PnJ annual report 2019

ANNUAL REPORT 2019 4 5 CONTENTS 8 CHAIRWOMAN’S MESSAGE 10 PNJ HIGHLIGHTS 2019 26 HISTORY OF FOUNDATION DEVELOPMENT 28 BRANDS AND SERVICES 36 ORGANIZATION CHART 38 BOARD OF DIRECTORS 56 SUPERVISORY BOA.

ANNUAL REPORT 2019

Security code: PNJ • Abbreviations: PNJEnglish name: Phu Nhuan Jewelry Joint Stock CompanyCharter capital : VND 2.252.935.850.000Business industry: Producing and trading jewelries, gold, silver, gems,fashion accessories, souvenirs, watches, gold bars • Inspection services of diamonds,

gems, precious metals • Real estate

Head Office: 170E Phan Dang Luu, Ward 3, Phu Nhuan District, Ho Chi Minh CityTel: (08) 3995 1703 | Fax: (08) 3995 1702 | Email: pnj@pnj.com.vnWebsite: www.pnj.com.vn | Business registration certificate: No 0300521758 | Tax code: 0300521758

PHU NHUAN JEWELRY JOINT STOCK COMPANY

To become a leading jewelry manufacTurer and

reTailer in asia, susTaining iTs no 1 posiTion in

The middle and high-end jewelry markeT

However, the breakthrough momentum set up in the past year is only a stepping stone for PNJ to continue making more efforts

to overcome the rapid changes of the economy and social - technological trends to ensure the sustainable and rapid growth rate, leading position in Vietnamese and Asian jewelry industry

For that reason, in 2020, PNJ Board of Directors has given the slogan "Hit Refresh, break out and reach beyond" in the spirit

of pioneering the way of thinking, how-to-do innovation, and mindset innovation PNJ would refresh the positive energy in each member to transform strongly, form a new motivation to promote the evolution of a digital business and continue to reach a higher position together Thereby, the Board of Directors has seriously prepared carefully, focused on investment, ensuring PNJ has always been ready to the best for the future with 4 strategically focal points for the period 2020-2022:

- Grow steadily with focus on maintaining the leading position in tier

1 markets and speeding up development in tier 2 and tier 3 markets

- Continue to develop the production capacity, supply chain management, strategic management, marketing, to create a comprehensive strength of the business

- Continue to enrich human resources, brand resources, customer resources, etc to strongly increase resources

- Continue to prepare human resources with sufficient knowledge, experience in analyzing and using data in business activities to reach fast and strongly in the era of retail 4.0

On behalf of the Board of Directors, I would like to express

my sincere thanks to all valued shareholders, customers, partners and all employees who have always given PNJ the trust, love and whole-hearted contribution to the development

of the company ty We strongly believe that with the great determination of the company's employees, the right strategies and the foundations we have built, PNJ would continue to promote drastically its internal strength and conquer many great exploits in 2020

Best regards

Dear valued shareholders, customers, partners

and all employees of PNJ,

After restless efforts to consolidate and promote internal

strengths, overcome many obstacles and difficulties of a volatile

2019, PNJ has established a series of imprints, especially the

event of occupying the position of the most outstanding jewelry

retailer in Asia Thereby, PNJ has made an important contribution

to raising the position and prestige of Vietnam's jewelry industry,

promoting international co-operations and taking an important

step in the process of increasing its deep and wide influence on

the international jewelry market

This result has proven PNJ’s intrinsic strength; the strategic vision

and the close instructions of Board of Management and Board

of Directors; the unanimity and determination of all employees;

the support and absolute belief of shareholders, partners

and customers At the same time, it has affirmed the ability of

enterprises to flexibly and effectively cope with the complex

context of geopolitical fluctuations that negatively affected

financial and retail markets towards consumption trends

deeply-affected by the Industrial Revolution 4.0 and digitalization trend

in life The company has also proven its competitiveness in the

gold and jewelry market of Vietnam while of joining more new

businesses, both domestically and internationally In particular,

PNJ has shown great creative capacity, overcoming the initial

difficulties in ERP golive stage, optimizing the management of

resources, creating an integrated power and a solid foundation to

become a professional retailer

With that source of integrated power, in 2019, PNJ continuously

achieved many successes, continuing to affirm its dominant

position in Vietnam's jewelry industry Compound annual growth

rate (CAGR) of 22%/year for the period of 2016 - 2019, and

doubled after 3 years Particularly in 2019, net revenue reached

17,000 billion, increasing 17% compared to 2018 Simultaneously,

gross profit margin was successfully maintained at 20.4%,

increasing sharply compared to 19.1% in 2018, and profit before

tax successfully conquered the milestone of VND 1,500 billion

The chain of retail stores was constantly developed, reaching 346

stores in 52/63 provinces and cities

Regarding an impressive chain of achievements, PNJ has been

recognized and honored by many domestic and international

organizations through a series of awards: JNA - The Best Jewelry

Retailer In Asia, HR Asia - Best Places to Work in Asia, Anphabe -

Top Vietnam 100 Best Places to Work, VBCSD - Top 10 Out of 100

Sustainable Development Businesses in Vietnam, Forbes Vietnam

- Top 40 Most Valuable Brands In Vietnam, Ministry of Industry –

National Brand , and many other prestigious awards

CHAIRWOMAN’S MESSAGE

ON BEHALF OF THE BOARD OF DIRECTORS

CHAIRWOMAN OF THE BOARD OF DIRECTORS

CAO THI NGOC DUNG

OUTSTANDING NUMBERS 12

BECOMING AN OUTSTANDING JEWELRY RETAILER OF ASIA 17

A HANDSHAKE WITH WALT DISNEY, EXPANDING AFFECTING ON THE INTERNATIONAL JEWELRY MARKET 18

GO LIVE ERP - EFFECTIVE STEPS FOR RESOURCE MANAGEMENT 20

MARKETING BREAKING STEP FROM TRUE LOVE INSPIRATION 21

PNJ PRODUCED A NATIONAL GIFT TO PRESENT TO THE PRESIDENT OF NORTH KOREA 22

BIG WINNING IN GOLD HAND COMPETITION OF JEWELRY INDUSTRY 23

BECOMING A PIONEER AND TYPICAL MODEL OF ASIAN SUSTAINABLE DEVELOPMENT 24

THE MOST OUTSTANDING

HONORED AS NATIONAL BRAND

4TH TIME IN A ROW TO BE AWARDED

TOP 10 OUT OF 100 SUSTAINABLE DEVELOPMENT BUSINESSES IN VIETNAM

TOP 100 VIETNAM BEST PLACES TO WORK

TO WIN THE TITLE OF

VIETNAMESE HIGH-QUALITY GOODS

MADAM CAO THI NGOC DUNG• LIFETIME ACHIEVEMENT

FOR THE JEWELRY INDUSTRY IN ASIA

MR LE TRI THONG • RED STAR AWARD TOP 10 MOST OUTSTANDING YOUNG ENTREPRENEURS

The JNA Awards ceremoney honoring the best businesses and individuals in the Asian jewelry industry taking place in Hong Kong last year has become a milestone marking the beginning of a new development stage of the Vietnamese jewelry industry when PNJ was honored as the Recipient of Jewelry Retailer in Asia With this event, Vietnamese jewelry industry has officially stepped to the top of the continent.

JNA Board of organizers conducted a thorough review, referenced information from various sources and conducted a field trip to the retail system, jewelry factory,

as well as met and discussed directly with PNJ leaders in all aspects, from strategies, action programs, business size, competitive advantages, supply management capabilities, inventory to action programs to increase experience and values that customers have received from business

After analyzing the data, Madam Letitia Chow, Chairman

of JNA Awards, stated: “The enterprise has made Vietnam well-known globally and was dubbed Tiffany

of Vietnam Moreover, PNJ has stepped up innovation and set high standards in the industry by establishing PNJLab Inspection Company This is an important step

to increase consumers understanding and further to protect consumers.”

With the results collected, PNJ has surpassed many famous and big brandnames in the jewelry industry of continents

from Hong Kong, China, Thailand, India, to be awarded

by JNA Awards Judges including leading prestigious experts in jewelry, fashion and the World Gold Council in Asia to be the best retailer in Asia (along with Luk Fook Holdings - HK) This is an indispensable result for PNJ's long-term efforts to conquer goals Over the last 31 years, the Asian jewelry industry has witnessed a district-level gold and silver shop, with a starting capital of 7.4 taels

of gold and a modest human resource of 20 people, to become an Asia's leading jewelry group with a total assets of over 8,600 billion VND, the market capitalization (2018) exceeding US $ 1 billion and a workforce of more than 6,000 people The jewelries made by PNJ have been distributed directly to millions of customers through 346 retail stores, e-commerce channels and indirectly through more than 3,000 wholesale customers nationwide, as well as have been exported to 13 countries and territories.Currently, PNJ's multi-channel retail network from independent shops, integrated models of modern trade centers, supermarkets, E-com, etc has been completed, combined with the process of products restructuring, launching 800 - 1000 design sets each year to help domestic and international customers quickly access and get the best experiences, satisfying and stimulating consumer needs of customers

JEWELRY RETAILER OF ASIA

This important event took place after 2 years of careful

preparation, right after PNJ had signed a cooperation

agreement for the 4th consecutive year with Swarovski,

the world's leading jewelry corporation

The handshake between the dominance of Vietnam

jewelry industry - PNJ and global entertainment brand

Walt Disney has officially brought Vietnam's jewelry

industry to a new development stage This is the result

of serious work, reviewing each stage from photos

to every product details of both parties to meet the

extremely rigorous cooperation criteria This step has

been only workable when all parties had got involved

in the production process, creating product value chains such as PNJ Jewelry Production and Trading Company Limited (PNJP), outsourcing, packaging printing, POSM publications partners all meet the standards required

by Disney, all products have inspection certificates to certify not to be dangerous or harmful to consumers

By fulfilling all criteria from Disney, PNJ has proven its manufacturing ability, world-class production and prestige, as well as brand value in the global market

EXPANDING INTERNATIONAL CO-OPERATION

The process of expanding PNJ's retail network has conducted in parallel with research activities, optimizing efficiency through data collection, behavior analysis, customer re-segmentation and business model evolution

business These parallel actions have boosted PNJ's growth momentum, as well as preparing the foundation for a new period of long-term growth Simulatneously, this process has also highlighted a unique feature on the panorama of Vietnam's No 1 jewelry business - PNJ Next model

PNJ Next is a "special product", born from the transformation

of PNJ distribution network to create a modern interactive space and interaction method to minimize the distance with customers, bringing new experiences, uniqueness, more intuitiveness compared to the traditional model This model combines with E-com to complete omni chanel, increase customer access speed and increase sales success rate, aiming to form a professional retailer

Additionally, during this period, PNJ has continued to reposition its business strategy, boosting the evolution of its business model from the model of "Manufacturing and selling" to "Professional and value-added retail", at the same

time, constantly evolving capabilities to complete long-term growth models In parallel, PNJ has been proceeding to re-segment customers according to the new "psychology" perspective based on the "unstructured" information system instead of the "demographic" segment to produce new designs, serving specifically to each customer group with increasing segmentation

These actions have brought positive outcomes By the end of 2019, PNJ jewelry retail network reached 346 stores, increasing 58% compared to 2016 Simultaneously, PNJ Next appeared in Ho Chi Minh City, Da Nang, Hanoi respectively and PNJ Watch network increased to 26 stores The number of wholesale customers has reached more than 3,000 and the products have been exported through 13 countries and territories Net revenue in 2019 reached VND 17,000 billion, profit after tax reached more than VND 1,190 billion, increasing of 17% and 24% respectively compared

to 2018, marking the first time of the net profit to exceed VND trillion This transformation has also contributed significantly to PNJ becoming the No 1 retailer in Asian jewelry industry

GO LIVE ERP – EFFECTIVE STEPS FOR RESOURCE MANAGEMENT

After the time of operation effort since the time of golive

on April 2nd, 2019, the ERP system - SAP4HANA has been

put into stable operation and become a powerful tool to

help PNJ manage and maximize the potential resources,

create a comprehensive strength for the business on the

basis of strengthening production capacity, supply chain

management, inventory optimization, strategic management,

marketing, The resources will be optimized and utilized the

full potential to accelerate the speed of market domination,

creating the momentum for long-term strides in the future

One of the initial highlights of the project is that Data Analytics

technology which has analyzed and optimized inventory

as well as moving volumes In parallel, Computer Vision

technology combined with artificial intelligence has turned

security cameras into tools to read customer and employee

behaviors in order to make necessary adjustments to the

arrangement of counters and shelves, which facilitates

the flow of customers, optimizes customers service

activities Along with data analysis, consumer behavior to

understand the needs, stay ahead of the trend and develop

e-commerce, PNJ has promised a strong breakthrough

This process has been carried out in parallel with the enrichment of human resources, brand resources, customer resources, etc as well as preparing human resources with sufficient knowledge, experience

in analyzing and using data in business activities,

FROM TRUE LOVE INSPIRATION

In 2019, PNJ's marketing activities made a deep impression on the community with a short film inspired by True love

The true stories transmitted through the views and sharing of the insiders have become the phenomenon of creating a strong spillover effect on the mass media and social networking community

This is also the second clip that resonates after the product “Dep Doi Ve Mot Nha – Beautiful Couples Coming

to One Home” for the wedding season 2018 Surely there

would be more interesting stories ahead in the journey

to find and honor the true values of PNJ

In addition to the activities of honoring the true value, PNJ's marketing activities in the past year also left a strong impression with customer analysis activities that have been conducted regularly The positive results have contributed significantly to customer planning, management and development, contributing to growing loyal customers, as well as increasing the proportion of old customers returning to transactions

PNJ PRODUCED A NATIONAL GIFT

TO THE PRESIDENT OF NORTH KOREA

The 2019 continues to be an impressive year for PNJ in

affirming the position and prestige of a national brand when

the gold-painted picture, designed and manufactured by

PNJ, to be selected as a gift by Vietnamese Government

for a high-level gift to the President of North Korea

The painting of the historic meeting between two leaders of Ho Chi Minh and Kim Nhat Thanh has become

a very special gift, preserving a diplomatic impression and a good relationship between Vietnam and North Korea which has been maintained for nearly 70 years

The product is crafted by laser engraving technology combined with blue stones and the image of pigeons and olive branches, which implies a positive change, fresh, intense vitality of friendship and close relationship between the two countries

The event once again has affirmed the prestige of a national brand when it went beyond the scope of the mere jewelry business, continuously to be selected by the Government to accompany in important events and international stature in Vietnam Previously, at the APEC Summit, PNJ had designed and crafted 300 sets of badges and lotus paintings to give to leaders, wives of heads

of state and senior officials of Asian Pacific countries

in order to show cohesion, sustainable cooperation, friendship, and promote the beauty of the country and people of Vietnam to friends in five continents

OF JEWELRYINDUSTRY

The designers, artisans and goldsmiths of PNJ had a bumper gold season

at the Gold Hand Jewelry Competition 2019 when winning the absolute advantage with 13 important awards out of 27 awards of the competition

The jewelry design and crafting contest with the theme "Lotus" has created

a strong inspiration among PNJ designers, goldsmiths and artisans

Many ideas were born one after another and not only to be considered

as an opportunity to "test fire" and creative opportunity, but also to aim to contribute to honoring heritage values, showing the spirit of readiness to inherit and promote the image with bold personality, national soul, national spirit of the people

With that spirit, many masterpieces have been created one after another and have won the top awards of the competition This victory has not only affirmed the creativity, design capacity and manufacturing skills of

a leading jewelry brand in Vietnam, but also has contributed to honor the achievements that PNJ has achieved in the training process of inheritance generations, sustainable development of traditional industry

Previously, the biggest jewelry fashion show in Vietnam "A Magical Journey – 30 Years of Keeping The Golden Trust" organized by PNJ has created a great reputation both domestically and internationally with 90 top-notch jewelry masterpieces performed in front of thousands of audiences, admirers and industry experts

PNJ's development strategy and momentum creating for growth

is not only planning, conquering economic goals, contributing to

the creation of a transparent competitive environment, ensuring

benefits and bringing a unique experience to customers, but it

has also striven to contribute to forming an ideal environment

for sustainable human and corporate development

The end of 2019 is also the time for PNJ Trust houses to reach

the number of 300 after 3 years of implementation, which

means that 300 households with housing adversity have

improved their lives All funding sources have been volunteerly

generated from contributing salary of more than 6,000 PNJ

members nationwide and loyal customers In addition, the

first set of national documents on intervention and support

for children with autism spectrum disorder has been officially

announced and put into practice by the National Assembly's

Committee of Social Affairs Together with the training of 100

key staff members was also completed These are important

items in the project to raise the awareness of autism in children

in Vietnam proposed and actively co-initiated by PNJ and The

National Fund for Vietnamese Children, and PNJ has been the

single sponsor for project PNJ has continued to be the pioneer

in many activities such as organizing free medical check-up

and treatment for the poor; walking for the poor; providing

scholarships to disadvantaged pupils and students; annually organizing the program of Love Spring with thousands of gifts for poor households; humanitarian blood donation; garbage collection, and many other practical activities

In parallel, PNJ has always been a familiar face in many activities of the Vietnam Women Entrepreneurs Council (VWEC) and Ho Chi MInh City Young Business Association (YBA), Ho Chi Minh City Association for Women Executives & Entrepreneurs (HAWEE), in order to create a connecting environment, exchange experiences and share successful lessons, as well

as learn how to build up a personal brand, which is one of the important factors contributing to the formation of the success of entrepreneurs as well as enterprises, promoting strong strides in the Vietnamese business community PNJ's connecting values has also spread strongly to university students across the country, spreading the message of belief - the foundation of all beginnings, all efforts, which is a catalysts

of success creating This activity has given to the students a panoramic and in-depth view of the real working environment

at the business Especially in environments where corporate culture has been built into identity

BECOMING A PIONEER AND TYPICAL MODEL OF

ASIAN SUSTAINABLE DEVELOPMENT

PNJ OFFICIALLY OPENED A NEW DEVELOPMENT STAGE WHEN SUCCESSFULLY CONqUERING ITS VISION AND BECAME THE MOST OUTSTANDING JEWELRY RETAILER IN ASIA; SHOOK HANDS WITH WALT DISNEY AND EXPANDED INTERNATIONAL CO-OPERATIONS; CONTINUED AFFIRMING ITS PRESTIGE AS A NATIONAL BRAND ON OCCASION OF DESIGNING AND PRODUCING AN ART PICTURE TO PRESENT TO NORTH KOREA PRESIDENT, TOGETHER WITH OTHER INTERNATIONAL AND

DOMESTIC REPUTABLE AWARDS.

28/04/1988, Phu Nhuan Jewelry Store was founded

1992, PNJ borne the official name of Phu Nhuan Jewelry Company

1994 and 1998, PNJ established branches in two key economic regions, Hanoi and Da Nang

THIS PERIOD MARKED A LOT OF CHANGES THE CORE VALUES OF PNJ WERE ALWAYS PROMOTED AND

DEVELOPED INTO A STRATEGIC "LAUNCHING BASE" THAT TURNED CHALLENGES TO OPPORTUNITIES

1999, a branch in Can Tho was launched, PNJ made its presence in 3 big economic centers of the country

2001 marked the birth of PNJ Silver brand 2005, a new image was launched

2004, PNJ became Phu Nhuan Jewelry JSC PNJ was awarded Top 500 Leading Retailers in Asia -

Pacific, the First Class Labor Medal

2005, the high-end jewelry brand CAO Fine Jewellery was born

2008, PNJ became a sponsor for the jewelries and crown of Miss Universe Vietnam

2008 – celebrated the 20th birthday, PNJ launched the new logo PNJ became one among 200 largest

enterprises in Vietnam as reported by UNDP and was awarded the Third-Class Independence Medal

CONSECUTIVE BREAKTHROUGHS

PNJ HAS REALIZED ITS VISION AS A LEADING JEWELRY RETAILER AND MANUFACTURER IN ASIA,

MAINTAINING THE NUMBER ONE POSITION IN THE MIDDLE AND HIGH-END JEWELRY MARKETS

IN VIETNAM

2009, PNJ was officially listed on HOSE, becoming the first and only jewelry company to be listed so far

August 2009, CAO Fashion Company Limited was incorporated

2012 - PNJ Jewelry Factory was inaugurated and became one of the leading Asian jewelry processing

enterprises Inaugurated PNJ’s largest jewelry, diamond and watch center at 52A-52B Nguyen Van Troi,

Phu Nhuan, HCMC

2013 – PNJSilver repositioned its brand upon the 25th birthday PNJ gold jewelry brand initiated a new

message "Honoring true values"

2016 – at Vietnam Fashion Week, PNJ launched the collection of “I love Vietnam”, which is imbued with

a high national spirit

2017 - PNJ honorably accompanied APEC 2017 week promoting Vietnam's image via the badge set of

APEC VIETNAM 2017; PNJ won "ASIA'S BEST REPORT ON THE SDGS" prize, Outstanding Enterprise of the

Year – ASEAN and Top 3 Asian Retailers ranked by JNA,

2018 – PNJ marked its 30th anniversary with the biggest jewelry show in Vietnam; made a set of Golden

Trust Medals to present to Vietnam U23 team; reached Top 50 most effective businesses in Vietnam,

received JNA award for the 4th time, for the 3rd in a row reached the Top 10 out of 100 Sustainable

Enterprises; became an enterprise of billion-dollar capitalization value

MAKING EXPLOITS

PNJ GOLD JEWELRY

Since its inception in 1988, PNJ Gold Jewelry has taken constant efforts to innovate and produce hundreds

of collections,which are varied by the gold materials and gemstones Their designs representthe essence of

pioneering and honor of the beauty, elegance and class of Vietnamese consumers

The gold jewelry products under PNJ brand are always the fascinating mix of luxury and uniqueness, fashion and modernity Every piece is vividly souled by talented designers and skillful hands of jewellers, who guarantee the high sophistication and aesthetics to please the tastes of all customers

CAO FINE JEWELLERY

Born in 2005, CAO Fine Jewelry gradually won the heart of high-class customers for its distinctive high-end niche CAO Fine Jewelry products are made from 18K gold, diamonds, precious stones and semi-precious gems of vivid colors - all are guaranteed of the illumination and sharp cuttings which are done by first-class masters of precious stones crafting, or accredited by the world’s leading testers

PNJSILVER & ACCESSORIES

Since its first steps intoVietnam’s jewelry market in 2001 until now, PNJSilver

has been like a modern young girl who always leads the trend by wearing diverse

and contemporary jewelry and accessories Pursuing the fashionable and dynamic

pink and purple colors, PNJSilver is proud to be a recognizable jewelry brandin

many shopping centers across Vietnam andquenches the thirst for fashion jewelry

of young people who are of PNJSilver'starget customers

The advantages of design level, crafting technology and a team of highly-skilled artisans and goldsmiths has empowered PNJ as one of the pioneering brands to develop a Gift line to serve corporate customers with diversified and preminent quality models These gift products are carefully elaborated in the meaning of giving values, making beautiful expressions, not only honoring the true, the beautiful of

both sides but also manifesting the pure and corlorful beauty

PNJART - PREMIUM CORPORATE GIFTS

JEMMA JEWELRY & ACCESSORIES

Inspired by the ever-louder trend of fashion accessories in the world, JEMMA as a highend

jewelry accessories brand was born in late 2009

Heading forthe position of a fashion accessory high-class and modern brand, JEMMA offers

itself as a new choice forwomen’s elegance and nobility All JEMMA products are designed

in modern style and follow the upto-date fashion trends usinga diversity of materials from

silver, high-grade alloy and colorful semi-precious stones These pieces of craft are not just

original fashion products, but representative of the class, the pride and exquisite aesthetic

taste of those who wear them

The first presence of PNJ in the watch market in 2012 was made toward the middle and high-end segments, just in line with the company's jewelry market conquering strategy

PNJ Watch has been making steady progress with popular products namely Longines, Michael Kors, Movado, Tissot Against the context of a fragmented market, this business promises a leading stance in genuine watch distribution throughout Vietnam

INSPECTION SERVICE

DIAMOND, GEM, PRECIOUS METAL

PNJ Laboratory Company Limited was established by PNJ as an leading inspection company for

diamonds, gemstones, precious metals in Vietnam PNJLab is now the leading inspection company

in Vietnam and among a very few Vietnamese accrediting companies that are successfully built and

operated according to international standards ISO/IEC 17025 More than 20 years of operation, a team

of experienced and well informed experts and modern technology equipment, the responsibility,

honesty, transparency, neutral behavior and high precise has empowered PNJ Lab to affirm its

reputation toward domestic and foreign customers

SECRETARY OFFICE

MARKETING

PUBLIC RELATION DIVISION

BRANCHES

HUMAN RESOURCES DIVISION

MANAGEMENT BOARD

OFFICE SUPERVISORY BOARD

HỘI ĐỒNG QUẢN TRỊ BÁO CÁO THƯỜNG NIÊN 2019

BOARD OF DIRECTORS

02 Mr LE TRI THONG

VICE CHAIRMAN CUM CEO

2008 - nay: Member of Executive Board of Leading Business Club (LBC)

2008 - 2014: Vice General Director of DongA Joint Stock Commercial Bank

(YBA) term 8, 10

2015 - 2017: Chief Strategy Officer cum Chief Partnership Distribution Officer - Prudential Vietnam Finance & Insurance Group

2015 - now: Vice Chairman of Vietnam Association of Financial Investors

2017 - now: Vice -Chairman of Phu Nhuan Jewelry Joint Stock Company

High Quality Goods

Chemical Engineer, University of Technolgy – Vietnam National University of HCMC

Master of Business Administration, Oxford University - UK

Mrs.CAO THI NGOC DUNG

CHAIRWOMAN

01

1990: Director of Phu Gia Credit Center

2004 - 2018: Chairwoman cum General Director of Phu Nhuan

Jewelry JSC

2014 - now: Vice - Chairwoman of Vietnam Association

of Women Entrepreneur – VAWE

of Women Executives and Entrepreneur – HAWEE

Board Member of CECL

Bachelor of Arts in Business Economics,

University of Economics HCMC

03 Mr.LE HUU HANH

MEMBER OF BOD

Chemistry Engineer, Ho Chi Minh City University of Technology;

Diamond and Gemstones Testing Expert

1988 - 1992: Sales staff of Go Vap General Services Company

1992 - 2003: Director of PNJ Ha Noi Branch, Vice Head of Sales Department of Phu Nhuan Jewelry Joint Stock Company

2004 - 4/2018: Vice – General Director of Phu Nhuan Jewelry JSC

2009 - 2016: Chairman of CAO fashion Co., Ltd

Production and Trading Co., Ltd

MEMBER OF BOD

Master of Business Administration, National Economics University, Ha Noi; Bachelor of Arts in Business Administration, University of Economics HCMC; Bachelor of Arts in English, University of Social Sciences and Humanities HCMC

1995 - 2003: Vice – Head of Research and Marketing Department

of Phu Nhuan Jewelry Company

PNJ and Director of CAO System Management Department

2009 - 2011: Director of CAO Fashion Co., Ltd

HỘI ĐỒNG QUẢN TRỊ

MEMBER OF BOD

1986 - 1987: Paymaster Accountant_Project management of

IndiraGranhdi Jute Construction

1987 - 1990: Payment Accoutant_IndiraGranhdi Jute Factory

1990 - 1993: Material Accountant_Phu Nhuan Jewelry Company

1993 - 1996: Deputy Accountant_Phu Nhuan Jewelry Company

1996 - 2003: Chief Accountant_Phu Nhuan Jewelry Company

2004 - 2015: Chief Accountant_Phu Nhuan Jewelry Company

2015 - 2018: Chief Accountant cum Director of Finance Accounting

Dpt _ PNJ JSC

2010 - 2014: Member of Board of Directors_SAIGON Fuel JSC

06/2018 - now: Chief Operating Officer cum Director of Operation – Finance Dpt _ PNJ JSC

04/2018 - now: Board Member of PNJP_Phu Nhuan Production &

Trading Jewelry Company Limited

04/2019: Member of BOD of Phu Nhuan Jewelry JSC

Chief Operating Officer cum Director of Finance

& Operation Division

MEMBER OF BOD - INDEPENDENCE

1996 - 1999: Vice Director of Transportation Civil Engeneering

Construction Company 586

2000 - 2004: Deputy Director of Construction Building JSC No 507

2004 - 2005:Vice General Director of Cienco 5

2004 - 2006:Member of BOD, CEO of PACE Institute of Management

2010 - 2012: Member of BOD of Kem Nghia Corporation

2010 - 2013: Member of BOD of Saigon Water Infrarestructure JSC

2014 - 2015: Member of BOD cum Vice – General Director of

Cienco 5 Real Estate Development JSC

2007 - now: Chairman of BDSC Management Consulting JSC

2008 - now: Member of BOD of Phat Dat Real Estate JSC

2010 - now: Vice Chairman of BOD of Tay Ho Investment &

Construction JSC

2016 - now: Member of BOD of Phu Nhuan Jewelry JSC; Chairman

of the Members’ Council- Le & Partners Co., Ltd; Supervisor of Sai Gon Transport Agency JSC STS

Master of Business Administration (WSU, USA) Irrigation construction engineer (Danang University of Science and Technology)

MEMBER OF BOD - INDEPENDENCE

1999 - 2001:Assistant Brand Manager of LG Vina Corp

2001 - 2004:Brand Manager of Dutch Lady Vietnam

2005 - 2007:Senior Brand Manager of Unilever Vietnam

2007 - 2016: Marketing Manager/ Marketing Director / Senior Vice President

Suntory Pepsico Vietnam Beverage

10/2016 - now:Geneal Manager Franchise of Pepsico Vietnam

04/2018 - now:Member of BOD of Phu Nhuan Jewelry JSC

Bachelor of Marketing, University of Economic HCMC

OF BOD AND STRATEGIC ADVISOR - INDEPENDENCE

1978 - 1985:Group CEO - Gateway Corporation Plc

1985 - 1990: Managing Director - The LittleWoods Organization

1990 - 1994: Director of Merchandise Operations - Kingfisher Plc

1994 - 02/2001: Global Managing Partner of Accenture Retail Practice and Member of The Executive Committee

2001 - 2010: Committee

08/2011 - 03/2015: CEO International and CIO - Best Buy LLC

12/2011 - 03/2016: Non-Executive Chairman of the Board - MetaPack Ltd

08/2011 - now: Non-Executive Chairman of the Board - Houseology Ltd

2012 - 2016: Member of BOD & Strategic Advisor - Mobile World LLC, VN

08/2012 - 12/2017:Non-Executive Chairman of the Board - Eagle Eyes Solution Plc

03/2013 - 2018:VOB Member - Mekong Capital

08/2013 - 2018: Trustee - The National Museum of Computing

2016 - now:Non-Executive Chairman of the Board of Director - Anatwine Ltd

04/2018 - now: Non-Executive Director - Purple Wifi Ltd

07/2018 - now: Member of BOD & Strategic Adviser - Phu Nhuan Jewelry JSC

Undergraduate - Honoured BA, major in Economics, Walker Technical College; Post graduate MBA, Walker Technical College

MEMBER OF BOD

2005 - 2006:Expert of Enterprise Risk Management Consulting Department

at Aon Viet Nam Co., Ltd

2007 - 2011: Invesment Analyst of Mekong Capital, Senior Investment Analyst of Mekong Capital

2012 - 2014: Head of Investment Department of Mekong Capital

2015 - 2016: Director of Investment of Mekong Capital

2017: General Director of Mekong Capital

2009 - 2013:Management Board Member of Digiworld Corporation

2011 - 2016: Member of BOD of Viet-Australia International School

2012 - 2016:Member of BOD of Phu Nhuan Jewelry JSC

2017 - now: Member of BOD of Phu Nhuan Jewelry JS

04/2018 - now: Chairwoman of Customer Era Company Ltd's Board

Master of Finance Administration, University Of Applied Sciences Northwestern Switzerland; Bachelor of Arts in Finance Administration, Banking University HCMC; Advanced Certificate for Management, Innovation and Technology, Massachusetts Institute of Technology

MANAGEMENT BOARD

D RESOLUTIONS/DECISIONS OF BOARD OF DIRECTORS

03 212/2019/NQ-HĐQT-CTY 18/03/2019 Approving bank loan plan

04 216/2019/NQ-HĐQT-CTY 20/03/2019 Approving bank loan plan

05 225/2019/NQ-HĐQT-CTY 23/03/2019 Approving replacing Director of Marketing Division; plan on organizing 2019 Annual General Meeting of Shareholders

06 227/2019/NQ-HĐQT-CT 23/03/2019

Approving the business performance report of quarter 1 of 2019; Report on assessing performance in 2018 of BOD from independent members; Report on performance 2018 of two subcommittees under BOD; and other contents under BOD’s authorities.

07 237/2019/NQ-HĐQT-CTY 26/03/2019 Establishing Ha Nam PNJ branch

08 250/2019/NQ-HĐQT-CTY 02/04/2019 Sanctioning the entire document of the 24th Annual General Meeting of Shareholders 2019.

09 263/2019/NQ-HĐQT-CTY 05/04/2019 Approving taking over the land use right, ownership of houses and other assets attached to land in Da Nang City.

10 283/2019/NQ-HĐQT-CTY 22/04/2019 Approving the 3closing the list of shareholders to increase the share capital upon rd cash dividend payment in cash in 2018 and

the retained earnings

11 285/2019/NQ-HĐQT-CTY 22/04/2019 Approving on signing contracts, transactions with internal/related persons

12 287/2019/NQ-HĐQT-CTY 22/04/2019 Approving the Financial Statements of Quarter 1, 2019 of the Company and its subsidiaries; Report on SAP software Go-Live; Assigning duties

of BOD’s members in 2019; and other issues within BOD’s authority

13 290/2019/QĐ-HĐQT-CTY 22/04/2019 Decision on the assignment of duties to the BOD

14 297/2019/NQ-HĐQT-CTY 24/04/2019

Approving the 3rd cash dividend payment in 2018 and adjusting the closing of shareholder list to increase share capital from owner’s equity; Implementing the procedures to issue bonus shares under the plan approved by the 2019 Annual General Meeting of Shareholders

15 352/2019/NQ-HĐQT-CTY 19/06/2019 Approving the report on share issuance results to increase share capital from owner’s equity

16 353/2019/QĐ-HĐQT-CTY 19/06/2019 Decision on increasing charter capital of Phu Nhuan Jewelry Joint Stock Company; Amending Clause 2, Article 14 of the Charter on

organization and operation of Phu Nhuan Jewelry Joint Stock Company

17 373/2019/NQ-HĐQT-CTY 02/07/2019 First dividend advance payment in 2019

18 375/2019/NQ-HĐQT-CTY 02/07/2019

Approving the share buyback plan issued to employees in the ESOP (Employee Stock Ownership Plan) in 2018, the employees who quit their job before the end of the limited time of transfer as treasury stock

in accordance with the Resolution of the Annual General Meeting of Shareholders 2018, No.378/2018/NQ-DHDCD-CTY dated April 21 st ,

2018 and authorizing decisions regarding share buyback.

19 377/2019/NQ-HĐQT-CTY 02/07/2019

Approving the dismissal, appointment of the director position and replacement of the legal representative of the affiliate -Customer Era Company Limited – CECL and the amendment of Clause 2, Article 5 of organization and operation rules of Customer Era Company Limited - CECL

20 380/2019/NQ-HĐQT-CTY 02/07/2019

Approving the business results of the first 5 months of 2019 and the estimated performance of the first 6 months of 2019; Performance report of the first 6 months and action plan for the last 6 months of

2019 of the Finance Subcommittee and Strategy Subcommittee; Approving the KPIs Implementation Report for the first 6 months of

2019 of PNJ Company and its subsidiaries; Approving the Report under the authorization of the 2019 Annual General Meeting of Shareholders

on the audit unit for fiscal year 2019 and shares issuace to increase share capital from owner’s equity; and other contents under the authority of the BOD.

21 417/2019/NQ-HĐQT-CTY 23/07/2019 Approving limits and bank loans

Living abroad

Lý do không tham dự họp

Tỷ lệ tham dự họp

Information on meetings and Resolutions/Decisions ofthe General Meeting of Shareholders (including circular

resolutions of the General Meeting of Shareholders):

1 ACTIVITIES OF THE GENERAL MEETING OF SHAREHOLDERS

277/2019/BB-ĐHĐCĐ-CTY

01

02

21/04/2019 21/04/2019 278/2019/NQ-ĐHĐCĐ-CTY

Minutes of the 24 th Annual General Meeting of Shareholders - 2019 Resolution of the 24 th Annual General Meeting of Shareholders - 2019

A INFORMATION ON MEMBERS OF BOARD OF DIRECTORS (BOD)

2 BOARD OF DIRECTORS

Mrs Cao Thi Ngoc Dung

01 Chair of BOD 22/22 100%

Mr Le Tri Thong

02 Vice Chair of BOD cum CEO 22/22 100%

Mrs Pham Vu Thanh Giang

03 Member of BOD 22/22 100%

Mrs Pham Thi My Hanh

05 Member of BOD 22/22 100%

Mrs Dang Thi Lai

06 Member of BOD 18/18 100% Elected by General Meetingof Shareholders

Mrs Huynh Thi Xuan Lien

B SUPERVISION OF BOD ON GENERAL DIRECTOR AND BOARD OF MANAGEMENT

- The BOD has well supervised the management and administration of the Board of Management Along with discussing,

interacting at other periodic meetings of the Board of Management, the Board of Directors usually discuss and interact

with one another via phonecalls, e-mails as well as other means of communication in terms of strategies, results of

production-business operations, deploying Resolutions of General Meeting of Shareholders proposed in the year

- In general, the supervision over the Board of Management and risk management has been maintained regularly and

strictly, ensuring the Company's stable and secured operations that comply with the provisions of laws and meet the

issues of production-business, finance and compliance

- All management levels have been dynamic, creative and proactive in their work to achieve the plans proposed by the

General Meeting of Shareholders

C ACTIVITIES OF SUBCOMMITTEES UNDER THE BOD

- Two subcommittees under the Board of Directors: Strategy Subcommittee and Finance Subcommittee have well

performed their adviser and assistant role toward the Board of Directors

- Strategy Subcommittee has consulted and monitored long-term projects and strategies

- Finance Subcommittee has planned capital sources, capital mobilization; allocated sources and managed risks in general

Rate of Meeting Attendance Attending MeetingReason for not

REPORT ON CORPORATE GOVERNANCE 2019 ANNUAL REPORT 2019

419/2019/NQ-HĐQT-CTY

22 23/07/2019 Approving limits and bank loans

23 421/2019/NQ-HĐQT-CTY 23/07/2019 Establishing Bac Giang PNJ Branch

24 501/2019/NQ-HĐQT-CTY 29/08/2019 Approving the loan limit of VND800 billion to supplement mobile capital; Guaranteeing for the subsidiaries with a loan limit of VND400

billion with the Bank to supplement mobile capital for the subsidiaries

25 515/2019/NQ-HĐQT-CTY 30/08/2019 Approving limits and bank loans

26 563/2019/NQ-HĐQT-CTY 23/09/2019 Approving the implementation of ESOP 2019 share issuance plan

27 565/2019/NQ-HĐQT-CTY 23/09/2019 Approving the increase of charter capital of Customer Era Company Limited - CECL; Approving the amendment of Clause 2, Article 6 of the

Charter on organization and operation of the Customer Era Company Limited - CECL

28 567/2019/NQ-HĐQT-CTY 23/09/2019 Approving the estimated operation report of the first 9 months of 2019 and Assessment on KPIs implementation of PNJ and its subsidiaries

and other contents under the authority of the BOD.

29 624/2019/NQ-HĐQT-CT 28/10/2019 Approving the amendment and supplement of ESOP Regulation 2019 and the detailed list of officials and employees who are allowed to buy

shares under the ESOP 2019 program.

30 658/2019/NQ-HĐQT-CTY 13/11/2019 Approving limits and bank loans

31 662/2019/NQ-HĐQT-CTY 14/11/2019 Approving limits and bank loans

32 722/2019/NQ-HĐQT-CTY 10/12/2019 Approving the results of the shares distribution to officials and employees under the 2019 ESOP program ending on December 6th,

2019 and the plan to handle shares not yet to be offered for sale

33 724/2019/NQ-HĐQT-CTY 10/12/2019 Approving limits and bank loans

34 746/2019/NQ-HĐQT-CTY 16/12/2019

Approving the report on share issuance results under the ESOP program

in 2019; Approving the amendment and supplement to the Charter of organization and operation of Phu Nhuan Jewelry Joint Stock Company after the ESOP shares issuance in 2019 due to the change of charter capital from VND 2,226,679,600,000 to VND 2,252,935,850,000

35 748/2019/NQ-HĐQT-CTY 16/12/2019 Approving signing of contracts, transactions in 2020 between the company and insiders and related persons.

36 750/2019/NQ-HĐQT-CTY 16/12/2019 Approving the dismissal of the position of Member of the BOD (subsidiary) toward Ms Tran Thi Xuan Lan upon her resignation application

37 752/2019/NQ-HĐQT-CTY 16/12/2019 Approving the estimated business results for the fourth quarter of 2019 and the whole year of 2019;Approving the report of KPI implementation

results in 2019; and other contents under the authority of the Board

38 753/2019/QĐ-HĐQT-CTY 16/12/2019 Decision on increasing charter capital of Phu Nhuan Jewelry Joint Stock Company; Amending Clause 2, Article 14 of the Charter on organization

and operation of Phu Nhuan Jewelry Joint Stock Company.

39 765/2019/NQ-HĐQT-CTY 16/12/2019 Approving limits and bank loans

A 1 MEMBERS OF SUPERVISORY BOARD (SB)

3 SUPERVISORY BOARD

Nguyen Thanh Du

01 Chief Supervisor 12/12 100%

Le Anh Duc

02 Supervisory Board member 12/12 100%

Nguyen Ngoc Hue

03 Supervisory Board member 12/12 100%

NO SUPERVISORY BOARD MEMBERS POSITION date of Supervisory Beginning/ending

board membership

Number of

SB meetings attended

Reason for not Attending Meeting Rate of Meeting

- Supervising the implementation of the resolutions of the BOD

- Supervising the implementation of stock issuance to increase share capital from the owner’s equity

- Monitoring the implementation of information disclosure

as prescribed

- Monitoring the documentation of accounting records

in the company; reviewing financial indicators in the published financial statements

- Monitoring the implementation of the production and business plan for 2019 by the General Director and the Board of Management

- Attending the meetings of the BOD as informed

B SUPERVISION OF THE SUPERVISORY BOARD OVER BOARD OF DIRECTORS, GENERAL DIRECTOR AND SHAREHOLDERS

The Supervisory Board selected an auditor for the 2019 financial statements: PRICEWATERHOUSECOOPERS (Vietnam) Co., Ltd (PwC) who, on 28th June 2019, signed a contract with PNJ on auditing for the fiscal year 2019

C THE COORDINATION BETWEEN THE SUPERVISORY BOARD AND THE BOARD OF DIRECTORS, THE GENERNAL DIRECTOR, THE BOARD OF MANAGEMENT AND OTHER MANAGEMENT OFFICERS:

- The Board of Directors and the General Director have always created favorable conditions for the Supervisory Board to perform their duties and have been always in a close, independent and objective cooperation on the principle of the Company’s interests, of the shareholders and have fully complied with the provisions of the Internal Regulations, Company’s Charter and the provisions of law

- The Supervisory Board has received assistance from all levels and units in the Company

D OTHER ACTIVITIES OF THE SUPERVISORY BOARD:

4 CORPORATE GOVERNANCE TRAINING

Members of the Board of Directors and Supervisory Board, General Director and Company Secretary participated in corporate governance training courses in accordance with the Regulations on Corporate Governance There are 01 member of Board

of Directors and 01 manager waiting for a training course in Ho Chi Minh City under the permission of the State Securities Commission of Vietnam

5 LIST OF COMPANY-RELATED PERSONS LISTED ACCORDING TO THE RULE AT ARTICLE 34, ITEM

6 OF SECURITY LAW (ANNUAL REPORT) AND TRANSACTIONS BETWEEN COMPANY-RELATED PERSONS AND THE COMPANY.

a Transactions between the company and company-related persons; or between the company and a major shareholder, insiders, related persons of insiders: Phu Nhuan Jewelry Joint Stock Company signed a commercial contract with the organization which is related to Board of Directors members: Golden Space Corp; Golden Mark CPM JSC; AINovation INC.; KMS Technology Company

b Transactions between insiders of listed companies, related persons of insiders and subsidiaries, the company controlled

by listed company

- The Supervisory Board assigned tasks for 2019 to each member

- In coordination with the Company’s Internal supervisors carried out the inspection and supervision as assigned and sent monthly and

quarterly performance reports to the Chairwoman, Head

of the Finance Subcommittee, General Director and Board

of Management for to catch up with information timely

REPORT ON CORPORATE GOVERNANCE 2019 ANNUAL REPORT 2019

1

2

3

4

Golden Standard Project

Managerment & Consultancy JSC

AINOVATION, Inc Company

KMS Technology Company

Transaction between the Company and Company-related persons Transaction between the Company and Company-related persons Transaction between the related persons of the internal staff and the subsidiary.

Golden Space Home Furniture and

Decoration JSC Transaction between the Company and Company-related persons

Home Furniture, wooden furniture (provide, install, maintain, repair desks, cupboards) for offices, business-production systems in 2018

Consult and manage supervision project

6 STOCK TRANSACTIONS OF INSIDERS AND RELATED PERSONS OF INSIDERS

7 SHAREHOLDER STRUCTURE

Transactions of Insiders and related persons towards the listed company’s stocks

c Transactions between the company and other entities

d List of company-related persons:

A STOCK:

Total stock as of 31st December 2019: 225,293,585 sharesNumber of shares outstanding: 225,188,176 sharesTreasury shares: 105,409 shares

SHAREHOLDER STRUCTURE Organization Individual

3

Truong Ngoc Phuong

NO TRANSACTOR Relationship with insider Reason of increase, decrease(buying, selling, transferring…)

15,239,308 9.12% 15,599,790 7.00%

Cao Thi Thuy

PNJ issued shares from the owner’s equity, issued shares

04 Vice chairman of BODcum CEO 200,000 0.11% 426,666 0.18% PNJ issued shares to the employees

Pham Vu Thanh Giang

05 Member of BOD 195,000 0.11% 199,000 0.08% owner’s equity, issued shares PNJ issued shares from the

to the employees; Selling

Le Huu Hanh

06 Member of BOD 1,732,700 1.03 % 2,416,266 1.07% the owner’s equity, issued PNJ issued shares from

shares to the employees

Pham Thi My Hanh

07 Member of BOD 968,928 0.58% 1,291,903 0.57%

Dang Thi Lai

08 Member of BODcum Chief officer 884,657 0.52% 1,285,542 0.57%

Huynh Thi Xuan Lien

09 Member of BOD 0 0% 12,000 0.005%

Le Quang Phuc

10 Member of BOD 30,000 0.01% 52,000 0.02%

Robert Alan Willett

11 Member of BOD 0 0% 400,000 0.17% PNJ issued shares to the employees

Nguyen Thanh Du

12 Head of Supervisory Board (SB) 29,200 0.01% 41,533 0.01%

PNJ issued shares from the owner’s equity, issued shares

to the employees; Selling

PNJ issued shares from the owner’s equity, issued shares to the employees PNJ issued shares from the owner’s equity, issued shares to the employees

PNJ issued shares from the owner’s equity, issued shares to the employees

PNJ issued shares from the owner’s equity, issued shares

to the employees

(buying, selling, transferring…)

PNJ issued shares from the owner’s equity

Le Anh Duc

13 Member of SB 1,200 0.00% 1,600 0.0007%

Nguyen Ngoc Hue

14 Member of SB 48,790 0.02% 70,203 0.03% PNJ issued shares from the owner’s equity, issued

shares to the employees

Duong Quang Hai

15 Chief Accountant 104,608 0.06% 172,476 0.07%

Dang Ngoc Thao

16 Subsidiary company Director 117,424 0.07% 185,564 0.08%

Phan Nguyen Hoai Anh

17 Acting Chief officer 0 0% 28,000 0.01% PNJ issued shares to the employees

Nguyen Hoang Chau

18 Chief officer 128,690 0.07% 160,086 0.07% owner’s equity, issued shares PNJ issued shares from the

to the employees; Selling

Tran Thi Thu Ha

19 Chief officer 317,306 0.19% 425,354 0.18%

Nguyen Anh Hung

20 Chief officer 50,000 0.02% 118,666 0.05% PNJ issued shares from the owner’s equity, issued

shares to the employees

Dao Trung Kien

21 Chief officer 100,000 0,05% 195,333 0.08%

Nguyen Ngoc Tran

22 Chief officer 80,000 0.04% 125,256 0.05%

Lam Thi Huong

23 Related person of Head of SB 10,500 0.00% 17,800 0.007%

Opening owvned stocks Number Proportion

Closing owned stocks Number Proportion

PNJ issued shares from the owner’s equity, issued shares to the employees PNJ issued shares from the owner’s equity, issued shares to the employees

PNJ issued shares from the owner’s equity, issued shares to the employees

PNJ issued shares from the owner’s equity, issued shares to the employees

PNJ issued shares from the owner’s equity, issued shares

to the employees; Selling

PNJ issued shares from the owner’s equity, issued shares

to the employees; Selling

REPORT ON CORPORATE GOVERNANCE 2019 ANNUAL REPORT 2019

8 OTHER MATTERS OF CONCERN

- On 28th June 2019, PRICEWATERHOUSECOOPERS Vietnam Co., Ltd and Phu Nhuan Jewelry Joint Stock Company (PNJ) signed a contract to perform the service

of reviewing consolidated financial statements and PNJ’s own separate financial statements for the six-month period ended on 30th June 2019 and audited PNJ's financial statements for the year ended 31st December

2019 prepared according to Vietnamese Accounting Standards, the Vietnamese Enterprises Accounting System and relevant legal regulations in Vietnam

- Implementing the authorization of the Annual General Meeting of Shareholders in 2019, Phu Nhuan Jewelry Joint Stock Company amended the Clause 2, Article 14

of the Charter due to issuance of shares to increase share capital from the owner’s equity source (Increasing charter capital from VND 1,670,029,820,000 to VND 2,226,679,600,000) Date of implementation: 19th June

2019

- Decision No 233 / QD-SGDHCM dated 27th June 2019

of Ho Chi Minh Stock Exchange on listing changes:

• Number of securities before listing change:

• Effective date of listing amendment: 1st July 2019

• Trading date: 10th July 2019

• Reason for change: Issuing shares from the owner’s equity

- Implementing the authorization of the Annual General Meeting of Shareholders in 2019, Phu Nhuan Jewelry Joint Stock Company amended the Clause 2, Article 14 of the Charter due to issuance of shares to increase share capital from the owner’s equity (Increasing charter capital from VND 2,226,679,600,000 to VND 2,252,935,850,000)

Date of implementation: 16th December 2019

- Decision No.14/QD-SGDHCM on January 10th, 2020

of Ho Chi Minh Stock Exchange on listing changes:

• Number of securities before listing change:

• Effective date of listing change: 14th January 2020

• Reason for change: Stock issuance under ESOP

* Please see the Report of BOD in 2019 for detailed information.

-12,245

NO SUBJECT Number of Share Proportion of

ownership shareholderNumber of

SHAREHOLDER STRUCTURE Organization Individual

C ADDITIONAL INVESTMENT IN THE OWNER’S EQUITy:

PNJ changed the charter capital 2 times in 2019:

• Issuing shares to increase the stock capital from the owner’s equity

- Date of implementation: 19th June 2019

- Rate of implementation: 3:1 (shareholders whose 03 shares will received 01 additional new share)

- Charter capital before change: 1,670,029,820,000VND

- Charter capital after change: 2,226,679,600,000VND

• Issuing shares to the employees under the program of Employee Stock Ownership Plan (ESOP):

- Date of implementation: 16th December 2019

- Charter capital before change: 2,226,679,600,000VND

- Charter capital after change: 2,252,935,850,000VND

D TREASURE SHARES TRANSACTION:

On September 10th 2019, PNJ published the buyback transaction result of the number of shares issued to the officials,

employees who had resigned before the end of the transferring time for the treasury shares: 104,700 shares

1 BOARD OF DIRECTORS’ ASSESSMENT ON THE COMPANY’S OPERATION RESULTS:

2019 continues to be a great success year for PNJ and also a challenging year for the courage and

spirit of the Board of Directors (BOD), Board of Management and all employees

The BOD has been always standing side by side and supporting the BOM and the company to make

great efforts to exceed the profit targets set for 2019 in the context of the jewelry market with many

unfavorable fluctuations from fluctuating gold prices due to trade war Overcoming the difficulties

that were foreseen in the early stages of the project implementation, PNJ has successfully put into

operation the Enterprise Resource Planning System ERP-SAP, this is a crucial foundation which

has help PNJ firmly move up with the process of Continuous Operation Improvement and Digital

Transformation in the future

Besides outstanding business achievements, 2019 is also a year of "abundant" awards, gaining

domestic and international recognition - a positive step for realizing the strategic vision of PNJ: Asia's

leading jewelry manufacturer and retailer, holding the number one position in the middle and high-end

segments in Vietnam

A ASSESSMENT OF BUSINESS RESULTS:

The business results achieved in 2019 as follows:

B ASSESSMENT ON THE IMPLEMENTATION OF STRATEGIC ORIENTATIONS:

Source: Consolidated financial statements Audited by PwC

Profit before tax

Profit after tax

Net margin

Gross margin

Cash Dividend

18,207,6103,477,8001,480,0001,181,7606.49%

19.10%

18%

16,993,9873,454,019 1,507,198 1,194,314 7.03%

All indicators of revenue and profit have grown compared to the previous year, in which the profit still maintained

the growth rate of over 20% despite the purchasing power of the retail market in general and the jewelry market in

particular was affected unfavorably by gold price fluctuations due to USA-China trade war, as well as the complex

geopolitical situation in the world

In order to maintain the growth as mentioned above, in

addition to the restless efforts and high commitment

of all employees and the Board of Management, there

is also the active operation of the Board of Directors in

planning and monitoring, overseeing the implementation

of strategic orientations based on the successful

Home model These are orientations of Solid Growth, Capacity Development, Resource Enrichment and Future Preparation - which have helped PNJ achieve some remarkable results such as:

• Maintaining revenue growth at an average rate (CAGR)

of 22% / year for the period 2016 - 2019

Total revenue of PNJ has doubled after only 3 years

• Profit before tax in 2019 - conquering the milestone of VND 1,500 billion - exceeding the set target

• Developing a retail chain across the country with a total

of 346 stores by the end of 2019 in 52/63 provinces and cities in Vietnam

- The above results are achieved through a series

of comprehensive and serious solutions to develop the fundamental competencies of PNJ from Human Resources, Supply, Retail, Marketing to Strategy and Technology Moreover, PNJ has always focused

on enriching resources with many activities such as increasing employee engagement, increasing customer

satisfaction (CSI), maintaining and strengthening partnerships both domestically and internationally Besides, in preparation for the future, PNJ has focused

a great deal of resources in implementing digital transformation activities, building a data warehouse platform as well as applying "big data" into decision making

- In addition to the activities mentioned above, PNJ has conducted a series of activities that contribute and manifest its social responsibility such as the program

to unite university students, "Spread the Golden Trust", the program "Trust Houses", the program "Spring love”, humanitarian blood donation and PNJ Charity Fund

The Board of Directors has supervised the executive work

of the General Director and the Board of Management through:

- The Chairwoman of the Board of Directors participates in regular meetings of the Board of Directors and important meetings related to the implementation of business development and corporate governance projects; at the same time assigning full-time members of the Board of Directors to participate in specific projects in each field

of business activities, digital transformation

- Monitoring the completion of important targets in the year committed by the General Director and the Board of Management;

- General Director and Board of Management report business results and activities in quarterly meetings of the Board of Directors;

- Coordinating with the Supervisory Board to clearly understand the status of the Group's operations in order

to make practical recommendations to help the General Director and the Board of Management fulfill their tasks assigned by the General Meeting of Shareholders and the Board of Directors;

- Regularly commanding to inspect on site activities

at point of sales, branches and through the system of periodic and extraordinary reports

Thanks to that, the Board of Directors has always been aware of the status of the Company's operations, decisions, operations of the Board of Management and there has been a good coordination with the Board of Management to make timely as well as sound decisions and policies to achieve the business targets

Through supervisory activities, the CEO and the Board of Management of the Group and its affiliates have made great efforts in achieving the Group's business goals

The Board of Directors have highly well-acknowledged the CEO and the Board of Management’s determination

to realize the vision of being Asia's leading jewelry processing and retailing company The CEO and the Board of Management have made great efforts and overcome challenges and are very proactive in deploying

work routes not only for business activities for the short term but also for building new platforms for long-term development of the whole Group

In the course of operation, at the same time fully and properly complying with the provisions of law, the company's charter in the course of task performance, the General Director and Board of Management also fully and timely implemented resolutions and decisions

of the Board of Directors and the General Meeting of Shareholders in the fiscal year

2 SUPERVISING RESULTS OF THE BOARD OF DIRECTORS TOWARD THE BOARD OF MANAGEMENT:

A METHOD OF SUPERVISION

B OVERALL ASSESSMENT

- Approval of reports on production and business results;

- Establishment of branches directly under the Company;

- Appointing managerial positions of member companies;

- Signing contracts and transactions with internal/

- Dividend payment for the third phase of 2018 and advance

of dividend in the first and second phase of 2019

3 General Assessment on Board of Directors’ operation

- According to the Board of Directors' action plan, the tasks performed by the BOD in 2019 have focused in accordance with the Resolution of the General Meeting

of Shareholders and in compliance with the Company's Charter and Corporate Governance Regulations All members of the BOD have been very united, with a high sense of responsibility, especially in each member’s work, from which proposed many solutions and made

right and timely decisions for the company and in compliance with the law

- Regarding the technological changes, as reported in

2018, we have mentioned the initiative of the company in the steps and development of infrastructure investment and technology 2019 is the year that PNJ has realized applying ERP in the process of Digital transformation

1 Regarding the organization of Board of Directors’ meetings

- In 2019, the BOD held 22 meetings; Thereby, the minutes, resolutions and decisions of the Board of Directors were issued clearly and consistently The meetings were convened and followed the procedures sstipulated in the Company's Charter and Corporate governance regulations

- Meeting invitations, documents, documents were sent fully to the members of the BOD, the Supervisory Board attending the meeting for reference and research

in accordance with the law, the Company's charter, Corporate governance Regulations and other regulations

Minutes of the BOD’s meetings were made and fully signed by the BOD’s members attending the meeting, ensuring the correct procedure as prescribed by law

- Decisions of the BOD at the meetings in accordance with the laws, the Company's Charter, Corporate Governance Regulations, the Resolutions of the General Meeting

of Shareholders and in accordance with the approved business strategies and plans

- The meeting agenda were discussed and evaluated

by members of the Board of Directors very openly, considering the issues very objectively to give the best directions for the Company both in the short-term and long-term

2 Regarding the supervision on the CEO and other members of the Board of Management

- The BOD has well supervised the management and administration of the Board of Management Members

of the BOD have been regularly invited by the BOM to regular and extraordinary meetings of the BOM Since then, the BOD has always monitored the Company’s operational situation, decisions, the management and administration activities of the BOM

- The BOD has had a very execellent coordination with the BOM to make timely and sound decisions and policies to overcome market and enterprise challenges

to achieve the best business results The BOM has been very proactive in their work, determined to implement the proposed strategies to fulfill the business targets as well as the goals of each department with a very high independence

- In general, the supervision of the BOM has been maintained regularly and closely, ensuring the Company's activities are stable, safe and complied with the provisions of law, achieving the plan approved by BOD and the General Meeting of Shareholders

D ASSESSMENT OF INDEPENDENT MEMBERS ON THE ACTIVITIES OF THE BOARD OF DIRECTORS:

3 ACTIVITIES OF THE BOARD OF DIRECTORS

The BOD currently consists of 09 members, including:

Mrs.Cao Thi Ngoc Dung – Chairwoman

05 members of Board of Directors in management:

• Mr Le Tri Thong, Vice-Chair cum CEO

• Mrs Pham Vu Thanh Giang – Member of the Board of Directors

• Mrs Pham Thi My Hanh – Member of the Board of Directors; Chairwoman/Director of CAF Co.,ltd

• Mr Le Huu Hanh – Member of the Board of Directors, General Director of PNJP Company

• Mrs Dang Thi Lai – Member of the Board of Directors; Chief Operation cum Director of Finance – Operation Division

03 independent members of Board of Directors:

• Mrs Huynh Thi Xuan Lien

• Mr Le quang Phuc

• Mr Robert Alan Willett Mrs Dang Thi Lai was elected by the 2019 Annual General Meeting of Shareholders into the BOD on 20 April 2019

A STRUCTURES AND MEMBERS OF BOARD OF DIRECTORS

B REMUNERATION, SALARY, BONUS AND ALLOWANCE OF BOD IN 2019

C ACTIVITIES OF BOARD OF DIRECTORS

Based on the operation plan, the Chairwoman had

quarterly operation programs with clear and specific

contents in order to ensure favorable conditions for the

members of the BOD to have proper time and be able to

attend the meetings of the BOD

The members of the BOD have shown a high sense of

responsibility, worked effectively and have fully and

properly performed the rights and responsibilities of the

members of the BOD in accordance with the provisions

of the Company Charter, the Corporate Governance

Regulations and the Regulations on the Organization and

Operation of the BOD In 2019, the BOD also implemented all the resolutions of the 2019 Annual General Meeting of Shareholders The BOD held 22 meetings, in accordance with the procedures stipulated in the Company's Charter, the Regulation on corporate governance and the Provision

on organization and operation of the BOD Through the meetings, the BOD issued the minutes/resolutions/

decisions to implement the rights and responsibilities

of the Board of Directors and resolutions of the General Meeting of Shareholders, specifically:

- Borrowing from bank capital;

In 2019, the Company also paid salaries, bonuses and operating expenses to the members of the Board of Directors, CEO

and the Board of Management of VND 53,158,673,767 The money of the Board of Directors has been also used for the

following purposes: Carrying out social activities, charity work; rewarding 304 managers with good performance

The bonuses for completing and exceeding the 2019 after-tax profit plan for the Board of Directors and the Board of

Management under Article 3, Resolution No 278/2019/Nq-ĐHĐCĐ-CTY dated April 20th, 2019 of the Annual General

Meeting of shareholders have not been implemented due to waiting for the approval of the business results in 2019 at the

Annual General Meeting of Shareholders in 2020

Although there were problems at the beginning due to

the complexity of the industry, but after 2 months of

go-live, the system has successfully operated and the

business returned to business as usual

- In addition, the company has made great strategies

for system development, talent development through

a team and structure with a solid foundation of great

development of the company in 2019 and beyond

In 2019, PNJ completed its plans despite many challenges in the market, increasing competition from traditional competitors and outside the industry; at the same time, well performing the obligations towards the State Budget, bringing high benefits to shareholders and employees of the Company; especially the Company put a lot of enthusiasm and effort into voluntary and meaningful activities to the community

The members of the Board of Directors are assigned to be the chairperson/Board Members/BOM/ CEO

of these subsidiaries

A STRATEGY SUBCOMMITTEE

- Identifying and building "Key Strategies for the period

of 2019 - 2022", aside from monitoring, supervising and promoting the implementation of the core business activities in 2019

- Developing business plan: Monitoring and supervising the implementation of "The 2019 Key Performance Indicator (KPIs)" of the whole Company and each division; giving orientation, suggestions, and adoption of the "The 2020 Key Performance Indicator (KPIs) for PNJ"

developed by the Strategy Division

- Improving the management capacity and management system: Monitoring, reviewing, and providing guidelines, proposing innovations in corporate governance practices according to the new corporate governance model The committee has achieved initial steps in finalizing the new documents regarding corporate governance

- Proposing improvements in the Company's management practice and management information system, directing and pushing the preparation, deployment and successful go-live of the new ERP system for PNJ from April 2019;

Guiding the Digital Transformation vision through the implementation of component projects

- Human resources development: Orienting and building

“Strategies to enrich PNJ talent asset period 2017 - 2022” to ensure that human resources could have one step ahead of the development under PNJ's strategy;

supervising, urging and directly participating in periodic activities on corporate culture Orienting and completing deployment of new corporate culture

- Development of organizational capacity:

• Monitoring, supervising and urging quick-wins (qWs) in deploying building risk management capacity; Gathering consensus in building a modern risk management system and hiring implementation consultants

• Monitoring, supervising and pushing the implementation

of actions/plans to improve B2B production and business capacities

• Reviewing and updating the "PNJ IT Strategy 2017 - 2022"

• Monitoring, supervising and pushing for the core activities/plans of IT division

• Developing strategic guiding principles for financial investment

• Cooperating with the Finance Subcommittee in implementing the development of PNJ financial management capacities towards the group model for the period of 2017-2022

• Monitoring, supervising and pushing for the implementation of plans/actions in improving strategic management capacities

• Monitoring, supervising and pushing for the actions/plans of enhancing retail capacities

• Orienting, monitoring, supervising and pushing for the actions/plans of the Marketing Division

B FINANCE SUBCOMMITTEE

- Presiding, coordinating with affiliated units, subsidiaries

in formulating and deploying operation plans in 2019

- Orienting, supervising and coordinating with the ERP project team to build a centralized management system with international standard process, in order to improve the management and administration capabilities of the leadership and employee workflow

- Consulting the BOD in leading and appraising investment projects on production equipment, system development, and business partnership/joint venture projects

- Organizing the monitor of capital expenditure status;

monitoring financial statements of the subsidiary companies

- Coordinating with the company’s Board of Management

in developing solutions to optimize operating costs

- Presiding and coordinating with the Supervisory Board, finance and accounting department, and internal supervisory department to regularly check the compliance of the system to detect inadequacies, discrepancies, inappropriate points, hidden risks in activities help the Board of Management to have training, surmounting and alternating plans to help the company operate effectively

- Orienting and developing a financial plan for the entire group in 2020 to submit to the Board of Directors and the Annual General Meeting of Shareholders

4 ACTIVITIES OF SUBCOMMITTEES UNDER THE BOD

- Considering the legality, order and procedures for issuing resolutions of the Board of Directors and disclosing information in accordance with the law.

- Supervising and inspecting the implementation of targets

of production and business activities in 2019 according to the Resolution of the General Meeting of Shareholders toward the Board of Directors and the Board of Management

- Checking the rationality, honesty and degree of caution

in organization of financial accounting work, statistics and making financial statements Reviewing the interim financial statement and the 2019 financial statements (separately and consolidated) which were reviewed and audited by PwC Vietnam Co., Ltd

- During the year, the Supervisory Board and the internal control of the company collaborated well with members of the Board of Directors and the Board of Management in the process of performing the duties:

• Participating in verifying inventory and monitoring goods:

713 times

• Inspecting the selling process: 375 times

• Adhoc inspection of operating systems at units: 16 times

• Doing Standard assessment of customer service: 581 times

• Doing Report on the inspection results fully sent to the Chairwoman, Vice-Chairman of the Board of Directors and the Board of Management

- In the course of performing the tasks of supervision and inspection in 2019, the Supervisory Board did not detect any signs of violations, and there were not any complaints from the shareholders about the Board of Directors and the Board of Management

- The Board of Supervisors along with the Board of Directors and the Board of Management studied Decree 05/2019/ND-

CP on the establishment of an internal audit unit for PNJ

1 REPORT OF SUPERVISORY BOARD

2 RESULTS OF SUPERVISING THE MANAGEMENT AND OPERATING ACTIVITIES OF BOD AND BOM

- The BOD has fully performed their management responsibilities in compliance with the Enterprise Law, the Securities Law, the Company's Charter, the Resolution of the General Meeting of Shareholders and other relevant provisions of law

- The BOD directed and organized the implementation of the resolutions of the General Meeting of Shareholders in

2019 to achieve great results

- Evaluating and analyzing the situation of production and business of each quarter, setting out tasks of each quarter timely and effectively

- Resolutions of the BOD were issued in accordance with the Board of Directors’ authority and the content

of these resolutions have complied with the resolutions

of the Annual General Meeting of Shareholders, the Law

on Enterprises, the Law on Securities, the Company's Charter, and other relevant laws

- Controlling activities of the Strategy Subcommittee, Finance Subcommittee closely between the Board of Directors and the Board of Management

* Salary, bonus, allowance and other benefits of the SB in 2019: including 3 members with a total remuneration

of VND 228 million

03 Mr LE ANH DUC

MEMBER OF SUPERVISORY BOARD

Master of Political Economy, Academy of Politics

BA in Accounting –Auditing, University of Economics and Law

2011 - now: Expert of Internal Control Division of Phu Nhuan Jewelry JSC

01 Mr.NGUYEN THANH DU

HEAD OF SUPERVISORY BOARD

BA in Accountancy, University of Economics HCMC

2006: Accountant of Song Le Interior Decoration -

Construction - Design Company Limited

2006: Internal Control Staff of PNJ

2012: Vice - Head of Internal Control Dpt of PNJ JSC

2013: Head of Quality Control Division - Department

of Quality Control of PNJ JSC

2014 - now: Head of Internal Control Division

-Efective Management Department of PNJ JSC

Head of Supervisory Board of PNJ JSC

02

BA in Commerce and Finance, HCMC Finance Accounting University

1991 - 1994: Chief Accountant of Canadian Hotel Vung Tau City

Vung Tau City

2011- now: Chief Accountant of PNJ Laboratory Co., Ltd.

Ms NGUYEN NGOC HUE

MEMBER OF SUPERVISORY BOARD

B BOARD OF MANAGEMENT

C EVALUATION OF THE COORDINATION BETWEEN THE SB AND BOD, CEO AND SHAREHOLDERS

D VERIFICATION OF THE 2019 PROFIT DISTRIBUTION PLAN

- Implementing the production and business targets in 2019:

• The Board of Directors has regularly and drastically

directed business solutions upon the spirit of initiative,

creativity and innovation, overcoming difficulties, practicing

saving in 2019 to ensure a stable growth of profits

• Launching PNJ Next, PNJ Art stores, opening new

markets, timely seizing business opportunities Initially

shaping PNJ Watch brand, building a loyal customer base

Promoting online selling capacity in combination with

traditional stores

- Implementing key technology projects: succeeding

Go-live SAP, system transferring and troubleshooting during

operation phase, increasingly grasping and applying

ERP platform, increasing productivity and ensuring

timely delivery rate For the time being, the continuous

improvement phase for the system to operate more

efficiently has been performed

- Carrying out other key activities:

• Continuing to process improvement and technical innovation researches to reduce error rate and wastage

• Strengthening design capacity and developing new models, combined with advanced technologies; developing new products which are more sophisticated and qualitative

- Monitoring activities:

• The results and assessments of risks in the inspection have been implemented and most were overcome by the Board of Directors, a few have still been completed

• Monitoring combined with inspection and control has helped PNJ to ensure the compliance of the system, complied accounting documents to help the financial statements to be prepared on a reliable basis without any material errors

The Board of Directors and the General Director have always created favorable conditions for the Supervisory Board

to perform their duties and have been always in a close, independent and objective cooperation on the principle of

the Company’s interests, of the shareholders and have fully complied with the provisions of the Internal Regulations,

Company’s Charter and the provisions of law

E VERIFICATION OF FINANCIAL STATEMENTS FOR 2019

- After examining Company’s financial statements in 2019 audited by PwC Vietnam Co., Ltd., the Supervisory Board agreed

on the figures of the Consolidated Financial Statements of PNJ Group and the audited separate financial statements of PNJ

in 2019

- In our opinion, the consolidated financial statements of both PNJ Group and PNJ in particular has given a true and fair view

in all crucial aspects upon the related documents and records, in accordance with the Accounting Standards, Vietnamese

Enterprises Accounting System and the legal provisions related to the preparation and presentation of financial statements

- According to the 2019 profit distribution report of the Board of

Directors expected to submit to the Annual General Meeting of

Shareholders, the Supervisory Board assessed that the profit

distribution plan in 2019 complies with the law and PNJ's Charter

- Dividend plan of 18% / par value (actually spent 8% in 2019, the

profit distribution report of the Board of Directors proposed to spend

the remaining 10%) according to the resolution approved by the

Annual General Meeting of Shareholders 2019

Distribution profit: VND 1,193,925 million.

In which:

- Dividend payment: VND 403,427 million

- Appropriation to funds: VND 149,240 million

- Retained profit: VND 641,258 million

a Capital and assets as of 31st December 2019 and financial performance of PNJ

b Evaluation of financial indicators (as of 31st December 2019)

- Total assets and capital of the group increased by 34%;

and 27% for PNJ over the same period

- Assets increased mainly by inventories, fixed assets increased by 32% and 3.2% respectively, and reduced cash

& cash equivalents effecting asset reduction of 1.7%

- Capital increased mainly due to an increase in term loans & finance lease liabilities (short-term loans accounted for 94.9% with interest rates from 6.3% to 7%; capital mobilization accounted for 4.9% with interest rates 3 % and 8%), the owner’s equity (stock dividend

and stock issues under the ESOP program), and term payables to sellers (imports of goods) increased by 16.3%, 12.9% and 5.4% respectively

short Owner’s equity: PNJ’s own equity accounts for 98.7%

of the Group’s total equity In 2019, the charter capital

of PNJ increased from 1,670,029,820,000 VND to 2,252,935,850,000 VND, an increase of 35% compared

to the end of 2018 (based on Resolution No 353/201/Nq-HĐqT-CTY & 563/2019/Nq-HĐqT-CTY)

- In our opinion, the criteria for evaluating the business performance of PNJ and the whole PNJ Group in 2019 are highly effective with good trends compared to 2017 and 2018 (especially in gross profit/net revenue, profit after tax /net revenue, profit after tax/equity)

- Analysis of the trend of financial indicators over the years 2017, 2018, 2019: the total debt / total asset index

increases gradually (the loan increases due to the need for capital to develop the business system) and the assets turnover rate, inventory turnover rate, quick ratio and current ratio tend to decrease, so it is necessary to strictly control to continue increasing the efficiency in using capital and inventory

The Supervisory Board proposes to the Board of Directors and the Board of Management the following:

- To improve the operating mechanism of PNJ Group to enhance system operation efficiency

- To build a solid risk management platform, a risk alert mechanism at the Group level; deployment to all levels;

to maintain and improve the effectiveness of the 2-level system control mechanism (self-control & inspection; focus

and control debt

- To continue to strictly and effectively control the improvement stage, develop SAP software applications and other key technology projects

- To continue to promote human resources training and development, develop personnel policies and personnel allocation in accordance with the current and development needs of the company in general and improve professional training of internal control, risk management, quality management in particular

- Regarding investment activities of Customer Era Company Limited (CECL): It is necessary to have in-depth analysis of the organizational structure, operational efficiency before making funding for CECL

F RECOMMENDATION AND CONCLUSION

a Recommendation

b Conclusion

Through supervision and inspection of the Supervisory Board, the activities of the Company in the past year comply with the Enterprise Law, Securities Law, Company's Charter, relevant provisions and compliance with the resolutions of General Meeting of Shareholders and resolutions of the Board of Directors The Company's disclosure activities also comply with the relevant regulations applicable to listed companies

Mr PHAN NGUYEN HOAI ANH

ACTING CHIEF MARKETING OFFICER

CHIEF RETAIL OFFICER

Mr NGUYEN NGOC TRAN

CHIEF INFORMATION TECHNOLOGY OFFICER

Mr NGUYEN HOANG CHAU

CHIEF SUPPLY OFFICER

Mrs DANG THI LAI

CHIEF OPERATING OFFICER CUM DIRECTOR OF FINANCE & OPERATION DIVISION

Mr NGUYEN ANH HUNG

CHIEF HUMAN RESOURCES OFFICER

CHIEF STRATEGY OFFICER

Mr LE TRI THONG • GENERAL DIRECTOR

Mr PHAN NGUYEN HOAI ANHActing Chief Marketing Officer

Bachelor in Computer Science - Houston Community College

2012: Vice Director at IO Communication JSC

2013 – 2014: Customer Service Manager at Mirum Agency

2014 – 2017: Strategy & Customer Service Director at Mirum Agency

2018 – 2019: Brand Manager at Phu Nhuan Jewelry JSC

2019 – now: Acting Chief Marketing Officer at Phu Nhuan Jewelry JSC

Mrs DANG THI LAI

Chief Operating Officer cum Director of Finance & Operation Division

Bachelor of Business Administration University of Economics HCMC

1986 - 1987: Paymaster Accountant_Project management of IndiraGranhdi Jute Construction

1987 - 1990: Payment Accoutant_IndiraGranhdi Jute Factory

1990 - 1993: Material Accountant_Phu Nhuan Jewelry Company

1993 - 1996: Deputy Accountant_Phu Nhuan Jewelry Company

1996 - 2003: Chief Accountant_Phu Nhuan Jewelry Company

2004 - 2015: Chief Accountant_Phu Nhuan Jewelry Company

2015 - 2018: Chief Accountant cum Director of Finance Accounting Dpt _ PNJ JSC

2010 - 2014: Member of Board of Directors_SAIGON Fuel JSC

06/2018 - now: Chief Operating Officer cum Director of Operation – Finance Dpt _ PNJ JSC

04/2018 - now: Board Member of PNJP_Phu Nhuan Production & Trading Jewelry Company Limited

Mr DAO TRUNG KIEN

Chief Strategy Officer

MBA in Finance - Hofstra University, US

2000 - 2016: Lecturer in Banking Department - Ho Chi Minh City University of Economics

2007 - 2016: Director of Kien Anh Limited Company

2012 - 2014: Strategy Director - Dong A Bank

2014 - 2016: Deputy Director of Technology Department - DongA Bank

2016 - now: Chief Strategy Officer - Phu Nhuan Jewelry JSC

Mr NGUYEN ANH HUNG

Chief Human Resources Officer

Master of Business Administration University of Economics HCMC

2002 - 2004: Head of Human Resources Dpt - YANGCHEN Wood Industry International Company

2004 - 2006: Deputy head of Human Resources Department - KIDO JSC

2006 - 2008: Assistant of HR Director cum Head of Human Resources Department - SABMiller

Vietnam Joint Venture Company Limited

2008 - 2012: HR Director- Pepsico Binh Duong Branch

2012 - 2014: Senior HR manager - Nestle Vietnam Company Limited

2014 - 2017: Director of Human Resource Management Department - Vietnam Prosperous Bank Finance Company Limited (FE Credit)

2017 - 2018: Human Resource Director cum Director of Training Center - Oriental Commercial Joint Stock Bank (OCB)

2018 - now: Director of Humance Resources Department - Phu Nhuan Jewelry JSC

Mrs TRAN THI THU HA

Chief Retail Officer

Bachelor of Business Administration University of Economics HCMC

1999 - 2003: Retail supervisor - Phu Nhuan Jewelry JSC

2004 - 2007: Sales deputy manager - Phu Nhuan Jewelry JSC

2008 - 2013: Sales manager - Phu Nhuan Jewelry JSC

2014 - now: Retail Director - Phu Nhuan Jewelry JSC

Mr NGUYEN NGOC TRAN

Chief Information Technology Officer

Master in Computer Science

2002 - 2006: Researcher at University of Montreal, Canada

2006 - 2007: Senior Software Architect at Fedex Trade Networks, Canada

2007 - 2008: Senior Consultant at CGI Group, Canada

2008 - 2010: Senior Consultant at Canadian National Railway, Canada

2011 - 2013: Founder and CIO at DTSC

2013 - 2016: CIO at Donga bank

2017 - now: CIO - Phu Nhuan Jewelry JSC

Mr NGUYEN HOANG CHAU

Chief Supply Officer

MBA

2001 - 2005: Executive of Higher Education Management project

Vietnam National University-HCM

2004 - 2009: Project Manager University of Economy

2006 - 2013: Manager Unilever

2013 - 2014: Strategy Director - Phu Nhuan Jewelry JSC

2014 - now: Supply Chain Director - Phu Nhuan Jewelry JSC

BOARD OF DIRECTORS

PHU NHUAN JEWELRY JOINT STOCK COMPANY BOARD OF MANAGEMENT

PHU NHUAN JEWELRY JOINT STOCK COMPANY

BOARD OF DIRECTORS AND SUPERVISORY BOARD

1 PNJ’S GOAL

2 INTEGRATING 17 SUSTAINABLE DEVELOPMENT GOALS OF UNITED NATIONS

Based on 17 SUSTAINABLE DEVELOPMENT GOALS OF UNITED NATIONS, PNJ researched, selected on basis of particular operation industry, economic context, Vietnam society, and integrated into enterprise’s orientation and sustainable development goals

In 2019 and the following years, the Board of Directors and all employees of PNJ are always awake to be constantly creative, overcome the rapid changes of the economy and social - technological trends to ensure the sustainable and rapid growth speed and the position of the most outstanding jewelry retailer

in Asia, as well as further on the penetration of international markets The Board of Directors of PNJ has always been extremely serious in preparation, focal investment, ensuring PNJ always to have the best readiness for the future with 4 strategically central points for the period of 2019-2022:

- Steady growth with the focus on maintaining the leading

position in tier 1 markets and speeding up development in tier

2 and tier 3 markets

- Continuous development of production capacity, supply chain management, strategic management, marketing,

to create a comprehensive strength of the enterprise

- Continue the enrichment of human resources, brand resources, customer resources, etc to strongly increase resources

- Prepare human resources with enough knowledge, experience in analyzing and using data in business activities

to accelerate and advance strongly in the era of retail 4.0

a Preparing resources and foundation for promoting long-term growth and making breakout momentum

in the future.

Environmental protection, community development, and human development are important activities to change the context in a positive way, creating a favorable development environment for businesses, both in terms of growth drivers and market space and competitiveness Therefore, creating value to contribute to building a sustainable development society has been PNJ's long-term strategic plan, integrated into the process of conquering economic goals

Not only stopping at the actions and projects of perfecting

the welfare system, improving the living environment, economic conditions, health care conditions, education, PNJ has also proactively proposed and connected organizations , associations to create impact resources, forming an ideal living environment for each individual to develop best in all aspects of life At the same time, PNJ has constantly associated elements, social organizations, professional organizations to create resonance, create a favorable environment for startups development

2 Integrating society goals

INTEGRATING 17 SUSTAINABLE DEVELOPMENT GOALS OF UNITED NATIONS 67

INTEGRATING ECONOMIC GOALS INTO SUSTAINABLE DEVELOPMENT STRATEGY 73

INFORMATION TRANSPARENCY AND FAIR COMPETITION 74

ECONOMICAL AND EFFICIENT USE OF RESOURCES 75

ECONOMIC GROWTH

SOCIETY DEVELOPMENT

ENVIRONMENT PROTECTION

LABOR FORCE DEVELOPMENT

COMMUNITY BUILDING

Sustainable growth in revenue and profit.

Maximizing the benefits of shareholders & investors.

Improving customers awareness

of the company's brand and products, not only in the country but also step by step bring PNJ brand to the world.

Creating jobs and stable economic conditions for local workers.

Effective and efficient use

of natural resources.

Thorough and effective treatment of hazardous waste from the production process

Implementing environmental protection activities.

Creating a healthy and ideal working environment for employees.

Attracting, cultivating and retaining the talents.

Effective investment

in community projects and social security.