subject business ethics topic analysis on pnj jewelry company

Main business fields:Producing and trading jewelry, fashion accessories, souvenirs.. Name: Phu Nhuan Jewelry Joint Stock Company.2.. Producing and trading gold, silver, gemstone jewelry,

NATIONAL ECONOMICS UNIVERSITY

-*** -SUBJECT: BUSINESS ETHICS

Topic: Analysis on PNJ Jewelry Company

Class: Business Analytics 64 Group: 11

Team members:

Nguyễn Hồng Anh Phạm Linh Chi

Lê Trọng Đông Chu Thị Thu Hà Trần Đình Khang Mai Phương Linh

Hanoi, 2023

TABLE OF CONTENTS

A OVERVIEW 2

B CONTENTS 3

I Corporate Governance Structure 3

II Shareholding 5

III Board Of Directors 6

IV Supervisory Board 8

V External Auditors 9

VI Annual General Meeting 9

VII Conclusion 10

A OVERVIEW

Established in 1988, PNJ has become the leading jewelry manufacturer and retailer in Asia, with more than 350 retail stores nationwide Main business fields: Producing and trading jewelry, fashion accessories, souvenirs Trading watches and gold bars.

Figure 1: History of formation and development of PNJ.

1 Name: Phu Nhuan Jewelry Joint Stock Company.

2 Type of company: Joint stock company.

3 Chairman of the Board of Directors of PNJ: Cao Thi Ngoc Dung.

4 Slogan: Faith and Style (Niem Tin va Phong Cach)

5 Main business sectors:

a Producing and trading gold, silver, gemstone jewelry, fashion accessories, and souvenirs Trading in watches and buying and selling gold bars

b Diamond, gemstone and precious metal testing services

c Real estate business

B CONTENTS

I Corporate Governance Structure.

a Overview

After years of continually evolving its mindset, PNJ's leadership has achieved significant successes in corporate governance This includes establishing a diverse Board of Directors, selectively and flexibly applying good practices in principles, models, and corporate governance activities, and gradually propagating this

"mindset" to the group level to ensure consistency across PNJG and its affiliated companies In 2022, PNJ achieved impressive growth rates in various aspects, providing compelling evidence of effective corporate governance Moreover, PNJ is experiencing sustainable growth with stability, while achieving broader economic goals related to the trust of shareholders and investors, accumulating and accessing

capital markets, and allocating capital to expand business operations throughout the Group

Figure 3: Principles of PNJ.

b Details

- Type of corporate governance structure: Functional structure.

- PNJ company's organizational structure includes the following main parts:

 Board of Directors: Includes the President and Vice Presidents, responsible

for managing and making strategic decisions for the company

 Functional departments: Including departments such as Accounting

Department, Finance Department, Sales Department, Marketing Department, Human Resources Department, etc Each department has separate tasks and contributes to the overall operations of the company

 Production units: Includes units responsible for jewelry production, quality

management and production control

II Shareholding.

- Dragon Capital Management Co Ltd (25.82%)

- Fiera Capital (UK) Ltd (10.93%)

- State Capital Investment Corporation (SCIC) (5.06%)

- Spruce Grove Investment Management Ltd (5.06%)

- The remaining 52.13% of PNJ's shares are held by other individual and institutional investors

III Board Of Directors.

- Ngoc Dung Thi Cao (Chairwoman)

- Thong Tri Le (Vice Chairman & General Director)

- Lai Thi Dang (COO, Chief Financial Officer & Director)

- Le Huu Hanh (Member)

Director

Ngoc Dung Thi

Degree in Economics from the University of Economics Ho Chi Minh City

20+ years of experience in the jewelry industry, including various positions at PNJ such as General Director

N/A 0.15% Independent

Director

Thong Tri Le Male

Degree in Engineering from

Ho Chi Minh City University of Technology

30+ years of experience in the jewelry industry, including various positions at PNJ such as Vice Head of Sales Department and Vice General Director

N/A 0.21% Executive

Director

Lai Thi Dang Female

Degree in Accounting from

Ho Chi Minh City University of Economics

30+ years of experience in finance and accounting, including various positions at PNJ such as Chief Accountant and Chief Accountant cum Director of Finance Accounting Department

N/A 0.07% Executive

Director

Le Huu Hanh Male Degree in

Chemistry Engineering and Diamond and Gemstones Testing Expert from Ho Chi Minh City University of Technology

40+ years of experience in the jewelry industry, including various positions at PNJ such as Printing technician, Sales staff, Director of PNJ Ha Noi Branch, Vice Head of Sales Department, Vice General Director, and Director of

N/A 0.05% Independent

Director

- PNJ currently has two subcommittees under the Board of Directors:

+ Audit committee: The audit committee is responsible for overseeing the

company's financial reporting, internal controls, and risk management processes

 Chairman: Le Huu Hanh, independent member

 Member: Nguyen Thi Thuy Nga, independent member

+ Compensation and Nominating Committee: The Compensation and

Nominations Committee is responsible for making recommendations to the Board of Directors on matters related to executive compensation, board member nominations and corporate governance

 Chairman: Lai Thi Dang, executive member

 Member: Le Huu Hanh, independent member

IV Supervisory Board.

According to the annual report 2022, PNJ does not have a supervisory board, instead there include board of directors; board of management; audit committee; the strategy-finance subcommittee; human resources and remuneration subcommittee; environmental-social-governance subcommittee However, back to 2 years ago, in the annual report 2020, there did include a supervisory board with 3 members

V External Auditors.

The big 4 accounting firms have rotated being PNJ’s auditor over the past decade, from KPMG, EY, to Deloitte and current PwC There has been no qualified opinion from these auditors so far Also, PNJ has not had any material accounting, tax, or regulatory issues in the past 5 years In the Audit committee, all 3 members are non-executive members and the Chairman of the Audit committee is an independent member of BOD

VI Annual General Meeting.

- Time: 27.04.2023

- Earnings before tax: 2.312.327.000.000 VND

- Earnings after tax: 1.810.692.000.000 VND

=> Both EBT and EAT increased compare to figure in 2022 (+ 80.8% and + 76.0% respectively)

According to the provisions of the Enterprise Law 2020, the Annual General Meeting of Shareholders of a joint stock company must be held within 6 months from the end of the fiscal year => PNJ organized the 2023 Annual General Meeting

of Shareholders on April 27, 2023, which is 6 months before the official deadline by law

VII Conclusion.

PNJ (Phu Nhuan Jewelry) has implemented a comprehensive system comprising supply chain management, production and manufacturing, customer relationship management, and financial management This system enables PNJ to optimize operations, deliver high-quality products, and maintain customer satisfaction By efficiently managing resources and utilizing advanced technologies, PNJ has achieved a competitive edge in the jewelry industry and sustained growth The company's commitment to continuous improvement and innovation within its system reinforces its success in meeting customer demands and driving financial growth