seeing the quality in you - pnje)2.pdfconsumers to buy more gold jewelry. changes in gold business...
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SEEING THE QUALITY IN YOU
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VISION- MISSION
CORE VALUES
CHAIRWOMAN'S MESSAGE
MILESTONES OF ESTABLISHMENT & DEVELOPMENT
CORPORATE REPORT
BOARD OF DIRECTORS' REPORT
BOARD OF SUPPERVISION REPORT
BOARD OF MANAGEMENT REPORT
AN OVERVIEW OF VIETNAM ECONOMIC SITUATION AND GOLD MARKET
IN 2014
2014 BUSINESS PERFORMANCE
KEY MISSIONS PERFORMANCE
RISK MANAGEMENT
FINANCIAL RATIOS
SUBSIDIARIES’ PERFORMANCES
CONCLUSION
PERSONNEL ORGANIZATION & ENTERPRISE ADMINISTRATION ORGANIZATION CHART
BOARD OF DIRECTORS
BOARD OF MANAGEMENT
BOARD OF SUPERVISION
SITUATION CORPORATE GOVERNANCE
PRODUCTS & SERVICES BRAND PNJ GOLD JEWELRY
BRAND PNJSILVER
BRAND CAO FINE JEWELLERY
BRAND JEMMA
ENTERPRISE CULTURE
PNJ CULTURAL IDENTITY
10TH ANNIVERSARY OF PNJ CHARITY FUND – A JOURNEY OF LOVE
TYPICAL ACTIVITIES
FINANCIAL STATEMENTS - 2014
PNJ DISTRIBUTION NETWORK
CONTENTS
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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Name of company : NHUAN JEWELRY JOINT STOCK COMPANYAbbreviation : PNJAddress : 170E Phan Dang Luu Street, Ward 3, Phu Nhuan District, HCMCTelephone : 08.3.9951703 - Fax: 08.3.9951702Email : [email protected] Website : www.pnj.com.vn
: 0300521758
Type of business : Joint stock company
: Ms. Cao Thi Ngoc Dung – Position: Chairman, Chief Executive Officer
CHARTER CAPITAL : VND 755,970,355,000 (seven fifty five billion, nine seventy million, three hundred fifty five thousand) Manufacturing and trading gold, silver, precious stones, accessories and souvenirs Trading watches and gold bar Testing diamond, gemstone and precious metals House leasing base on Real Estate Business Law
COMPANY INFORMATION
BUSINESS LINES
LEGALREPRESENTATIVE
BusinessRegistration License
VISION
MISSION
BECOMING THE LEADING JEWELRY PROCESSOR AND RETAILER IN ASIA MARKET AND SECURING NUMBER ONE POSITION IN THE SEGMENT OF MEDIUM AND HIGH-END JEWELRY IN VIETNAM
PNJ BRINGS CUSTOMER PRIDE WITH ELEGANT,OUTSTANDING QUALITY JEWELRY PRODUCTS.
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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Honesty is the leading ethical standard in business and in life that every individual or organization aims toLegal profit and business ethics are the base for every activities Building credibility and transparency to earn trust Consistently fighting against all dishonest actions
Quality is a solid basis to ensure survival and a measure of every individual or organi-zation ‘s valueAlways guaranteeing the materials’ quality to make high quality productsEvery member commits to accomplish assigned tasks with the best quality and not to deliver substandard products to anyone else.
Taking responsibility as a motivation, a driving force for every activities. Put custom-ers’ and social benefits into company’s.Every individual commits to live responsibly with himself, his family, the company and the communityCarrying out excellently every task with voluntary, active, creative and dedicated spirit.Always pioneering in pursuing and realizing difficult tasks with the spirit to win
Innovation is the foundation of everlasting development in a companyDo not be complacent with achievements. Be open, willing to learn and apply new knowledge, experience and skills.Constantly improving to optimize benefit for the company.
Create to make significant differences and competitive advantagesMeeting customers’ expectation is a base to orient creativityWith responsible spirit and passion, every member of the company and the company itself com-mit to create continuously, offer breakthrough solutions, produce outstanding products and services
CORE VALUES1. HONESTY
2. QUALITY
3. RESPONSIBILITY
4. INNOVATION
5. CREATIVITY
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CHAIRWOMAN’SMESSAGEDear Value Shareholders,
2014 has passed with many ups, downs and challenges for world and Vietnam economics. However, there have been many signals showing that Vietnam economy gradually recovered with positive figures, such as: GDP growth reached 5.98%, CPI reached 4.09% - a relative low figure in the last 10 years but there was no sign of deflation.
According to a report of the World Gold Council, world gold jewelry market’s demand in 2014 has deeply declined in most major markets. Total estimated value of jewelry consumed in Vietnam has declined 8%, but output yields has grown 4% compared to 2013 - which is a good growing sign of the jewelry industry. World gold price has fallen unprecedentedly last year, which attracted consumers to buy more gold jewelry. Changes in gold business operations managing policies have certain influences to the domestic gold market and have strong impacts to the operation of companies. After more than a year determining to implement Circular 22 on managing jewelry quality of Government agencies, Vietnam gold jewelry market is expected to be transparent and this is an opportunity for well-known companies with modern, large scale production and broad retail stores system as PNJ to rapidly develop market, capture the love and trust of customers.
2014 marked the third year of 10 year development strategy (2012 – 2017) of PNJ with the mission of completing first phase of the comprehensive restructuring. PNJ has accomplished 2014 tasks with impressive results, all criterias reached or exceeded targets: gross consolidated sales reached 9.297 billion VND; gross profit reached 790 billion VND, rose 32% over the same period and exceeded yearly plan by 17%; earnings before tax reached 326 billion VND, rose 36% over the same period and exceed yearly plan by 18%, consolidated earnings after tax reached 255 billion VND, ensured the 2014 dividend payoff is 15% in cash and 30% in share.
To achieve these results, Board of Directors has closely directed the implementation of short and long-term plans which related to production and business operations, implementation of General
Meeting of Shareholders’ resolutions, ensuring the operation is in accordance with proposed strategy, which are:
• Improving the efficiency of manpower by training, coaching, building breakthrough remuneration policies; completing the organizational structure under the new development model, assigning additional junior – senior manager staff.
• Raising customers’ satisfaction through regularly launching new jewelry collections which suit customer tastes or lead the trend; superior quality products with advanced processing techniques and skillful workers; assuring quality with committed standards by strict controlling procedures in every stage of the supply chain; focusing on building customer care programs to maintain sustainable relations; building appropriate marketing programs and providing useful information to customers; regularly organizing training courses to enhance customer service skills of the consultant staffs.
• Strengthening current sales system under PNJ standards and developing new stores according to network development plan approved by Board of Directors, ready for an even more extensive PNJ jewelry retail chain development.
• Restructuring jewelry workshops to increase the productivity by 35% over 2013; increasing the industrialized level in production, reducing wastage and increasing labor productivity to boost marginal profit of sales sector.
In 2015, a new phase of the long-term development strategy has been established and pursued, PNJ continues to set itself new peaks to conquer the Vision of "Becoming the Asia's leading jewelry company, ranking Number 1 in the medium and high-end jewelry segment in Vietnam" with following goals:
• PNJ is recognized as a leading jewelry brand in the middle and high-end segment in the last few years. PNJ has also constantly improved the image and value to be on a par with international brands in the region.
• About the product strategy, PNJ will still pursue
Ms CAO THỊ NGỌC DUNG, The chairwoman and CEO of PNJ
the path of leading the market and heading toward customers. With a business organizing model which is active from designing, processing and distributing, PNJ can fully meet the diverse needs of the market and build unique marks through commercial or limited jewelry collections. Continuing to launch diversified and unique products, focusing on the product’ types which are likely to bring higher margins.
• Constantly improving the manpower’s quality, prevailing in human and organization by arranging and operating the organization by function blocks; building attractive and fair remuneration policy; regularly training to improve employees’ capacity; motivating and encouraging creative thinking, supporting positive and optimism thinking, and building sustainable corporate culture.
• Keep developing the retail system intensively under “PNJ Standards” and constantly learning from managing experiences of world’s leading retailers to enhance operational efficiency of each store. Beside, PNJ will focus on developing product lines for the young customer, promoting e-commerce channel, facilitating customer to interact more through online channels… to build PNJ image an innovative, creative and trendy jewelry brand.
• Improving productivity by investing in modern equipments; focusing on R & D to create more innovative and unique products; improving production processes to increase labor productivity and optimize costs.
We believe that with the strategy focusing on
the core production business, implementing the strategy firmly step by step; ensuring proper and adequate investment for each critical stage of the investment route; effective financial management and risk management… will be a solid foundation for PNJ to achieve objectives of growth, earning market share, increasing profit; which will lead to the rising of employees’ income, total tax income value of the Company, shareholders’ dividend and Company’s value. We commit to strive to successfully implement objectives set by the General Meeting of Shareholders to deserve the trust of shareholders and customers.
On behalf of PNJ’s Board of Directors, I would like to thank all Authorities, Value Shareholders, Partners, Value Customers and all Employees of PNJ for supporting and companying, joining hand to create success for PNJ in 2014. We hope we will still receive the support and cooperation in the near future. We wish value Shareholders, Customers and Partners a 2015 of health, wellbeing, prosperity and happiness.
Chairwoman of Board of Directors
Ms. CAO THI NGOC DUNG
DIAMOND JEWELRY Sets made and produced by PNJ
SEEING THE QUALITY IN YOU
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OPERATION HISTORY
On 28/04/1988, Phu Nhuan Jewelry Sales Store was found, under the People's Commit-tee of Phu Nhuan District when the Vietnam jewellery industry was still young, not yet de-veloped, the market still had many limits… those were challenges that 20 founders people founded the of PNJ had to pass.
In 1992, PNJ was officially named Phu Nhuan Jewelry Company after two name changes from Phu Nhuan Jewelry Sales Store and Phu Nhuan Art Jewelry and Foreign Exchange Company, as well as identified the develop-ment strategies was to be a professional jew-elry manufacturer and trader. At this point, PNJ also expanded its operations with the creation of the East AsiaDong A Bank with 40% con-tributed equity.
1988 - 1992ESTABLISHMENT AND IDENTIFYING DEVELOPMENT STRATEGY
1993 - 2000 2001 - 2004
OF ESTABLISHMENT & DEVELOPMENTMILESTONES
In 1994, PNJ Hanoi branch was established, opening the expanding system strategy in the provinces and large cities nationwide later as Da Nang branch (opened in 1998), Can Tho branch (opened 1999), PNJ distribution system had been continuously expanded.
This phase was also a milestone in the work of PNJ’s professional branding, PNJ jewelry be-gan to be exported. Only after several years from inception, PNJ jewelry brand had quickly dominated the market, been trusted by the consumer and proved its prestige. With honors and awards achieved: "High Quality Viet-namese Goods" Title certification, 3rd Rank Labor Medal, 2nd Rank Labor Medal … PNJ was also awarded DNV’s Certification of System Quality Management according to ISO standards.
QUICKLY EXPANDING THENETWORK AND BUSINESS FIELD
In 2001, PNJSilver brand name was officially launched to meet the needs of the young people who love jewelry along with continuous-ly developing PNJ gold jewelry brand strongly with many well-known marketing programs with the auspice of the World Gold Council.
On 01/02/2004: PNJ officially implemented equalization, transformed from a public compa-ny into Phu Nhuan Jewelry Joint Stock Com-pany. Also during this time, PNJ was awarded the Top 500 Leading Retailers in Asia - Pacific title and received the 1st Rank Labor Medal.
BOOSTING BRAND-BUILDING ANDIMPLEMENTING EQUITIZATION
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OF ESTABLISHMENT & DEVELOPMENTMILESTONES
2005 - 2008 2009 - 2014
This is a stage of strong development on all aspects of PNJ, especially in the devel-opment of new brands and products, marked by the PNJSilver new image re-launch event. CAO Fine Jewellery brand name was officially born. PNJ was the crown and jewels sponsor for the Miss Universe 2008 held in Vietnam. And on 3/4/2008, PNJ officially announced the new logo change to celebrate 20 years of establishment and development with a professional, more modern image, worthy for a new way.
PNJ had become one of the 200 larg-est enterprises in Vietnam as announced by UNDP and honored to receive the prestigious title awarded by the President: 3rd Rank Inde-pendence Medal.
BRAND RE-LAUNCH AND DEVELOPING HIGH CLASS BRAND NAME
3/2009, PNJ stock was officially listed on HOSE, increased its charter capital to 400 billion VND. 8/2009, PNJ established CAO Fashion Limited Company and added watch business with world-famous brands in PNJ system. PNJ became the jewelry sponsor for the Miss Earth 2010 held in Vietnam.
18/10/2012, PNJ inaugurated PNJ Jewelry Fac-tory after nearly 18 months of construction. With a total investment of 120 billion VND, production capacity of over 4 million products a year, this factory was rated as one of the biggest jewelry manufacturing factory in Asia.
Besides, PNJ had continued to upgrade and ex-pand the distribution system, inaugurated new branches and opened new Jewelry Centers in Kien Giang, Binh Duong, Bien Hoa, Ha Noi, and Da Nang, turned these centers into largest jewel-ers in the area. Especially, PNJ has officially inau-
LISTING STOCK, RESTRUCTURINGAND STRIVING TO SUSTANABLY DEVELOP
gurated the largest Center of jewelry, diamonds and watches on the system at 52A - 52B Nguyen Van Troi, Phu Nhuan District, Ho Chi Minh city, which is also the headquarters of PNJ - the first gold and silver store established nearly 25 years ago and considered one of the the largest dia-mond and jewelry center in Vietnam market.
2013 marked a year of important events in PNJ brand development strategy. On 10/09/2013, PNJSilver officially repositioned brand name, launched new brand identity system, opened up a "Her world is shining" with a fashion-able purple color and breakthroughs in product and brand development strategy. In parallel, PNJ gold jewelry brand announced new message "Seeing the Quality in You” for the purpose of honoring the “golden” values, the noble qualities of women in modern day society on the platform inherits harmoniously with the traditional values of Vietnamese women.
Realizing the needs of restructuring the strategy and operational mechanism to sustainably devel-op, since 2012, PNJ has hired foreign consultants to standardize the management system accord-ing to international standards.
In 2014, PNJ has opened several jewelry center across Vietnam, raising the number of retail jew-elry stores to nearly 173 stores nationwide.
Superior business results of 2014 is a outcome of the successful company restructuring which aimed to sustainably develop, let PNJ become an Asian leading crafting and retailing jew-elry company, dominating in all market segments that PNJ aimed in Vietnam.
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MERITS & AWARDS
PNJ received honor for the title of “Gold Quality of National Brand’’ 2011
Bestowed Title of National Brand by the Government (2009-2011)
Award-winner of 16 consecutive Titles of Vi-etnamese High-Quality Products
PNJ became on of 3 Vietnamese enterprises to receive the award for Quality Product of Asia-Pacific 2011
PNJ joined top 50 Vietnamese Best Business Performance Enterprise (19/06/2013)
PNJ join the rank of 500 Leading Retailer in Asia-Pacific and top 3 biggest retailer in Viet-nam (2003-2012)
Vietnamese only enterprise that ranked in top 16 of 500 worldwide largest manufactur-er and retailer published by Plimsoll (Eng-land) 2012
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BEFORE 2014 YEAR 2014
TOP 500 LEADING RETAILER IN
ASIA-PACIFIC
CUP BESTOWED TITLE
TOP 50 VIETNAMESE BEST BUSINESS PERFORMANCE ENTERPRISE
TOP 100 VIETNAM BEST WORKPLACES
CUPQUALITY PRODUCT OF
ASIA-PACIFIC
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PNJ received certificate and trophy for Strong Brands in 2006 and 2007
PNJ received certificate and trophy for Vi-etnamese Golden Star Award in 2003-2012
PNJ received certificate and trophy for Vi-etnam Record as “the first enterprise to in-vest in large scale production and modern technology in jewelry processing” (2007)
The President of the State awarded PNJ with Third-Class Independence Medal (June 12, 2008)The President of the State awarded PNJ with First-, Second-, and Third-Class Labor Medal in 1995, 2000, and 2003, respectively
PNJ became leader and receiving Govern-ment Flag of Honor (2002)
PNJ was granted City Flag of Honor for 20 year development (1998-2008) by City Peo-ple’s Committee
PNJ was granted Flag of Honor for “ Build-ing strong Local Communist Party” by Viet-namese Communist Party (1995-1999)
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PNJ Labor Union was awarded with Third-Class Labor Medal
PNJ was awarded Flag of Honor for “ Strong and excellent local Labor Union” by Hochimin Labor Union (2003)
PNJ has been awarded as “ Strong and excellent local Labor Union” by Central Committee of Hochiminh Communist Party (1997-2011)
PNJ Annual report was in top 50 best AR of 2012 (07/2012)
Ms. Cao Thi Ngoc Dung- CEO was awarded First Class Labor Medal
Ms. Cao Thi Ngoc Dung was the only female en-trepreneur in top 5 entrepreneurs that awarded international Enrst and Young entrepreneur of the year
Ms. Cao Thi Ngoc Dung- CEO received award for 50 pioneers published by Vnexpress (16/10/2012)
Cao Thi Ngoc Dung- top 10 successful female entrepreneur of 2013, published by Forbes Mag-azine
CUP MOST EXCELLENT
BUSINESS LEADERS
PNJ was recognized as 2014 Viet-nam National Brand by Vietnam Government
PNJ was awarded 2014 High Qual-ity Vietnamese Goods Award
Ms Cao Thi Ngoc Dung – PNJ’s General Director was voted one of 50 Most Excellent Business Leaders by Investment Bridge Magazine
PNJ was recognized as one of Top 100 Vietnam Best Workplaces by Nielsen’s survey
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CORPORATE REPORTS
2014 is the third year in 10 year developing strategy (2012 – 2022) and the end of the comprehensive restructuring’s first stage.
1.1 ENHANCING USAGE OF MANPOWER GOAL:
After adding personnel for vacant positions, in 2014 PNJ has basically completed the or-ganizational structure under the new develop-ment model. Specialized positions are espe-cially trained to meet the evolving needs of the company.
Beside enhancing the professional capability, the Board also directed to enhance internal communication so that all employees could understand the vision and strategic goals of the company, thereby earning their trust, in-spiring them, making them proud to be a part of an elite community.
1.2 RAISING CUSTOMERS’ SATISFACTION GOAL:
Not only bringing good products, PNJ also brings customers the pride of owning high class, sophisticated products and professional services from PNJ’s staff. Each salesperson is intended to consult and take care of customers with passion and pride, be able to inspire cus-tomers through stories behind the jewelries.
Newly launched collections in 2014 as Mys-tery, Friendship, Rose, Royal ... are imprinted with PNJ’s creation and lead the fashion trend in Vietnam. Customers therefore always trust in PNJ’s brand, think of this as a way to ex-press lifestyle and class.
Despite receiving few support signals from the macro-economy, but with the foundation solidly built in the first 2 years of innovation, 2014 still marked a powerful transformation of PNJ. This is also a pivotal year, reflecting the initial results of the restructuring stage before going to the accelerating stage toward long-term strategic objectives.Facing this important milestone, the Board of Directors has directed closely the implemen-tation of short-term and long-term plans related to production and business operation and implementing resolutions of the General Meeting of Shareholders, ensuring operating in ac-cordance with the strategic orientation.
1.3 STRENGTHENING CURRENT RETAIL SYSTEM AND DEVELOPING NEW SYSTEM GOAL:
With current system, the Board has directed to implement the standard store model, which would begin to change the brand recognition of image, colors, light, decorations, product display and professional service manner. With the standardization of the system, customers will always receive the best quality of service at any of PNJ stores nationwide. "PNJ Stand-ards" has been studied and developed based on modern practice of advanced countries such as UK, USA, Italy, Hongkong ... to gradu-ally make PNJ one of the Asia's leading jew-elry companies, in accordance with the stra-tegic vision. To do this, beside regular training on rules of reception and advising customers, sudden / regular checking is focused to moni-tor the implementation of the system.
Along with the consolidation of current stores, research of expanding new system is also an important goal of the Board. In 2014, beyond the completion of planned targets, the Board also adopted a scheme to expand the network by the end of 2015, ready for the deeper and wider development of the PNJ jewelry retail chain.
1. 2014 OPERATION PERFORMANCE OVERVIEW:
I. TASK PERFORMING:
Major goals of 2014 were synchronously performed and had positive result as fol-lowing:
As Organizing and Operating Charter, 18th Annual General Meeting’s Resolution – 2014, PNJ’s Board of Directors reports to the General Meeting of Shareholders the operation
2014 OPERATION PERFORMANCE REPORT AND 2015 STRATEGIC ORIENTATION
BOARD OF DIRECTORS' REPORT
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BOARD OF DIRECTORS' REPORT
1.4 ACCOMPLISHING PLANNED TARGETS:
In 2014, PNJ has successfully accomplished the plan in most of important indicators such as gross profit, financial income, earning before tax, earning after tax…
Realizing this is a favorable period to develop the network and to take advantage of the economy’s recovery, the Board has approved the promotion of retail system development, rapidly gaining market share in the target markets. This is one of the right decisions when all the new stores opened in 2014 has quickly achieved sales expectations and attracted a large number of mid and high end customers in the area to visit and go shopping, thereby contributed to the higher profit growth rate than planned.
Third term Board of Directors (2012 – 2017) officially began on 14/04/2012 according to 2012 Annual General Meeting’s Resolution.
In 2014, the Board has convened 26 periodic meetings, issuing 28 minutes, resolutions, and decisions to perform 2014 Annual General Meeting’s Resolution’s tasks as following:- Paying 2013 2nd phase dividend in cash (10%) and provisioning funds in accordance with Article 5 of Annual General Meeting’s Resolution.
- Advance payment of 2014 1st phase dividend in cash: 12%- Choosing Ernst & Young Vietnam to perform the audit for financial year 2014- Completing the shares’ issuance under optional program for staff and employees in 2013- Amending the Organizing and Operating Charter of PNJ to suit the Model Charter and actual situa-tion of the company
- Dismissing Ms. Nguyen Thi Huong Giang as a Member of the Board and appointing Mr. Andy Ho as a new Member with the tenure of the rest of Third term (2012-2017).
In 2014, the Board has held 26 meetings; issued 28 minutes, resolutions and decisions. All meetings complied with procedures prescribed by the company Charter and the Enterprise Law to solve arising problems in time.
Minutes of the meetings were made with full signatures of attending Board’s members in the meeting, ensuring the correct form as prescribed by law; records, documents have been submitted to all attend-ing Board’s members in the meeting for reference as the Charter.
In 2014, the Board has well monitored the management and administration of General Director and other managers of the company. Members of the Board who also have role in the Board of Manage-ment have to participate fully regular briefings of the Board weekly, monthly, and quarterly. Therefore, the Board’s members are always aware of Company’s operations as well as well coordinate with the Board of Management to make right decisions, overcome difficulties and strive to achieve targets.
In general, the supervision of General Manager and other managers are maintained regularly and closely, ensuring the stability and safety of company’s operation, complying with the law, achieving the plan set by the Board and General Meeting’s Shareholders.
2. ABOUT THE 2014 ANNUAL GENERAL MEETING’S RESOLUTION PERFORMING:
3. ABOUT ORGANIZING MEETINGS OF THE BOARD:
4. ABOUT THE SUPERVISING OF GENERAL DIRECTOR AND OTHER MAN-AGERS:
ITEMS 2014’s performing Act/plan
Total revenue+ Include: Jewelry revenue
Gross profit from sale and service supplying
Financial income
Operating net profit
Earning before tax
Earning after tax
Consolidated Earning before tax
Consolidated Earning after tax
Expanding retail network
Dividend
9,124,297
5,205,448
677,25127,000
275,676
275,676220,967279,920202,55112 store20%
7,294,174
5,275,349
790,17248,071
326,306
326,791256,571334,966255,81618 store20%
80%
101%
117%178%
118%
119%116%120%126%150%
PLAN
Unit: Milion VND
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BOARD OF DIRECTORS' REPORT
II. OPERATION, SALARY AND OPERATIONAL COST OF THE BOARD OF DIRECTORS
1. BOARD OF DIRECTORS’ PERSONNEL:
2. BOARD OF DIRECTORS’ OPERATION:
3. BOARD OF DIRECTORS’ SALARY AND COST :
4. SALARY AND BONUS OF THE BOARD’S MEMBER CUM COMPANY’S MANAGER:
On 14/04/2012, the 2012 15th Annual General Meeting elected the Board of Directors for the Third term (2012-2017) with seven members, including Ms. Cao Thi Ngoc Dung as Chairman of the Board and Mr. Nguyen Vu Phan as Deputy Chairman of the Board.
2014 Annual General Meeting has approved the dismissal of Ms. Nguyen Thi Huong Giang from the Board due to personal resignation and appointed Mr. Andy Ho as a new member of the Board with the tenure of the rest of Third term (2012-2017). Effective date: since 03.03.2014.
Members of the Board have good solidarity, responsibility and comply with jurisdiction and duties of members of the Board of Directors in accordance with the Charter.During the term, the Board has carried on resolutions of the Annual General Meeting very well, com-plied with jurisdiction and duties of the Board of Directors in accordance with Company’s Charter and the Law.
Chairman of the Board 26,600,000 VND/monthDeputy Chairman of the Board 20,600,000 VND/monthCommissioner of the Board 16,600,000 VND/month
Currently, PNJ has 3 member of the Board of Directors who also are Company’s managers:• ChairmanoftheBoardcumChiefExecutiveOfficer: Salary and subsidies # 130,000,000 VND/month Bonuses # 2.5 salary month (including 13th salary month and 1.5 ABC salary month)• DeputyChairmanoftheBoardcumDeputyGeneralDirectorforTechnical: Salary and subsidies # 79,800,000 VND/month Bonuses # 2.5 salary month (including 13th salary month and 1.5 ABC salary month)• CommissioneroftheBoardcumPermanentDeputyGeneralDirector: Salary and subsidies # 92,500,000 VND/month Bonuses # 2.5 salary month (including 13th salary month and 1.5 ABC salary month)Also, PNJ has no member of the Board who are also managers of subsidiaries. Other members of the Board are not involved in managing the Company and its subsidiaries.
III. THE BOARD OF DIRECTORS’ STRATEGIC ORIENTATION IN 2015: Although 2014 was a relatively successful year for PNJ, the Board realized this was only a transitional stage of the restructuring; achievements in recent years need to be strengthened in order to accelerate in later years, while ensuring the sustainability of the business.
In 2015, world economic is generally forecasted to have many uncertainties and recovery is only in expectation of most countries. For Vietnam's economy in particular, although its growth is rather slow but more stable than the 2012 – 2013 period. In this situation, PNJ has determined only a solid en-gine, a proper strategy and high determination can help PNJ grow fast and steadily to overcome these difficulties. Based on the macro-economic situation and outlook analysis of PNJ’s key operations, the Board has oriented operation in 2015 as following:
1. CREATE A FOUNDATION TO ADVANCE IN MANPOWER AND ORGANIZATION:
2. STRONGLY DEVELOPING THE DISTRIBUTION NETWORK AND RAISING CUSTOMERS’ SATISFACTION: KEEP CONFIRMING THE LEADING POSITION IN CORE BUSINESS SEGMENT
To achieve this goal, firstly arranging and operating organizing structure by function, while ensuring the strength of online structure.
Building fair and attractive remuneration policies to attract and keep qualified and highly skilled em-ployees.
Continuous training and improving employees’ capacity. Constructing the basic standard of core com-petencies for providing and training qualified personnel.
Keeping and promoting PNJ’s unique culture while rapidly developing network and manpower.
About the distribution network, the Board will keep monitoring the development of "PNJ Standards" while developing network as well as selling, continue to boost average revenue growth on each store and constantly learning, applying international management experiences.
Intensively expanding the system under the sales point diagram studied and approved by the Board.
Beside retail channel, wholesale channel is also built according to PNJ standards, offering more profes-sional and quality services than competitors in the same industry. Wholesale channel does not only focus on expanding market share, but also deeply exploit the potential of each existing store to increase efficiency for the whole system.
To improve customer satisfaction, the company will continue to create, innovate and improve product quality. Customer care department is assigned to manage and exploit the data to provide attractive aftersales policies, thus having more and more loyal customers.
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BOARD OF DIRECTORS' REPORT
Unit: Milion VND
3. STRENGTHENING AND ENHANCING PRODUCTION CAPACITY:
4. SALES AND PROFITS GROWTH:
Investing in modern equipments as well as enhancing employees’ capacity to meet modern manage-ment model of the jewelry industry.
Developing R&D functions of the factory, allowing direct management department to look for new, innova-tive ways of processing which are more efficient or to improve the process to increase productivity.Implementing the costs and production capacity optimizing project under the direction of the Board.
With efforts to enhance the production – business operation efficiency, the Board has set growth targets as following:
In 2015, PNJ will turn the foundation built in the recent years into lever to take itself to a new stage of faster development. From experiences summed up in the first phase of restructuring, the Board is confident in the successful implementation of strategic goals and bringing the highest benefit to share-holders.Above is the 2014 operation performance report and 2015 orientation of the Board of Directors, re-spectfully send to General Meeting of Shareholders for reviewing and comments.Regards.
ITEMS 2015’s plan Change (%)
Total sales
+ Include: Jewelry sales Gross profit
Financial salesEarning before tax
Earning after tax
Consolidated Earning before tax
Consolidated Earning after tax
Widening retail network
Planned dividend
7,294,173
5,275,349 790,172
48,071 326,790
256,571
334,966
255,816
18 new stores
20%
8,227,568
6,703,565 976,516
12,000 380,126
300,000
388,000
306,400
35 new stores
20%
13%
27%24%
-75%16%
17%
16%
20%
94%
2014’s performance
THE MISS OCEAN CROWN made & produced By PNJ
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BOARD OF SUPERVISION'S REPORT2014 OPERATIONAL REPORT OF SUPERVISORY COMMITTEE OF PHU NHUAN JEWELRY JOINT STOCK COMPANY
I. SUPERVISORY COMMITTEE’S PERFORMANCE OVERVIEW
II. OPERATIONAL PERFORMANCE
Supervisory Committee consists of 03 members; each member of the Supervisory Board continue to develop the ability to work independently as well as closely coordinatate in necessary tasks.Keeping closely in touch with PNJ’s Board of Directors and Board of Management, SC has accom-plished the tasks given by the shareholders.
SC has targeted at important matters, focused on controlling safety and efficiency level of information and operation of PNJ, details as following:
Maintaining monitoring financial status of the Company, legality of activities of Board of Directors’ members, Board of Management’s members (BOM) and other managers.
- Monitoring the coordination between members in units such as Supervisory Committee, Board of Directors, Board of Management, shareholders and others as prescribed law.
- Monitoring the status and results of implementing the General Meeting of Shareholders’ resolution (GM) in this term and in 2014, other resolutions, decisions and other directives of Board of Directors - (BOD). Monitoring the implementation of PNJ’s regulations and other provisions.- Assessing the 2014 Financial Statement of PNJ.- Performing other functions and responsibilities as prescribed by laws and PNJ’s Regulations. Salary and operational cost of SC in 2014:- Head of SC : 11,300,000 Dong/Month- Member of SC : 4,800,000 Dong/Month
2014 is the third year of the 2012-2017 term, the economic situation as well as Vietnam and interna-tional market were still experiencing great difficulties with not many positive points. For PNJ, this is the third year deploying the strategic restructuring of the company. This is a very important phase, if the leadership of the Board has a slight mistake, it will lead to changing strategic objectives or prolong the restructuring process which creates huge waste. With those challenges, Board of Directors and Board of Management has:- Implemented fully issues raised in the 2014 AGM’s Resolution; objectives and measures outlined in the resolution of the term are reviewed, discussed and implemented uniformly in practical operation of PNJ.- Each resolution of the Board of Directors has strictly comply rules, regulations and of PNJ and the laws.- Evaluated correctly internal resources and potential of PNJ, scrutinized the business environment and operational environment of current and future PNJ, better positioned the vision, mission of PNJ, created breakthroughs for all strategic activities of the company.- Strictly controlled other investments, efficiently divested investments when suitable. New and ex-panding investments focus on core jewelry producing and business operation.- PNJ focused on reducing costs by greatly increasing proportion of the self-production to replace the import goods. Priorities are product lines with high efficiency and PNJ has production advantages.
1. SUPPERVISING BOARD OF DIRECTOR AND BOARD OF MANAGERMENT
2. EXAMINING 2014 PROFIT DISTRIBUTION PLAN
- Efficiently divested the investment in SFC, brought 35.87 billion dong profit to the company.- Strived to develop the distribution network, opened new stores under strict process.- Investing in 2014 has been kept closely to the orientation approved by the General Meeting of share-holders, all investments are forcasted to achieving growth targets as oriented in medium and long-term strategies; some investments has promoted the efficiency immediately in the investment’s process and contributed to create good business results in 2014.- PNJ’s separated EBT rose 40.7% over 2013, exceeded16.2% of plan. EPS reached 3,396 dong – strongly rose 40.7% over 2013.Conclusion: Through the monitoring, operation of the BOD, BOM and major businesses of PNJ have been fully and honestly reflected in the documents (files) of PNJ, compliance with rules, regulations of PNJ and the laws.
According to the proposal of 2014 profit distribution plan of the BOD sending to the General Meeting of Shareholders, Supervisory Committee claims that the 2014 profit distribution plan complies with the provisions of laws and PNJ’s Charter. Dividend payout plan of 25%/par value, exceeding 5% of the 20% plan approved by 2014 AGM, including issuing stock dividend with payout ratio of 10%/par value to increase charter capital and reduce permanent loan to meet the development of distribution channels and production.Profit to distribute: 255,871,804,695 dongIncludes: Divident payout: 25%/par value, equal to 188,990,819,000 dong
PNJ has paid phase 1 dividend in advance with payout ratio 12%/par value by cash in 2014. PNJ has expected to pay phase 2 dividend of 2014 with payout ratio 13%/par value with 10% by shares and 3% by cash. Deduction for setting up funds: 63,587,181,000 dong, details:
Retained earning: 3,293,804,695 dong.
ITEMS Note
Financial Reserved Fund
Investment – Development Fund
Bonus – Welfare Fund
Operational fund of BOD – SC
Operational fund of BOM
33,000,000,000
25,587,181,000
2,000,000,000
3,000,000,000
(10% earning after tax)
Amount
Unit: Milion VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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BOARD OF SUPERVISION'S REPORT
3. FINANCIAL CONTROLLING
3.1 Figures about PNJ’s equity, assets at 31/12/12014 and PNJ Group’s business performance:
3.2 Evaluating some financial indexes (until 31/12)
110
92
118
145
104
72
124
110
122
106
99
96
132
182
102
128
153
89
136
121
99
142
96
54
94
132
82
90
104
96
99
102
98
104
133
79
84
129
106
71
144
124
133
151
NORMS
PNJ PNJ GROUP
2013 20132014 2014
1. Total AssetsIncludes:
Cash and cash equivalents
Short-term receivables
Inventories
Fixed assets
Financial investments
Other assets
Commercial advantages
2. Total EquityIncludes:
Short-term debts
Long-term debts
Authorized captital
Minor shareholders interest
3. Business performanceSales revenue
Gross sales of Business
Financial income
Other sales income
Operational expenses
Financial expenses
Other expenses
Earning before tax
Enterprise income tax
Deferred enterprise income tax
Earning after tax
2,813,187
269,739
76,313
1,420,997
452,200
531,800
62,138
2,813,187
1,408,893
137,584
1,266,710
7,294,174
790,172
48,071
1.510
(416,883)
(95,054)
(1,026)
326,790
(70,308)
219
256,701
2,828,672
272,305
71,325
1,437,416
452,468
531,864
63,294
0
2,828,672
1,394,565
137,584
1,296,523
-
9,297,810
889,235
18,739
2,668
(484,572)
(90,254)
(1,586)
335,034
(79,455)
293
255,871
2,813,187
269,739
76,313
1,420,997
452,200
531,800
62,138
2,813,187
1,408,893
137,584
1,266,710
7,294,174
790,172
48,071
1.510
(416,883)
(95,054)
(1,026)
326,790
(70,308)
219
256,701
2,956,698
507,822
76,021
1,087,344
550,009
589,705
60,808
84,989
2,956,698
1,415,480
135,200
1,318,220
87,798
8,973,965
669,687
23,798
3,181
(375,869)
(84,970)
(2,240)
233,007
(64,190)
220
169,037
% change % change
Unit: Million dong
Evaluating the fluctuation and growth of PNJ Group
Total assets: 2,828,672 million dong, declined 4% over the same period due to deinvestment from SFC. Total assets of PNJ particularly is 2,813,187 million dong, rose 10% over the same period, mainly due to increasing inventories (expanding the distribution channels and stocking products for peak oc-casions such as 14/2, 8/3…)
Total equity: 2,828,672 million dong, declined 4% over the same period, in which short-term debt declined 1%, authorized equity declined 2%, shareholder interest declined 3% and long-term debt rose 2% over 2013. Total equity of PNJ particularly is 2,813,187 million dong, rose 10% mainly due to loans for business operation in the end of year.
Authorized equity: Authorized equity of PNJ particularly is 1,266,710 million dong, declined 7.4 bil-lion dong (0.6%) over 2013 and accounted for 98.3% total authorized equality of PNJ Group.PNJ’s Chartered Equity is: 755,970,350,000VND, unchanged in 2014.
Note :(1) Charter capital, calculated on weighted average.(2) Calculated separately for Sales and service rendering operation.(3) (Operating revenues for sales and service rendering)/(Total average assets).(4) Given characteristics of the inventory in the jewelry sector, quick ratio may include substantially gold (which is also inventory), so basically this ratio will be much higher.
Unit: Million dong
ITEMS
Return on Equity ratio (ROE)
Return on Charterd Equity ratio (1)
Return on Assets ratio (ROA)
Net Profit Margin
Gross Profit Margin (Sales and Services supplying) (2)
Total Assets Turnover (3)
Inventory Turnover
Fixed Assets Turnover
Debt to Asset Ratio
Current Ratio
Quick Ratio (4)
PNJ GROUP PNJ
2012 20122013 20132014 2014"% change 2014-2013"
"% change 2014-2013"
20.49%
40.38.%
10%
3.79%
8.91%
2.46
6.95
16.34
51.17%
1.19
0.41
12.82%
23.38%
6.15%
1.90%
7.51%
3.24
8.78
19.18
52.45%
1.21
0.45
19.74%
33.85%
8.85%
2.78%
9.67%
3.18
6.58
19.85
54.16%
1.31
0.28
6.91%
10.47%
2.70%
0.88%
2.15%
(0.06)
(2.20)
0.68
1.72%
0.10
(0.16)
19.10%
35.74%
9%
3.45%
8.60%
2.46
6.75
16.04
52.65%
1.17
0.41
14.32%
25.23%
7.22%
2.42%
7.95%
2.99
7.87
17.41
50.25%
1.19
0.34
20.27%
33.96%
9.55%
3.57%
10.98%
2.68
5.33
16.21
54.97%
1.29
0.28
5.95%
8.73%
2.33%
1.15%
3.03%
-0.31
-2.54
-1.20
4.72%
0.10
-0.06
In general, basic criterias used to evaluate the operational and financial efficiency of PNJ Group and PNJ in 2014 also show stability and safety, suggesting that PNJ has a good governance system and ef-fective operations.
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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BOARD OF SUPERVISION'S REPORT
In 2014, Supervisory Committee and Board of Directors, General Director and other managers has always closely collaborated for the benefit of the Company, shareholders and complied fully with the provisions of Internal Regulation, Company’s Charter and laws. Board of Directors and General Direc-tor have always created favorable conditions for Supervisory Committee in implementing functions, duties and jurisdition.SC has not received any requests or complaints of shareholders in 2014. SC has also regularly moni-tored the disclosure of the Company to ensure shareholders receive information adequately, correctly and promptly.
Strategies of this term is being executed to BOM by BOD very well. This term is very important due to the effects of the company’s restructuring strategies and it will significantly affect the development of PNJ in many coming years. There are many indexes exceeding the expectation and PNJ still has to go a long way to achieve its vision and missions while the 2012 – 2017 term has only 2 years left. In this situation, SC recommends BOD and BOM following things:
BOD should consider to announce the vision achieved and relocate what exactly has to be done, from that propose the unified strategy.
BOD should focus on directing to achive bigger success in building foundation and pillars to operate the company; completing the organizational and personnel structure; properly exploiting the smart IT administrating system; expanding the retail network and other sale channels; enhancing the producing and supplying capacity; controlling the finance, maintaining the cash in flow to profit; upgrading the integrated administrating system; enhancing the capacity of R&D department to develop new products and technologies.
About the cultural orientation in the company: summarizing, announcing new corporate culture, PNJ is where the professionals and successfuls gather. PNJ is a creative and socially responsible company.
Synchronously exploiting internal investments which formed existing resources, preventing waste after investing.Improving the efficiency of supply chain management, further reducing inventory costs.Increasing the efficiency of each process of PNJ through process measuring and improving; developing IT integrated software to exploit more effectively data warehouse of company.Above is the 2014 PNJ Operational Supervising Report, Supervisory Committee respectfully sends to 2015 Annual General Meeting.
Supervisory Committee would sincerely like to thank PNJ’s Shareholders, Board of Directors, Board of Management, subordinate units for trusting and closely cooperating effectively. We hope to get close cooperation in the future.
4. EVALUATING THE COORDINATION OF SUPERVISORY WITH BOD, GENERAL DIRECTOR, OTHER MANAGERS AND SHAREHOLDERS
1. RECOMMENDATIONS FOR BOARD OF DIRECTORS
2. RECOMMENDATIONS FOR BOARD OF MANAGEMENT
III. CONCLUSION - RECOMMENDATION
PEARL JEWELRY Sets made and produced by PNJ
ANNUAL REPORT PNJ - 2014
36
BOARD OF MANAGERMENT'S REPORT
I. AN OVERVIEW OF VIETNAM ECONOMIC SITUATION AND GOLD MARKET IN 2014:
1. STABILIZING MICRO ECONOMY:
2. VIETNAM GOLD MARKET:
Despite many challenges, 2014 still marked a stable and growing year of the micro-economy. Inflation rate has been maintained in a low level and GDP firstly exceeded target planned in 3 years, reached 5.98%. Other indexes in industry and retail also highly grew, showing a recovery of gross demand.This should be considered as an achievement of Vietnam economy rather than the result of global economic stability.On the other hand, world economy has had a tough year with the intense conflicts between Russian and the Western countries, the rising of the IS, the slow growth of China economy, Ebola outbreak… these events have affected the world’s growth rate severely.
2.1 Circular 22/2013/TT-BKHCN dated 26/09/2013 – New quality management policy protected consumer better and gave PNJ opportunity to widen market segment:
Circular 22/2013/TT-BKHCN dated 26/09/2013 aimed to make jewelry gold quality transparent and better protect consumer, its presence was a turning point for Vietnam jewelry gold market.After a year striving to perform Circular 22 about jewelry gold quality management of government agencies, Vietnam jewelry gold market has been expected to be more transparent, and this is an opportunity for large and well-branded firms with a broad network and outstanding producing scale like PNJ. In other words, indirect effect of Circular 22 created a really good advantage for PNJ to quickly grow its market share, based on the prestige of reliability and sophistication of products that PNJ has constantly built for more than 20 years.
2.2 Vietnam jewelry gold market’s gross demand grew in term of quantity but de-clined in term of value due to gold price falling:
With general difficulties of the economy, it’s able to understand that world jewelry gold’s demand has deeply declined in almost major markets. China market’s price fell 39% over the same period last year, Japan’s price fell 17%, India’s price fell 4% and US’s price fell 1% over 19% of average rate. Vietnam was not an exception. By the end of 2014, total value of jewelry consumed in the whole market was 519 million USD, fell 8% over the same period due to gold price falling despite rising in sales by 4%. (Source:World Gold Council 2014 Report)
2014 GOLD PRICE CHART
35,300
01/2014 02/2014 03/2014 04/2014 05/2014 06/2014 07/2014 08/2014 09/2014 10/2014 11/2014 12/201434,400
34,700
35,000
35,270
35,600
35,900
36,200
36,500
36,800
37,100
37,400
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BOARD OF MANAGERMENT'S REPORT
2.3 Vietnam jewelry gold market in 2014 has seen a strong growth of market share of well-branded retailers, especially PNJ:
Despite gross demand declining, 2014 has still seen the rapid growth of well - known jewelry retail chain – a strong proof for the trend of using jewelry brands with a large network. PNJ, a brand with 25 years of credibility advantage and a network of nearly 170 retail stores nationwide, has lead the trend and quickly expanded market share.
NUMBER OF STORE 2009 - 2014
RETAIL MARKET SHARE FOR PNJ JEWELRY2009 - 2014 (%)
In 2014, PNJ closed some Jemma stores to build multi-brand stores which sell different product lines. (*) Source:World Gold Council 2014
2009 2010 2011 2012 2013 2014
12%13% 13%
12%
14%
21%
157
2009 2010 2011 2012 2013 2014
123138
147 151169
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BOARD OF MANAGERMENT'S REPORT
II. 2014 BUSINESS PERFORMANCE:1. 2014 BUSINESS OPERATING RESULT – MOST OF MAIN INDEXES REACHED OR EXCEEDED THE PLANNED TARGET
After many years pursuing high-end jewelry line with an absolute trust on the growing potential of Vietnam market, 2014 marked this shift clearly. Consumers looking for jewelry gold products now care about the need of self-actualization and one’s own lifestyle rather than speculating as before. This was covered in PNJ’s strategic orientation, so that PNJ could quickly seize the opportunity and turn it into impressive figures.
After a slow growing period due to focusing on reconstruction, 2014 saw a strong acceleration of PNJ. By the end of 2014, PNJ’s gross profit was 790 billion VND, rose 32% over the same period, exceeded target 17%. EBT reached 326 billion VND, rose 36%, exceeded target 18%. EAT rose 41%, exceeded target 16%.
This is a great encouragement for what PNJ has determined to perform for the last 2 years. An appro-priate development strategy and a spirit of daring to change, daring to challenge to achieve the goals are the contributors for PNJ’s success in recent years.
2. 2014 SALES – JEWELRY SALES GREW OUTSTANDINGLY, IN LINE WITH CORE BUSINESS SEGMENT DEVELOPMENT STRATEGY:Sales structure changed significantly compared to the same period, particularly bullion gold sales occupied only 28% total sales instead of 43% as in 2013, jewelry gold revenue rose from 54% in 2013 to 70% in 2014. These figures represented for PNJ’s determination in developing the core busi-ness segment, focusing on improving its gross profit rate. Two major factors affected this change are the Board’s long-term strategy and the market’s consumption trend. About the strategy, bullion gold would still be traditional business segment; jewelry gold would be intensively invested to grow rap-idly and sustainably in coming years. About the market in 2014, gold price changed insignificantly, customers therefore were not interested in gold bullion, in long-term, this is the Government’s goal to convert the accumulated gold into cash in circulation.
2014 BUSINESS OPERATING RESULT – PERFORMANCE VS PLAN
(*) 2014 dividend will be paid 15% by cash and 30% by shares.
2015 CHANGE +/- (%)
Bullion gold
Jewelry gold
Jewelry silver
Watches
Services
Total revenue
2,018,825
5,099,662
152,280
14,726
8,680
7,294,174
3,268,239
4,184,756
131,427
10,422
8,737
7,603,581
-38%
22%
16%
41%
-1%
-4%
2014
Unit: Million VND
2014 SALES STRUCTURE
GOLD BAR
PNJ GOLD
PNJ SILVER
WATCH
SERVICES
69.91%
27.68%
2.09%0.12%0.20%
ITEMS2014
2014 2013
+/- (%)
Accumlated
Perf/Plan
Total revenue
+ Include: Sale from jewelry
Gross profit from sale and service supplying
Financial income
Financial expenses
Selling expenses
G & A expenses
Operating net profit
Earning before tax (EBT)
Earning after tax (EAT)
Consolidated EBT
Consolidated EAT
Widening retail network
Dividend
9,124,297
5,205,448
677,251
27,000
85,000
253,400
90,175
275,676
275,676
220,967
279,920
202,551
12 cửa hàng
20%
7,294,174
5,275,349
790,172
48,071
95,054
310,940
105,944
326,306
326,791
256,571
334,966
255,816
18 cửa hàng
45%
7,603,581
4,296,745
599,778
26,361
62,134
232,532
91,804
239,510
240,111
182,394
233,007
169,037
-4%
23%
32%
82%
53%
34%
15%
36%
36%
41%
44%
51%
80%
101%
117%
178%
112%
123%
117%
118%
119%
116%
120%
126%
150%
PLAN
Unit: Million VND
Accumlated
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BOARD OF MANAGERMENT'S REPORT
2.1 Strong growth in core business segment, wholesale and retail jewelry gold business:In 2014, jewelry gold sales accounted for 70% total sales and 85% gross profit, affirmed itself a core business operation of PNJ. And in this year, jewelry gold sales rose 22%, highest rate in 3 consecutive years. This growth rate is the outcome of a strong investment on technology, training, reorganizing sale staff and retail operation and ERP support in managerment.
This business segment will still be invested concentratedly and hopefully keep growing strongly in coming years.
2.1.1 PNJ Gold – Retail Business:Retail business plays a major role in sales and gross profit growth rate of PNJ, and this busi-ness segment has been concretely invested for recent years, especially in strategy 2012-2022 period. 70%
Total Revenue
2010 2011 2012 2013 2014
13.078
2.934
17.355
3.541
6.428
3.647
7.604
4.1855.100
37%
21%
3%
15%
22%7.294
TOTAL REVENUE AND JEWELRY GOLD REVENUE IN 2010 – 2014Unit: Million VND
Total revenue
Jewelry Gold revenue
Jewelry Gold Sales Growth Rate
2010 2011 2012 2013 2014
2.934
1.406
3.541 3.647
1.550
4.185
2.280
33%
13%
-2% 4%
42%5.100
1.6091.586
GOLD JEWELRY's REVENUE AND GOLD RETAIL SALES
Unit: Million VND
Gold Jewelry Revenue
Gold Retail Sale
Growth Rate Of Gold Retail
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BOARD OF MANAGERMENT'S REPORT
In 2014, retail jewelry gold sales reached 2,280 billion, rose 42%;gross profit rose 36% over the same period, contributed 31% to gross sales and 74% gross profit. Compar-ing to 4% growth rate of 2013, these figures represented for an outstanding result and an initial success of the comprehensive reforma-tion in retail operation, especially when Viet-nam’s total jewelry demand in 2014 declined 8% over the same period. (World Gold Council 2014 Report)Same store sales grew 25% in 2014 and 18 newly opened stores has contributed 10% on additional retail sales.
To achieve these impressive results in 2014, PNJ has applied breakthrough improvements in managing and administrating retail opera-tion at following key factors: Human Resourc-es (People); Products and Customer Service (Product); Brand Recognition and Marketing (Promotion) and Network Developing (Place).
Human Resources (People)::
2014 has marked significant change in coach-ing and training PNJ jewelry consulting staff to enhance sale skills and serving manner at stores. It can say that investing on this staff is one of top priorities of PNJ in 2014. Exam-ining and assessing programs are regularly performed to quickly detect weak points in the system as well as potentially capable candidates to promote. Consumers therefore always feel satisfied about the service when they come to PNJ.
Beside, excellent remuneration policy, ap-propriate acknowledgement for achievements also contribute significantly to exhort this staff’s spirit.
2014 is also the year when the retail network finished converting to managing under well practicing standards structure of world lead-
ing jewelry retailers on the world, separat-ing function and responsibility of some units, therefore enhancing the coordinating and managing effects. In addition, added senior manager staff to enhance retail managing ca-pability of the entire system.
In spite of quickly increasing in store num-ber nationwide in 2014 and the increasing of staff at local stores, PNJ was still outsanding in training – coaching and cultural integrat-ing, ensuring the homogenous service quality throughout the expanding process.
Products and Customer Service (Product):
Keep promoting the reliability and sophistica-tion of products, PNJ’s long-term strategy is creating the difference about product’s qual-ity – a key element to position a brand class and earn customers’ trust. To do this, PNJ has constantly invested onlatest technologies and manufacturing methods in the world. Because of right investment decisions, PNJ has success-fully manufactured jewelry by Italian technol-ogy, diamond jewelry… These products were loved by customers due to equivalent quality with imported but lower price. The goal in the next 2 years is completely replacing imported products with self-manufactured products.
Investing on technology as well as manpower for designing staff to bring unique designs that lead the fashion trend and make a sym-bol for PNJ. In 2014, PNJ has launched vari-ous notable collections with hundreds of jew-elry designs. This means the tireless creativity of designing staff has brought more choices to the customers as well as to be the trend crea-tor in Vietnam jewelry market.
Besides subjective changes, it must mention the impact of objective factors such as macro-economic situation, consumer trends ... these factors are the causes to help boost sales.
Customers increasingly prefer high quality jewelry products such as diamonds, colored gemstones, highly sophisticated jewelry ... which are the advantage of PNJ. These move-mentsare the beginning of an inevitable trend as the market grows and customers’demand is increasingly higher. And with it legacy, PNJ has a solid foundation to be ready for a breakout stage of development in all aspects, exactly the goal set: "Vietnam leading jewelry company in middle and high-end segment."PNJ has taken advantage of the database on advanced ERP platform to coordinate prod-ucts and optimize product categories in stores, increase the supply of products prop-erly and in line with tastes of customers.Orientatingthe consulting staff at the store to focus on consulting best suited solutions to the needs of customers has contributed signifi-cantly to the satisfaction of the customers. Ac-cording to the market research department’s latest study, improving the quality of service itself has increased the level of customer sat-isfaction and frequency of successful transac-tions significantly over the same period.
Marketing (Promotion):
Advocating standardizing recognizedimage at the stores after completing the standard store model has created synchronization and positive in the whole system.Promotional activities aiming to increase the visitors to the stores had initial success and will continue to develop in the future.Promotional activities for important events in-cludingWedding Season, March 8 Day (Inter-national Women Day), October 20 Day, Val-entine Day ... are planned and implemented correctly. This has contributed to boost sales and generate buzzes for PNJ on the market.
Network Expanding (Place):
In 2014, PNJ exceeded the network expand-ing plan, adding 18 stores nationwide, focus-ing at level 1 and level 2 cities. Most of the new stores are large scale stores,located in prime locations and quickly generate buzz, help PNJ dominate the market.
Newly opened stores have quickly achieved expected revenue and profit, contributing 10% of extra total retail sales in 2014.
By the end of 2014, PNJ had 173 stores in-cluding 80 gold jewelry stores (independent gold jewelry stores and general stores), 85 sil-ver jewelry stores and 8 Cao Fine Jewellery independent stores.
With experienced foundation and standard-ized network expansion process, this activity is expected to be accelerated in the coming years to strengthen the leading and dominant positionof PNJ in Vietnam jewelry industry.
2.1 Strong growth in core business segment, wholesale and retail jewelry gold business:
2.1.1 PNJ Gold - Reatail Business
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BOARD OF MANAGERMENT'S REPORT
2.1 Strong growth in core business segment, wholesale and retail jewelry gold business:2.1.2 Wholesales:
Targeted to nationwide enterprises, in 2014 PNJ opened Buon Ma Thuot branch to promote busi-ness in the Central –Tay Nguyen region. With the opening of this branch, PNJ has currently had five wholesale centers in the Northern region, Central – Tay Nguyen region, HCMC and Mekong Delta region, rapidly expanded market share in most important areas across the country.
In 2014, total sale quantity rose 17%, sales rose 36% over the same period. PNJ has not only pro-ducedcommon jewelry products but also targetedspecific gifts ordered by companies with high demands on crafted level, unique designs. PNJ is currently considered the leading reliable address for large companieswhich are inneed of high quality jewelry gifts, medals, logos ...
PNJ is proud to be able to meet strict standards of foreign partners, thus become the only Vietnam firm to export jewelry. Through exporting, PNJ does not only introduce "made in Vietnam" jewelry brand to the world but also build long-lasting relationships with partners in the industry and other industries, which help PNJ easily accessible with new production technology, current fashion trends, advanced management methods, all of which enhancePNJbusiness performance.
2014, gold exporting sales was 76 billion, fall 12% over the same period mainly due to declining gold price, however public salesrose 20% over the same period. Silver exporting sales rose 5% over the same period. Although the increasing is not outstanding, in the situation of unstable economy of the world, especially the US market - the main exporting market of PNJ - showed no signs of growth in demand, this is an encouraging result for PNJ sales team.
2.2 Exporting:
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BOARD OF MANAGERMENT'S REPORT
2.3 PNJSILVER: 2.4 Gold bar:
2.5 Others (watches, services):
After re-launching PNJSilver with a more luxurious image and many marketing strategies aimed to over 20-year-old customer, PNJ silver sales has achieved the growth rate of 15%, an impressive figure after 2 years of negative growth.
In 2014,PNJ has not openedany silver-only jewelry stores, butcombined selling with gold jewelry in large gold jewelry stores. This combination helped PNJSilver expose more to high income customers, and PNJ stores will be known as one-stop jewelry shopping place.
As highlighted in official reports as well as messages to investors in recent years, bullion gold is not the main business of PNJ, it is just a traditional business with a brand strategy. PNJ is one of few companies licensed to tradebullion gold in Vietnam, this earns customers’ trust and is the first choice when talk to gold products. Thus, despite the marginal profit only 0.5%-1% and contributing only 2% of gross profit, this will still be one of PNJ’s business activities. However, fluctuations in this business do not significantly affect the overall result of the company.
Reached 23.3 billion in sales, accounted for 0.3% total sales. In this segment, watch salesrose 41%.Despite not contributing significantly to gross sales, this is still a potential business segment due to available retail outlets and watch sales has grown steadily over 40% a year.
2010 2011 2012 2013 2014
120.497
155.778131.427
35% 37%
-6%
-16%
15%
151.290164.861
41%Grown
Year on year
PNJSILVER SALES IN 2010 – 2014Unit: Million VND
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BOARD OF MANAGERMENT'S REPORT
III. KEY MISSIONS PERFORMANCE:1. ENHANCING HUMAN RESOURCES’ EFFICIENCY: In 2014,PNJ has completed the organizational structure under the new model, filling up key positions and consolidating KPI system to individual level.
Applying competitive remuneration policies, focusing on the production and sales department.
Investing in training is regularly carried out to improve manpower’s quality to meet company’s operat-ing and developing needs via internal training programs and training with international experts.
2. STRENGTHENING AND DEVELOPING THE SYSTEM:In 2014, PNJ has invested in reconstructing thesystem’s infrastructure and the standardized recog-nized image for stores, brought a new face to the whole system.
Completing product distribution process to optimize capital, optimize supply chain and products portfolio in stores.
Planning on opening new stores and new sales channels in accordance with market demand.Improving the standard storemodel to increase operational efficiency.
Opening the Tay Nguyen Wholesale Center, increased total wholesale centers to 5nationwide, enable market developing to almost all provinces across the country. Besides expanding the market, PNJ also focuses on developing the wholesale channel in depth to fully exploit existing markets and customers.
3. RAISING CUSTOMER SATISFACTION:In 2014, PNJ has built a standard store model, unified from recognized image to serving manner and quality of service provided to customers.
Raising customer satisfaction through training skills and serving manner of staff toward customers (internal and external).
Raising customer satisfaction through products and services. Developingparticular technical service center (warranty, manufacturing according to specific requirements ...).Developing business policy, customer policy to bring customers more benefits, which increases cus-tomers’ loyalty to the brand.
4. GROWING SALES AND PROFIT: To optimize sales per store and per customer, in 2014PNJ has simultaneously implemented projects aimed to enhance the service’s quality, ensure the products’ quality and quantity, showcaseproducts properly, combine with marketing to increase number of visitors to the store, and build timely and worthy reward policy for consulting staff at the stores.
Thanks to the research and thoroughly preparation before implementingnetwork expanding project, PNJ’s plansucceeded beyond expectation and all the new stores has quickly reached the expected revenue, increased 10% of retail sales over the same period.
Increasing industrial stages in production, contributing to reduce wastage and improve labor produc-tivity. Current loss ratio of PNJ is <1%, well below comparing to the average level of jewelry manu-facturing industry in the world, contributing to increased the marginal profit of PNJ
DIAMOND JEWELRY Sets made and produced by PNJ
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BOARD OF MANAGERMENT'S REPORT
IV. RISK MANAGEMENT:
1. RISK MANAGEMENT IN BUSINESS STRATEGY: After years of building and developing, PNJ is proud to be the leading jewelry company in Vietnam.Its products do not only bring pride to the customers but also become a Vietnam’s outstanding repre-sentative in world arena. What made the difference between PNJ and other jewelry companies? Those areright development strategy, appropriate to each developing stage of the market, and these are the decisive factor, bringing PNJ step-by-step solidly and deeply marked in consumers’ hearts.
Development strategy is built on the basis of comprehensive studies on macroeconomic situation, PNJ’s competitive advantage over competitors in the industry; thereby PNJ can determine the long-term vision and goals for each stage of development.
Toachieve those goals, the Board has actively promoted internal communication, help all employees understand and comply with the strategic orientation, together lead PNJ to the target.
2. RISK MANAGEMENT IN OPERATIONAL ENVIRONMENT:Policy risk: Although Vietnam is determined a very potential market for jewelry industry, but just like other emerging markets, the economy always has potential uncertainties and risks. Especially for a sensitive market like gold market, the policy changing is inevitable before it canbe completed.
Therefore, to reduce risks, PNJ has always focused on observing policies and major orientations of the Government, from that made appropriate changes in the strategies. At the same time, PNJ actively researched and proposed on building and developing solutions for Vietnam jewelry industry to Gov-ernment agencies and gradually marked its name on the map of countries with large scale jewelry producing and exporting in the world.
Risk of purchasing power decreasing due to economic cycle: This is a general risk that any company-can experience, but with a branding strategy aimed at multiple customer segments andvarious product lines, PNJ has partially limited this risk.
Risk of unstable input price:This risk is relatively well controlled through analyzing, forecasting and managing the company's price.
With the support of ERP software, cost and inventory controlling become easier and more efficient.Not only applyingadministrating methods, product’s strategic orientation is one of the fundamental elements to reduce price risk. In the future when the brand is the main factor of cost,this risk will be reduced much more.
In an unstable business environmentlike Vietnam, effective risk management is a big challenge for every company.Knowing how to seize the opportunity will elevate one company to big success, but only companies withaneffective risk management systemcan turn this opportunity into sustainable development, and this is the aim of PNJ.
3. RISK MANAGEMENT IN HUMAN RESOURCES:In 2014, PNJ has reviewed and rebuilt the remuneration policy to guarantee income and benefits so it can be more comprehensively competitive than average level of the labor market.Beside attracting the talented, PNJ has also focused on training to improve, enhance the professional capabilities and provide a clear promotion roadmap to each employee to ensure the long-term com-mitment.
Also, it must not exclude the bond between PNJ employees formed by PNJ culture, where people at-tach to each other and dedicateto the benefit of the company as a whole family.In 2014, PNJ was one of 100 Best Workplaces in Vietnam as Nielsen’s survey, and ranked 2nd in Best Vietnam Retail Companies.
4. FINANCIAL RISK MANAGEMENT:Risk of inventory: Inventory management is a very important factor to each retail company includeP-NJ, contributing to the performance of the company.
Understanding this matter, inventory management has beencarried out carefullyfrom the storage, based on assessments of market demand to distribution and regularly monitoring to take timely meas-ures to boost sales with slow-moving goods. In 2014, inventory turnover of most product groups rose, increased operational efficiency and savedfund for the company.
Risk of capital: The finance department is responsible for building long-term financial plan, budgeting and controlling activities under budget, so the company can take the initiative in allocating resources rationally, improving the efficiency of capital.
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BOARD OF MANAGERMENT'S REPORT
V. FINANCIAL RATIOS VI. SUBSIDIARIES’ PERFORMANCES:
2014 2013
Liquidity’s indexes
o Current ratio
o Inventory turnover
o Inventory day
Performance’s indexes
o Gross Profit Margin (GPM)
o Return on Sales (ROS)
o Return on Assets (ROA)
o Return on Equity (ROE)
Times
Turn
Days
%
%
%
%
1.29x
4
81
10.9%
4%
9%
20%
1.21x
5
76
7.9%
2%
7%
14%
Unit
Indicators of solvency do not change significantly over the same period, because working capital is mainly from loans. Unlike other companies, PNJ's inventory is gold and precious stones which have high liquidity, thus significantly reducing the risk of liquidity risk.
Inventory day increased over the same period clearly reflected the business situation in 2014 when jewelry segment gradually accounted for higher proportionthan bullion gold segment. Despite low inventory days, bullion gold does not contribute significantly to gross profit. Therefore, the increasing of inventory daysmay press the equity situation but generally is a positive trend due to much higher marginal profit.
Regarding each product group, inventory day of both gold and silver jewelry are reduced by 4% and 12% over the same period.
All profit indicators were higher than the same period, reflecting an efficient year of the entire company.
After divesting from the SFC, PNJ had only two subsidiaries:CAO Fashion Limited Company (CAO Fine Jewellery) and PNJL Assessment Limited Company.
1. CAO Fine Jewellery
With 10 - billion authorized capital, CAO’s sales reached 40.8 billion, fall 5.3% over the same period; net profit reached 1.2 billion. As known, despite positive signs from the economy, this is still not the time consumers willing to pay for luxurious products, so 2014 was still a tough year for CAO. How-ever, the Board has determined CAO is a brand strategy and the investment needs long time to catch the trend and certainly it willbring impression when the time comes. In the present, CAO has already been rated as a high-end jewelry brand by customers, comparable to international brands, and this is the most important success of CAO.
2. PNJL:
Major in providing gem and diamond testing services.- Gross sales in 2014 reached 11.8 billion, rose 13% over the same period.- Gross profit reached 8.4 billion, rose 17% over the same period.- Earning before tax reached 6.1 billion, rose 21%.Along with gemstone purchasing trend, PNJL’s sales have constantly increased. PNJL brand has been rated as the most credit-worthy brand in the field of diamond and stone quality control.
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VII. CONCLUSION: Ending 2014 with impressive figures, the entire staff of PNJ believed in the strategy proposed.Investors could also see the effectiveness in the management of the Board. This is aninitial success as the foun-dation of the manpower, the system and new strategy has gradually formed a complete and smooth mechanism. From what has been achieved, the Board believes that 2015 and subsequent years will be a period of stronger growth, letting PNJ quickly achieve the goal:
“Become the leading jewelry manipulating and retailer in Asia,Holding top rank in mid and high-end segments in Vietnam”
RUBY JEWELRY Sets made and produced by PNJ
ANNUAL REPORT PNJ - 2014
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PERSONNEL ORGANIZATION & ENTERPRISE ADMINISTRATION
STRUCTURE OF
DEPUTY DIRECTOR DEPUTY DIRECTOR(PERMANENT) DEPUTY DIRECTORDEPUTY DIRECTOR
CENTRAL BRANCH
RETAIL SALE DEPARTMENT
WESTERN BRANCH
NORTHERN BRANCH
EFFICIENCY MANAGEMENT DEPARTMENT
FINANCE AND ACCOUNTING DEPARTMENT
SUPPLY DEPARTMENT
BOARD OF SUPERVISION
BOARD OF DIRECTORS OFFICE
PNJ JEWELRY FACTORY HUMAN RESOURCE DEPARTMENT
DESIGN DEPARTMENT
IT DEPARTMENT
MARKETING DEPARTMENT
E-COMMERCE DEPARTMENT
WHOLESALE DEPARTMENT
EXPORT DEPARTMENT
ADMINISTRATIVE DEPART-MENT
PNJ' ORGANIZATION CHART
SERVICE CENTER
GENERAL SHAREHOLDER COUNCIL
BOARD OF DIRECTORS
CHIEF EXECUTIVE OFFICER (CEO)
REPRESENTATIVE MANAGERS (ISO)
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Year of birth: 1957Nationality: VietnamProfessional skills: Bachelor of In-dustrial Commercial Economics ( Uni-versity of Economics Hochiminh city)
1Mrs. CAO THI NGOC DUNGCHAIRWOMAN
Year of birth: 1956Nationality: VietnamProfessional skills: o MBA of University of Technology Hochiminh City o Forging and Mechanical Engineer, Uni-versity of Technology Ha Noi
3Mr. NGUYEN VU PHANVICE CHAIRMAN
Year of birth: 1960Nationality: VietnamProfessional skills: MBA, Univer-sity of Economics Hochiminh City
2Mrs. NGUYEN THI CUC MEMBER OF BOD
EMPLOYMENT HISTORY 1984 - 1985: Deputy Manager of Plan-ning department, Phu Nhuan Synthesis Company1985-1987: Planning Manager of Phu Nhuan Agricultural Foods Company1988-2003: General Manager of Phu Nhuan Jewelry Company1990: General Manager of Phu Gia Credit Center1991-1992: General Manager of Phu Nhuan Trading Company 1992-1997: Chairwoman of Dong A bank2003-present: Chairwoman of Dong A Land2005-2011: Chairwoman of Dai Viet Energy JSC2004-present: Chairwoman-CEO of Phu Nhuan Jewelry JSC
EMPLOYMENT HISTORY1983 - 1988: Officer of Statistic and Planning Department, Phu Nhuan District1988-1995: Chief Accountant of Phu Nhuan Jewelry Company1996-2003: Deputy Manager of Phu Nhuan Jewelry Company2004- present: BOD member and Deputy Director of Phu Nhuan Jewelry JSC2007- present: Head of Dong A Bank ‘s Board of supervision
EMPLOYMENT HISTORY1978 -1985: Head of Technical Depart-ment, Caric Factory1985-1987: Technical Officer of Syn-thetic Equipment Company ( Hochiminh Industrial Department)1987-1996: Technical Officer of New Technology Company (COTEC), Vietnam Scientific Institution, Hochiminh Branch1996-1999: Deputy Manager of Garment factory, Binh Duong Manufacturing and Import-Export Company1999-2003: Deputy Manager of Phu Nhuan Jewelry Company2004-present: Vice Chairman and Deputy Director of Phu Nhuan Jewelry JSC
BOARD OF DIRECTORS
DIAMOND JEWELRY Sets made and produced by PNJ
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64 65
Year of birth: 1972Nationality: VietnamProfessional skills: o PHD Degree in Business Administration, Para-mount University o MBA of Hochiminh City Open University. o Bachelor of Business Administration, University of Economics Hochiminh City
EMPLOYMENT HISTORY 1994 - 2005: o Assistant CEO, Deputy sale manager of Gas Saigon Petro o BOD Member of Sai Gon Phu Yen oil and gas JSC o BOD Member of Sai Gon Nghe An oil and gas JSC2005-2007: Deputy Director of Saigon Gas2007-2012: Deputy Director of Phu Nhuan Jewelry JSC2007-2011: Vice Chairman of Dai Viet Energy JSC2007-2010: Chairman of Hong Vina Gas Company2007- Present: Chairman of Doanh Chu Investment and Training JSC2008- Present: Chairman of Saigon Fuel JSC
4Mr. NGUYEN TUAN QUYNH- MEMBER OF BOD
Year of birth: 1972- Nationality: America- Professional skills:o MBA of Massachusetts Institute of Technologyo Bachelor of Accounting, Colorado University
EMPLOYMENT HISTORY 2000 - 2004: Investment Manager at Dell Computer Corp (America)2004 - 2007: Investment Manager at Prudential Fund Management2007 – Present: CIO of Vina Capital representative office
5Mr. ANDY HO - MEMBER OF BOD
Year of birth: 1983Nationality: VietnamProfessional skills:o Master of banking and finance, University of Applied Sciences, Northwestern Switzerland.o Bachelor of Banking and Finance, Banking University, Ho ChiMinh City
EMPLOYMENT HISTORY 2005 - 2006: AON Vietnam Staff2007-present: Investment Manager, Mekong Capital
Year of birth: 1969Nationality: VietnamProfessional skills: o MBA, Vanderbilt University, USAo Applied economics in policy analysis Certificate, Fulbright Program, Vietnamo Bachelor of Foreign Trade, University of Economics Hochiminh City
EMPLOYMENT HISTORY 1992 - 1993: Staff, Sales Department of Phu Yen Import- Export company, Hochiminh Branch1994- 1999: Sale manager of Phu Yen Import- Export company, Hochiminh Branch2000-2001: Deputy Director of Saigon 1 Joint Stock Company2001-2005: Deputy Manager of Dong A Bank2006-2008: Deputy General Director of Dong A Bank2006-2009: Consultant, BOD member of Binh Minh Community Development2010- 2012: Senior Consultant of College of Business Administration and Management (CBAM)2013- present: Deputy Director of Life’s Value Research and Consultant Center
MRS. PHAM VU THANH GIANG - MEMBER OF BOD 6 7
MRS. NGUYEN THI BICH HA - MEMBER OF BOD
BOARD OF DIRECTORS
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66 67
Year of birth: 1960Nationality: VietnamProfessional skills: MBA, University of Economics Hochiminh City
2 Mrs. NGUYEN THI CUC - MEMBER OF BOD
EMPLOYMENT HISTORY1983 - 1988: Officer of Statistic and Planning Department, Phu Nhuan District1988-1995: Chief Accountant of Phu Nhuan Jewelry Company1996-2003: Deputy Manager of Phu Nhuan Jewelry Com-pany2004- present: BOD member and Deputy Director of Phu Nhuan Jewelry JSC2007- present: Head of Dong A Bank ‘s Board of supervision
BOARD OF MANAGEMENT
4 5
Year of birth: 1970Nationality: VietnamProfessional skills:o MBA, National Economics University – Washington Universityo Bachelor of Foreign Language, University of Social Sci-ences and Humananities Hochiminh Cityo Bachelor of Bussiness Administration, University of Eco-nomics Hochiminh City
EMPLOYMENT HISTORY1993 - 1994: Staff of Sales Department, Phu Nhuan Jewelry Company1994-1995: Secretory – Toba Investment1995-2003: Sale Satf, CEO assistant, Deputy Manager then Manager of Research and Marketing Department, Phu Nhuan Jewelry Company2004-2009: Manager of Research andMarketing Depart-ment, Manager of CAO brand2009- 2011: Manager of CAO Limited company 2012 – present : Deputy Director of Phu Nhuan Jewelry JSC
5Mrs. PHAM THI MY HANH - DEPUTY DIRECTOR
Year of birth: 1963Nationality: VietnamProfessional skills:o Bachelor of Chemistry, University of Technology Hochiminh Cityo Gemstone and Diamond Testing Expert
EMPLOYMENT HISTORY1983 - 1988: Technical Staff of No.4 Printing company1988-1992: Sale staff of General Services Company, Go Vap District1992-2003: Sale staff, Manager of Hanoi Branch, Sale Deputy Manager, Sale manager of Phu Nhuan Jewelry Company2004-present: Deputy director of Phu Nhuan Jewelry JSC
4Mr. LE HUU HANH - DEPUTY DIRECTOR
2
3
1
Year of birth: 1957Nationality: VietnamProfessional skills: Bachelor of Industrial Com-mercial Economics ( University of Economics Hochiminh city)
1 Mrs. CAO THI NGOC DUNG - CHAIRWOMAN
EMPLOYMENT HISTORY 1984 - 1985: Deputy Manager of Planning department, Phu Nhuan Synthesis Company1985-1987: Planning Manager of Phu Nhuan Agricultural Foods Company1988-2003: General Manager of Phu Nhuan Jewelry Company1990: General Manager of Phu Gia Credit Center1991-1992: General Manager of Phu Nhuan Trading Com-pany 1992-1997: Chairwoman of Dong A bank2003-present: Chairwoman of Dong A Land2005-2011: Chairwoman of Dai Viet Energy JSC2004-present: Chairwoman-CEO of Phu Nhuan Jewelry JSC
Year of birth: 1956Nationality: VietnamProfessional skills: o MBA of University of Technology Hochiminh City o Forging and Mechanical Engineer, University of Technol-ogy Ha Noi
3 Mr. NGUYEN VU PHAN- VICE CHAIRMAN
EMPLOYMENT HISTORY1978 -1985: Head of Technical Department, Caric Factory1985-1987: Technical Officer of Synthetic Equipment Com-pany ( Hochiminh Industrial Department)1987-1996: Technical Officer of New Technology Company (COTEC), Vietnam Scientific Institution, Hochiminh Branch1996-1999: Deputy Manager of Garment factory, Binh Duong Manufacturing and Import-Export Company1999-2003: Deputy Manager of Phu Nhuan Jewelry Company2004-present: Vice Chairman and Deputy Director of Phu Nhuan Jewelry JSC
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BOARD OF SUPERVISION
3
1
2
Year of birth: 1960Nationality: VietnamProfessional skills:o Bachelor of Industrial Commercial Economics ( Uni-versity of Economics Hochiminh city)o Bachelor of Political Economy, National political insti-tution – Journalism and Communication Department
EMPLOYMENT HISTORY1982 - 1989: Assistant in Teaching and administration department, University of Economics Hochiminh city.1989- 1992: In charge of Sale and Administration, SJC Jewelry Factory 1992 – 2010: Manager, Branch manager, Deputy Director of Dong A Bank2010- 2012: BOD consultant of International Cominuca-tion Net (IN-COMNET)
1Mr. PHAM VAN TAN HEAD OF BOARD OF SUPERVISION
Year of birth: 1974Nationality: VietnamProfessional skills:o Bachelor of Accounting, Commercial Universityo Bachelor of Business Administration, Hochiminh University of Technology (HUTECH)o Chief accountant certificate, Hochiminh National University
EMPLOYMENT HISTORY1997 - present: Đã trải qua các chức danh sau tạiCông ty Vàng Bạc Đá Quý Phú Nhuận - PNJ: From 14/08/2012: Head of Executive Board, Produc-tion Subsystem, ERP-Xman ProjectFrom 03/06/2013: Head of Strategy Unit – Strategy Administrating Department (In charge of Producing and Office Units)From 01/11/2013: Head of Administrative Unit - Strat-egy Administrating Department (In charge of Produc-ing and Office Units)From 10/10/2014: Deputy Director – Efficiency Ad-ministrating DepartmentFrom 15/01/2015: Head Department – Jewelry Work-shops Quality Administrating Department
2Mr. TRAN VAN DANMEMBER OF BOARD OF SUPERVISION
Year of birth: 1965Nationality: VietnamProfessional skills:o Bachelor of Commercial Finance, Finance and Accouting University, Hochiminh Cityo Certificate of Accounting & Finance of Import- Ex-port activities, Foreign Trade College o Certificate of Chief accountant training course, Ministry of finance.
EMPLOYMENT HISTORY1988-1991: General accountant, Codimex Company Vung Tau 1991 – 1994: Chief accountant, Canadian Hotel, Vung Tau1994-1997: Chief Accountant, Giao Chau Company, Vung Tau1997-1998: General Accountant, Duhacom, HCM City 1998-1999: Chief Accountant of Compunet Com-pany, HCMC2000-2010: Head of Payment Division of PNJ2011-present: Chief accountant of PNJ Laboratory Limited Company.
3Mrs. NGUYEN NGOC HUE MEMBER OF BOARD OF SUPERVISION
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SITUATION CORPORATE GOVERNANCE
COMPANY INFORMATION
Name of company : PHU NHUAN JEWELRY JOINT STOCK COMPANYAbbreviation : PNJAddress : 170E Phan Dang Luu Street, Ward 3, Phu Nhuan District, HCMCTelephone : 08.39951703 - Fax: 08.39951702 Charter capital : VND 755,970,355,000 Security code : PNJ
1. BOARD OF DIRECTORS’ MEETINGS
I. . BOARD OF DIRECTORS’ OPERATION
No. Board of Directors’ Members
TitleNumber of
participating meetings
Absence’s reasonRatio
1.
2.
3.
4.
5.
6.
7.
8.
100%
100%
100%
92%
100%
100%
100%
Cao Thi Ngoc Dung
Nguyen Vu Phan
Nguyen Thi Cuc
Nguyen Thi Bich Ha
Nguyen Tuan Quynh
Nguyen Thi Huong Giang
Andy Ho (Ho An T)
Pham Vu Thanh Giang
Elected to BOD as a Commis-sioner from 03/03/2014
Resigned from BOD as a Com-missioner from 03/03/2014
Chairwoman
Deputy Chairman
Commissioner
Commissioner
Commissioner
Commissioner
Commissioner
Commissioner
26
26
26
24
26
02
25
26
No. Resolution’s number Dated Content
1 79/2014/NQ-HĐQT-CTY
215/2014/BB-HĐQT-CTY
219/2014/NQ-HĐQT-CTY
227/2014/NQ-HĐQT-CTY
228/2014/BB-HĐQT-CTY
229/2014/BB-HĐQT-CTY
268/2014/NQ-HĐQT-CTY
289/2014/BB-HĐQT-CTY
287/2014/NQ-ĐHĐCD-CTY
288/2014/QĐ-ĐHĐCD-CTY
291/2014/NQ-HĐQT-CTY
294/2014/NQ-HĐQT-CTY
431/2014/NQ-HĐQT-CTY
432/2014/BB-HĐQT-CTY
517/2014/BB-HĐQT-CTY
646/2014/BB-HĐQT-CTY
619/2014/NQ-HĐQT-CTY
686/2014/NQ-HĐQT-CTY
688/2014/NQ-HĐQT-CTY
771/2014/NQ-HĐQT-CTY
814/2014/NQ-HĐQT-CTY
857/2014/BB-HĐQT-CTY
17/01//2014
03/03/2014
03/03/2014
12/03/2014
12/03/2014
12/03/2014
24/03/2014
31/03/2014
29/03/2014
29/03/2014
31/03/2014
31/03/2014
14/05/2014
14/05/2014
11/06/2014
15/07/2014
09/07/2014
28/07/2014
29/07/2014
15/08/2014
26/08/2014
08/09/2014
Ratifying time, venue and contents of some docu-ments of 2014 Annual General Meeting; Signing trade agreements with relevant persons.
Changing members of Board of Director (Nguyen Thi Huong Giang, Andy Ho)Agreeing on contents of 2014 Annual General Meet-ing’s documents
Supplementing working capital of jewelry business
Agreeing on loan plan
Approving on loan plan
Agreeing on limit for bank loans
2014 Annual General Meeting
Resolution on Amending, Suppelmenting of Phu Nhuan Jewelry JSC’s Charter
Agreeing on the last registering date for paying 2nd phase of 2013 dividend in cash
Establishing PNJ – Quang Ninh Branch (a subordi-nate unit)
Producing – Business Operational Performance Re-port of First 4 months of 2014 and Action program.
Agreeing on limit for bank loans
Agreeing on loan plan for supplementing working capital of jewelry business, operating expenses
Renewing withdrawal time of Contract number 130-000-164623 dated 16.07.2013 at Branch of Shinhan Vietnam Limited Bank - Operation Department
Selecting auditing agent for fiscal year 2014
Establishing affiliate of Phu Nhuan Jewelry JSC - PNJ Quang Nam Branch
Ratifying Producing – Business Operational Perfor-mance Report of First Half of 2014, Operational Orientation
Establishing affiliate of Phu Nhuan Jewelry JSC - PNJ Dong Thap Branch
Approving to transfer a part of Saigon Fuel Corpora-tion’s shares owning by Phu Nhuan Jewelry JSC – PNJ
Supplementing working capital at South East Asia Commercial Bank – Cong Hoa Branch
Supplementing working capital2
3
4
5
6
7
8
9
10
11
12
13
14
15
17
16
18
19
20
21
22
2. . SUPERVISION OF BOARD OF DIRECTORS TO GENERAL DIRECTORSome of Board of Directors’ members attended the briefings of Board of Directors every week, month, quarter. The supervision of Board of Directors to Board of Management is done through monthly activity reports.
3. OPERATION OF COMMITTEES UNDER BOARD OF DIRECTORSBoard of Directors has not established any committees.
II. BOARD OF DIRECTORS’ RESOLUTIONS
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SITUATION CORPORATE GOVERNANCE
III. CHANGING THE LIST OF PERSONS RELATING TO PUBLIC COMPANY ACCORDING TO THE PROVISIONS OF PARAGRAPH 34, ARTICLE 6 OF SECURITY LAWOn 03/03/2014, Ms. Nguyen Thi Huong Giang sent request for resigning as a member of Board of Di-rectors with personal aspirations and approved by the 2014 Annual General Meeting of Shareholders.
On 29/3/2014, the 2013 Annual General Meeting of Shareholders approved the electing of Mr. Andy Ho as a member of Board of Directors in the 3rd term (2012-2017) and approved the valid time is the date of the Board of Directors appointed - 03/03/2014.
See files attached.
1. LIST OF INTERNAL SHAREHOLDERS AND RELATING PERSONSSee files attached.
2. SHARES’ TRANSACTIONS :
3. OTHER TRANSACTION: (transactions of internal shareholders/ major shareholders and persons relating to the Company).
IV. TRANSACTIONS OF INTERNAL SHAREHOLDERS AND RELATING PERSONS
No. Trader Relation with the Company Content of transaction
Dong A Real Estate JSC
Golden Mark CPM JSC
Golden Space Corp
Relating to Board of Directors’ member
Relating to Board of Directors’ member
Relating to Board of Directors’ member
Contract of constructing, renovat-ing, repairing, interior decorating offices, workshops, warehouses, business – commercial systems
Contract of project consulting and supervising
Contract of interior decorating - wooden furniture (counters and
cabinets providing, installing, war-ranty, repairing) for offices, produc-
tion - business systems
1
2
2
No. Trader Relation with inter-nal share holder/
major shareholder
Reason of change (pur-
chase, sell, con-vert, reward)
Number of shares own-ing at the beginning
Quantity QuantityRatio Ratio
Number of shares owning
at the end
Dragon Capital Investment Fund
To Thi Thao
Pham Thi My Hanh
Cao Ngoc Vu
Major Share-holders
Deputy General Director
Relating person
Relating person
6.843.530
89.388
326.990
47.998
7.441.180
0
0
416.378
9,05%
0,12%
0,43%
0,06%
9,84%
0,55%
Purchase
Purchase
Sell
Sell
1
2
3
4
V. OTHER NOTESOn 29/03/2014, performed amending and supplementing the Organizing and Operating Charter of Phu Nhuan Jewelry JSC under 2014 Annual General Meeting’s Resolition
899/2014/NQ-HĐQT-CTY
969/2014/NQ-HĐQT-CTY
971/2014/NQ-HĐQT-CTY
972/2014/QĐ-HĐQT-CTY
1024/2014/BB-HĐQT-CTY
1114/2014/NQ-HĐQT-CTY
22/09/2014
03/10/2014
03/10/2014
03/10/2014
15/10/2014
04/11/2014
Approving to transfer all of Saigon Fuel Corporation’s shares owning by Phu Nhuan Jewelry JSC – PNJ
Ratifying Producing – Business Operational Perfor-mance Report of First 9 Months of 2014, Objectives of Fisrt 9 Months of 2014, Major goals of 2015
Agreeing on expected registration date to make the final payment of 1st phase of 2014’s dividend in cash; Changing and appointing President of CAO Fashion Company, Ltd; Changing legal representa-tive of CAO Fashion Company, Ltd; Amending Arti-cle 6 of Organizing and Operating Charter of CAO Fashion Company, Ltd
Deciding on changing legal representative and amend-ing Organizing and Operating Charter of CAO Fashion Company, Ltd.
Supplementing working capital at PG Bank – Saigon Branch
Transfering all of Que Huong Liberty JSC’s shares owning by PNJ
23
24
25
26
27
28
No. Resolution’s number Dated Content
ON BEHALF OF BOARD OF DIRECTORS CHAIRMAN
MS
MS. CAO THI NGOC DUNG
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
74 75
PRODUCTS & SERVICES
Officially announced in Vietnam since 1989, PNJ gold jewelry brand has confirmed its leading position when pioneered a fash-ion revolution in Vietnam jewelry market by exquisite jewelry with various designs and superior quality.
More than 26 years of development, PNJ gold jewelry brand has constantly innovated to bring hundreds of collection diverse in gold material, abundant in kind of gemstone with extraordinary design, contributing to honor the beauty, elegance and class of Vietnamese consumers. Especially, with the message "Honoring the true value", PNJ has elevated the value of each jewelry product, to not only adorn the beauty but also honor the soul, the virtue of the women. Besides, collections such as Golden Happiness Wedding Jewelry, ECZ Jewelry, Diamond Jewelry ... are the proofs for skilled process-ing level, bringing the pride for customers and confirming the mis-sion of PNJ gold jewelry brand: "Bringing the pride to customers by exquisite jewelry products with outstanding quality”
BRANDPNJ GOLD JEWELRY
BrandPNJSILVER JEWELRY AND FASHION ACCESSORIESAnnounced on Vietnam jewelry market in 2001, after 15 years of inno-vation and development, PNJSilver has affirmed its leading position in silver jewelry and fashion accessories field. Aiming at young customers, PNJSilver with fashionable and dynamic purple – pink color has easily identified by customers in many shopping centers throughout Vietnam. Leading silver jewelry and accessories fashion trends, each year PNJSilver has re-leased many new collections, suiting the modern lifestyle with the interesting and colorful media story "Her Shinny World". With main product lines such as Charm-ing, Elegant, Stylish and Baby which are distributed at 100 retail stores across the country, PNJSilver has kept striving, creat-ing constantly to become a leading silver jewelry and accessories brand for young girls.
SEEING THE QUALITY IN YOU
Announced in late 2009, with the development orientation to become a luxury and modern jewelry and fashion accessories brand, Jemma is a new option which brings the elegance and nobility to ladies. All Jemma products are designed in a mod-ern style based on the latest fashion trends in the world with various and unique materials, to not only create fashion and trendy products, but also to show character and style of the owners.
BRANDJEMMA JEWELRY
Announced in 2005, CAO Fine Jewelry is a high-class jewelry brand in both do-mestic and international market. It is favored by fashion connoisseurs due to the combination of Western sophistication and traditional Oriental beauty.The uniqueness of the product is created by skillful hands of experienced design-ers and skilled jewelry craftsmen – who are always ready to turn ideas into real masterpieces, satisfying the needs and preferences of each consumer. Products of CAO Fine Jewelry is crafted from 18k gold and white diamonds, colored diamonds, natural gemstones, semi-precious stones with vibrant colors - all are guaranteed with the excellent sparkle and fine cutting edges from top names in the field of gem cutting or jewelry assessment in the world ...
With the launching of Thu Khoa Huan boutique in 2013, CAO Fine Jewellery once again showed a steady direction to conquer fastidious customers as well as directly compete with other international jewelry brands in Vietnam.
BRANDCAO FINE JEWELLERY
ENTERPRISE CULTURE
If we regard PNJ as a house, then the people and community are the foundation of that house. For 27 years of development, PNJ has built a strong and steady foundation so the PNJ house can stand firmly, beautifully and sustainably develop through many years. And also on that founda-tion, “PNJ Common Home” culture was born. At which, each member of PNJ family has lived with discipline, responsibility, professional man-ner but full of love, solidarity and ready to help each other in work and life, exchange informa-tion as well as encouraged to raise the cultural level and professional level. The efforts of each member are worthily rewarded, encouraged or appointed to an appropriate position, and above all, they are good example for the community and next generations to follow.
To create the "PNJ Common House" culture, spe-cific characters and important major factors are core values, which are forged by PNJ in the jour-ney of 27 years: Responsibility, Honesty, Quality, Innovation and Creativity. These 5 values are the foundation that makes PNJ people, PNJ strength, PNJ spirit, the oriental compass in every action program, every decision for the development of the PNJ, and help each individual and team to behave uniformly, mannerly in work and life.
PNJ culture and core values are instilled in the business culture with customers, investors, part-ners, social community and most clearly in the internal operations for its employees. Through or-ganizations and communities, many activities for the employees are held regularly and frequently, to meet the needs of health care, improving life standards, as well as building pride and bonds among members: team building seminars, the-matic workshops, forums of youth, entertainment festivals, sports competitions, PNJ family day, a Healthcare Club... PNJ Culture teachs each member of PNJ staff to live responsibly for them-selves, society and community, to be a citizen who respect the law, the values of Humanity – Politeness – Gratitude – Wisdom – Credit must always be promoted.
“What is PNJ’s biggest asset? It’s not money. It is the corporate culture and human.” Ms. Cao Thi Ngoc Dung – PNJ General Director
PNJ is also regarded as a school where people are not treated by materials, or immediate interests, but with respect and love. It is the "PNJ Common House" culture that has created a regulated, pro-fessional, disciplined and mannerly community, which is always ready to sacrifice and dedicate for the company. PNJ Culture has significantly contribute to create the position of PNJ, make competitiveness, help develop a stronger team and attract the talented, connect employees, be a foundation and confidence for the sustainable development of PNJ.
PNJ CULTURAL IDENTITY“COMMON HOME”
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
84 85
USING THE MONEY AT THE RIGHT PLACES TO HELP AS MUCH AS POSSIBLE: With the fund raising from the donation of staff and employees, welfare fund and do-nations from partners .... PNJ Charity Fund has been able to pursue many volunteer and charity programs to help communities in this 10 year journey.Regularly every year, PNJ donates several hundred million dong for the Sponsoring Association for Poor Patients; several hun-dred million dong for scholarships for poor students ... but the biggest contribution is for the poor living in remote areas. Most of the volunteer and charity programs are to visit poor people in remote villages in the Central, Tay Nguyen or Mekong Delta area. In each trip, PNJ has always prepared each single gift to suit the life of people there and handed them, no matter how rough the road is. Only in 2014, total budget for charitable activities of PNJ was 4.5 billion dong, 2015 Tet holiday gifts program par-ticularly occupied 2.5 billion dong, includ-ing more than 3,000 gifts for poor people in Phu Nhuan District ang poor remote areas in Dak Lak, Gia Lai, Da Nang, Quang Nam,
Quang Ngai, An Giang and Kien Giang ...Besides, PNJ Charity Fund is also willing to join hands with the press agencies, unions, associations and local authorities ... to spon-sor gifts and money in emergencies such as hurricanes, floods, natural disasters, build-ing rural roads, building shelters for the poor, supporting fishermen of Truong Sa – Hoang Sa to keep working at sea, funding poor people to start their own business ....After each trip, any participating members fret with things not yet done, and always have new ideas for PNJ Charity Fund to keep helping the community. Since late 2014, besides annual programs, PNJ Char-ity Fund has launched new project named “PNJ Shelters” – a plan to provide housing for the lonely poor with difficult circum-stances nationwide... It is expected that PNJ will build 50 shelters, worth 40 million dong each in the first phase of the project.Ms. Dang Thi Lai, PNJ’s Chief Accountant cum Vice President of PNJ Charity Fund, said: "There are three highlights in the op-eration of PNJ Charity Fund: The first is the heart - from the Board of Management to each employees, all are genuinely eager
to share with difficult people; The second is money; The third is the consensus of the company when conducting each charity pro-gram".
JOURNEYS OF LOVE WITH THE APPEARANCE OF THE LEADERS: In "journeys of love" to bring gifts to remote ar-eas annual Tet holidays, there are always mem-bers of the Board of Directors, especially Ms. Cao Thi Ngoc Dung - General Director. With a casual style and intimacy in the "PNJ uniform", Ms. Dung does not hesitate to do anything together with everyone to help give gifts to country peo-ple as quickly as possible. In occasions like this, she usually skip the "opening statement" for not has anyone waited long, but she always sees the needs of people and defects of the organizing.... to do better next time.The warm heart of Ms. Dung is a shinny exam-ple for all employees and staff who participated in company’s charity trips and it has positively af-fected many partners of the company as well as the business community, attracting them to join hands with PNJ to share with the society.Attending in the charity trip of HCMC University of Medicine and Pharmacy Hospital collaborat-
ing with the PNJ Charity Fund to perform free medial examination and dispense free medi-cation for 500 poor people of Thanh Hoa com-mune, Thuan Chau district, Soc Trang province on 17/8/2014, Ph.D Dr. Vu Thanh Tri - Head of Technical Department of University of Medicine and Pharmacy Hospital, said: "This is the first time University of Medicine and Pharmacy Hos-pital has combined the medical charity with PNJ’s charity trip. Our 10 doctors delegation, including 04 Ph.D, 02 professors, 03 pharmacists ... often or-ganize medical charity trips several times a year, but this time I have to say I am very glad to see the good results in many respects. Poor people there did not only receive necessary gifts, but also had free medical examination and medication, a new bridge and a family also received a new house. The trip is also an opportunity to connect doctor and pharmacist with PNJ’s youngsters. I must say that you (PNJ) have created a good impression on us about the professionalism as well as your kinded hearts for poor people here. ".Those good impressions can not be gained with-out the consensus of PNJ members about the concept “Giving is receiving the happiness and peace for the soul” from the leader of the com-pany …
Established in 2005, after 10 years of opera-tion, PNJ Charity Fund has contributed to the society more than 25 billion dong to work to-gether to improve the lives of poor people, poor patients and facilitate the development of hidden talents. Several billion dong shar-ing with the community each year may be not too much but it has demonstrated the endur-ing commitment of the leaders and PNJ char-ity fund for charity.
10th Anniversary of PNJ Charity Fund – A journey of love2014
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
86 87
PNJ WITH COMMUNITY2014
TYPICAL ACTIVITIESAwarding Vu A Dinh scholarships, PNJ scholarships, Saigon Economic TimesDonating to build shelters for the poor and those who contributed to the countryAccompanying with the “Loving Fishnets for Hoang Sa, Truong Sa’s fisherment” program Donating for the “Fund for the Poor” of HCMC Vietnamese Fatherland Front Committee Accompanying with the funding for handi-craft villages projectDonating for programs which care for vic-tims of Agent OrangeDonating for Spring on Border and Islands programsVisiting and giving Tet holiday gift annually for the poor in the Central, Tay Nguyen and Mekong Delta area
Building bridges for the poor in Ben Tre and Tra Vinh Donating for programs which support the fishermenSupporting for PNJ’s disadvantaged em-ployees Caring for the blind in Phu Nhuan district, disa-bled children at Phu Nhuan Niem tin SchoolDonating for people at disaster areasCapital supporting for coastal area people.Organizing Blood Donating annually, col-laborating with hospitals to give free medi-cal examination for the poor in remote areaPerforming the project “PNJ Shelters” to build houses for the poor
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
88 89
THE COMPANY
Phu NhuanJewelry Joint Stock Company (“the Company”) is a shareholding company incorporatedun-der the Law on Enterprise of Vietnam pursuant to the Business Registration Certificate No. 0300521758 issued by the Department of Planning and Investment of Ho Chi Minh City on 2 January 2004, as amended.
The Company was listed on the Ho Chi Minh City Stock Exchange (“HOSE”) from 23 March 2009 pur-suant to the Decision No. 129/DKNY issued by the General Director of HOSE on 26 December 2008.
The current principal activities of the Company are to trade gold, silver, jewelry and gemstones, and to import and export jewelry in gold, silver and gemstones.
The Company’s head office is located at 170E Phan Dang Luu Street, Phu Nhuan District, Ho Chi Minh City, Vietnam. In addition, the Company also has one hundred and seventy four (174) retail shops lo-cated at various provinces in Vietnam.
BOARD OF DIRECTORS
Members of the Board of Directors during the year and at the date of this report are:
Ms Cao Thi Ngoc Dung Chairwoman MrNguyen Vu Phan Vice Chairman Ms Nguyen Thi Cuc Member Mr Nguyen Tuan Quynh Member Ms Nguyen Thi Bich Ha Member Ms Pham Vu Thanh Giang Member Mr Andy Ho Member appointed 3 March 2014Ms Nguyen Thi Huong Giang Member resigned 3 March 2014
BOARD OF SUPERVISION
Members of the Board of Supervision during the year and at the date of this report are:
Mr Pham Van Tan Head of the Board of SupervisionMs Nguyen Ngoc Hue MemberMr Tran Van Dan Member
SEEING THE QUALITY IN YOU
91
FINANCIAL STATEMENTS2014
FINANCIAL STATEMENTS 2014
MANAGEMENT
Members of the Management during the year and at the date of this report are:
Ms Cao Thi Ngoc Dung General Director Mr Le HuuHanh Deputy General Director Ms Nguyen Thi Cuc Deputy General Director Mr Nguyen Vu Phan Deputy General Director Ms Pham Thi My Hanh Deputy General Director
LEGAL REPRESENTATIVE
The legal representative of the Company during the year and at the date of this report is Ms Cao Thi Ngoc Dung.
AUDITORS
The auditor of the Company is Ernst & Young Vietnam Limited.
Management of Phu NhuanJewelry Joint Stock Company (“the Company”) is pleased to present its report and the consolidated financial statements of the Company and its subsidiaries (“the Group”) for the year ended31 December 2014.
MANAGEMENT’S RESPONSIBILITY IN RESPECT OF THE CONSOLIDATED FINANCIAL STATEMENTS
Management is responsible for the consolidated financial statements of each financial year which give a true and fair view of the consolidatedfinancial position of the Group and of the consolidated results of its operationsand its consolidated cash flows for the year. In preparing those consolidated financial statements, management is required to: Select suitable accounting policies and then apply them consistently; Make judgements and estimates that are reasonable and prudent; State whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the consolidated financial statements; and prepare the consolidated financial statements on the going concern basis unless it is inappro-priate to presume that the Group will continue its business.
Management is responsible for ensuring that proper accounting records are kept which disclose, with reasonable accuracy at any time, the consolidated financial position of the Group and to ensure that the accounting records comply with the applied accounting system. It is also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Management confirmed that it has complied with the above requirements in preparing the accompany-ing consolidated financial statements.
STATEMENT BY MANAGEMENT
Management does hereby state that, in its opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Group as at 31 December 2014and of the consolidated results of its operations and its consolidated cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory requirements relevant to preparation and presentation of consolidated financial statements.
For and on behalf of management:
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
92 93
FINANCIAL STATEMENTS 2014
INDEPENDENT AUDITORS’ REPORT
To: The Shareholdersof Phu NhuanJewelry Joint Stock Company
We have audited the accompanying consolidated financial statements of Phu NhuanJewelry Joint Stock Company and its subsidiaries (“the Group”) as prepared on 31 30 March 2015 and set out on pages 5 to 39which comprise the consolidated balance sheet as at 31 December 2014, and the consolidated income statement and consolidated cash flow statement for the year then ended, and the notes thereto.
Management’s Rresponsibility
Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory requirements relevant to preparation and presentation of consolidated finan-cial statements, and for such internal control as management determines is necessary to enable the preparation and presentation of consolidated financial statements that are free from material misstate-ment, whether due to fraud or error.
Auditors’ RresponsibilityOur responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with Vietnamese Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of express-ing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
OpinionIn our opinion, the consolidated financial statements give a true and fair view, in all material respects, of the consolidated financial position of the Group as at 31 December 2014, and of the consolidated results of its operations and its consolidated cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese Enterprise Accounting System and the statutory require-ments relevant to preparation and presentation of consolidated financial statements
CONSOLIDATED BALANCE SHEET as at 31 December 2014
Ho Chi Minh City, Vietnam 30 March 2015
Code ASSETS Ending balance Beginning balance
100
200
270
A. CURRENT ASSETS
B. NON-CURRENT ASSETS
TOTAL ASSETS
I. Cash and cash equivalents1. Cash 2. Cash equivalents
II. Current accounts receivable1. Trade receivables 2. Advances to suppliers3. Other receivables 4. Provision for doubtful debts
III. Inventories1. Inventories
IV. Other current assets 1. Short-term prepaid expenses2. Value-added tax deductible3. Tax and other receivables from the State4. Other current assets
I. Fixed assets1. Tangible fixed assets Cost Accumulated depreciation 2. Intangible fixed assets Cost Accumulated amortization3. Construction in progress
II. Investment properties1. Cost2. Accumulated depreciation
III. Long-term investments1. Investments in associates2. Other long-term investments3. Provision for long-term invest-ments
IV. Other long-term assets1. Long-term prepaid expenses2. Deferred tax assets
V. Goodwill
1.830.870.956.574
997.801.346.775
2.828.672.303.349
272.305.336.075
71.324.851.689
1.437.415.596.122
49.825.172.688
452.468.356.455
531.864.217.588
13.468.610.732
507.821.745.184
76.020.840.245
1.087.344.363.095
46.405.224.453
474.305.452.792
589.705.137.986
75.703.549.357
14.403.411.252
84.989.266.093
37.706.071.196
265.520.614.214
460.716.988.400
12.547.147.880921.462.852
293.121.956.571
160.479.587.999
81.456.342.588
291.249.678.256
43.282.823.370
1.437.415.596.122
27.279.143.4553.659.558.376
4.653.263.80614.233.207.051
53.915.192.251
290.255.974.492
523.602.408.400
(1.770.390.507)
701.850.324
292.453.176.966
174.533.720.783
80.652.729.586
77.473.939.864
13.701.560.928
290.655.810.463
52.341.746.512
1.087.344.363.095
19.924.285.79712.001.552.590
1.845.657.24612.633.728.820
234.599.264.879
(105.041.026.215)
(10.309.113.400)
(1.872.278.315)
739.090.200
16.213.997.16119.615.577.417(7.787.546.259)
453.906.552.933
(115.722.253.709)
(14.550.000.000)
(1.797.366.503)
9.115.921.546
8.912.739.50223.485.827.790(8.719.473.559)
1.717.592.172.977
1,239,106,817,480
2.956.698.990.457
110
220221
227223
229
241
261260
269
252
250
230
242
262
258259
222
228
140
150
141
151152154
158
130131132135139
111112
5
9
10
11
14
13
24.3
12
6
7
8
Notes
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
94 95
Duong Quang Hai Dang Thi Lai Cao Thi Ngoc DungPreparer Chief Accountant General Director
30 March 2015
FINANCIAL STATEMENTS 2014
OFF BALANCE SHEET ITEM
8.382 58.203
30.0066.409 6.770
ITEM Ending balance Beginning balance
Foreign currencies: United States dollar (“USD”) Gold taels Australian Dollar (“AUD”)
CONSOLIDATED BALANCE SHEET (continued) as at 31 December 2014CONSOLIDATED BALANCE SHEET (continued) as at 31 December 2014
Code RESOURCES Notes Ending balance Beginning balance
300
400
439
440
A. LIABILITIES
B. OWNERS’ EQUITY
C. MINORITY INTERESTS
TOTAL LIABILITIES AND OWNERS’ EQUITY
1.532.149.329.780
1.296.522.973.569
2.828.672.303.349
1.550.680.871.025
1.318.220.581.226
2.956.698.990.457
87.797.538.206
I. Current liabilities 1. Short-term loans 2. Trade payables 3. Advances from customers 4. Statutory obligations 5. Payables to employees 6. Accrued expenses 7. Other payables 8. Bonus and welfare fund
II. Non-current liabilities 1. Other long-term liability 2. Long-term loans
I. Capital 1. Share capital 2. Share premium 3. Treasury shares 4. Investment and development fund 5. Financial reserve fund 6. Undistributed earnings
1.394.564.947.680
137.584.382.100
1.296.522.973.569
1.415.480.783.876
135.200.087.149
1.318.220.581.226
1.131.686.128.041
455.382.100
755.970.350.000
(7.090.000)
66.734.153.783
105.021.650.000
166.070.897.000
202.733.012.786
137.129.000.000
45.893.557.64410.577.252.253
4.188.467.510
140.059.263.813
27.640.951.586
27.252.893.4127.266.433.421
1.163.972.366.976
5.617.050.500
755.970.350.000
(7.090.000)
57.634.153.783
105.021.650.000
126.070.897.000
273.530.620.443
129.583.036.649
48.283.681.6898.483.360.904
3.524.676.090
111.132.232.389
11.299.793.720
31.966.060.79536.818.611.313
310
410
330333334
311
411
312
412
418
313
414
420
315314
417
316319323
15
19
20
16
17
18
VND
Duong Quang Hai Dang Thi Lai Cao Thi Ngoc DungPreparer Chief Accountant General Director
30 March 2015
Code ITEMS Notes Current year Previous year
1. Revenue from sale of goods and rendering of services 2. Deduction3. Net revenue from sale of goods and rendering of services4. Costs of goods sold and services rendered5. Gross profit from sale of goods and rendering of services6. Finance income 7. Finance expenses - In which:Interest expense8. Selling expenses9. General and administrative expenses10. Operating profit 11. Other income 12. Other expenses13. Other profit14. Share of profit (loss)of associates15. Profit before tax 16. Current corporate income tax expense17. Deferred income tax benefit18. Net profit after tax Attributable to: Minority interests Equity holders of the Company19. Basic and diluted earnings per share (VND/share)
9.297.810.872.565(98.592.775.013)
9.199.218.097.552
(8.309.982.541.638)
889.235.555.91418.739.496.430
(79.682.197.799)(90.254.492.225)
(83.525.727.307)(84.970.680.816)
(129.618.733.552)(354.954.031.945)
(113.373.916.451)(262.496.218.357)
333.147.794.622
803.613.002
13.376.498.721
(1.586.537.533)
(79.455.050.132)
242.495.305.974
232.644.910.693
(579.477.436)
5.866.063.304
(2.239.943.652)
(64.190.342.200)
163.171.192.453
2.668.838.792
335.033.708.883
1.082.301.259
255.871.966.695293.307.944
3.208
3.181.797.660
233.007.287.265
941.854.008
169.037.255.757220.310.692
2.239
8.973.965.897.995(59.783.311.660)
8.914.182.586.335
(8.244.494.727.893)
669.687.858.44223.797.867.875
01
0210
11
20
2122
30
45
23
31
50
24
32
51
25
40
52
61
60
62
70
21.1 21.1
21.1
22
21.2
20.4
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
96 97
FINANCIAL STATEMENTS 2014CONSOLIDATEDINCOME STATEMENT for the year ended 31 December 2014 CONSOLIDATED CASH FLOW STATEMENT (continued) for the year ended 31 December 2014
Duong Quang Hai Dang Thi Lai Cao Thi Ngoc DungPreparer Chief Accountant General Director
30 March 2015
01
02030506
0809101112131415
16
20
21222526
27
30
32333436
40
I. CASH FLOWS FROM OPERATING ACTIVITIES Profit before taxAdjustments for: Depreciation and amortization Provisions Profits from investing activities Interest expense
Operating profit before changes in working capital(Increase) decrease in receivablesIncrease in inventoriesIncrease in payablesIncrease in prepaid expensesInterest paidCorporate income tax paidOther cash inflows from operating activitiesOther cash outflows from operating activitiesNet cash flows used in operating activities
II. CASH FLOWS FROM INVESTING ACTIVITIESPurchase and construction of fixed assets Proceeds from disposals of fixed assets Payments for investments in other entitiesProceeds from sale of investments in other entitiesInterest and dividends received
Net cash flows (used in) from invest-ing activities
III. CASH FLOWS FROM FINANC-ING ACTIVITIESIssuance of sharesDrawdown of borrowingsRepayment of borrowingsDividends paid
Net cash flows used in financing activities
335.033.546.883
31.011.683.393468.396.300(16.087.701.495 )79.682.197.799
430.108.122.880 (20.105.968.511)(392.583.571.977)76.335.837.103 (6.200.444.610)(79.682.197.799)(79.187.348.685)-(47.174.283.526)
(118.489.855.125)
(34.530.888.745)642.272.726
-9.149.322.08421.718.529.735
(3,020,764,200)
6.042.963.679.870(5.915.061.935.454)(241.907.534.200)
(114.005.789.784)
233.007.287.265
23.809.470.760967.254.900
(14.205.354.346)83.525.727.307
327.104.385.8861.257.008.085
(296.208.235.977)77.256.168.164
(13.198.313.124)(83.525.727.307)(43.806.298.357)30.001.580.000
(24.326.682.734)
(25.446.115.364)
(56.559.512.129)8.041.831.601
153.763.708.000-
13.884.155.145
119.130.182.617
35.992.000.0004.889.634.614.815
(4.886.547.452.190)(93.597.185.500)
(54.518.022.875)
23
25.2
20.2
Code ITEMS Notes Current year Previous year
VND
50
60
70
Net (decrease) increase in cash and cash equivalentsCash and cash equivalents at begin-ning of yearCash and cash equivalents at end of year
(235.516.409.109)
507.821.745.184
272.305.336.075
39.166.044.378
468.655.700.806
507.821.745.184
VND
Code ITEMS Notes Current year Previous year
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
98 99
FINANCIAL STATEMENTS 2014
1. CORPORATE INFORMATION Phu NhuanJewelry Joint Stock Company (“the Company”) is a shareholding company incorporated un-der the Law on Enterprise of Vietnam pursuant to the Business Registration Certificate No. 0300521758 issued by the Department of Planning and Investment of Ho Chi Minh City on 2 January 2004, as amended.
The Company was listed on the Ho Chi Minh City Stock Exchange (“HOSE”) from 23 March 2009 pur-suant to the Decision No. 129/DKNY issued by the General Director of HOSE on 26 December 2008.
The current principal activities of the Company are to trade gold, silver, jewelry and gemstones, and to import and export jewelry in gold, silver and gemstones.
The Company’s head office is located at 170E Phan Dang Luu Street, Phu Nhuan District, Ho Chi Minh City, Vietnam. In addition, the Company also has one hundred and seventy four(174) retail shops lo-cated in various provinces in Vietnam.
The number of the Group’s employees as at 31 December 2014was 2,494 (31 December 2013: 2,653).
CORPORATE STRUCTUREThe Company’s corporate structure includes two subsidiaries, as follows:
CAO Fashion Company Limited (“CFC”), a one-member limited liability company, was established un-der the Law on Enterprise of Vietnam pursuant to the Business Registration Certificate No. 0309279212 issued by the Department of Planning and Investment of Ho Chi Minh City on 14 August 2009. CFC’s registered head office is located at 170E Phan Dang Luu Street, Phu Nhuan District, Ho Chi Minh City, Vietnam. CFC’s principal activities are to produce and trade fashion products, silver and gold jewelery, and art and craft products, and to import and export art and craft products.
PNJ Laboratory Company Limited (“PLC”), a one-member limited liability company, was established un-der the Law on Enterprise of Vietnam pursuant to the Business Registration Certificate No. 0310521330 issued by the Department of Planning and Investment of Ho Chi Minh City on 16 December 2010. PLC’s registered head office is located at 205 Phan Dang Luu Street, Phu Nhuan District, Ho Chi Minh City, Vietnam. PLC’s principal activities are to provide jewelery inspection and consultancy services. 2. BASIS OF PREPARATION
2.1 ACCOUNTING STANDARDS AND SYSTEM The consolidated financial statements of the Company and its subsidiaries (“the Group”), expressed in Vietnam dong (“VND”), are prepared in accordance with Vietnamese Enterprise Accounting System and Vietnamese Accounting Standardsissued by the Ministry of Finance as per:
Decision No. 149/2001/QD-BTC dated 31 December 2001 on the Issuance and Promulgation of Four Vietnamese Accounting Standards (Series 1); Decision No. 165/2002/QD-BTC dated 31 December 2002 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 2); Decision No. 234/2003/QD-BTC dated 30 December 2003 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 3); Decision No. 12/2005/QD-BTC dated 15 February 2005 on the Issuance and Promulgation of Six Vietnamese Accounting Standards (Series 4); and Decision No. 100/2005/QD-BTC dated 28 December 2005 on the Issuance and Promulgation of Four Vietnamese Accounting Standards (Series 5).
Accordingly, the accompanying consolidated balance sheet, consolidated income statement, consoli-dated cash flow statement and related notes, including their utilisation are not designed for those who are not informed about Vietnam’s accounting principles, procedures and practices and furthermore are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles and practices generally accepted in countries other than Vietnam.
2.2 APPLIED ACCOUNTING DOCUMENTATION SYSTEMThe Group’s applied accounting documentation system is the General Journal system.
2.3 FISCAL YEARThe Group’s fiscal year applicable for the preparation of its consolidated financial statements starts on 1 January and ends on 31 December.
2.4 ACCOUNTING CURRENCYThe consolidated financial statements are prepared in VND which is also the Group’s accounting currency.
2.5 BASIS OF CONSOLIDATIONThe consolidated financial statements comprise the financial statements of the Company and its sub-sidiariesfor the year ended31 December 2014.
Subsidiariesare fully consolidated from the date of acquisition, being the date on which the Group ob-tains control, and continued to be consolidated until the date that such control ceases.
The financial statements of the subsidiaries are prepared for the same reporting year as the parent com-pany, using consistent accounting policies.
All intra-company balances, income and expenses and unrealised gains or losses resulting from intra-company transactions are eliminated in full.
Minority interests represent the portion of profit or loss and net assets not held by the Group and are presented separately in the consolidated income statement and within equity in the consolidated bal-ance sheet, separately from parent shareholders’ equity.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES3.1 CASH AND CASH EQUIVALENTSCash and cash equivalents comprise cash on hand, cash at banks, gold, and short-term, highly liquid investments with an original maturity of less than three months that are readily convertible into known amounts of cash and that are subject to an insignificant risk of change in value.
3.2 RECEIVABLESReceivables are presented in the consolidated financial statements at the carrying amounts due from customers and other debtors, after provision for doubtful debts.
The provision for doubtful debts represents amounts of outstanding receivables at the balance sheet date which are doubtful of being recovered. Increases and decreases to the provision balance are re-corded as general and administrative expense in the consolidated income statement.
3.3 INVENTORIESInventories are stated at the lower of cost incurred in bringing each product to its present location and condition, and net realisable value. Net realisable value represents the estimated selling price in the ordinary course of business less the estimated costs to complete and the estimated costs necessary to make the sale.The perpetual method is used to record inventories, which are valued as follows:Merchandises, consumables, and raw materials - cost of purchase on a weighted average basis.Finished goods and work-in process - cost of direct materials and labour plus attributable manufacturing overheads based on the normal operating capacity on a weighted average basis.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
Provision for obsolete inventories
An inventory provision is created for the estimated loss arising due to the impairment of value (through diminution, damage, obsolescence, etc.) of merchandise goods, raw materials, finished goods, and other inventories owned by the Group, based on appropriate evidence of impairment available at the balance sheet date.
Increases and decreases to the provision balance are recorded into the cost of goods sold account in the consolidated income statement.
3.4 FIXED ASSETSTangible and intangible fixed assets are stated at cost less accumulated depreciation or amortization.The cost of a fixed asset comprises its purchase price and any directly attributable costs of bringing the fixed asset to working condition for its intended use.Expenditures for additions, improvements and renewals are added to the carrying amount of the assets and expenditures for maintenance and repairs are charged to the consolidated income statement as incurred.
When fixed assets are sold or retired, their cost and accumulated depreciation or amortization are removed from the consolidated balance sheet and any gain or loss resulting from their disposal is in-cluded in the consolidated income statement.Land use rights
Land use right is recorded as an intangible fixed asset on the consolidated balance sheet when the Group obtained the land use right certificates. The costs of land use right comprise all directly attribut-able costs of bringing the land lot to the condition available for intended use.
3.5 DEPRECIATION AND AMORTIZATIONDepreciation of tangible fixed assets and amortization of intangible fixed assets are calculated on a straight-line basis over the estimated useful life of each asset as follows:Buildings and structures 5 - 25 yearsMachinery and equipment 3 - 15 yearsMotor vehicles 4 - 10 yearsOffice equipment 3 - 8 yearsComputer software 3 years
The useful life of the fixed assets and depreciation and amortization rates are reviewed periodically to ensure that the method and the period of the depreciation and amortisation are consistent with the expected pattern of economic benefits that will be derived from the use of fixed assets.
3.6 INVESTMENT PROPERTIESInvestment properties are stated at cost including transaction costs less accumulated depreciation.Subsequent expenditure relating to an investment property that has already been recognized is added to the net book value of the investment property when it is probable that future economic benefits, in excess of the originally assessed standard of performance of the existing investment property, will flow to the Group.
Depreciation of investment properties are calculated on a straight-line basis over the estimated useful life of each asset as follows:
Land use rights 10 yearsBuildings 10 years
Investment properties are derecognised when either they have been disposed of or when the invest-ment properties are permanently withdrawn from use and no future economic benefit is expected from
its disposal. The difference between the net disposal proceeds and the carrying amount of the assets is recognised in the consolidated income statement in the year of retirement or disposal.
Transfers are made to investment properties when, and only when, there is a change in use, evidenced by ending of owner-occupation, commencement of an operating lease to another party or ending of construction or development. Transfers are made from investment properties when, and only when, there is change in use, evidenced by commencement of owner-occupation or commencement of de-velopment with a view to sale. The transfer from investment property to owner-occupied property or inventories does not change the cost or the carrying value of the property for subsequent accounting at the date of change in use.
3.7 BORROWING COSTSBorrowing costs consist of interest and other costs that an entity incurs in connection with the borrow-ing of funds and are recorded as expense during the year in which they are incurred. 3.8 PREPAID EXPENSESPrepaid expenses are reported as short-term or long-term prepaid expenses on the consolidated balance sheet and are amortized over the year for which the amounts are paid or the year in which economic benefits are generated in relation to these expenses.
The following types of expenses are recorded as long-term prepaid expenses and are amortised to the consolidated income statement.
Prepaid rental includes land and shop rental prepaid for many years under operating lease contracts and are amortized over the lease term;
Tools and consumables with large value issued in use and can be used for more than one year; andOthers are amortized to the consolidated income statement over 2 to 3 years.
3.9 INVESTMENTS IN ASSOCIATESThe Group’s investment in its associates is accounted for using the equity method of accounting. An associate is an entity in which the Group has significant influence that is neither subsidiaries nor joint ventures. The Group generally deems they have significant influence if they have over 20% of the vot-ing rights.
Under the equity method, the investment is carried in the consolidated balance sheet at cost plus post acquisition changes in the Group’s share of net assets of the associates. Goodwill arising on acquisition of the associate is included in the carrying amount of the investment and is amortized over a 10-year year. The consolidated income statement reflects the share of the post-acquisition results of operation of the associate.
The share of post-acquisition profit (loss) of the associates is presented on face of the consolidated in-come statement and its share of post-acquisition movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. Dividends receivable from associates reduce the carrying amount of the investment. The financial statements of the associates are prepared for the same reporting year and use the same accounting policies as the Group. Where necessary, adjustments are made to bring the accounting poli-cies in line with those of the Group.
3.10 BUSINESS COMBINATIONS AND GOODWILLBusiness combinations are accounted for using the purchase method. The cost of a business combina-tion is measured as the fair value of assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange plus any costs directly attributable to the business combination. Iden-tifiable assets and liabilities and contingent liabilities assumed in a business combination are measured initially at fair values at the date of business combination.
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
After initial recognition, goodwill is measured at cost less accumulated amortisation. Amortisation of goodwill is calculated on a straight-line basis over 10 years during which the source embodying eco-nomic benefits are covered by the Group.
3.11 INVESTMENTS IN SECURITIES AND OTHER INVESTMENTSInvestments in securities and other investments are stated at their acquisition costs.
3.12 PROVISION FOR INVESTMENTSProvision is made for any diminution in value of the investments at the balance sheet date in accord-ance with the guidance under the Circular No. 228/2009/TT-BTC issued by the Ministry of Finance on 7 December 2009 and the Circular No. 89/2013/TT-BTC issued by the Ministry of Finance on 28 June 2013. Increases and decreases to the provision balance are recorded as finance expenses in the con-solidated income statement.
3.13 PAYABLES AND ACCRUALSPayables and accruals are recognised for amounts to be paid in the future for goods and services re-ceived, whether or not billed to the Group.
3.14 FOREIGN CURRENCY TRANSACTIONSTransactions in currencies other than the Group’s reporting currency of VND are recorded at the ex-change rates ruling at the date of the transaction. At the end of the year, monetary assets and liabilities denominated in foreign currencies are translated at buying exchange rate announced by the commer-cial bank where the Group maintains bank accounts ruling at the balance sheet date. All realised and unrealised foreign exchange differences are taken to the consolidated income statement.
3.15 TREASURY SHARESOwn equity instruments which are reacquired (treasury shares) are recognised at cost and deducted from equity. No gain or loss is recognised in profit or loss upon purchase, sale, issue or cancellation of the Group’s own equity instruments.
3.16 APPROPRIATION OF NET PROFITSNet profit after tax is available for appropriation to shareholders after approval in the shareholders’ meeting, and after making appropriation to reserve funds in accordance with the Group’s Charter and Vietnam’s regu-latory requirements.The Group maintains the following reserve funds which are appropriated from the Group’s net profit as pro-posed by the Board of Directors and subject to approval by shareholders at the annual general meeting. Financial reserve fundThis fund is set aside to protect the Group’s normal operations from business risks or losses, or to prepare for unforeseen losses or damages for objective reasons and force majeure, such as fire, economic and financial turmoil of the country or elsewhere. Investment and development fundThis fund is set aside for use in the Group’s expansion of its operation or in-depth investments. Bonus and welfare fundThis fund is set aside for the purpose of pecuniary rewarding and encouraging, common benefits and im-provement of the employees’ benefits and,and presented as a liability on the consolidated balance sheet.
3.17 EARNINGS PER SHAREBasic earnings per share amounts are calculated by dividing net profit after tax for the year attributable to ordinary shareholders of the Company (after adjusting for interest on the convertible preference shares) by the weighted average number of ordinary shares outstanding during the year.Diluted earnings per share amounts are calculated by dividing the net profit after tax attributable to ordinary equity holders of the Company (after adjusting for interest on the convertible preference shares) by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares.
3.18 REVENUE RECOGNITIONRevenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable, excluding trade discount, rebate and sales return. The following specific recognition criteria must also be met before revenue is recognised:Sale of goodsRevenue is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer, usually upon the delivery of the goods.Rendering of servicesRevenue is recognised when the service has been rendered.InterestRevenue is recognised as the interest accrues unless collectability is in doubt.
3.18 REVENUE RECOGNITION(continued)DividendsIncome is recognised when the Group’s entitlement as an investor to receive the dividend is established.
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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3.19 TAXATIONCurrent income tax
Current income tax assets and liabilities for the current and prior yearsare measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted as at the balance sheet date.Current income tax is charged or credited to the consolidated income statement, except when it relates to items recognised directly to equity, in which case the current income tax is also dealt with in equity.Current income tax assets and liabilities are offset when there is a legally enforceable right for the Group to offset current income tax assets against current income tax liabilities and when the Group intends to settle its current income tax assets and liabilities on a net basis.Deferred income tax
Deferred income tax is provided using the liability method on temporary differences at the balance sheet date between the tax base of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax liabilities are recognised for all taxable temporary differences, except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction which at the time of the related transaction affects neither the accounting profit nor taxable profit or loss.Deferred income tax assets are recognised for all deductible temporary differences, carried forward unused tax credit and unused tax losses, to the extent that it is probable that taxable profit will be available against which deductible temporary differences, carried forward unused tax credit and unused tax losses can be uti-lised, except where the deferred income tax asset in respect of deductible temporary difference which arises from the initial recognition of an asset or liability which at the time of the related transaction, affects neither the accounting profit nor taxable profit or loss.The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Previously unrecognised deferred income tax assets are re-assessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred income tax assets to be recovered.Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the liability is settled based on tax rates and tax laws that have been enacted at the balance sheet date.Deferred income tax is charged or credited to the consolidated income statement, except when it relates to items recognised directly to equity, in which case the deferred income tax is also dealt with in the equity account.Deferred income tax assets and liabilities are offset when there is a legally enforceable right for the Group to offset current income tax assets against current income tax liabilities and when they relate to income taxes levied by the same taxation authority on either the same taxable entity or when the Group intends either settle current income tax liabilities and assets on a net basis or to realise the assets and settle the liabilities simultane-ously, in each future year in which significant amounts of deferred income tax liabilities or assets are expected to be settled or recovered.
3.20 FINANCIAL INSTRUMENTSFinancial instruments – initial recognition and presentationFinancial assets
Financial assets within the scope of the Circular No. 210 /2009/TT-BTC dated 6 November 2009 issued by the Ministry of Finance providing guidance for the adoption in Vietnam of the International Financial Reporting Standards on presentation and disclosures of financial instruments (“Circular 210”) are classified, for disclo-sures in the notes to the consolidated financial statements, as financial assets at fair value through profit or loss, held-to-maturity investments, loans and receivables or available-for-sale financial assets as appropriate. The Group determines the classification of its financial assets at initial recognition.All financial assets are recognised initially at cost plus directly attributable transaction costs.The Group’s financial assets include cash, cash equivalents,trade and other receivables.Financial liabilities
Financial liabilities within the scope of Circular 210 are classified, for disclosures in the notes to the con-solidated financial statements, as financial liabilities at fair value through profit or loss or financial liabilities measured at amortised cost as appropriate. The Group determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognised initially at net of directly attributable transaction costs.The Group’s financial liabilities include trade and other payables, and loans.Financial instruments – subsequent re-measurementThere is currently no guidance in Circular 210 in relation to subsequent re-measurement of financial instru-ments. Accordingly, the financial instruments are subsequently re-measured at cost.Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount reported in the consolidated balance sheet if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.
3.21 SEGMENT INFORMATIONA segment is a component determined separately by the Group which is engaged in providing products or related services (business segment), or providing products or services in a particular economic environment (geographical segment), that is subject to risks and returns that are different from those of other segments.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
106 107
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
4. DISPOSAL OF EQUITY INTERESTOn 23 September 2014, the Company disposed allshares in Sai Gon Fuel Joint Stock Company to Ms Tran Thi Thu Phuong and Sai Gon Transport Agency Joint Stock Company in accordance with the Share Transfer Agreements dated 23 September 2014 at the selling price of VND 174,453,518,000. Accord-ingly, the Group incurred a loss of VND 1,667,321,778 from this transaction,and was recognised in the consolidated income statement (Note 23).
5. CASH AND CASH EQUIVALENTS
6. CURRENT ACCOUNTS RECEIVABLE
Details of movements of provision for doubtful debts
Inventories of VND 570,000,000,000 were pledged as collateral for short-term loans obtained from com-mercial banks (Note 15).
8. OTHER CURRENT ASSETS
Ending balance Beginning balance
Cash on handCash at banksCash in transitCash equivalents
29.251.327.4866.653.427.7101.801.316.000234.599.264.879
33.096.471.91518.313.361.4472.505.358.889
453.906.552.933
TOTAL 272.305.336.075 507.821.745.184
VND
Ending balance Beginning balance
Trade receivablesIn which: Due from third parties
Advances to suppliers In which: Due from third parties
Other receivablesIn which: Due from third parties
Provision for doubtful debts
NET
43.282.823.370
43.282.823.370
16.213.997.161
16.213.997.161
19.615.577.417
19.615.577.417
(7.752.218.659)
52.341.746.512
52.341.746.512
8.912.739.502
8.912.739.502
23.485.827.790
23.485.827.790
(8.719.473.559)
71.324.851.689 76.020.840.245
VND
Current year Previous year
At beginning of year Add: Provision during the yearLess: Disposal of a subsidiaryAt end of year
8.719.473.559-(931.927.300)7.787.546.259
7.752.218.659(967.254.900)
8.719.473.559
VND
TOTAL 1.437.415.596.122 1.087.344.363.095
Merchandise goodsFinished goodsWork in processTools and suppliesRaw materialsGoods in transit
1.252.394.534.919129.280.128.30025.709.641.47419.923.350.2339.498.967.373608.973.823
974.547.900.90434.000.318.88323.435.085.32815.249.323.60935.727.945.679
4.383.788.692
7. INVENTORIESVND
Ending balance Beginning balance
TOTAL 14.233.207.051 12.633.728.820
Short-term rental depositsAdvances to employees
13.588.573.996644.633.055
11.685.238.240948.490.580
VND
Ending balance Beginning balance
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
108 109
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
9. TANGIBLE FIXED ASSETS
Buildings and structures
Machinery and equipment
Motor vehicles Office equip-ment
Total
Cost:Beginning balanceAdditionsDecrease due to disposal of a subsidiaryDisposalsEnding balanceIn which: Fully depreciatedAccumulated depreciation:
Beginning balanceDepreciation for the yearDecrease due to disposal of a subsidiaryDisposalsEnding balanceNet carrying amount:Beginning balanceEnding balance
147.284.311.9423.855.569.925(27.516.251.371)(3.065.337.514)
120.558.292.982
101.262.000
(23.962.054.915)(6.265.492.687)
10.862.804.6313.065.337.514 (16.299.405.457)
123.322.257.027 104.258.887.525
13.374.704.7483.578.453.727(1.570.039.031)(4.945.665.483)
10.437.453.961
3.037.674.490
(10.043.223.644)(843.260.685)
537.940.0545.259.110.533 (5.089.433.742)
3.331.481.104 5.348.020.219
111.093.495.28728.312.584.378(17.901.134.848)(4.505.491.463)
116.999.453.354
40.096.488.007
(70.618.706.336)(11.795.555.747)
8.282.131.1733.903.800.612 (70.228.330.298)
40.474.788.951 46.771.123.056
18.503.462.515570.841.192(1.240.563.717)(308.326.073)
17.525.413.917
2.364.791.157
(11.098.268.814)(3.315.942.923)
672.853.956317.501.063 (13.423.856.718)
7.405.193.701 4.101.557.199
290.255.974.492 36.317.449.222
(48.227.988.967)(12.824.820.533)
265.520.614.214
45.600.215.654
(115.722.253.709)(22.220.252.042)
20.355.729.81412.545.749.722
(105.041.026.215)
174.533.720.783 160.479.587.999
Buildings and machineries with the carrying amount of VND 15,234,478,078 were pledged to obtain loans from commercial banks (Note 19).
Land use rights with the carrying amount of VND 69,152,139,738 were pledged to obtain loans from commercial banks (Note 19).
10. INTANGIBLE FIXED ASSETS
Cost:Beginning balanceAdditionsDecrease due to disposal of a subsidiaryEnding balanceAccumulated amortization:Beginning balanceAmortization for the yearDecrease due to disposal of a subsidiaryEnding balance
Net carrying amount:Beginning balanceEnding balance
291.340.705.353-(6.157.436.365)285.183.268.988
(1.029.617.114)(123.262.190)1.152.879.304-
290.311.088.239285.183.268.988
1.112.471.6136.826.215.970-7.938.687.583
(767.749.389)(1.104.528.926)- (1.872.278.315)
344.722.2246.066.409.268
292.453.176.9666.826.215.970
(6.157.436.365)293.121.956.571
(1.797.366.503)(1.227.791.116)1.152.879.304
(1.872.278.315)
290.655.810.463291.249.678.256
Land use rights Computer software Total
Cost:Beginning balanceDecrease from disposal of a subsidiaryReclassifiedEnding balance
Accumulated amortization:Beginning balanceDepreciation for the yearDecrease from disposal of a subsidiaryReclassifiedEnding balance
Net carrying amount:Beginning balanceEnding balance
77.157.702.364
(77.245.002.199)87.299.835-
(1.499.089.869)(360.993.942)
2.183.328.747(323.244.936)-
75.658.612.495
316.237.500
(316.237.500)--
(271.300.638)(492.967.391)
764.268.029--
44.936.862
77.473.939.864
(77.561.239.699)87.299.835
-
(1.770.390.507)(853.961.333)
2.947.596.776(323.244.936)
-
75.703.549.357
Land use right Building Total
11. INVESTEMENT PROPERTIES
VND VND
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
110 111
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
12.1 INVESTMENT IN ASSOCIATE
12.2 OTHER LONG-TERM INVESTMENTS12. LONG-TERM INVESTMENTS
(i) DAB’s shares were pledged to obtain loans from commercial banks (Note 15).
Dong A Land Joint Stock Company (“DAL”) is a shareholding company incorporatedunder the Law on Enterprise of Vietnam pursuant to the Business Registration Certificate No. 4103001739 issued by the Department of Planning and Investment of Ho Chi Minh City on 24 July 2003. DAL’s registered head of-fice is located at 43R/12, Ho Van Hue Street, Ward 9, Phu Nhuan District, Ho Chi Minh City, Vietnam. DAL’s principal activities are to provide design services, project management, construction services, to provide real estate consulting services and real estate agency, and to trade houses and interior products.
Beginning balanceEnding balanceName
Dong A Land Joint Stock Company
Cost of investmentVND
Cost of investmentVND
% of interest
% of interest
81.456.342.588 80.652.729.58630,62 30,62
Beginning balanceEnding balance
Cost of investment in associatesAccumulated lossof the associate
Dividends received
TOTAL
91.866.300.000(8.540.632.787)
(1.869.324.625)
81.456.342.588
91.866.300.000(9.344.245.789)
(1.869.324.625)
80.652.729.586
Beginning balanceEnding balanceName
Dong A Joint StockCommercial Bank (DAB) (i)Saigon M&C Real Estate Joint Stock Company Quehuong Liberty Joint Stock Company Hoang Minh Giam projectGia Dinh Development Investment CorporationPetec Coffee Joint stock CompanyOthers
Number of shares Number of sharesCost of investmentVND
Cost of investmentVND
38.496.250
2.615.215
395.271.613.400
65.380.375.000
42.499.920.000
10.089.500.000
10.000.000.000
296.000.000
65.000.000
38.496.250
2.615.215
916.662
625.000
29.200
395.271.613.400
65.380.375.000
-
-
-
-
65.000.000
TOTAL
NET
Provision for long-term investments
460.716.988.400
450.408.037.000
(10.308.951.400)
523.602.408.400
509.052.408.400
(14.550.000.000)
12.3 PROVISION FOR LONG-TERM INVESTMENTS
Previous yearCurrent year
At beginning of yearAdd: Provision created during the yearLess: Decrease due to disposal of a subsidiary
At end of year
14.550.000.000
-
(4.241.048.600)
10.308.951.400
10.800.000.000
3.750.000.000
-
14.550.000.000
VND
VND
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
112 113
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
13. GOODWILL
Movements in goodwill during the year are as follows:
Cost:
Beginning balance
Decrease from disposal of a subsidiary
Ending balance
Accumulated amortisation:
Beginning balance
Amortisation for the year
Decrease from disposal of a subsidiary
Ending balance
Net carrying amount:
Beginning balance
Ending balance
89.462.385.361
(89.462.385.361)
(4.473.119.268)
(6.709.678.902)
(11.182.798.170)
84.989.266.093
-
-
-
14. LONG-TERM PREPAID EXPENSES
Beginning balanceEnding balance
Office and retail shop renovation costs
Retail shop rentals
Tool and supplies
TOTAL
4.158.587.626
3.198.215.073
5.190.345.181
12.547.147.880
6.831.856.742
3.670.835.189
3.198.868.997
13.701.560.928
15. SHORT-TERM LOANS
Beginning balanceEnding balance
Short-term loans from banks (i)
Short-term loans from individuals (ii)
Current portion of long-term loans (Note 19)
TOTAL
804.324.426.041
317.316.702.000
10.045.000.000
1.131.686.128.041
921.080.789.816
234.315.577.160
8.576.000.000
1.163.972.366.976
HOW TO MAKE PURE GOLD 24K
VND
VND
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
114 115
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
(ii) Details of individual loans with floating rate to finance the Group’s working capital requirements are as follows:
Collateral Interest% p.a.
Maturity dateEnding balanceVND
Banks
Asia Commercial Joint Stock Bank - Main Transaction Office
Vietnam Joint Stock Com-mercial Bank for Industry and Trade - Ho Chi Minh Branch
Joint Stock Company Bank for Foreign Trade of Vietnam – Ho Chi Minh Branch
Southeast Asia Commercial Joint Stock Bank
Petrolimex Group Commer-cial Joint Stock Bank - Ho Chi Minh Branch
Shinhan Bank Vietnam Lim-ited – Ho Chi Minh Branch
CTBC Bank Company Limtied – Ho Chi Minh Branch
Military Commercial Joint Stock Bank – Ho Chi Minh Branch
Vietnam Prosperity Joint Stock Commercial Bank – Ho Chi Minh Brach
Ho Chi Minh City Housing Development Commercial Joint Stock Bank – Ho Chi Minh Branch
From 9 January 2015 to 26 March 2015
From 6 January 2015 to 30 March 2015
From 3 January 2015 to 23 March 2015
From 11 March 2015 to 29 March 2015
From 27 February 2015 to 9 March 2015
From 10 January 2015 to 30
From 10 January 2015 to 30 January 2015
From 25 January 2015 to 28 February 2015
19 February 2015
09 January 2015
208.300.000.000
138.453.326.647
122.893.085.681
90.000.000.000
70,000,000,000
60,000,000,000
63,000,000,000
20,393,013,713
15,385,000,000
15,900,000,000
From 6 to 6.5
From 2.8 to 5.9
From 2.8 to 5.9
6,5
6
From 5 to 5.5
From 5.2 to 5.5
4.7
4.5
5.7
The Group's DAB shares
Inventories
Unsecured
Unsecured
Unsecured
Unsecured
Inventories
Inventories
Inventories
Inventories
804.324.426.041TOTAL
(i) Details of short-term loans with floating rate from commercial banks to finance the Group’s work-ing capital requirements are as follows
16. TRADE PAYABLES
Beginning balance
Beginning balance
Ending balance
Ending balance
Due to third parties Due to a related party
TOTAL
140.059.263.813
-
140.059.263.813
109.627.278.3891.504.954.000
111.132.232.389
17. STATUTORY OBLIGATIONS
Corporate income tax (Note 25.2)Value-added tax
Others
TOTAL
32.257.181.57613.079.594.203556.781.866
45.893.557.644
34.652.596.1987.371.279.9706.259.805.521
48.283.681.689
Collateral Interest% p.a.
Maturity dateEnding balance VNDLender
Individuals 2 July 2015317.316.702.000 From 1 to 5
Unsecured
VND
VND
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
116 117
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
18. OTHER PAYABLES Details of the long-term loans with floating rate from the commercial banks to finance the Group’s working capital requirements are as follows:
19. LONG-TERM LOANS
CollateralInterest% p.a.
Maturity dateEnding balanceVND
Banks
Dong A Commer-cial Joint Stock Bank - Head Office
Asia Commercial Joint Stock Bank - Main Transaction Office
78.128.000.000
59.001.000.000
137.129.000.000TOTAL
29 April 2016
29 April 201631 December 2020
6
6,5
Land use right of land lot located at 577 Nguy-en Kiem, Ward 9, Phu Nhuan District, Ho Chi Minh City; house located at 52A- 52B Nguyen Van TroiStreet, Ward 15, Phu Nhuan District, Ho Chi Minh City and building and structures located at Le Thanh Ton Street , Ben Thanh Ward , District 1, Ho Chi Minh City
Land use right of landlot located at 16-18 Thu Khoa Huan street, District 1, Ho Chi Minh CityLand use right of land lot located at 2 Duong Quang Ham street, Binh Thanh District, Ho Chi Minh City
VND
Trade union feesSocial and health insuranceOthers
TOTAL
4.912.336.783
- 22.340.556.629
27.252.893.412
577.634.0925.824.124.515
25.564.302.188
31.966.060.795
VND
Beginning balanceEnding balance
Loans from banks
In which:Current portion (Note 15)Non-current portion
147.174.000.000 138.159.036.649
10.045.000.000137.129.000.000
8.576.000.000129.583.036.649
VND
Beginning balanceEnding balance
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
118 119
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
20. OWNERS’ EQUITY
20.1 MOVEMENTS IN OWNERS’ EQUITY
20.2 CAPITAL TRANSACTIONS WITH OWNERS AND DISTRIBUTION OF DIVIDENDS
20.3 SHARES – ORDINARY SHARES
20.4 EARNINGS PER SHARE
Beginning balanceNumber of shares
Ending balanceNumber of shares
Shares authorised to be issuedShares issued and fully paidOrdinary sharesTreasury sharesOrdinary sharesShares in circulationOrdinary shares
75.597.035
75.597.035
(709)
75.596.326
75.597.035
75.597.035
(709)
75.596.326
The following table shows the income and share data used in the basic and diluted earnings per share calculations:
There have been no dilutive potential ordinary shares during the year and up to the date of these consolidated financial statements.
Shar
e ca
pita
lSh
are
prem
ium
Trea
sury
sha
res
Inve
stmen
t and
de
velo
pmen
t fun
dFi
nanc
ial
rese
rve
fund
Und
istri
bute
d ea
rnin
gsTo
tal
Prev
ious
yea
rBe
ginn
ing
bala
nce
Capi
tal i
ncre
ase
Net
pro
fit fo
r th
e ye
arD
ivid
ends
pai
dPr
ofit
appr
opria
tion
Tran
sfer t
o bo
nus a
nd
wel
fare
fund
Cur
rent
yea
rBe
ginn
ing
bala
nce
Net
pro
fit fo
r th
e ye
arD
ivid
ends
paid
Prof
it ap
prop
riatio
nTr
ansfe
r to
bonu
s and
w
elfa
re fu
nd
Endi
ng b
alan
ce
Endi
ng b
alan
ce
719.
978.
350.
000
35.9
92.0
00.0
00-
-
-
-
755.
970.
350.
000
- - - -
1
05.0
21.6
50.0
00
- -
-
-
-
1
05.0
21.6
50.0
00- - - -
(7
.090
.000
)- -
-
-
-
(7
.090
.000
)- - - -
96
.070
.897
.000
- -
-
30.0
00.0
00.0
00
-
12
6.07
0.89
7.00
0- - 40
.000
.000
.000
-
46.3
76.7
32.7
83
- -
-
11.2
57.4
21.0
00
-
57.6
34.1
53.7
83- - 9.
100.
000.
000
-
27
4.29
8.47
6.49
0 - 16
3.17
1.19
2.45
3
(93.
597.
185.
500)
(41.
257.
421.
000)
(29.
084.
442.
000)
27
3.53
0.62
0.44
3
242.
495.
467.
974
(241
.907
.534
.200
)(4
9.10
0.00
0.00
0)
(22.
285.
541.
431)
1.24
1.73
9.01
6.27
3 35
.992
.000
.000
163.
171.
192.
453
(93.
597.
185.
500) -
(29.
084.
442.
000)
1.31
8.22
0.58
1.22
6
242.
495.
467.
974
(241
.907
.534
.200
) -
(22.
285.
541.
431)
105.
021.
650.
000
105.
021.
650.
000
755.
970.
350.
000
755.
970.
350.
000
126.
070.
897.
000
166.
070.
897.
000
273.
530.
620.
443
202.
733.
012.
786
(7.0
90.0
00)
(7.0
90.0
00)
57.6
34.1
53.7
83
66.7
34.1
53.7
83
1.31
8.22
0.58
1.22
6
1.29
6.52
2.97
3.56
9
VND
Previous yearCurrent year
Contributed share capital Beginning balanceIncreasein year
Ending balance
Dividends paidDividends declared
755.970.350.000 755.970.350.000
755.970.350.000
-
241.907.534.200241.907.534.200
719.978.350.00035.992.000.000
93.597.185.50093.597.185.500
VND
Net profit attributable to ordinary equity holders of the Company Weighted average number of ordinary shares during the year for basic earnings per share
Basic and diluted earnings per share
242.495.467.974
75.596.326
163.171.192.453
72.877.150
3.208 2.239
VND
Previous yearCurrent year
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
120 121
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
21. REVENUE
23. FINANCE EXPENSES
24. PRODUCTION AND OPERATING COSTS
22. COSTS OF GOODS SOLD AND SERVICES RENDERED21.1 REVENUE FROM SALE OF GOODS AND RENDERING OF SERVICES
21.2 FINANCE INCOME
Interest incomeDividends earnedForeign exchange gainsOthers
9.907.458.9358.422.164.000409.104.517768.978
8.910.778.8954.973.376.2509.913.712.730
TOTAL 18.739.496.430 23.797.867.875
VND
Of which: Sale of gold, silver and jewelry Sale of oil, gasoline Rendering of services Sale of accessories Sale of investment properties
Gross revenue Of which: Sale of gold, silver and jewelry Sale of oil, gasoline Rendering of services Sale of accessories Sale of investment propertiesLess:Sales returnValue-added tax applying direct method
9.297.810.872.565
7.293.513.471.782 1.968.961.904.42720.613.001.35114.722.495.005-(98.592.775.013)(16.390.474.227)(82.202.300.786)
7.195.380.287.6781.968.502.313.51820.613.001.35114.722.495.005-
8.973.965.897.995
7.611.715.510.1901.313.994.762.889
29.913.547.65110.455.218.3917.886.858.874
(59.783.311.660)(11.963.078.881)(47.820.232.779)
7.551.932.198.5301.313.994.762.889
29.913.547.65110.455.218.3917.886.858.874
Net revenue 9.199.218.097.552 8.914.182.586.335
VND
Previous yearCurrent year
Previous yearCurrent year
VND
Cost of gold, silver and gemstoneCost of oil, gasolineCost of accessories Cost of rendering of servicesCost of investment properties
TOTAL 8.309.982.541.638 8.244.494.727.893
6.406.635.018.7551.889.614.030.75510.339.492.4583.393.999.670-
6.949.345.429.4581.276.501.528.129
8.316.439.9993.241.020.8997.090.309.408
Previous yearCurrent year
Interest expenseLoss from disposal of its investmentLoss from disposal a subsidiaryRealised foreign exchange losses(Reversal provision) provision for investmentsOthers
TOTAL 90.254.492.225 84.970.680.816
79,682,197,7996,772,956,0001,667,321,778964,406,647(490,724,600)1,658,496,601
83,525,727,307--
530,688,195914,265,314
-
VND
Previous yearCurrent year
Raw materials Labour costsDepreciation and amortization Expenses for external servicesOthers
TOTAL 8.694.131.696.950 7.196.500.417.733
8.318.149.954.817196.647.826.74131.011.683.393140.630.305.5957.691.926.404
6.872.839.994.572206.253.924.34723.809.470.76060.407.074.54533.189.953.509
VND
Previous yearCurrent year
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
122 123
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
25.2 CURRENT CIT
25.3 DEFERRED CIT
The current tax payable is based on taxable profit for the current year. The taxable profit of the Group for the year differs from the profit as reported in the consolidated income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are not taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted at balance sheet date.
The following are the deferred tax assets and liabilities recognized by the Group, and the movements thereon, during the current and prior reporting year
A reconciliation between the profit before tax and taxable profit is presented below:25. CORPORATE INCOME TAX
25.1 CIT EXPENSE
The Group has the obligation to pay corporate income tax ("CIT") at the rate of 22% of taxable profits.
The tax returns filed by the Group are subject to examination by the tax authorities. As the application of tax laws and regulations is susceptible to varying interpretations, the amounts reported in the consoli-dated financial statements could change at a later date upon final determination by the tax authorities.
Current CIT expenseAdjustment for under accrual of tax from prior years
TOTAL 79.455.050.132 64.190.342.200
79.455.050.132
-
63.397.865.936792.476.264
Profit before taxAdjustments: Disposal of a subsidiary Amortised goodwill Non-deductible expenses Change in accrued expenses (Reversal of provision)provision for investments Unrealised foreign exchange losses Dividends earned Share of losses (profits) of associates
Estimated current CITIncrease from acquisition of a subsidiaryDecrease due to disposal of a subsidiaryAdjustment for under accrual of CIT from prior yearsCIT payable at beginning of yearCIT paid during the year
Estimated current taxable profit
CIT payable at end of year
361.722.019.813
32.257.181.575
253.591.463.743
34.652.596.198
335.033.708.883
37.536.997.2556.709.678.9023.992.383.321 998.238.764
(13.323.210.310)-(8.422.164.000)(803.613.002)
79.455.050.132-(2.648.752.294)-34.638.232.422(79.187.348.685)
233.007.287.265
-4.473.119.2683.850.640.1251.142.984.543
15.390.245.680121.085.676
(4.973.376.250)579.477.436
63.397.865.9362.065.090.141
792.476.26412.203.462.214
(43.806.298.357)
VND
Previous yearCurrent year
VND
Previous yearCurrent year
Consolidated income statementConsolidated balance sheet
Accrued expenses 293.307.944701.850.324921.462.852 220.310.692
Beginning balance
Ending balance Previous yearCurrent year
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
124 125
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
27. OPERATING LEASE COMMITMENTS
28. SEGMENT INFORMATION
The
follo
win
g ta
bles
pre
sent
reve
nue
and
prof
it an
d ce
rtain
ass
ets
and
liabi
litie
s in
form
atio
n re
gard
ing
the
Gro
up’s
bus
ines
s se
gmen
t.
The primary segment reporting format is determined to be business segments as the Group’s risks and rates of return are affected predominantly by differences in the products and services produced. The operating businesses are organized and managed consolidated according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.
The Group is principally engaged in trading gold, silver, jewelry, accessories and gemstone; provision of jewelry inspection service, investment property, oil, and gasoline.
Transfer prices between business segments are set on an arm’s length basis in a manner similar to transactions with third parties. Segment revenue, segment expense and segment results include transfers between business segments. Those transfers are eliminated in preparation of consolidated financial statements.
The Group operates in one geographical segment which is Vietnam.
Significant transactions with related parties during the year were as follows:
26. TRANSACTIONS WITH RELATED PARTIES
Remuneration to members of the Board of Directors, the Board of Supervision and Management:
The Group leases shopsand outlets under operating lease arrangements.The minimum lease commitment as at 31 December 2014 under the operating lease agreement is as follows:
AmountNature of transactionRelationship
Dong A Joint Stock Com-mercial Bank
Dong A Land Joint Stock Company
Related party
Associate
Dividends received
Services rendered
7,699,250,000
5,313,662,665
Related parties
VND
Beginning balanceEnding balance
Within 1 yearFrom 1 to 5 yearsOver 5 years
TOTAL
14.095.891.82934.668.159.28036.271.432.000
85.035.483.109
17.480.110.34432.573.796.1646.356.902.800
56.410.809.308
VND
Previous yearCurrent year
Salaries and bonus 8.445.600.000 7.352.559.205
VND
For t
he y
ear e
nded
31
Dec
embe
r 201
4:
Resu
lts
Gol
d, s
ilver
an
d ge
mst
one
Acc
esso
ries
Oil,
gas
olin
e Je
wel
lery
insp
ectio
nser
vice
sO
ther
sEl
imin
atio
nTo
tal
Reve
nue
Sale
to e
xter
nal
cust
omer
sSa
le d
educ
tion
Ass
ets
and
liabi
litie
sSe
gmen
t ass
ets
Una
lloca
ted
asse
ts
Segm
ent l
iabi
litie
sU
nallo
cate
d lia
bilit
ies
Segm
ent g
ross
pro
fitU
nallo
cate
d ex
pens
esFi
nanc
e in
com
eFi
nanc
e ex
pens
esO
ther
pro
fitN
et p
rofit
bef
ore
CIT
CIT
exp
ense
Tota
l rev
enue
Net
pro
fit fo
r the
yea
r
Tota
l ass
ets
Tota
l lia
bilit
ies
7.31
1.45
5.71
9.88
8
(97.
976.
926.
104)
789.
143.
533.
924.
383.
002.
547
78.8
88.2
82.7
63
8.48
3.30
2.58
88.
735.
699.
093
(215
.499
.997
889.
418.
320.
914
(484
.755
.530
.497
)18
.739
.496
.430
(90.
254.
654.
225)
1.88
5.91
4.26
1 33
5.03
3.54
6.88
3(7
9.16
1.74
2.18
8)
14.7
22.4
95.0
0
-
1.96
8.96
1.90
4.42
7
(459
.590
.909
)
5.45
0.12
4.84
0
-
2.82
2.66
5.94
9.34
9
1.51
8.19
5.85
6.41
9
20.5
57.6
49.0
55
- 18.5
53.5
82.1
57
1.62
5.01
8.41
6
55.3
52.2
96
- 52.1
50.6
19.9
87
-
(6.0
58.7
69.8
41)
- (21.
996.
805.
575)
(22.
060.
674.
626)
9.30
9.69
4.35
0.83
0
(98.
436.
517.
013)
2.82
4.67
2.85
0.77
13.
999.
452.
578
1.49
7.76
0.20
0.20
934
.519
.326
.833
14.7
22.4
95.0
05
7.21
3.47
8.79
3.78
420
.557
.649
.055
(6
.058
.769
.841
)1.
968.
502.
313.
518
55.3
52.2
969.
211.
257.
833.
817
255.
871.
804.
695
2.82
8.67
2.30
3.34
9
1.53
2.27
9.52
7.04
2
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
126 127
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
The Group’s principal financial liabilities comprise loans, trade and other payables. The main purpose of these financial liabilities is to finance the Group’s operations. The Group has trade and other receivables, cash, cash equivalents and short-term deposits that arise directly from its operations. The Group does not hold or issue any derivative financial instruments.
The Group is exposed to market risk, credit risk and liquidity risk.
Management reviews and agrees policies for managing each of these risks which are summarized below.
MARKET RISKMarket risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise four types of risk: interest rate risk, currency risk, commodity price risk and other price risk, such as equity price risk. Financial instruments affected by market risk include loans, depositsand available-for-sale investments.The sensitivity analyses in the following sections relate to the position as at 31 December 2014and 31De-cember2013.Interest rate riskInterest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate be-cause of changes in market interest rates. The Group’s exposure to market risk for changes in interest rate relates primarily to the Group’s loans, deposits with floating interest rates.The Group manages its interest rate risk by keeping close watch on relevant market situation, in order to con-template and adapt its leverage level as well as financing strategies to the prevailing situation.Interest rate sensitivity
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that por-tion of loans.With all other variables held constant, the Company’s profit before tax is affected through the impact on float-ing rate borrowings as follows:
29. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
Effect on profit before tax
Increase/decrease in basis points
Current yearVNDVND
Previous yearVNDVND
+200-200
+200-200
(2.742.580.000)2.742.580.000
(2.591.660.733)2.591.660.733
For t
he y
ear e
nded
31
Dec
embe
r 201
3:
Resu
lts
Gol
d, s
ilver
an
d ge
mst
one
Acc
esso
ries
Gas
olin
e Je
wel
lery
insp
ectio
n se
rvic
esIn
vest
men
t pr
oper
tyEl
imin
atio
nTo
tal
Reve
nue
Sale
to e
xter
nal
cust
omer
sSa
le d
educ
tion
Tota
l rev
enue
Ass
ets
and
liabi
litie
sSe
gmen
t ass
ets
Una
lloca
ted
asse
ts
Tota
l ass
ets
Segm
ent l
iabi
litie
sU
nallo
cate
d lia
bilit
ies
Segm
ent g
ross
pro
fitU
nallo
cate
d ex
pens
esFi
nanc
e in
com
eFi
nanc
e ex
pens
esO
ther
pro
fitN
et p
rofit
bef
ore
CIT
CIT
exp
ense
Tota
l rev
enue
Net
pro
fit fo
r the
yea
r
Tota
l ass
ets
Tota
l lia
bilit
ies
7.62
6.10
9.94
4.17
3
(59.
783.
311.
660)
603.
143.
791.
798
2.13
8.77
8.39
2 46
.739
.954
.463
17
.425
.807
.049
79
6.54
9.46
6 (5
57.0
22.7
26)
669.
687.
858.
442
(375
.870
.134
.808
)
23.7
97.8
67.8
75
(84.
970.
680.
816)
362.
376.
572
233.
007.
287.
265
(63.
970.
031.
508)
10.4
55.2
18.3
91
-
1.32
3.24
1.48
2.59
2
6.73
3.24
6.38
7
--
2.57
1.73
7.40
0.70
9
1.22
7.64
1.31
2.75
3
20.6
66.8
27.9
48
- 13.8
03.1
86.6
2539
3.86
7.10
3.74
2
270.
352.
381.
181
1.81
6.12
0.54
6
7.88
6.85
8.87
4
- 52.1
50.6
19.9
87
(14.
394.
433.
983)
- (85.
595.
995.
411)
(17.
913.
615.
563)
8.97
3.96
5.89
7.99
5
(59.
783.
311.
660)
2.95
2.69
5.56
2.03
94.
003.
428.
418
1.48
1.89
6.19
8.91
768
.784
.672
.108
10.4
55.2
18.3
91
7.56
6.32
6.63
2.51
3 2
0.66
6.82
7.94
8 (1
4.39
4.43
3.98
3)1.
323.
241.
482.
592
7.88
6.85
8.87
4 8.
914.
182.
586.
335
169.
037.
255.
757
2.95
6.69
8.99
0.45
7
1.55
0.68
0.87
1.02
5VND
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
128 129
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
MARKET RISK
Foreign currency riskForeign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign ex-change rates relates primarily to the Group’s operating activities.The Group does not employ any derivative financial instruments to hedge its foreign currency exposure.No analysis on foreign currency sensitivity was performed for the year ended 31 December 2014 since the Group’s exposure to foreign currency changes for all other currencies is not material.
Equity price risk The Group’s listed and unlisted equity securities are susceptible to market price risk arising from uncertainty about future values of the investment securities. The Group manages equity price risk by placing a limit on equity investments. The Board of Directors reviews and approves all equity investment decisions. As at 31 December 2014, the exposure to listed and unlisted equity securities at fair value was VND450,342,875,000 460,651,988,400 (31 December 2013: VND 503,151,908,400513,447,908,400). A decrease of 10% in the value of the listed and unlisted securities could have an impact of approximately VND 45,034,287,50046,065,198,840(31 December 2013: VND 50,315,190,84051,344,790,840) on the Group’s profit before tax, depending on whether or not the decline is significant or prolonged. An increase of 10% in the value of the listed and unlisted securities would increase Group’s profit before tax by VND 45,034,287,500 46,065,198,840(31 December 2013: VND 50,315,190,84051,344,790,840).
Commodity price riskThe Group exposes to commodity price risk in relation to purchase of certain commodities. The Group man-ages its commodity prices risk by keeping close watch on relevant information and situation of commodity market in order to properly manage timing of purchases, production plans and inventories level. The Group does not employ any derivative financial instruments to hedge its commodity price risk.
Credit riskCredit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities, including deposits with banks.Trade receivablesCustomer credit risk is managed by the Group based on its established policy, procedures and control. The Group’s exposure to credit risk in relation with receivables is mainly influenced by the individual characteris-tics of each customer. The Group mostly has cash sale which are not exposured to the credit risk.
Bank depositsThe Group's bank balances are mainly maintained with well-known banks in Vietnam. Credit risk from balances with banks is managed in accordance with the Group’s policy. The Group’s maximum exposure to credit risk for the components of the consolidated balance sheet at each reporting dates are the carrying amounts as illustrated in Note 4. The Group evaluates the concentration of credit risk in respect to bank de-posit as low.
Liquidity risk
The liquidity risk is the risk that the Group will encounter difficulty in meeting financial obligation due to shortage of funds. The Group’s exposure to liquidity risk arises primarily from mismatches of maturities of financial assets and liabilities.
The Group monitors its liquidity risk by maintaining a level of cash, cash equivalents and bank loans deemed adequate by management to finance the Group’s operations and to mitigate the effects of fluctuations in cash flows.
The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments:
TotalFrom 2 to 5 yearsLess than 1 year
Ending balanceLoans Trade payablesOther payables, and accrued expenses
Beginning balanceLoans Trade payablesOther payables, and accrued expenses
TOTAL
TOTAL
1.131.686.128.041140.059.263.813
31.441.360.922
1.163.972.366.976111.132.232.389
35.490.736.885
1.303.186.752.776
1.310.595.336.250
137.129.000.000
129.583.036.649
1.440.315.752.776
1.440.178.372.899
137.129.000.000-
-
129.583.036.649-
-
1.268.815.128.041140.059.263.813
31.441.360.922
1.293.555.403.625111.132.232.389
35.490.736.885
COLLATERALThe Group has pledged its inventories, fixed assets and DAB’s shares in order to fulfil the collateral require-ments for loans obtained from commercial banks (Notes 15 and 19).The Group did not hold any collateral at 31 December 2014and 31 December 2013.
VND
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
130 131
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
30. FINANCIAL ASSETS AND FINANCIAL LIABILITIES
Car
ryin
g am
ount
Fina
ncia
l lia
bilit
ies
Loan
s Tr
ade
paya
bles
Paya
bles
to re
late
d pa
rties
Oth
er p
ayab
les,
and
accr
ued
expe
nse
TOTA
L
1.26
8.81
5.12
8.04
114
0.05
9.26
3.81
3- 31
.441
.360
.922
1.44
0.31
5.75
2.77
6
1.26
8.81
5.12
8.04
114
0.05
9.26
3.81
3- 31
.441
.360
.922
1.44
0.31
5.75
2.77
6
1.29
3.55
5.40
3.62
510
6.64
9.18
6.38
94.
483.
046.
000
35.4
90.7
36.8
85
1.44
0.17
8.37
2.89
9
1.29
3.55
5.40
3.62
510
6.64
9.18
6.38
94.
483.
046.
000
35.4
90.7
36.8
85
1.44
0.17
8.37
2.89
9
Set o
ut b
elow
is a
com
paris
on b
y cl
ass o
f the
car
ryin
g am
ount
s and
fair
valu
e of
the
Gro
up’s
finan
cial
instr
umen
ts th
at a
re c
arrie
d in
the
cons
olid
ated
fina
n-ci
al st
atem
ents.
Car
ryin
g am
ount
Endi
ng b
alan
ceEn
ding
bal
ance
Cos
tC
ost
Prov
ision
Prov
ision
Begi
nnin
g ba
lanc
eBe
ginn
ing
bala
nce
Fair
valu
e
Fina
ncia
l ass
ets
Oth
er l
ong-
term
inv
est-
men
tsTr
ade
rece
ivab
les
Oth
er re
ceiv
able
sCa
sh a
nd c
ash
equi
va-
lent
s TOTA
L
460.
716.
988.
400
43.2
82.8
23.3
70
19.6
15.5
77.4
17
272.
305.
336.
075
795.
920.
725.
262
523.
602.
408.
400
52.3
41.7
46.5
1223
.485
.827
.790
507.
821.
745.
184
1.10
7.25
1.72
7.88
6
450.
408.
037.
000
43.2
82.8
23.3
7011
.828
.031
.158
272.
305.
336.
075
777.
824.
227.
603
(10.
308.
951.
400)
- (7.7
87.5
46.2
59)
- (18.
096.
497.
659)
(14.
550.
000.
000)
- (8.7
19.4
73.5
59)
- (23.
269.
473.
559)
509.
052.
408.
400
52.3
41.7
46.5
12
14.7
66.3
54.2
31
507.
821.
745.
184
1.08
3.98
2.25
4.32
7
VND
VND
Endi
ng b
alan
ceEn
ding
bal
ance
Begi
nnin
g ba
lanc
eBe
ginn
ing
bala
nce
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
132 133
PNJ DISTRIBUTION NETWORK
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (continued) as at and for the year ended 31 December 2014
FINANCIAL STATEMENTS 2014
The fair values of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.
The fair values of the financial assets and liabilities had not yet been formally assessed and determined as at 31 December 2014 and 31 December 2013. However, management assessed that the fair values of these financial assets and liabilities were not materially different from their carrying value as at balance sheet date.
There have been no significant events occurring after the balance sheet date which would require adjustments or disclosures to be made in the consolidated financial statements.
31. EVENTS AFTER THE BALANCE SHEET DATE
Duong Quang Hai Dang Thi Lai Cao Thi Ngoc DungPreparer Chief Accountant General Director
30 March 2015
HO CHI MINH CITYDISTRICT 1: PNJ JEWELRY CENTER, 174 Le Thanh TonVincom Dong Khoi (Level 1)Parkson Saigon Tourist, 35Bis - 45 Le Thanh TonPNJ JEWELRY CENTER, 292 Hai Ba TrungPNJSilver Store, 21 Tran Quang KhaiNowzone, Ground Floor, 235 Nguyen Van CuCo.opmart Cong Quynh, 189C Cong Quynh PHU NHUAN DISTRICT: PNJ JEWELRY CENTER, 52A - 52B Nguyen Van TroiPNJ JEWELRY CENTER, 159 Phan Dang LuuPNJSilver Store, 338 Phan Dinh PhungCo.opmart Nguyen Kiem, 571 Nguyen KiemBig C Hoang Van Thu, 202B Hoang Van Thu Co.opmart Rach Mieu DISTRICT 2: Parkson Cantavil, Hanoi Highway, An Phu Ward DISTRICT 3: PNJ JEWELRY CENTER, 666 Nguyen Dinh ChieuPNJSilver Store, 305 Nguyen Dinh ChieuPNJ JEWELRY CENTER, 132 Cach Mang Thang TamCo.opmart Nguyen Dinh Chieu, 168 Nguyen Dinh Chieu DISTRICT 5: PNJ JEWELRY CENTER, 7 An Duong VuongParkson Hung Vuong, 126 Hung Vuong DISTRICT 6: PNJ JEWELRY CENTER, 255A - 255B Hau Giang DISTRICT 7: Lotte Mart, 469 Nguyen Huu Tho DISTRICT 8: Coopmart Tuy Ly Vuong, 40-54, Tuy Ly VuongDISTRICT 9: Coopmart Hanoi Highway, 191 Quang Trung DISTRICT 10: Maximark 3/2, 3-3C, 3rd of February streetCoopmart Ly Thuong Kiet, 497 Hoa HaoPNJSilver Store, 127 - 3rd of February streetPNJSilver Store, 477 Nguyen Tri PhuongBig C Mien Dong, 268 To Hien ThanhDISTRICT 11: PNJ JEWELRY CENTER, 71 Ong Ich KhiemPNJSilver Store, 140 Ong Ich KhiemParkson Flemington, 184 Le Dai HanhCo.opmart Phu Tho, Phu Tho - Lu Gia ApartmentsDISTRICT 12: Coopmart Nguyen Anh Thu, 167/2, Nguyen Anh ThuTAN BINH DISTRICT: PNJ JEWELRY CENTER, 300 Hoang Van ThuPNJ JEWELRY CENTER, 510 Ly Thuong KietPNJ JEWELRY CENTER, 230B Le Van SyPNJSilver Store, 139 Cach Mang Thang TamPNJSilver Store, 459 Truong ChinhParkson C & T Tan Son Nhat, 60A Truong SonMaximark Cong Hoa, 15-17 Cong HoaTan Son Nhat International Airport, International TerminalTAN PHU DISTRICT: PNJ JEWELRY CENTER, 237 Nguyen SonBigC Phu Thanh, 53 Nguyen Son BigC Pandora, 1/1 Truong ChinhAEON shopping center, 30 Bo Bao Tan Thang GO VAP DISTRICT: PNJ JEWELRY CENTER, 362A Nguyen Van NghiPNJ JEWELRY CENTER, 21/3 Quang TrungPNJ JEWELRY CENTER, 403 Thong NhatBig C Go Vap,Co.opmart Phan Van Tri, 543/1 Phan Van Tri Co.opmart Quang Trung, 304 Quang Trung BINH THANH DISTRICT: PNJ JEWELRY CENTER, 127A Dinh Tien HoangPNJ JEWELRY CENTER, 60 Xo Viet Nghe TinhPNJSilver Store, 76 No Trang LongPNJSilver Store, 131 Hoang Hoa ThamPNJSilver Store, 201 Xo Viet Nghe TinhPNJSilver Store, 732 Xo Viet Nghe TinhBINH TAN DISTRICT: Big C An Lac, 1231 National Highway 1ACoopmart Binh Tan, 158 No.19 Street, Binh Tri Dong B THU DUC DISTRICT: PNJ JEWELRY CENTER, 141 Vo Van NganCoopXtra, National Highway 1A, Linh Trung WardVincom Thu Duc, 216 Vo Van Ngan HOC MON DISTRICT: PNJ JEWELRY CENTER, 143/6 Nguyen Anh ThuCU CHI DISTRICT: Coopmart Cu Chi, 357 Highway 22
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
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PNJ DISTRIBUTION NETWORKDISTRIBUTION SYSTEM MAP OF PNJ
HA NOI AND NORTHERN REGIONHAI BA TRUNG DISTRICT: PNJ JEWELRY CENTER, 6A Tran Nhan Tong;Vincom, 191 Ba TrieuPNJSilver Store, 548 Bach MaiPNJSilver Store, 26 Tran Dai Nghia CAU GIAY DISTRICT: PNJ JEWELRY CENTER, 334 Cau GiayPNJSilver Store, 256 Cau GiayBig C in Hanoi, 222 Tran Duy Hung DONG DA DISTRICT:PNJ JEWELRY CENTER, 129 Chua BocPNJSilver Store, 136 Ton Duc ThangPNJSilver Store, 5B10 Pham Ngoc ThachBA DINH DISTRICT:PNJSilver Store, 30 Doi CanPNJSilver Store, 263 Kim MaHA DONG DISTRICT:Coopmart Ha DongPNJSilver Store, 87A Quang Trung DISTRICT LONG BIEN :PNJSilver Store, 345 Ngoc LamBig C Savico, 7-9 Nguyen Van LinhPNJSilver Store, 383 Ngo Gia TuTHANH XUAN DISTRICT: Vincom Royal, 172 Nguyen TraiHAI PHONG: 18A Lach Tray, Hai PhongParkson - Thuy Duong PlazaBigC Hai Phong, Floor 1, Le Hong Phong VINH CITY: BigC Vinh, 2 Quang Trung VINH PHUC: PNJSilver Store, 80A Le XoayNAM DINH: BigC Nam Dinh THANH HOA: BigC Thanh Hoa QUANG NINH: Vincom Ha Long HAI DUONG: Big C shopping centerHA TINH: Co.op Mart Ha Tinh
CENTRAL REGION HUE: PNJ JEWELRY CENTER, 10 Hung VuongCo.opmart Hue, 06 Tran Hung Dao, Phu Hoa WardBig C Hue, 181 Ba TrieuPNJSilver Store, 10 Hung VuongDANANG: PNJ JEWELRY CENTER, 70-72 Tran PhuPNJ JEWELRY CENTER, 123 Hung VuongPNJ JEWELRY CENTER, 359 Phan Chu TrinhPNJSilver Store, 77 Phan Chu TrinhBig C Danang, 225 Hung Vuong HOI AN: PNJ JEWELRY CENTER, 633 Hai Ba Trung QUANG NGAI: PNJ JEWELRY CENTER, 36 Hung VuongCo.opmart Quang Ngai QUY NHON: 334-336 Tran Hung DaoBig C Quy Nhon, Co.opmart Quy Nhon NHA TRANG: PNJ JEWELRY CENTER, 19A Quang TrungCo.opmart Nha Trang, Maximark Nha Trang
SOUTH EASTERN REGIONPHAN THIET: Coopmart Phan Thiet, 01 Nguyen Tat ThanhBINH PHUOC: Coopmart Binh Phuoc BIEN HOA: PNJ JEWELRY CENTER, 97 30th of April StreetPNJ JEWELRY CENTER, 482 Pham Van ThuanPNJSilver Store, 105 National Highway 1ABigC Bien Hoa, Long Binh Tan Ward BINH DUONG: PNJ JEWELRY CENTER, 3A Hung VuongAEON Binh Duong, Coopmart Binh Duong,BigC Di An BA RIA: Co.opmart Ba Ria, Nguyen Huu Tho VUNG TAU: PNJ JEWELRY CENTER, 380 Le Hong PhongCoopmart Vung Tau, 36 Nguyen Thai Hoc TAY NINH: Coopmart Tay NinhCoopmart Trang BangPNJ JEWELRY CENTER, 877 Cach Mang Thang Tam LONG AN: Coopmart Long An, An TP.TanPNJ JEWELRY CENTER, 51 Truong Dinh, Tan An City
SOUTH WESTERN REGIONTIEN GIANG: Coopmart My ThoPNJ JEWELRY CENTER, 188 Ap Bac - My ThoBEN TRE: Co.opmart Ben TreCAN THO CITY: PNJ JEWELRY CENTER, 46 Ngo QuyenSense Can Tho City, 01 Hoa Binh HighwayPNJSilver Store, 114 Hai Ba TrungPNJSilver Store, 88A Mau Than TRA VINH: Co.opmart Tra VinhDONG THAP: Co.opmart Cao LanhPNJ JEWELRY CENTER, 86 Nguyen Hue, Cao Lanh City AN GIANG: PNJ JEWELRY CENTER, 63 Hai Ba TrungCoopmart Long Xuyen, 12 Nguyen Hue SOC TRANG: Coopmart Soc Trang BAC LIEU: Co.opmart Bac Lieu KIEN GIANG: Co.opmart Kien Giang PNJ JEWELRY CENTER, 38 Hoang Hoa Tham VINH LONG: PNJ JEWELRY CENTER, 1F Hoang Thai HieuCoopmart Vinh LongLONG XUYEN: Co.opmart Long Xuyen CA MAU: Coopmart Ca MauPNJ JEWELRY CENTER, 4A Hung Vuong
TAY NGUYEN REGIONGIA LAI: PNJ JEWELRY CENTER, 14 Hoang Van Thu, Pleiku cityCoopmart PleikuBUON MA THUOT: PNJ JEWELRY CENTER, C1-C2 Dien Bien PhuCoopmart Buon Ma ThuocLAM DONG: PNJ JEWELRY CENTER, 08 Hoa Binh area, Da LatCoopmart Bao Loc, Water Tower, Tran Phu street, Bao LocBigC Da Lat, Ho Tung Mau
By the end of 2014, the retail system has had 169 stores, including 78 gold jewelry stores (gold only jewelry stores and mixed stores), 83 silver jewelry stores and 8 Cao Fine Jewellery stores.Besides, PNJ also has nearly 3,000 wholesale customers nationwide, PNJ jewelry has been exported to the US, Canada, Denmark, Germany, Australia, Japan ...
SEEING THE QUALITY IN YOUANNUAL REPORT PNJ - 2014
136 137
PHU NHUAN JEWELRY JOINT STOCK COMPANY170E Phan Dang Luu Street, Ward 3, Phu Nhuan District, HCMC