Invitation Letter AGM-2013 - E

FM-AD-12 Rev : 01
Dong Nai, date 21 month 03 year 2013

No.: 001-2012/ TM-HCTN
INVITATION LETTER
Head office address: Lot 13, Tam Phuoc IZ, Bien Hoa City, Dong Nai, Vietnam
Business Registration No.: 472033000328
Issued by: Dong Nai Industrial Zones Authority_on 28/11/2007
RE: THE ANNUAL GENERAL ASSEMBLY OF SHAREHOLDERS IN 2013

ID No:
To:
ID/ B. Registration No.: No. of shares holding:
Address:
The Board of Management (BOM) of Interfood Shareholding Company cordially invites you to attend
the Annual General Assembly of Shareholders in 2013 (AGM-2013) .
+ Time: 8:30 a.m. Date: 10 April 2013
+ Venue: Companys office, Address: lot 13, Tam Phuoc Industrial Zone, Bien Hoa City, Dong Nai
Province, VN.
Agenda:
1) Report of the business operation result in 2012
2) Report of the investigation and activities of Control board in 2012
3) Report of external auditor to the finance statement of the Company in 2012
4) Report of allocation and payment of dividend and remuneration for members of BOM and Control
board in 2012
5) Report of the activities of BOM in 2012
6) Explanation of delisting of the Companys stock listing on HOSE in 2013
7) Plan of business operation in 2013
8) Report of the internal off shore loan with Kirin Holdings Company. Limited
9) Proposal on appointing the independent audit firm for the financial years 2014 - 2015
10) Proposal of amending Charter of the Company in according to Circular No. 121/2012/TT-BTC
dated 26/07/2012
11) Re-appointment of the Chairman cum General Director
12) Appointment of the replacing Control board member
13) Remuneration of members of the Board and Control Board tenure 2013-2015
14) Request for the approval from General Shareholders Assembly to concerning matters and other
arising matters (if any)
Eligible shareholders unable to attend in person may wish to (i) appoint a representative to attend and to vote
on his/her/its behalf by completing the attached Proxy Letter or (ii) fill out the attached Voting Form and
return to the BOM of Interfood Shareholding Company no later than 09 April 2013.
Please see details of procedure and contents relating to AGM-2013 on the website of the company
(http://www.wonderfarmonline.com) and confirm your attendance of the Assembly to the company before
15.00 pm on 07 April 2013 (Attn. Ms. Tran Thi Ai Tam, Tel: + 84-8 3993 9898, Fax: +84-8 3936 911 2~3).
Yours truly,
For Interfood Shareholding Company
Chairman
_____________________
MICHIO NAGABAYASHI
Annual General Assembly of Shareholders in 2013
Interfood Shareholding Company
VOTING FORM
Head office address: Lot 13, Tam Phuoc IZ, Bien Hoa City, Dong Nai, Vietnam
Business Registration No.: 472033000328
Issued by: Dong Nai Industrial Zones Authority, on 28/11/2007
No. Proposed Resolution Agree Object Abstain

Accept the content of the financial statement for the year ending
1 2012 of Interfood Shareholding Company that audited by KPMG
Limited in Vietnam.
To approve that the company does not declare and allocate
2 dividend for year 2012 due for losses arisen from business
activities in 2012.
To approve that the Company will not declare and pay
3 remuneration fees for the members of BOM and Control Board
for year 2012.
Accept decision of the competent authorities on delisting the
Company's stocks at HOSE, as well as approval of the transfer of
the Company's stocks into trading at Vietnam Securities
4
Depository ("VSD"). Mr. Michio Nagabayashi - Chairman of the
Board - is authorized to perform all necessary procedures and
works for this Resolution taking effect.
Approve the business operation plan of the company for the year
5 2013 in which turnover increases about 12% comparing to 2012
and ratio of profit before tax and turnover in 2013 is about 3%.
To approve for the Company to increase the offshore internal
loan facilities without collateral from Kirin Holdings Company.
Limited with total value of USD42,000,000 (In words: US
6 Dollars Forty Two Million only.) for adding operation capital of
the Company and its subsidiary. Details of each internal loan
facility will be approved by the Board separately in compliance
with the Companys Charter and Vietnam Law.
To approve that the Board of Management is authorized to select
the suitable independent audit firm accepted by State Securities
7
Commission for the physical years 2014 and 2015 of the
company and its subsidiary
To approve contents of the Charter of Interfood Shareholding
Company issued in 2013, replacing the Company's Charter has
been issued in 2007 and subsequent amendments. Mr. Michio
8
Nagabayashi - Chairman of the Board - is authorized to sign
acceptance of this charter (attach content to the Charter of the
Interfood Shareholding Company issued in 2013)
To approve the remuneration fees of members of the Board and
Control Board for the tenure 2013 - 2015 (member fees), as
below:
9.1. Net member fees of the Board and Control Board:

9 Member fees of the Board:
5,000,000 VND /member/ month
Member fees of the Control Board:

+ Chief of the Control Board:
+ Member of the Control Board:
Member fees of the Board and Control Board shall be

paid twice per year
9.2. To authorize the Board to fix at its discretion the salary,

compensation and benefit (as remuneration) for its executive
members for the yearly financial year ending 31st December.
9.3. The Board shall at each AGM report the remuneration of the
Boards members paid for the Financial year ending 31st
December.
To approve that the Board of Directors of the company is
authorized to execute all necessary procedures and
10 documentation concerning the above-mentioned resolutions as
well as obtaining the necessary approval from the Government
authority agencies for these decisions take effect.
Name of shareholder: On behalf of the shareholder

Shareholder code:
Number of shares in each type/class:
Number of votes:
Nationality:
ID Card No. (if individual):
issued by on
Business Registration No. (if organization): _________________________
Address: Name of Shareholder (or authorized representative if
organization)
Telephone Number:

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FM-AD-12 Rev : 01

Dong Nai, date 21 month 03 year 2013

RE: THE ANNUAL GENERAL ASSEMBLY OF SHAREHOLDERS IN 2013

No. Proposed Resolution Agree Object Abstain

9.1. Net member fees of the Board and Control Board:

Member fees of the Control Board:

Member fees of the Board and Control Board shall be

9.2. To authorize the Board to fix at its discretion the salary,

Name of shareholder: On behalf of the shareholder

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