Vietnam STATEMENT OF THE BOARDS OF MANAGEMENT AND DIRECTORS The Boards of Management and Directors of Vinh Son - Song Hinh Hydro-power Joint Stock Company “the Company” presents this
Trang 1Deloitte
VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
(Incorporated in the Socialist Republic of Vietnam)
Trang 2VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, S.R Vietnam
TABLE OF CONTENTS
Trang 3VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, $.R Vietnam
STATEMENT OF THE BOARDS OF MANAGEMENT AND DIRECTORS
The Boards of Management and Directors of Vinh Son - Song Hinh Hydro-power Joint Stock Company (“the
Company”) presents this report together with the Company’s audited consolidated financial statements for the
year ended 31 December 2009
THE BOARDS OF MANAGEMENT AND DIRECTORS
The members of the Boards of Management and Directors of the Company who held office during the year and
at the date of this report are as follows: `
Board of Management
Mr Nguyen Van Thanh Chairman (Appointed on 17 April 2009)
Mr Trinh Van Tuan Member
Mr Vo Thanh Trung Member
Mr Nguyen Viet Thang Member (Appointed on 17 April 2009)
Mr Nguyen Duc Doi Member (Resigned from the position of Chairman on 17 April 2009)
Ms Dang Thi Hong Phuong Member (Resigned on 17 April 2009)
Board of Directors
Mr Vo Thanh Trung General Director
Mr Hoang Anh Tuan Deputy General Director (Appointed on 1 December 2009)
Mr Nguyen Van Thanh Deputy General Director (Resigned on 1 December 2009)
Mr Do Phong Thu Deputy General Director (Resigned on 1 June 2009)
THE BOARDS OF MANAGEMENT AND DIRECTORS’ STATEMENT OF RESPONSIBILITY
The Board of Management is entitled to the ultimate power to exercise all rights and obligations on behalf of the
Company, except for rights relating to the Board of Shareholders
The Board of Directors of the Company is responsible for preparing the consolidated financial statements of
each year, which give a true and fair view of the financial position of the Company and of its results and cash
flows for the year In preparing these consolidated financial statements, the Board of Directors is required to:
« Select suitable accounting policies and then apply them consistently;
* Make judgments and estimates that are reasonable and prudent;
e State whether applicable accounting principles have been followed, subject to any material departures
disclosed and explained in the consolidated financial statements;
e Prepare the consolidated financial statements on the going concern basis unless it is inappropriate to
presume that the Company will continue in business; and
¢ Design and implement an effective internal control system for the purpose of properly presenting and
presenting the consolidated financial statements so as to minimise errors and frauds
The Board of Directors is responsible for ensuring that proper accounting records are kept, which disclose, with
reasonable accuracy at any time, the financial position of the Company and to ensure that the consolidated
financial statements comply with Vietnamese Accounting Standards, Vietnamese Accounting System and
prevailing accounting regulations in Vietnam It is also responsible for safeguarding the assets of the Company
and for taking reasonable steps for the prevention and detection of fraud and other irregularities
10301 ING
Trang 4VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, S.R Vietnam
STATEMENT OF THE BOARDS OF MANAGEMENT AND DIRECTORS (Continued)
The Board of Directors confirms that the Company has complied with the above requirements in preparing these
consolidated financial statements
The Board of Management confirms that these consolidated financial statements for the year 2009 were read and
approved by the Board of Management
Chairman of the Board of Management General Director
31 March 2010
Trang 5Deloitte Deloitte Vietnam Company Limited
8-Pham Ngoc Thach Rd., Dong Da Dist
Hanoi, Vietnam
Tel : +84-4 3852 4123 Fax: +84-4 3852 4143
www.deloitte.com/vn
No.: 227/Deloitte-A UDHN-RE
AUDITORS’ REPORT
To: The Boards of Management and Directors and shareholders of
Vinh Son-Song Hinh Hydro-power Joint Stock Company
We have audited the accompanying consolidated balance sheet of Vinh Son - Song Hinh Hydro-power Joint
Stock Company (“the Company”) as at 31 December 2009, the related consolidated statements of income, cash
flows and the notes to the consolidated financial statements for the year then ended The accompanying
consolidated financial statements are not intended to present the financial position, results of operations and cash
flows in accordance with accounting principles and practices generally accepted in countries and jurisdictions
other than Vietnam
Respective Responsibilities of the Board of Directors and Auditors
As stated in the Statement of the Board of Directors on pages 1 and 2, these consolidated financial statements are
the responsibility of the Company's Board of Directors Our responsibility is to express an opinion on these
consolidated financial statements based on our audit
Basis of Opinion
We have conducted our audit in accordance with Vietnamese Standards on Auditing Those standards require
that we plan and perform the audit to obtain reasonable assurance that the consolidated financial statements are
free of material misstatements An audit includes examining, on a test basis, evidence supporting the amounts
and disclosures in the consolidated financial statements An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as evaluating the overall consolidated
financial statements presentation We believe that our audit provides a reasonable basis for our opinion
Opinion
In our opinion, the accompanying consolidated financial statements give a true and fair view of, in all material
respects, the financial position of the Company as at 31 December 2009 and the results of its operations and its
cash flows for the year then ended in accordance with Vietnamese Accounting Standards, Vietnamese
Accounting System and prevailing accounting regulations in Vietnam
For and A behalf of
DELOITTE VIETNAM COMPANY LIMITED
Trang 6VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
Consolidated Financial Statements For the year ended 31 December 2009
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, $.R Vietnam
CONSOLIDATED BALANCE SHEET
III Short-term receivables
1 Trade accounts receivable
2 Advances to suppliers
3 Other receivables
IV Inventories
1, Inventories
2 Provision for devaluation of inventories
‘V Other short-term assets
785,685,326,000 156,617,456,520 107,228,003,552 24,230,720,000 25,158,732,968
28,491,663,562 (7,965,689,510)
63,050,000 18,550,000 44,500,000 1,421,776,973,968
1,406,167,435,180
8 1,279,345,161,357 2,905,610, 150,005 (1,626,264, 988, 648)
9 126,822,273,823
13,537,609,715
11 13,537,609,715
2,071,929,073 80,506,696 1,991,422,377
825,685 ,326,000
99,349,590,941 60,323,574,046 2,363,319,258 36,662,697,637
20,832,364,290 26,026,668,899 (5,194,304,609)
69,444,000 25,344,000 44,100,000
1,489,324,555,639 1,478,057,271,097 1,421,966,826,897 2,897,221,819,557 (1,475, 254,992,660) 56,090,444,200 9,968,708,390 9,968,708,390 1,298,576,152
ELC
AET
ĐA
Trang 7VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City Consolidated Financial Statements Binh Dinh Province, $.R Vietnam For the year ended 31 December 2009
CONSOLIDATED BALANCE SHEET (Continued)
1 Short-term borrowings and liabilities 311 12 30,918,252,300 104,221 ,606,286
4 Taxes and amounts payable to the State budget 314 13 19,457,067,987 6,942,257,508
1, Long-term loans and liabilities 334 14 249,066,753 336 224,812,990,511
2 Provision for severance allowance 336 191,467,885 181,142,869
I Shareholders' equity 410 15 2,261,115,671,822 2,141,119,982,272
3 Investment and development fund 417 21,500,000,000 71,500,000,000
2 Funds for fixed assets acquisition 433 1,376,511,544 620,520,404
The notes set out on pages 9 to 23 are an integral part of these consolidated financial statements
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Trang 8VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, $.R Vietnam For the year ended 3 1 December 2009 Consolidated Financial Statements
Accounting profit before tax 50 387,144,538,162 370,206,675,099
31 March 2010
The notes set out on pages 9 to 23 are an integral part of these consolidated financial statements
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Trang 9VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
Consolidated Financial Statements For the year ended 31 December 2009
21 Nguyen Hue Street, Quy Nhon City
Binh Dinh Province, S.R Vietnam
CONSOLIDATED CASH FLOW STATEMENT
For the year ended 3] December 2009
ITEMS
J CASH FLOWS FROM OPERATING ACTIVITIES
J Profit before tax
2 Adjustments for:
- Depreciation and amortisation
- Provisions
~ Losses from unrealised foreign exchange differences
- Gains from investing activities
- Interest expenses
3 Operating profit before movements in working capital
- (Increase) in receivables
- (Increase) in inventories
- Increase/(decrease) in accounts payable
- (Increase)/decrease in prepaid expenses
- Interest paid
- Other cash inflows
- Other cash outflows
Net cash from operating activities
IL CASH FLOWS FROM INVESTING ACTIVITIES
1 Acquisition of fixed assets and other long-term assets
2 Proceeds from sales of fixed assets
3 Cash outflow for lending
4 Cash recovered from lending
5, Interest income, dividends and profit received
Net cash from/(used in) investing activities
tI CASH FLOWS FROM FINANCING ACTIVITIES
1 Proceeds from borrowings
2, Repayments of borrowings
3 Dividends paid
Net cash used in financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
472, 125,069,058 (54,586,630,853) (2,464,994,663) 7,647,256,970 (74,112,696) (6,160,221,217) 5,000,000 (2,363,003,841) 414,128,362,758 (98,566,662,938) 15,200,000 (890,000,000,000) 930,000,000,000 101,933,966,192 43,382,503,254
42,406,525,177 (104,137,769,859) (247,487,864,400) (309,219,109,082) 148,291,756,930
47,989,060,180 196,280,817,110
FORM B 03-DN
Unit: VND
2008
370,206,675,099 115,727,658,860 151,291,990,918 3,194,304,609
(64,5 12,765,613) 10,620,290,844 485,934,333,959 (28,476,418,221) (664,853,811) (10,288,812,404) 423,033,621 (10,509,557,525) 12,214,000 (3,187,194,711) 433,242, 744,908 (15,281,095,835) 42,500,000 (1,105,000,000,000) 790,000,000,000 64,920,948,041 (265,317,647,794)
(101,278,983,690) (247,440,567,900)
(348, 719,551,590)
(180,794,454,476) 228,783,514,656 47,989,060,180
The notes set out on pages 9 to 23 are an integral part of these consolidated financial statements
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VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City Consolidated Financial Statements
Binh Dinh Province, S.R Vietnam For the year ended 31 December 2009
CONSOLIDATED CASH FLOW STATEMENT (Continued)
For the year ended 31 December 2009
Supplementary non-cash disclosures
Cash outflows for purchases and construction of fixed assets during the year exclude an amount of
VND6,29 1,859,404, representing an addition in construction in progress during the year that has not yet been
paid and include an amount of VND20,392,700,000, representing advance payment to contractors while final
accounts of the constructions have not been verified Consequently, changes in accounts payable, receivable have
been adjusted by the same amounts
É —
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VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City Consolidated Financial Statements Binh Dinh Province, $.R Vietnam For the year ended 31 December 2009
These notes are an integral part of and should be read in conjunction with the accompanying consolidated financial statements
Strueture of ownership
Vinh Son - Song Hinh Hydro-power Joint Stock Company is incorporated in Vietnam as a joint stock company which was converted from Vinh Son - Song Hinh Hydro Power Plant, a State-owned enterprise (“the Plant’) Previously, the Plant was a dependent accounting unit of Electricity of Vietnam
(“EVN”)
According to Decision No 219/QD-TTg dated 28 October 2003 issued by the Prime Minister approving the general plan for renovation of State-owned Enterprises under Electricity of Vietnam in the period from 2003 to 2005 and Decision No 2992/QD-TCCB of the Ministry of Industry on capitalising Vinh Son - Song Hinh Hydro-Power Plant The Plant is responsible for proceeding equitisation in 2004, On 2 December 2004, the Ministry of Industry issued Decision No 151/2004/QD-BCN on converting Vinh Son - Song Hinh Hydro Power Plant into Vinh Son - Song Hinh Hydro-power Joint Stock Company
On 4 May 2005, the Plant officially started operating under the model of a joint stock company and under the name of Vinh Son - Song Hinh Hydro-power Joint Stock Company The Company’s Business Certification No 3503000058 was issued by the Department of Planning and Investment of Binh Dinh Province on 4 May 2005, as amended
The Company was granted certificate to trade in Hanoi Stock Trading Center in accordance with Decision No 01/QD-TTGDHN On 28 June 2006, the Company was officially granted certificate to have its stocks listed in Ho Chi Minh City Stock Exchange in accordance with Decision No 54/UBCK- GDNY issued by the State Securities Committee
The Company has a 100% owned subsidiary namely VSH Consulting and Technical Service One Member Company Limited and an associate namely Binh Dinh Tourist Joint Stock Company
The number of employees as at 31 December 2009 was 125 (31 December 2008: 122)
Operating industry and principal activities
The Company operates in hydro-electricity industry; provides operation management services and
hydroelectric power plants maintenance; provides consulting and management service for projects and
supervises the construction of hydropower plant projects; provides consulting services for the designs of
irrigation, transportation and hydropower projects; provides consulting and supervising services for the
construction of irrigation and transport projects; tests power; trades materials and equipment in hydroelectricity industry; invests in construction of power projects; and trades properties
2 ACCOUNTING CONVENTION AND ACCOUNTING PERIOD
Accounting convention
The accompanying consolidated financial statements, expressed in Vietnam Dong (VND), are prepared under the historical cost convention and in accordance with Vietnamese Accounting Standards, Vietnamese Accounting System and prevailing accounting regulations in Vietnam
Accounting period
The Company’s financial year begins on | January and ends on 31 December
3 ADOPTION OF NEW ACCOUNTING STANDARDS AND GUIDANCE
On 15 October 2009, the Ministry of Finance issued Circular No 201/2009/TT-BTC guiding the recognition of foreign exchange differences in enterprises The recognition of foreign exchange differences arising from revaluation of monetary items at the balance sheet date in accordance with
Circular No 201/2009/TT-BTC differs from that as regulated with Vietnamese Accounting Standard
No.10 (VAS 10) - Effects of changes in foreign exchange rates According to Circular No 201/2009/TT-BTC, accounting treatments of foreign exchange differences are as follows:
Trang 12VINH SON - SONG HINH HYDRO-POWER JOINT STOCK COMPANY
21 Nguyen Hue Street, Quy Nhon City Consolidated Financial Statements Binh Dinh Province, S.R Vietnam For the year ended 31 December 2009
These notes are an integral part of and should be read in conjunction with the accompanying consolidated financial statements
3 ADOPTION OF NEW ACCOUNTING STANDARDS AND GUIDANCE (Continued)
- Foreign exchange differences arising from revaluation of monetary items, short-term receivables and payables denominated in foreign currencies at the balance sheet date are not recorded in the consolidated income statement for the reporting period but are recorded in the consolidated balance sheet under the account “foreign exchange reserve” in the shareholders’ equity section
- Foreign exchange differences arising from revaluation of long-term payables are recorded in consolidated the income statement for the reporting period In case the Company makes a loss, it may allocate part of foreign exchange losses within 5 subsequent years after deducting the foreign exchange difference incurred during the reporting period corresponding to the current portion of long-term loans
The Board of Directors decides to recognise foreign exchange differences as guided in Vietnamese Accounting Standard No 10 (VAS 10) and believes that by applying VAS 10, the consolidated financial statements will give a more appropriate view of the financial position of the Company and of its results for the year ended 31 December 2009
The significant accounting policies, which have been adopted by the Company in the preparation of these consolidated financial statements, are as follows:
Estimates
The preparation of consolidated financial statements in conformity with Vietnamese Accounting Standards, the Vietnamese Accounting System and prevailing accounting regulations in Vietnam requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period Actual
results could differ from those estimates
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and enterprises controlled by the, Company (its subsidiaries) up to 31 December each year Control is achieved where the Company has the power to govern the financial and operating policies of an investee enterprise so as to obtain benefits from its activities
The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date of acquisition or up to the effective date of disposal, as appropriate
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used in line with those used by the Company
All inter-company transactions and balances between group enterprises are eliminated on consolidation
Minority interests in the net assets of consolidated subsidiaries are identified separately from the
Company’s equity therein, Minority interests consist of the amount of those interests at the date of the original business combination (see below) and the minority’s share of changes in equity since the date
of the combination Losses applicable to the minority in excess of the minority’s interest in the
subsidiary’s equity are allocated against the interests of the Company except to the extent that the minority has a binding obligation and is able to make an additional investment to cover the losses
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