Merger and acquisition of vietnamese commercial banks,

STATE BANK OF VIETNAM BANKING ACADEMY FOREIGN LANGUAGE FACULTY GRADUATION THESIS MERGER AND ACQUISITION OF VIETNAMESE COMMERCIAL BANKS Student: Nguyen Tra My Student code: 14A7510160 Class: K14ATCC Lecturer: Ms Can Thuy Lien (MA) Acknowledgement After a long time of hard work, my thesis would not be completed without the support of many people First of all, I would like to express my deepest gratitude to my supervisor – Mrs Can Thuy Lien, who was abundantly helpful and offer me invaluable suggestion and contribution Moreover, her enthusiastic instructions and corrections helped my graduation thesis better In addition, I wish to say sincere thanks to all the lecturers of Banking Academy in general and teachers of Foreign Language Faculty in detail for conveying precious knowledge to me to become a well-educated student Last but not least, I am very thankful to my friends and my beloved family members for their great support and understanding It is their encouragement during my research that gives me a spiritual foundation and strength to complete this task and make me successful LIST OF TABLES AND FIGURE Table 1: ROA, ROE and profit margin of 10 commercial banks in 2014 27 Table 2: M&A of banks in Vietnam 2011-2014 29 Table 3: Several estimated business ratios of PVCombank until 2015 33 Figure 1: M&A Classification .10 Figure 2: M&A process 15 Figure 3: Vietnamese GDP Growth rate 2011 –Quarter 1/2015 .19 Figure 4: Vietnamese inflation rate from 2011 – Quarter 1/2015 .20 Figure 5: Vietnamese base rate 2011-2015 .22 Figure 6: Total asset of Vietnam’s banking system 2012 -2013 24 Figure 7: Vietnamese CAR in 2012 in compared with other regions 25 Figure 8: Ratio of Loan/ Deposits in 2012 (%) 25 Figure 9: M&A activity in Vietnam 1999 – 2014 28 Figure 10: Vietnam M&A_ breakdown by sectors in next years 29 LIST OF ABBREVIATIONS M&A : Merger and Acquisition SBV : State Bank of Vietnam GDP : Gross domestic product ASEAN : Association of South East Asian Nations CAR : Capital adequacy ratio NPL : Non-performing loan ROA : Return on asset ROE : Return on equity FTA : Free Trade Area AFTA : ASEAN Free Trade Area DCF : Discount cash flow PER : Cost per Mille CONTENTS CHAPTER 1: INTRODUCTION .6 1.1 Background 1.2 Research objectives .6 1.3 Scope and subject 1.4 Methodology 1.5Disposition CHAPTER 2: THEORETICAL FRAMEWORK 2.1 Definition of bank M&A 2.1.1 Definition of commercial bank 2.1.2 Definition and classification of M&A 2.1.3 Definition of bank M&A 12 2.2 Principles and conditions for bank M&A .13 2.2.1 Principles for bank M&A 13 2.2.2 Conditions for bank M&A 15 2.3 Bank M&A process 16 2.3.1 Parties involved in the process 16 2.3.2 Bank M&A process .17 2.4 Motivations and challenges of bank M&A 18 2.4.1 Motivations of bank M&A 18 2.4.2 Challenges of bank M&A 18 CHAPTER 3: BANK M&A IN VIETNAM 21 3.1 The status of Vietnamese economy 21 3.1.1 Economic indicators 21 3.1.2 General assessment 24 3.2 Difficulties and problems of Vietnamese commercial banks .25 3.2.1 In terms of capital 25 3.2.2 In terms of non-performing loan (NPL) 28 3.2.3 In terms of profitability 28 3.3 The situation of Vietnamese bank M&A 29 3.3.1 The situation of M&A in Vietnam .29 3.3.2 Situation of bank M&A in Vietnam 31 3.4 General assessment 36 CHAPTER 4: OUTLOOK FOR VIETNAMESE BANK M&A AND RECOMMENDATIONS 38 4.1 Outlook for Vietnamese bank M&A 38 4.1.1 Vietnamese economic plan in 2015 38 4.1.2 Outlook for Vietnamese bank M&A 39 4.2 Recommendations 41 4.2.1 For SBV and other authorities 41 4.2.2 For Vietnamese commercial banks 42 CONCLUSION 45 CHAPTER 1: INTRODUCTION 1.1 Background The financial crisis and global economic recession, which started in 2008 in USA, has spread and left many impacts on most countries in the world Despite some positive signals, the common situation worried many governments including Vietnam As a developing country, Vietnam not only needs to handle the crisis, but it also faced with the challenge of slow recovery after crisis period The increase of inflation rate, a large amount of bankrupt enterprises as well as the inefficient operation of banking and financial system are just some particular issues of the economy As a result, a need of restructuring the economy is raised and restructuring commercial banks and financial institutions is an important part of the process Among various suggested solutions, bank M&A is considered as one of the most effective ways due to the sensitivity of banking activities with the whole economy The importance of bringing commercial banks out of high rate of bad debt, the demand for enhancing competitiveness and expanding the market together with the encouragement of the Government have contributed to the popularity of bank M&A in recent years It is undeniable that the group of words “M&A” is now not too strange to firms over the world because it is considered a vital activity in modern economy At present, bank M&A is a noticeable issue for not only banks ‘owners but for public as well and expected to continuously increase in the next few years As concern about this activity, bank M&A is chosen as the idea that will be covered in this graduation thesis 1.2 Research objectives Vietnamese banking system is under pressure of restructuring and the appropriate policies for this process is extremely necessary than ever In the past, too many banks have been set up without sound financial and good management capacity These led to the unfair competition between banks, inflate the growth of banks and limited the sustainable quality Some banks are quite small; others are big but too weak to effectively finance the economy Some general problems of banks such as the imbalance of capital structure, high rate of bad debt or low rate of return have led to a risky situation for customer and the whole economy Looking into the current situation, it is easy to notice that bank M&A is one of the best solutions for improve banking system of Vietnam Two main questions which are normally raised in restructuring banking workshops are “What is the situation of bank M&A in Vietnam recent years” and “Why is this activity encouraged by the Government?” In order to answer these questions, the thesis aims at giving some background about bank M&A activity and then provide an outlook for bank M&A in next few year Finally, some recommendation will be offered to contribute to the improvement of bank M&A activity 1.3 Scope and subject The thesis will focus on bank M&A activity in territory of Vietnam in the period from 2011 to 2015 1.4 Methodology To give an overview about bank M&A activity in Vietnam, the secondary data (such as financial reports, M&A researchs and information from the Internet sources) was used The thesis is research by methods of analyzing, comparing and adjusting Firstly, the thesis will provide some theoretical understand about merger and acquisition which is collected from economic books and official law Then, in order to provide an overview about bank M&A activity in Vietnam, the data from official annual report of GSO, SBV and commercial banks will be used Base on the collected data, the information is analyzed and compared between periods to see the changes and finally give some assessment on the effectiveness as well as advantages and disadvantages of bank M&A activity 1.5Disposition Chapter 1: Introduction This chapter provides a general introduction about graduation thesis include the background and objective of the thesis as well as the scope, methodology and disposition which is covered by the thesis Chapter 2: Theoretical Framework In this chapter, theoretical background related to M&A activity and commercial bank are explained in order to give a basic knowledge on issues which will be discussed in the next chapters of the thesis Chapter 3: An overview about bank M&A in Vietnam This chapter is the most important part of the thesis It provides a brief overview of M&A activity in banking sector in Vietnam recently To explain as well as judge the bank M&A trend fairly and correctly, the chapter firstly brings the current economic picture of Vietnam then describes the bank M&A in the period and then gives some assessments about these activities Chapter 4: Outlook for bank M&A in Vietnam and recommendation This chapter brings the perspective for bank M&A in Vietnam in the near future basing on analyzing the plans and policies of Vietnamese Government Besides, the chapter mentions several recommendations for bank M&A activity CHAPTER 2: THEORETICAL FRAMEWORK 2.1 Definition of bank M&A 2.1.1 Definition of commercial bank Appeared in the 14th century, a bank is a financial intermediary and money creator that create money by lending money to a borrower, thereby creating a corresponding deposit on the bank's balance sheet Under Vietnamese Law No.47/2010/QH12 of June 16, 2010 on Credit Institutions: - “Bank means a form of credit institution permitted to carry out all banking activities in accordance with provisions of this law On the basis of the nature and objectives of their operations, banks are classified into commercial banks, social banks and co-operative banks (Point 2, Article 4) - Commercial bank means a form of bank permitted to carry out all banking activities and other business activities in accordance with provision of this Law with the aim to making profit (Point 3, Article 4) - Banking operations means regular business and provision of one or several of following activities: a Acceptance of deposits; b Provision of credit; c Provision of payment services through customer’s account.(Point12, Article 4) In conclusion, commercial bank is a form of bank permitted to carry out all banking activities which includes acceptance of deposits, provision of credit and provision of payment services through customer account 2.1.2 Definition and classification of M&A Joint Stock Commercial bank  Saigon Joint Stock Commercial Bank 2011  Lien Viet Joint Stock Commercial Bank  Vietnam Postal Lien Viet Post Joint Stock Commercial Bank Takeover Savings Service Company 2011  Shinhan Vietnam  ShinhanVina 2012 Shinhan Vietnam Takeover  Hanoi Building Joint Stock Commercial Bank (HBB)  Saigon - Hanoi Joint Stock Saigon - Hanoi Joint Stock Commercial Bank Takeover (SHB) Commercial Bank (SHB) 2013  Thien Thanh Corporation and other individual investors  Great Trust Joint Vietnam Construction Joint Stock Bank Acquisition Stock Commercial Bank 32 2013  Petro Vietnam Finance Vietnam Public Joint Stock Corporation Commercial Bank (PVFC) (PVCombank) Merger  Westernbank 2013 2014  HD Bank Ho Chi Minh Housing  Dai A Joint Stock Development Joint Stock Commercial Bank Commercial Bank (HD (Đai A Bank) Bank)  Southern Bank  Sacombank 2014  MDB  Maritime Bank Takeover Sacombank Maritime Bank a Bank M&A deals in 2011 2011 was marked as the first year when Banking Restructuring Policy of SBV became effective The first three banks were announced to be merged include First Joint Stock Bank (Ficombank), Vietnam Tin Nghia Joint Stock Commercial bank and Saigon Joint Stock Commercial Bank This was also the first M&A transaction between domestic commercial banks of Vietnamese banking system After the deal, the new bank was named Saigon Joint Stock Commercial Bank (SCB) and it had charter capital of 10,583.8 billion VND and total assets of 153,626 billion VND From three small separate commercial banks with limited management control ability, after M&A transaction, SCB become one of the largest commercial bank at that time The consolidated financial statement of the bank after one year of merger showed an 33 increase in many different criteria For instances, the total assets increased by percent, total lending went up by 30 percent besides a decrease in the bad debt by 40.1 percent The first bank M&A of Vietnam was definitely a witness of success b Bank M&A deals in 2012 One of the most noticeable bank M&A deals in 2012 is between two banks, namely Hanoi Building Joint Stock Commercial Bank (HBB) and Saigon - Hanoi Joint Stock Commercial Bank (SHB) Under the SBV’s decision No.1159, the newly-merged bank is named SHB and the name of Habubank is no longer valid The extremely high rate of agreement to go into M&A deals of shareholders of two banks made the success of the deal which then increased the total asset of SHB to 8,860 billion VND After the transaction, SHB faced with many challenges due to the large amount of HBB’s bad debt In order to tackle the issues, SHB restructured debt identifications as well as business operations As a result, one month after the transaction, SHB collected 448 billion VND of bad debt outstanding of HBB branches which also meant that 11 percent charter capital of HBB was returned, contributing to the rose of SHB’s owner capital c M&A deals in 2013 - Dai A Bank and HD bank In late December of 2013, the shareholder meetings of Dai A Bank and HD bank took place and approved the merger plan between two banks After merging, the new bank still kept its brand name as Ho Chi Minh Housing Development Joint Stock Commercial Bank (HD Bank), its charter capital increased from 5,000 billion VND to 8,100 billion VND (in which 3,000 billion VND from Dai A Bank) with total asset of 77,244 billion VND Its total asset target was expected to increase from 77,244 billion 34 VND to 92,656 billion VND in 2014 and to 111,979 billion in 2015, equal to 20.4% jump The share conversion was calculated based on the formula that one share of Dai A Bank was converted to one share of HDBank (10,000 VND/share) - The Western Bank and PVFC deal On September 2013, the SBV issued the Decision No.2018/QD-NHNN on merging Western Bank and Petro Vietnam Finance Corporation (PVFC) to become Vietnam Public Joint Stock Commercial Bank (PVCombank) with its chartered capital at VND 9,000 billion In total, the network of PVCombank comprises of Headquarters, 30 branches, 67 transaction points and savings funds Table 3: Several estimated business ratios of PVCombank until 2015 Items 2013 2014 2015 Chartered Capital (billion VND) 9,000 9,000 12,000 Capital Adequacy Ratio (CAR) 11,58% 11,34% 10,89% 48% 55% 58% 19% 17% 17% 90% 80% 80% ROE 4.64% 8.35% 10% ROA 0.35% 0.58% 0.92% Capital Size Asset and Mobilization Structure Fund mobilization from 1st market/total asset Fund mobilization from 2nd market/total asset Loan / Fund mobilization from 1st market Operational Efficiency 35 d Bank M&A deals in 2014 On 9th September 2014, the central bank approved the merger plan between Southern Bank and Sacombank, Mekong Bank (MDB) and Maritime Bank However, until the end of the first quarter of 2015, these two M&A transaction have not yet been completed 3.4 General assessment In general, the bank M&A in Vietnam has several major characteristics as follow: First, not only the total value but also the total volumes of bank M&A in Vietnam tend to increase year after year This is a positive signal for the banking system because it implies that investing in the banking sector has been an attractive activity for investors Besides, the large amount of money flows into banks via M&A transaction helps commercial banks raise more capital to operate more effectively and more efficiently For the Government, this fact proves the right policy of SBV as the restructuring the financial market has gained initial successes The streamline process in banking system makes it easier for SBV to supervise banks’ operations by reducing the quantities of inefficient banks By doing M&A transaction, there are high reputation, high competitive banks in the market, which contributes to create a healthy economy It is easy to recognize that up to now, the methods of bank M&A deals in Vietnam are quite simple In most case, the transactions are conducted in the form of selling shares to the partners Moreover, it should be noticed that before 2011, the majority of M&A deals were between foreign banks and the local ones However, things changed when the new policy of SBV was published at the start of 2011 Since then, most bank M&A 36 transactions are between domestic partners, which indicate the development of bank M&A activity in Vietnam as well as the new target of banking system 37 CHAPTER 4: OUTLOOK FOR VIETNAMESE BANK M&A AND RECOMMENDATIONS 4.1 Outlook for Vietnamese bank M&A 4.1.1 Vietnamese economic plan in 2015 Vietnamese economy ended 2014, a difficult year on a positive note, recording higher than expected growth, despite challenges such as non-performing loans in the banking sector In 2015, Vietnam expects to record gross domestic product growth of 5.98 percent in 2014, up from the government’s initial target of 5.8 percent and higher than last year’s 5.42 percent Inflation, meanwhile, is at its lowest level in decades at 1.84%, helped by falling global oil prices Behind the optimistic outlook of targeting GDP growth of 6.2 percent for 2015 and target inflation at percent or less for the next year, the central bank effort to stabilize the banking system and maintain prices In 2015, Vietnam will continue to ensure macroeconomic stability while creating better conditions for higher growth The central bank will keep inflation under control and continue to keep the dong value stable This is in line with the central bank’s persistent policy over recent years Vietnam set a target for a credit growth of 13%15% for the next year, higher than this year’s credit growth of 13 percent In this year, Vietnam will continue to record a balance of trade surplus as the country remains an attractive investment destination Balance of trade surplus in 2014 was around $11 billion thanks to a rise in foreign investment and remittances SBV will keep the dollar/dong exchange rate stable, with a possibility of moving within a 38 percent band in 2015 The central bank currently sets the exchange rate for the U.S dollars at 21,246 VND In relation to non-performing debts, 2014 witnessed active efforts in dealing with bad debt in the banking system of SBV Banks are made to put aside more money as provisions for bad debts and prevent new loans from going sour Vietnam Asset Management Co has been purchasing bad debts from banks The company has bought about 100 trillion dong-worth of bad debts, some $4.68 billion, from local banks since its establishment in July 2013 The ratio of bad debt in the local banking system was reduced to 3.87 percent at the end of October from 4.17 percent at the end of June And SBV target to bring it down to 3.0 percent by the end of 2015 Along with the activity of VAMC, banks will have to keep putting money aside as provisions for bad debts while aiming at improving the quality of new loans In 2015, Vietnam government will also enhance collaboration with relevant agencies to push up disbursement for projects using investment from the state budget and facilitate the extension of loans to small-size and medium-size enterprises The restructuring of banking system will continue, and weak banks are encouraged to voluntarily restructure themselves through mergers and acquisitions 4.1.2 Outlook for Vietnamese bank M&A a General view of bank M&A in 2015 With positive changes brought about by the new Investment Law, together with the requirement to reduce the number of commercial banks to 13-15 in 2017, Vietnam will witness another wave of bank M&A, and smaller banks under the pressure of competition and capital requirements will look for new foreign investors to achieve expansion The central bank said it would take measures to drastically deal with weak banks that had no chance of recovery 39 Six bank mergers are expected to occur this year Some state-owned banks could merge with smaller and more fragile lenders, according to the central bank Among the mergers likely in 2015, Sacombank, Vietnamese the ninth-biggest bank in term of assets will be combined with Southern Bank, thereby becoming Vietnam’s fifth-largest lender by assets, right behind the four state-owned giants Agribank, BIDV, Vietcombank, and Vietinbank There could be some shake-up within Big4 as well Vietnam’s biggest bank, Vietcombank, will merge with the unlisted Saigonbank The merger has been approved by the central bank in principle Vietcombank reportedly has an 8.2 percent share in Saigonbank Meanwhile, VietinBank will strike a deal with Petrolimex Bank BIDV would join forces with Mekong Housing Bank, according to the recent announcement from SBV In the next years, M&A deals on voluntary basis should be encouraged so that banks could find the perfect partners themselves But, if they fail to so, the central bank may push them to merge with others c Bank M&A trend in the future - M&A between large banks and small banks The beginning of bank M&A period saw the cooperation between small banks because at that time small banks still had their own place in the market, especially in providing services that the larger ones ignores However, the low capacity in management skills leads them to face with many difficulties despite the fact that they merged with the others The new trend in the future will be M&A transaction between a large bank with a small one The reason for this new trend may come from the plan to expand market of large banks in order to enhance competitiveness as well as to integrate with the 40 world Another motivation come from the objective of banks to enjoy political benefits from the government (such as tax benefit, etc.,) - Bank M&A to establish banking & finance institution Not only compete with other banks, but commercial banks also have to rival other financial institutions such as financial companies, insurance companies, securities companies… Doing M&A transaction with the aim of establishing Banking & Financial Corporations will bring them opportunities to diversify services, add value to customers, and exploit economic of scale… - M&A between banks have the same scale The trend of M&A between same size banks, which is quite popular in North America and Europe and now starting in the Asian may happen in Vietnam in long run when the banking-financial market reach the stabilization and all resources develop comprehensively When merging with another, (for example, BIDV merges with Vietcombank or ACB merges with Sacombank), large banks will have chances to compete with international financial corporations and enhance their reputation as well 4.2 Recommendations Bank M&A can bring many benefits; however, Economist Can Van Luc said that merging a strong bank with a weak one will not always create a stronger institution Some banks could improve after an M&A, but others may actually get weaker A few lenders are in fact concerned that merges with weak institutions will increase risks linked to bad debt, which they have already struggled with They also express their worries about the quality of the staff coming from small banks This chapter will discuss some suggestion in enhancing operation of bank in process of M&A activity 4.2.1 For SBV and other authorities 41 The legal system relating to M&A activity should be completed and in accordance with the international rule Legal framework on M&A activity need to be concerned in many different aspects: - Protect the equal competition in the market according to Competition Law 2004 and State Bank of Vietnam Law 2010 - Protect the interest of shareholders, especially minority shareholders Besides that legal framework for M&A activity should provide convenient conditions for M&A between Vietnamese enterprises to happen quickly and effectively In one hand, bank M&A must follow the instructions of Competition Law; in another hand, this activity must follow the law on Credit Institution, Law on Investment, Corporation Law, Securities Law etc., and other instruction documents Overlapped laws have created numbers of confusion and hesitation of banks in M&A activity Because bank M&A draw a specific characteristic and have directly effect on economy, it is suggested that legal framework on this activity must be unified in the scope of Law on Credit Institutions In addition, requirements need to be flexible enough to avoid wasting time and money 4.2.2 For Vietnamese commercial banks - Partner selection A core factor in M&A activity is selecting partners The process of selecting partners should be considered carefully based on the target of each party Before doing M&A, bidder bank should prepare M&A proposal and assess itself in buying another bank In addition, target bank should be evaluated carefully because the most suitable one is not the strongest but the one which is suitable with bank’s targets and strategies - Valuation and valuation methods 42 Valuation plays an important role in M&A activity which assists in doing M&A transaction If target bank is over-evaluated in compare with market value, the bidder then face with trouble in operating post M&A activity By contrast, if target bank is under evaluated, its shareholders will refuse to sell, leading to the lengthening of negotiations or in a worse way, no transaction could occur As a result, bank’s valuation must be calculated accurately Some suggestion valuation methods could be used including discount cash flow (DCF), Cost per Mille (PER) Etc., - Goodwill Goodwill, an intangible asset of bank, is one of the most difficult issues in M&A activity in both negotiation process and post M&A period because of many reasons Firstly, because of intangible characteristic, it is quite hard to measure goodwill of a bank So in negotiating price of M&A, merging/acquiring bank must understand goodwill strategy in order to avoid blundering in M&A transaction Next, in carrying out M&A activity, the management of bank usually concentrates on strategies and agreements and may forget about the value of goodwill after M&A activity It should be noticed that bank services provided in Vietnam are almost the same among banks; the only thing which distinguishes a bank with the others is its reputation Goodwill and reputation of a bank create customers’ trust and loyalty Building bank reputation, as a result, must rank as first step before any decision on M&A are made And all members of banks such as shareholders, employees, etc., must involve in the process of creating their reputation instead of a subjective strategy provided by a top manager - Culture and human in M&A transaction 43 M&A transaction is only considered as success once issues raised in post M&A transaction are absolutely solved Among issues such as organization culture, management plan, human resource strategy, communication among departments…, culture harmony is one of the hardest challenge, which decide the success or failure of the whole transaction So, bank management team should not discount this aspect - Management skill Management skill contribute a key success in enhance competitiveness among banks Although bank M&A is a quite new activity, it is still presumed as an indispensable part of baking and financial market It a legitimate aspiration of investors to require bank operate effectively and continuously increase shareholders’ value In order to existing in this environment, commercial banks need to learn how to cooperation to take full advantage of the strength of each other about business ideas, technology, finance… And people who directly involve in running banks must incessantly update their knowledge and skill as well 44 CONCLUSION To conclude, it is undeniable that bank M&A is one evitable activity in the modern economic environment Due to the lack of experience, bank M&A activity in Vietnam in recent years have had some limited in both number and value in compare with some other countries However, the prospective for this activity in the near future is really enormous Learning from past achievements, past experiences as well as past failure would be the best lessons for Vietnam in facing with new challenging from outside world, especially in the period of opening mechanism between ASEAN members which will start at the end of 2015 The most important thing is to judge the current situation correctly and draw the future trend so that all potential opportunities cannot be missed and all potential threads can be overcome These principles could be applied totally in bank M&A activity The responsibility of carrying out these issues belongs not only the Government and lawmakers but also banks and other credit institution themselves All the success and failure, opportunities and challenges, profit or loss completely depend on awareness, efforts, vision and attempt of Vietnam banks together with the support from the Government Finally, with all personal knowledge and ideas presented throughout the thesis, I hope that the thesis will partly provide basic information related to bank M&A and become a useful reference source for those concerned about the issue 45 REFERENCE Bui Vu Long, Nguyen Duy Thanh, Pham Ngoc Lan “M&A deals of commercial banks in Vietnam”, Economic and Forecast Review Magazine Nguyen Thi Minh Hue (Dr), “Assessing Vietnamese banking system based on “Some Financial Soundness Indicators”, Science Magazine of Vietnam Nationa University Law on Credit Institutions Law on Investment Law on Competition Law on Enterprise Circular No.04/2010/TT-NHNN of SBV KPMG, “Doing deals in Vietnam- A dealmaker’s perspective”, 2013 10 Asian Development Bank, “Asian Development outlook 2014” 11 Duane Morris Vietnam, “M&A activities in Vietnam” 12 www.tradingeconomics.com 13 www.div.gov.vn 14 www.sbv.gov.vn 15 www.investopidia.com 16 www.vov.vn 46