NOBASHI
NOBASHI VANNAMEI
RAW
HO CENTRAL PEELED BT
COOKED
COOKED PDTO VANNAMEI
PRE-FRIED SHRIMP
FRITTER VANNAMEI
VEGETABLES
GINGER
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BÍ NHẬT
NOBASHI
NOBASHI VANNAMEI

RESOLUTION OF ANNUAL MEETING OF SHAREHOLDERS

Sao Ta Foods Joint Stock Company THE SOCIALIST REPUBLIC OF VIETNAM
Annual Meeting of Shareholders Independence - Freedom - Happiness
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No. 04/NQ-ĐHĐCĐ Soc Trang, April 04, 2008


RESOLUTION OF ANNUAL MEETING OF SHAREHOLDERS

- Pursuant to Enterprise Law No. 60/2005/QH11 dated November 29th, 2005
- Pursuant to Organization and Operation Charter of Sao Ta Foods Joint Stock Company.
- Pursuant to the Minutes of voting to collect comments of 2007 Annual Meeting of Shareholders held on April 04, 2008.
- Pursuant to the Minutes of 2007 Annual Meeting of Shareholders held on April 04, 2008.
2007 ANNUAL MEETING OF SHAREHOLDERS
OF SAO TA FOODS JOINT STOCK COMPANY
RESOLVES

Article 1: Adopting reports on 2007 activities.
- Report on 2007 Production and Business Activities.
- Report on 2007 Activities of Administration Board.
- Report on 2007 Activities of Supervision Board
- Report on 2007 Finance and Audit.
- Report on 2007 Profit Distribution.
- To be unanimous in the level of 2007 dividend payment as 18%/face value (= VND1,800.00/share) in cash.
Details of main criteria are as follows :
1) Report on 2007 Production and Business Activities:
• Turnover : VND 999,763,571,406.00
• Profit after tax : VND 27,494,786,533.00
2) Profit Distribution of year 2007:
• Investment and Development Fund : VND 8,248,435,960.00, holding 30% of profit after tax.
• Standby Financial Fund : VND 902,132,593.00, holding 3,28% of profit after tax.
• Reward and Welfare Fund : VND 4,124,217,980.00, holding 15% of profit after tax.
• Dividend : VND 14.220.000.000

Article 2: Adopting 2008 Projects.
1) Criteria of 2008 Activities and level of dividend are as follows:
- Consumption Turnover : VND 1.180 Billion
- Profit before tax : VND 32 Billion
- Dividend by cash : 20 %/ Face Value (VND 2,000.00/share)
2) Continuously building one agricultural product factory and one fish factory as planned. As for agricultural product factory will be brought into operation in the 4th quarter of 2008.

Article 3: Adopting the 5th revised and supplemental Company Charter to be appropriate with specimen charter published along with Decision No. 15/QĐ-BTC/2007 dated March 19th, 2007 by Minister of Finance.

Article 4:
- To be unanimous to pay compensation to Administration Board and Supervision Board in year 2008: VND 500 million
- To be unanimous to reward Administration Board and Supervision Board in year 2008 if:
• Fulfill 2008 criteria of profit : rewarding 1% of profit after tax.
• Exceed 2008 criteria of profit: rewarding 5% of exceeding profit after tax.
Article 5: Administration Board is entrusted to select independent auditing company for financial year 2008.

Article 6: To be unanimous in supplemental stocking of VND 10 billion of charter capital increase which was effected in 2007 (among that VND 9 billion was issued to strategic shareholders and VND 1 billion to Company’s key staffs).

Article7: To be unanimous in authorizing Adminitration Board to choose and decide on the project of charter capital increase of additional VND 1 billion (to make round VND 80 billion) in year 2008 depending on concrete situation to approriate with HOSE’s regulation.

Article 8: Approve that Administration Board appoints Mrs. Duong Ngoc to be in possition as General Director of the Company from April 01st, 2007.

Article 9:
Members of Adminitration Board, Board of General Directors, Suppervision Board, Shareholders of the Company are responsible to execute this resolution and conduct the implementation under regulations of the Company charter.

On behalf of The 2007 Annual Meeting of Shareholders
Sao Ta Foods Joint Stock Company
CHAIRMAN
(Signed)
HO QUOC LUC