Number of shares held by the

related party: 0 share

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• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

1.2.2.5. Mr

• Full name: Hang Anh Minh

• Gender: Male

• Date of birth: 10/11/1975

• Place of birth : Hanoi

• ID Card No.: B5556412

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 13 Alley 339, Group 16, Hue Street, Hai Ba

Trung District, Hanoi

• Qualifications: Master of Project Management

• Working history:

✓ 3/1997- 7/2008 Specialist, Planning Division, Vietnam Oil and

Gas Group (formerly known as Vietnam Oil and

Gas Corporation)

✓ 8/2008- 7/2011 Deputy Head of Development Investment

Division, Vietnam Oil and Gas Group

✓ 8/2011 -02/2013 Vice President, PETEC Trading and Investment

Corporation

✓ 3/2013- 5/2018 Deputy Head of Development Investment

Division, Vietnam Oil and Gas Group

✓ 6/2018- 7/2018 Officer of Investment Economics Division,

Vietnam Oil and Gas Group

✓ 01/8/2018 - present Independent BOM member, Petrovietnam Oil

Corporation

• Current position in PVOIL: Independent Member of Board of Management

• Current position in other

institutions:

Independent BOM member of GREEN

INDOCHINA DEVELOPMENT JOINT

STOCK COMPANY (GID)

• Total number of shares (as of 0 share

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15/8/2018), of which:

• Number of shares held by the

related party:

21,500 shares

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

1.2.2.6. Mr

• Full name: Tran Hoai Nam

• Gender: Male

• Date of birth: 14/8/1965

• Place of birth : Hanoi

• ID Card No.: 046065000079

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: BA 1-7, Lot S19-2, My Khang Quarter, District

7, Ho Chi Minh City

• Qualifications: Master of Industrial Management

• Working history:

✓ 8/1987-01/1996 Head of Length Measurement Department,

Vietnam Metrology Institute

✓ 02/1996-09/2007 Customer Relationship Director, Citibank

Vietnam

✓ 9/2007-02/2012 Deputy General Director, Vietnam International

Commercial Joint Stock Bank

✓ 01/2008 - present Vice Chairman of BOM (until 2012), BOM

member of Petroleum Trading Corporation

(Petechim)

✓ 02/2012 - present Deputy General Director, Ho Chi Minh City

Development Joint Stock Commercial Bank

✓ 4/2015 - present Deputy General Director, VietJet Aviation Joint

Stock Company

✓ 01/8/2018- present BOM member (part-time), Petrovietnam Oil

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Corporation

• Current position in PVOIL: Board of Management member (part-time)

• Current position in other

institutions:

Deputy General Director of VietJet Aviation

Joint Stock Company; Deputy General Director

of HD Bank; BOM member of Petroleum

Trading Corporation (Petechim)

• Total number of shares (as of

15/8/2018), of which:

0 share

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

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2. Board of Supervisors

2.1. List of Board of Supervisors members

The detailed of Board of Supervisors members are presented as follows:

Full name Year of birth Position

Mr. Nguyen Duc Ken 1964 Chief of Board of Supervisors

Mr. Pham Thanh Son 1968 Supervisor

Ms. Tran Thi Phuong 1979 Supervisor

2.2. Curriculum vitae of Board of Supervisors members

2.2.1. Chief of Board of Supervisors

• Full name: Nguyen Duc Kien

• Gender: Male

• Date of birth: 25/9/1964

• Place of birth : Bac Ninh, Vietnam

• ID Card No.: 027064000032

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: R1.29 Royal City, 72A Nguyen Trai Street,

Thanh Xuan District, Hanoi

• Qualifications: Bachelor of Finance - Banking

• Working history:

✓ 10/1992-6/1995 Economic Engineer, Transport Investment

Cooperation And Import Export Joint Stock

Company (TRACIMEXCO)

✓ 8/1995-12/1997 Interpretation Secretary, Enterprise of Petroleum

Offshore Trading and Services under PTSC

✓ 01/1998-01/2001 Engineers, Enterprise of Floating Vehicles

Repair, PVECC Company

✓ 4/2001 - 3/2007 Accountant, Institute for Scientific Research and

Petroleum Engineering of Joint Venture

Vietsovpetro

✓ 4/2007 - 7/2009 Specialist, Deputy Head of Finance -

Accounting Department, BMDH of Joint

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Venture Vietsovpetro

✓ 8/2009 - 9/2010 Specialist, Overseas Petroleum Project Division,

PVN

✓ 10/2010-7/2011 Specialist, Project Management Unit of Junin2

Project (Venezuela), PetroVietnam Exploration

Production Corporation

✓ 8/2011 -5/2016 Specialist, Deputy Head of Finance -

Accounting and Auditing Division, PVN

✓ 6/2016 -5/2018 Specialist, Deputy Head of Finance Division,

PVN

✓ 01/6/2018-31/7/2018 Chief of Board of Supervisors, Finance -

Accounting Division, PVN

✓ 01/8/2018 - present Chief of Board of Supervisors, Petrovietnam Oil

Corporation

• Current position in PVOIL: Chief of Board of Supervisors

• Current position in other

institutions: None

• Total number of shares (as of

15/8/2018), of which: None

• Number of shares held by the

related party: None

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

2.2.2. Mr

• Full name: Pham Thanh Son

• Gender: Male

• Date of birth: 1/8/1968

• Place of birth : Hung Yen, Vietnam

• ID Card No.: 025429533

• Nationality: Vietnam

• Ethnic group: Kinh

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• Permanent address: 12A5 Lu Gia Apartment Building, 70 Lu Gia

Street, Ward 15, District 11, Ho Chi Minh

• Qualifications: Master of Business Administration

• Working history:

✓ 01/1994-3/1998 Specialist of Accounting Department, Xi

Nghiep Dau May Da Nang – XN LHVT Duong

sat KV2

✓ 4/1998- 11/2007 Specialist of Finance - Accounting Department,

Petroleum Trading Joint Stock Company

✓ 01/2006- 12/2007 Head of Accounting Department, Nha Be

Petroleum Company, Petroleum Trading Joint

Stock Company

✓ 01/2007-6/2008 Supervisor of Petroleum Trading Corporation

✓ 6/2008- 7/2018 Supervisor, Petrovietnam Oil Corporation -

Single Member Limited Liability Company

✓ 01/8/2018 - present Member of Board of Supervisors, Petrovietnam

Oil Corporation

• Current position in PVOIL: Supervisor

• Current position in other

institutions: None

• Total number of shares (as of

15/8/2018), of which: 1,900 shares

• Number of shares held by the

related party: None

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

2.2.2.2. Ms

• Full name: Tran Thi Phuong

• Gender: Female

• Date of birth: 15/12/1979

• Place of birth : Nam Dinh, Vietnam

• ID Card No.: 025334952

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• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 440/13/126 Thong Nhat, Ward 16, Go Vap

District, Ho Chi Minh City

• Qualifications: Bachelor of Accounting

• Working history:

✓ 2004-2006 Specialist of General Trading Department, Binh

Tay Steel Wire Netting Joint Stock Company,

Southern Steel Company Limited – Vnsteel in

Ho Chi Minh City

✓ 01/2007- 11/2007 Specialist of Oil Products Trading Department,

Petroleum Trading Corporation, Vietnam Oil

and Gas Group

✓ 12/2007 - 6/2008 Supervisor, Petroleum Trading Corporation

✓ 6/2006- 7/2018 Supervisor, Petrovietnam Oil Corporation -

Single Member Limited Liability Company

✓ 01/8/2018 - present Member of Board of Supervisors, Petrovietnam

Oil Corporation

• Current position in PVOIL: Supervisor

• Current position in other

institutions: No

• Total number of shares (as of

15/8/2018), of which: 9,000 shares

• Number of shares held by the

related party: 0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3. President & CEO, Vice Presidents and Chief Accountant

3.1 President & CEO

• Full name Cao Hoai Duong

(See the curriculum vitae in Section 1.2.2)

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3.2 Vice Presidents

3.2.1. Mr

• Full name: Nguyen Anh Toan

• Gender: Male

• Date of birth: 17/9/1962

• Place of birth : Hai Phong

• ID Card No.: 031062004359

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 134 Nguyen Van Dau, Ward 7, Binh Thanh

District, Ho Chi Minh City

• Qualifications: Master of Business Administration

• Working history:

✓ 7/1979- 8/1980 Student of Vinh Yen Military University

✓ 8/1980-8/1986 Student of Kirov Military Medical Academy,

former Soviet Union

✓ 12/1986-3/1988 Lecturer of Nha Trang Navy Colleges

✓ 12/1988 -3/1994 Specialist of Tay Nam Seafood Trading Service

Company Limited

✓ 3/1994- 10/1996 Specialist, Construction Sales Department,

PETEC Company

✓ 10/1996-02/2000 Deputy Head of Petroleum Trading Department,

PETEC Company

✓ 3/2000- 12/2008 Head of Petroleum Trading Department, PETEC

Company

✓ 12/2008- 7/2009 Head of Oil Products Division, Petrovietnam Oil

Corporation

✓ 7/2009-6/2011 Director of Oil Products Division, Petrovietnam

Oil Corporation

✓ 6/2011-7/2018 Vice President, Petrovietnam Oil Corporation-

Single Member Limited Liability Company

✓ 01/8/2018 - present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President

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• Current position in other

institutions:

Chairman of the Member Council of Lao

PetroVietnam Oil (PV Oil Laos) (representing

PVOIL's capital)

BOM Chairman of PETROVIETNAM OIL

PHU YEN JOINT STOCK COMPANY

(representing PVOIL's capital)

• Total number of shares (as of

15/8/2018), of which: 1,700 shares

• Number of shares held by the

related party: 0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3.2.2. Mr

• Full name: Le Xuan Trinh

• Gender: Male

• Date of birth: 16/01/1961

• Place of birth : Hung Yen

• ID Card No.: 025200093

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 91/18A1 Dinh Tien Hoang, Ward 3, Binh

Thanh District, Ho Chi Minh City

• Qualifications: Master of Business Administration

• Working history:

✓ 6/1983- 12/1985 Geophysics Engineer, Deputy Secretary of

Geophysical Company Youth Union

✓ 01/1986- 12/1986 English Student of the Cadre Continuation

School of Vietnam Oil and Gas General

Departments

✓ 01/1987-9/1989 Engineer of Geophysical Data Analysis -

Geophysical Company

✓ 9/1989-3/1990 Apprentice in the Republic of India

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✓ 3/1990-3/1993 Engineer at Geophysical and Petroleum

Services Company , seconded service deliverer

at Shell, Geoditec, JDC ...

✓ 3/1993-9/1993 Deputy Director of PTSC Hai Phong Petroleum

Service Base, Party Committee member

✓ 9/1993-6/1994 Seconded Assistant Logistics Director of

Idemitsu Company

✓ 7/1994 - 8/1995 Deputy Director of PTSC Commodity Supplies

& materials Enterprise , Vice President of Best

Foots Catering Co., Ltd., Party Committee

Member.

✓ 8/1995-8/1997 Deputy Director of Petroleum Services

Enterprise PTSC, Party Committee member

✓ 8/1997-8/2001 Deputy Director of PETROVIETNAM

TECHNICAL SERVICES CORPORATION

(PVTSC), Party Committee member of

PVTSC, Party Committee member of Southern

Petrovietnam.

✓ 8/2001 - 12/2006 Deputy Director of Gas Product Processing

And Trading Co., Ltd (PV Gas), Party

Committee member thereof

✓ 12/2006-6/2008 Member of the Member Council, Vice

President, Petrovietnam Oil Processing and

Distribution Company Limited (PDC), Party

Committee Member

✓ 7/2008- 7/2018 Vice President, Petrovietnam Oil Corporation-

Single Member Limited Liability Company

✓ 01/8/2018-present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President,

• Current position in other

institutions:

Chairman of Board of Management, PV OIL

LUBE JOINT STOCK COMPANY

(representing PVOIL's capital)

Chairman of Member Council of

PETROVIETNAM OIL STOCKPILE

COMPANY LIMITED (representing PVOIL's

capital)

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• Total number of shares (as of

15/8/2018), of which: 3,000 shares

• Number of shares held by the

related party: 0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

2.2.3. Mr

• Full name: Vo Khanh Hung

• Gender: Male

• Date of birth: 28/9/1965

• Place of birth : Son La

• ID Card No.: 023669971

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 60/41B Ly Chinh Thang, Ward 8, District 3, Ho

Chi Minh City

• Qualifications: Master of Business Administration

• Working history:

✓ 8/1992- 10/1994 Specialist of Procurement Department,

Petroleum Trading Corporation (Petechim)

(under the Ministry of Commerce)

✓ 10/1994- 1995 Specialist of Procurement Department,

Petroleum Trading Corporation (Petechim)

✓ 9/1995-2000 Specialist of Procurement Department II,

Petroleum Trading Corporation (Petechim)

✓ 02/2001 -01/2002 Specialist of Petroleum Trading Department,

Petroleum Trading Corporation (Petechim)

✓ 01/2002- 7/2003 Specialist of General Trading Department,

Petroleum Trading Corporation (Petechim)

✓ 7/2003- 11/2005 Deputy Head of General Trading Department,

Petroleum Trading Corporation (Petechim)

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✓ 11/2005- 7/2006 Deputy Head of Crude Oil Export Department,

Petroleum Trading Corporation (Petechim)

✓ 7/2006- 12/2007 Head of Crude Oil Export Department,

Petroleum Trading Corporation (Petechim)

✓ 12/2007-6/2008 Member of the Council member, Deputy

General Director of Petroleum Trading

Corporation (Petechim)

✓ 6/2008-01/2010 Member of the Council member, Vice President

of Petrovietnam Oil Corporation

✓ 01/2010- 7/2018 Vice President, Petrovietnam Oil Corporation

✓ 01/8/2018 - present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President

• Current position in other

institutions:

BOM Chairman of Thu Duc Trading and Import

Export Joint Stock Company (Timexco)

(representing PVOIL's capital)

BOM member of Petroleum Trading

Corporation (Petechim) (representing PVOIL's

capital)

• Total number of shares (as of

15/8/2018), of which:

2,200 shares

• Number of shares held by the

related party:

300 shares

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3.2.4. Mr

• Full name: Pham Thanh Vinh

• Gender: Male

• Date of birth: 19/6/1959

• Place of birth : Nghe An

• ID Card No.: 024428193

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 84H Nguyen Dinh Chieu, Dakao Ward, District

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1, Ho Chi Minh City

• Qualifications: Bachelor of Finance - Accounting

• Working history:

✓ 10/1977- 10/1981 Staff of Finance Department under the Ministry

of National Defence, being student of Hanoi

University of Finance

✓ 11/1981-5/1982 Trainer at the School of finance - Ministry of

Defense

✓ 6/1982- 10/1983 Officer (Lieutenant, Senior Lieutenant),

Financial Assistant of Corps 318 - Ministry of

Defense

✓ 11/1983- 7/1994 Employee, Deputy Head, Head of Finance -

Accounting Department, Chief Accountant of

Union of Oil and Gas Construction - Vietnam

Oil and Gas General Departments

✓ 8/1994- 12/2003 Chief Accountant of Petroleum Trading

Company (Petechim) - Vietnam Oil and Gas

corporation

✓ 01/2004-02/2009 Chief Accountant, Vice President of

PetroVietnam Fertilizer and Chemicals

Corporation

✓ 02/2009-7/2018 Vice President, Petrovietnam Oil Corporation -

Single Member Limited Liability Company

✓ 01/8/2018 - present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President

• Current position in other

institutions:

: BOM Chairman of PETROVIETNAM OIL

TAYNINH JOINT STOCK COMPANY

(representing PVOIL's capital)

BOM Chairman of PETROVIETNAM OIL

THANH HOA JOINT STOCK COMPANY

(representing PVOIL's capital)

• Total number of shares (as of

15/8/2018), of which:

800 shares

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

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• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3.2.5. Mr

• Full name: Nguyen Tuan Tu

• Gender: Male

• Date of birth: 30/3/1972

• Place of birth : Thai Binh

• ID Card No.: 024616353

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: My Van 2, Phu My Hung, District 7, Ho Chi

Minh City

• Qualifications: Master of Business Administration

• Working history:

✓ 11/1992-3/1993 Accounting Department of Geophysical and

Petroleum Services Company

✓ 3/1993-4/2003 Chief Accountant - Petroleum Port Services

enterprise /Deputy Head, Finance - Accounting

Department, Petrovietnam Technical Services

Corporation (PTSC)

✓ 4/2003 - 5/2006 Head of Finance - Accounting Department -

Maritime Engineering Service Enterprise

/Deputy Head, Finance - Accounting

Department, Petrovietnam Technical Services

Corporation (PTSC)

✓ 5/2006 - 6/2008 Chief Accountant of Petroleum Trading

Corporation (Petechim)

✓ 6/2008-6/2011 Chief Accountant of Petrovietnam Oil

Corporation - Single Member Limited Liability

Company (PVOIL)

✓ 6/2011-7/2018 Vice President, Petrovietnam Oil Corporation -

Single Member Limited Liability Company

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✓ 01/8/2018 - present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President

• Current position in other

institutions:

BOM member of PVB (representing PVOIL's

capital)

Member of the Member Council of ORIENT

BIO-FUELS COMPANY LIMITED

(representing PVOIL's capital)

BOM member of VIETNAM CENTRAL

BIOFUELS JOINT STOCK COMPANY

(representing PVOIL's capital)

• Total number of shares (as of

15/8/2018), of which:

1,000 shares

• Number of shares held by the

related party:

0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3.2.6. Mr

• Full name: Vu Hoai Lam

• Gender: Male

• Date of birth: 22/4/1971

• Place of birth : Hai Duong

• ID Card No.: 0300710000678

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: 186 Mai Anh Tuan, Ba Dinh District, Hanoi

• Qualifications: Master of Commerce Economics

• Working history:

✓ 1993 - 1998 Head of Representative Office of Vietnam

Cooperative Alliance in Russia

✓ 1998-2003 General Director of 100% Russia Federation

owned international co., ltd

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✓ 2003-2004 VIET NAM GENERAL IMPORT - EXPORT

AND TECHNOLOGICAL TRANSFER JOINT

STOCK COMPANY under Vietnam

Cooperative Alliance

✓ 2004-2005 Officer of Vietnam Cooperative Alliance

✓ 2005 - 8/2009 Deputy Editor-in-Chief of the Journal of

Business and Products of Vietnam Cooperative

Alliance

✓ 9/2009-8/2010 Head of Project Management Unit in the

Russian Federation and SNG, Foreign Contracts

Management Unit, Vietnam Oil and Gas Group

✓ 8/2010-4/2011 Deputy Head of Development and Investment

Division, Vietnam Oil and Gas Group

✓ 5/2011- 7/2018 Vice President, Petrovietnam Oil Corporation -

Single Member Limited Liability Company

✓ 01/8/2018 - present Vice President, Petrovietnam Oil Corporation

• Current position in PVOIL: Vice President

• Current position in other

institutions:

BOM Chairman of Petrovietnam Oil Ha Noi

Joint Stock Company - PVOIL Hanoi

(representing PVOIL’s capital)

BOM Chairman of PetroVietnam Oil Ninh Binh

Joint Stock Company - PVOIL Ninh Binh

(representing PVOIL’s capital)

• Total number of shares (as of

15/8/2018), of which: 0 share

• Number of shares held by the

related party: 0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

3.3. Chief Accountant

a. Mr.

• Full name: Nguyen Dang Trinh

• Gender: Male

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• Date of birth: 20/7/1982

• Place of birth : Thai Binh

• ID Card No.: 151423224

• Nationality: Vietnam

• Ethnic group: Kinh

• Permanent address: Vinhomes Central Park Apartment Building,

Ward 22, Binh Thanh District, Ho Chi Minh

City

• Qualifications: Bachelor of Corporate Finance

• Working history:

✓ 7/2006-5/2007 Specialist of Finance - Accounting Department,

Vung Tau Petroleum Corporation- PETRO

VIETNAM OIL PROCFSSING AND

DISTRIBOTION COMPANY

✓ 6/2007 - 9/2007 Specialist of Finance - Accounting Department,

Southern Gas Trading Joint Stock Company

✓ 10/2007-3/2010 Chief Accountant, Branch of Southern Gas

Trading Joint Stock Company

✓ 4/2010- 11/2014 Chief Accountant, Southern Gas Trading Joint

Stock Company

✓ 12/2014- 7/2018 Chief Accountant, Petrovietnam Oil Corporation

- Single Member Limited Liability

✓ 01/8/2018 - present Chief Accountant, Petrovietnam Oil Corporation

• Current position in PVOIL: Chief Accountant

• Current position in other

institutions: None

• Total number of shares (as of

15/8/2018), of which: 0 share

• Number of shares held by the

related party: 0 share

• Liabilities to PVOIL: None

• Benefits related to PVOIL: None

• Interest conflicts with PVOIL: None

Page 77: SUMMARY PROFILE OF A PUBLIC COMPANY · SUMMARY PROFILE CONTENT ... (PTSC) in 2009 and a flow of fund from the Group in PETEC in early 2013, PVOIL ... 2016 - Transferred its capital

SUMMARY PROFILE OF A PUBLIC COMPANY

PETROVIETNAM OIL CORPORATION

Page 77

4. Plan for corporate governance promotion

The Corporation commits of a strict compliance with regulations on corporate

governance as required by law. Furthermore, the management, supervision and

direction of the Board of Directors’ performance and the Corporation’s

organization apparatus would be strengthened, ensuring the conformity to such

provisions as approved in the Resolutions of the General Meetings of Shareholders

and Board of Management.

Further efforts would be taken to improve the quality of internal controls, strictly

control the implementation of tasks according to the assignment or decentralization

of the Board of Management; promptly direct and correct the actions of the Board

of Directors, especially in the management, investment and business of the

Corporation.

Ho Chi Minh City, August 31, 2018

PUBLIC COMPANY APPLICANT

PETROVIETNAM OIL CORPORATION

CHAIRMAN OF BOARD OF

MANAGEMENT

(Signed )

Nguyen Hoang Tuan

PRESIDENT & CEO

(Signed and sealed)

Cao Hoai Duong

CHIEF OF BOARD OF SUPERVISORS

(Signed)

Nguyen Duc Ken

CHIEF ACCOUNTANT

(Signed)

Nguyen Dang Trinh