Overcoming Objections, Sacombank to Merge with Southern Bank

5:01:47 PM | 4/1/2014

On May 26, 2012, the Annual General Meeting of Shareholders for fiscal year 2011 marked an important and fundamental change in the administration and governance structure of Saigon Thuong Tin Commercial Joint Stock Bank (Sacombank). A ‘new’ Sacombank to shareholders and investors began at that time.
So far, changes at this bank continue to catch the attention of the market. This annual shareholder meeting highlighted important events and plans.
 
Prior to the opening day, mass media broadcast a series of attention-grabbing information like the change in the Board of Directors, that is to say, the election of a new chairperson; Eximbank’s roles and speculations on its divestment in Sacombank, and the merger with Southern Bank.
 
On March 24, 2014, Sacombank officially announced that Mr Pham Huu Phu would resign as the board chairman for ‘personal reasons.’ The Board of Directors unanimously elected Mr Kieu Huu Dung, Vice Chairman of the Board of Directors and Member of the Independent Board of Directors, to the chairmanship.
 
Mr Phu, a man from Eximbank, left the highest position in the governance structure of Sacombank. According to a securities company, Eximbank is likely to divest from Sacombank.
 
Meanwhile, Sacombank will seek the favour of shareholders for the merger plan with Southern Bank. If the shareholders vote for, it will work out a detailed plan and submit it to shareholders for approval. To this effect, Southern Bank has not revealed any official information.
 
Not long before the meeting was opened, a popular newspaper said that this bank lender provided a unsecured credit of VND660 billion for Tan Dai Hung Plastics Company - where the founding member is Mr Pham Trung Cang, who is related to the notorious banking scam concerning Mr Nguyen Duc Kien, a former executive of Asia Commercial Bank (ACB).
 
A Sacombank leader confirmed that this loan is an “normal banking transaction activity" and in compliance with the law. Reportedly, Sacombank already recovered the loan. It remained unknown why the information about the credit was leaked right before the Annual General Meeting of Shareholders in 2014, although it was disbursed nearly two years ago (August 16, 2012).
 
Sacombank’s Annual General Meeting 2014 took place at the White Palace Convention Centre, Ho Chi Minh City.
 
Mr Nguyen Tan Thanh, Head of the Supervisory Board of Sacombank, said shareholders with 77.25 percent of the total shares with voting rights were present. At the presiding table, Mr Kieu Huu Dung was seated at the chairmanship position together with Mr Tram Be, Mr Phan Huy Khang, Mr Nguyen Mien Tuan and Mr Nguyen Tan Thanh.
 
According to reports released at the meeting, 2013 was considered an important year of the new Board of Directors after two years undertaking and administering Sacombank. The board highlighted the outperforming pre-tax profit of VND2,838 billion in 2013, equal to 101.3 percent of the full-year plan and up 115.9 percent over 2012. Notably, the profit was achieved when gold trading ran a loss of VND524 billion.
 
In 2013, apart from falling short of some targets, Sacombank failed to realise two plans, to be precise, finding out foreign strategic partners and transforming the Laos Branch into a wholly owned bank. The Board of Directors attributed the failures to objective difficulties.
 
The Board of Directors presented plans and objectives in 2014 to shareholders, including total assets of VND18 trillion (up 14 percent), total deposits of VND160.5 trillion (up 14 percent), total loans of VND124.6 trillion (up 13 percent), profit before tax of VND3 trillion, non-performing loan ratio below 3 percent, and a dividend payout ratio of 10-12 percent.
 
It is quite clear that aforementioned growth targets are moderate, especially when its bad debt ratio was 1.44 percent at the end of 2013. However, if Southern Bank merger plan is approved and implemented this year, the above criteria will be changed completely.
 
The Southern Bank merger plan was underscored in the reports submitted by the Board of Directors and the Executive Committee to the Meeting, which underlined scale expansion and corporate restructuring in the development strategy in the 2011-2020 phase.
 
Newly elected Chairman Kieu Huu Dung read the resignation form of his predecessor - Mr Pham Huu Phu, the report on the merger plan with Southern Bank expected to be carried out in 2014, the report on the prescheduled release of 32 million preference shares issued to key personnel in 2013 to boost the morale of staff (these shares are transfer-restricted in one year and they become transferable on July 3, 2014), the report on performance-based remunerations in 2014.
 
VNE