SGS Shareholder Meeting: Prolonged Disagreements Leave Investors Empty-Handed

The 2025 Annual General Meeting of Saigon Maritime Transport JSC (UPCoM: SGS) concluded in disappointment as all proposals, including a dividend plan of up to 92.5% of the charter capital, were rejected due to disagreements among major shareholder groups. Retail investors, who had attended with hopes of receiving dividends after years of waiting, once again left empty-handed.

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On the morning of October 30, the assembly was held amidst a vacancy for the Chairman of the Board of Directors at SGS. The presiding panel included Ms. Huỳnh Như Ý, representing the state-owned capital of the Saigon Transportation Mechanical Corporation (SAMCO, holding 51% of SGS‘s capital), Mr. Nguyễn Văn Long, representing the major shareholder Global Logistics Services (GLS, holding 37.4%), and Ms. Lê Thị Thanh Thuận, the newly appointed CEO also introduced by SAMCO.

This year’s assembly was more subdued compared to the previous year, yet all discussions remained at a standstill as major shareholders, including GLS, vetoed numerous proposals. As a result, all five agenda items—financial reports for 2021-2024, board remuneration, the cancellation of previous resolutions, profit distribution, and auditor selection—were not approved. The planned dividends for 2023 and 2024, totaling 92.5% of the charter capital (approximately VND 133 billion), remain suspended.

Ms. Huỳnh Như Ý (standing) and Ms. Lê Thị Thanh Thuận were nominated by SAMCO to join the Board of Directors, while Mr. Nguyễn Văn Long (far left) represents GLS – Photo: Tử Kính

Mr. Nguyễn Văn Long, representing GLS, stated that the financial reports contained numerous unresolved issues, some of which violated the law. Several cases have been concluded by authorities or are under investigation. “We cannot agree until these issues are clearly addressed,” he said.

Mr. Long emphasized that GLS does not oppose the company’s development but insists that “all activities must be transparent and comply with the law.”

The GLS representative further noted that the 6,480m² container yard project by SGS was flawed from the start, remains unusable, and is being written off. Additionally, the investment in container trucks has been idle since August last year, resulting in capital and revenue losses. “These issues must be acknowledged and addressed in 2025, preventing a repeat of previous years’ situations.”

Meanwhile, the Supervisory Board, led by Mr. Đỗ Đức Tuấn from the GLS group, highlighted tensions between the two major shareholder blocs. The Board’s 100-page report identified numerous limitations in the Board of Directors’ management, particularly the CEO’s office, including delays in implementing shareholder resolutions, unaddressed audit recommendations, and legal violations in project management.

Notably, the Supervisory Board reported that the 6,480m² container yard project “lacks a completion and handover acceptance record,” which is considered a serious violation. Additionally, investments in warehousing, senior personnel, accounting practices, and coordination between the CEO and the Supervisory Board “have not been objectively and transparently reviewed.”

On behalf of SAMCO, Ms. Huỳnh Như Ý stated that major shareholders voted in favor of the proposals to ensure legal compliance and benefit shareholders and employees. However, without GLS‘s approval, none of the proposals achieved the required majority.

This year’s assembly is taking place near the end of the fiscal year, yet we still haven’t selected an auditor or approved the financial reports. This directly impacts the company’s legal compliance responsibilities,” Ms. Ý noted.

Mr. Nguyễn Văn Long, representing GLS, highlighted unresolved issues in SGS‘s operations – Photo: Tử Kính

Frustration and helplessness among minority shareholders

Throughout the meeting, minority shareholders voiced their disappointment. Mr. Chiến Thắng, a nearly 80-year-old shareholder who has been with SGS since its early days, expressed his desire for the company’s stable growth and consistent dividend payments to employees and investors.

Whether small or large, all shareholders contribute to the company. The Board of Directors and CEO’s office must operate legally, benefiting shareholders and employees. We cannot allow the company to remain in a state where meetings fail year after year, dividends go unpaid, and employees receive no bonuses.” He also suggested inviting state auditors to clarify internal issues, stating, “Whoever is at fault should be held accountable, and whoever is right should be rewarded. Prolonging this situation only harms shareholders.”

Many shareholders in the hall echoed this sentiment. Several expressed their helplessness at the company’s repeated unsuccessful meetings. “If cooperation is impossible, major shareholders should withdraw their capital to allow others to revive the company,” another shareholder urged.

The assembly concluded without any resolutions being passed. SGS faces the risk of entering 2026 in a “stalled” state, lacking a business plan, dividends, audits, and, most critically, consensus among its major shareholders.

SAMCO personnel resignations

Notably, ahead of the assembly, key SAMCO personnel resigned en masse. CEO Nguyễn Ngọc Thiện submitted his resignation, citing “reassignment by SAMCO.” The leadership subsequently appointed Ms. Lê Thị Thanh Thuận, Deputy CEO, as the new CEO.

Earlier, the SGS Board of Directors had issued a resolution dismissing Mr. Phạm Minh Anh from his position as Chief Accountant. Most recently, Supervisory Board member Nguyễn Thị Huyền Trang also resigned.

Currently, SAMCO has two representatives on the Board of Directors: Ms. Huỳnh Như Ý and Ms. Lê Thị Thanh Thuận. The state-owned major shareholder has also nominated Mr. Đồng Đăng Sơn and Ms. Nguyễn Vũ Anh Thư to the Supervisory Board to strengthen oversight amid internal turmoil.

Deadlock persists at SGS

The conflict between SAMCO and GLS at SGS has persisted for years, stemming from differences in management styles and development strategies.

GLS argues that SGS operates inefficiently, with delayed projects such as the Linh Xuân logistics center expansion and the 6,480m² container yard, which has not been commissioned since its 2016 investment, reducing business efficiency. Consequently, GLS has repeatedly urged SAMCO to divest, allowing the company to operate more flexibly under market mechanisms.

Tensions escalated during the 2022 Extraordinary General Meeting when GLS proposed removing Chairman Trần Thiện but failed to secure the required majority. GLS subsequently sued, seeking to annul the assembly resolution on the grounds that voting without a 65% quorum violated the company’s bylaws.

In November 2023, the Ho Chi Minh City Court ruled in favor of GLS, annulling the 2022 Extraordinary General Meeting resolution. This decision was seen as a turning point but also deepened the rift between the two major shareholders, leaving SGS in a prolonged stalemate with consecutive failed assemblies and shareholders leaving empty-handed for years.

Tử Kính

– 16:22 31/10/2025

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