Resolution of the Board of Directors approved the plan to issue bonds converted into shares

Issuing organization:

Issue management & consulting agency

+ Investors who are eligible to be offered shares: Less than 100 big investors except professional investors

+ Local and foreign organizations, and individual investors who have financial potential; priority will be given to investors who have interests in the business and operation activities of the Company or such investors are operating in the sector of finance and securities

+ Buyers who have a percentage of share ownership after buying corporate shares in accordance with laws

The bond conversion right shall belong to the bond holder

The payback shall be made once on the issue date of the matured year of corporate bond in case bond holders do not exercise their right of conversion

Based on the Resolution No. 01/NQ-ĐHĐCĐ dated March 31^st, 2010 on approving the plan on issuing additional shares to raise its charter capital in 2010 by the Company, detailed as follows:

·                                 Existing shareholders own 13,500,000 shares with the issue price of 10,000 VND/share.

·                                 Employees own 675,000 shares with the issue price of 12,000 VND/share.

·                                 Strategic shareholders own 3,225,000 shares with the issue price of 14,000 VND/share.

·                                 The Company will offer 4,100,000 shares for public auction with the starting price not lower than the book value at the time of issue.

To ensure benefits of bond holders, the conversion price will be adjusted in proportional to the volume and the price at the time of issue mentioned above. As for 4.1 million shares offered for public auction, the price at the time of issue to calculate the adjusted conversion price is the sucessful average auction price of the public offering period.

During the term of corporate bonds, the Company pledged not to raise its capital by any additional issue except capital increase in the anti-stock watering terms above. As all other adjustments of reference price shall be under regulations of HNX, the conversion price would be adjusted accordingly.

Principle on rounding up converted shares:

When the number of shares held by bond holders is converted and if the result of such conversion gives an odd decimal number, it will be rounded according to the principle of omitting the decimal number above. For example: the number of converted shares is calculated to be 8,986.7 shares so it shall be rounded to be 8,986 shares

Minimum volume of shares for purchase by each investor: 

Investors are allowed to freely transfer corporate bonds, the Company will control the rate of bonds ownership by foreign investors at no more than 49% of total bonds issued this time

It is allowed to discount no more than 35% of the average sum of the “average price” of 15 consecutive trading days from April 12^th, 2010 backwards.

28,860 VND/share
(Equivalent to 65% of the average price, and the discount rate is 35% of the average price)

1.                              To make investments in the following projects:

2.                              120 billion VND will be invested in the project on building residential units No. 3 & No. 2 – Xuan Phuong new urban area;

3.                              60 billion VND will be invested in the project on residential buildings of Nhan Dan (People) Newspaper and Office of the Party Central Committee:

4.                              20 billion VND will be added to the working capital.

100 % payment shall be made to buy corporate bonds from May 4^th, 2010 to May 10^th, 2010

Investors may buy bonds by paying money to one of the two accounts as follows:

1.                              TASCO Joint Stock Company

Account No.: 0831.000.313.008
Bank: An Binh Commercial Joint Stock Bank – Hanoi branch

·                                 TASCO Joint Stock Company

Account No.: 0111100748009
Bank: Military Commercial Joint Stock Bank (MB)- My Dinh branch