Capital Management Service for International Investors to Vietnam

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INTERNATIONAL INVESTOR Sales & Marketing Department

August 2009

VIPC Viet Investment Power Presentation Template

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AGENDA • Vietnam market -

Quick facts PEST, SWOT analysis Economic Confluences M&A, Securities and Real Estate

• VIPC Profile - Company - Strengths - Services – Products

• VIPC Funds August 2009

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Thank you VIET NAM MARKET

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VIET NAM • Quick Facts - Population: 84.1 million - GDP: $2363 per capital and 8.2% growth - Unemployment: 4.3% - Inflation: 8.3% - FDI : $2.3 billion - Age structure: 15yrs – 65yrs: 67% • Turning points - Independent Day : 2nd September 1945 - WTO : 150th member on 11 January 2007

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VIET NAM

TECHNOLOGY

POLITIC •One party •Social stability •High corruption •Better legal framework •Global integration

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ECONOMIC

SOCIAL

•Market-oriented •Increasing GDP •Rocketing FDI •Great potential

•Condensed population •Young labor force. •Education improvement •Environment threats

VIPC Viet Investment Power Presentation Template

•Infrastructure •High demand telecommunication and postal •51% growth of Internet users

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VIET NAM STRENGTHS - Political stability - Improved legal system - High GDP growth - Rocketing foreign trade volume - Dynamic private sector - Poverty reduction

WEAKNESS - Slow decentralization - Brain drain

SWOT THREATS OPPORTUNITIES

Unbalance income

Reforms Full integration

Low competitive determination

Improved awareness

Corruption International relation

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VIET NAM Business Freedom 100 90 80 70 60 50 40 30 20 10 0

August 2009

Vietnam Thailan Malaysia China

VIPC Viet Investment Power Presentation Template

7 http://www.heritage.org


VIETNAM MARKET Vietnam – an emerging market Dynamic, talented - young labor force Full Integration: UN, ASEAN, APEC and WTO. FDI rocketing investment. Social stability with one party Market-Oriented Economy Regulatory and Legal: not fully efficient and transparent. • Non-transparent bureaucracy • • • • • • •

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ECONOMIC COFLUENCE Vietnam economic position

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ECONOMIC COFLUENCE Vietnam investment position & the world

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ECONOMIC COFLUENCE FDI Investment

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SECURITIES Vietnam Stock Market Size (As of Dec - 2008)

August 2009

Number of listing securities

337

Market Capitalization

USD 13.547 Billion

Market Capitalization/GDP

18.40%

Current P/E

9.3X

Number of Foreign investors

11,059

Average Trading volume

39.7 million shares/day

Average Trading value

USD 57.34 million/day

VIPC Viet Investment Power Presentation Template

http://www.hose.com.vn http://www.hastc.com/

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SECURITIES IDICATERS 2005

2006

2007

2008

July 2009

Number of Stocks

40

183

249

338

367

HOSE

34

100

138

170

162

HNX

6

83

111

168

205

Market Cap (USD mn)

588

13,774

31,556

13,010

24,100

HOSE

22,760

9,687

19,115

HNX

8,795

3,323

4,985

Avg. Daily Turnover (USD mn)

0.78

10.10

70.77

42.42

73.91

HOSE

0.72

9.09

54.81

29.08

47.91

HNX

0.07

1.00

15.96

13.34

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Index Performance * %

20%

147%

26%

-66%

32%

HOSE

29%

144%

23%

-66%

36%

HNX

-4%

152%

34%

-68%

36%

PE*

31

12

17

HOSE

28

13

18

HNX

38

9

14

* Market capitalization weighted averages

Source: Bloomberg, HOSE, HNX

August 2009

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SECURITIES • Small and unstable market capitalization - 2006 and March 2007: 40%/GDP - June 2008: 17%/GDP • Limited knowledge about Securities • Facility: legal body, service, technology • Great potential in this emerging market

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VIPC Viet Investment Power Presentation Template

14 http://www.ssc.gov.vn http://www.atpvietnam.com/


REAL ESTATE • Real Estate Vietnam position Country

2004

2005

2006

2007

2008

Vietnam

7

8

3

4

1

India

2

1

1

1

2

Russia

1

2

2

2

3

China

3

4

5

3

4

Ukraine

11

3

4

5

17

“The world’s most attractive retail market” “Vietnam steals the spotlight from the regional powerhouses, India and China. Although a much smaller market than its two neighbors, at a mere $ 20 billion, the relative absence of competition and impressive GDP growth make it an attractive entry market for global retailers.”

August 2009

VIPC Viet Investment Power Presentation Template

Source: AT Kearny

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REAL ESTATE • Real Estate Vietnam market: - Mid-2008: gloomy and frozen - 2009: positive • General: increasing demand • Solution - Apartment: low-income target and financial package support from Government. - Interesting fields: industrial zones, hotels, office building and tourism sites. - Analysis: customer's based. - Small R.E companies: M&A strategy

August 2009

VIPC Viet Investment Power Presentation Template

16 http://www.vietrees.com


M&A •

Definition: - Mergers and Acquisitions - “A general term used to refer to the consolidation of companies. A merger is a combination of two companies to form a new company, while an acquisition is the purchase of one company by another in which no new company is formed.”

Importance: - Access to management or technical talent

- Enhanced reputation in marketplace or with stakeholders - Reduction of operating expenses or costs - Access to new product lines - Growth in market share (complement/extend current business) - Quick access to new markets or entry into new industry - Reduction in number of competitors - Access to new technology, manufacturing capacity or supplied

August 2009

VIPC Viet Investment Power Presentation Template

17 http://www.investopedia.com http://www.aiaa.org


M&A • Vietnam: - Economic recession - New but strong potential in M&A + M&A : market entry form + Small Enterprises in producing + Small Company in R.E + Tourism Projects

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VIPC Viet Investment Power Presentation Template

18 http://www.tgvn.com.vn


SUMMARY • Vietnam: attractive and great potential • Securities, Real Estate and M&A: - Leave uncared for Investment Fund - Promising for all kind of investment - Need an expert and guidance

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ThankMANAGEMENT you VIPC CAPITAL

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VIPC PROFILE • Company - Legal entity licensed by the State Securities Commission of Vietnam. - Founding shareholder: Viet Vinh Phu Financial Investment Company. - Services: financial investment and professional advisor. - Principles: efficiency, profession, integrity and consistency

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VIPC PROFILE • Vision - Top professional and successful company

• Mission -

Long-term relationship Business strategy HR Diversify portfolio management.

• Philosophy - Value creation base - Consistent profit return and grow investment process

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VIPC PROFILE • Values - Professionalism & Standardization - Loyalty & Equality - Integrity & Discipline - Consistency & reliability • Culture - Teamwork management - Trustworthy pass relationships with investors • SR - Guided by social responsibility manners.

August 2009

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STRENGTHS • • • •

August 2009

Board of Management Investment Team Relationship Corporate Governance

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COMPANY CULTURE AND SR • Company Culture breeds motivation to work and loyalty to stay with VIPC building a responsible trustworthy pass relationship with investors • Social Responsibility People aiming investment Protecting environment Ensuring a safe, healthy workplace Children Happiness

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PRODUCTS - SERVICES For Private Wealth Management – Investment Fund – Hedge Fund – Equity Fund – Close-ended Fund – Open End Fund

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PRODUCTS - SERVICES For Institute Asset Management – Securities – Real Estate – Private Equity – Multi Assets

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PRODUCTS - SERVICES For Professional Advisor –Market Intelligent –Financial Investment –Legal Advice –General Advisor

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VIPC BOARD OF DIRECTORS Mr. Nguyen Xuan Tung, Chairman • Honored Master of Applied Finance at Monash University, Australia • Experienced in mortgage consultant, asset valuation and financial management in wellknown organizations in Australia • Complete Professional Training Program in 2008 Management Practice and Financial Products Marketing for Securities Firms by State Security Commission of Vietnam • Devoted teacher in charge of financial analysis at Fulbright.

Mr. Phan Vi Dan, Vice Chairman • General Director of Financial Investment Company Viet Vinh Phu • Experienced at Chinese Ambassador in Vietnam and several reputation organizations in Vietnam. Ms. Vu Thi Toan, Board Member • Strong background in financial accounting activities • Experienced at Vietnam National General Export and Import Company No.1 and Horizon Security Corporation.

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VIPC BOARD OF ADVISORS Dr. Markus Freiburghaus – Board Member • Board Director and Professor at the University of Applied Sciences Northwestern Switzerland. • Doctoral degree in Business Administration at the University of St. Gallen (Switzerland) • 10 years experiences as a financial consultant in Switzerland

Mr. Nguyen Qui Binh – Board Member • Director of NB & Associates Law Firm • Wide experiences in International Law and Treaties Mr. Doan Duc Vinh – Board Member • Great deal of work experience in financial investments in Ukraine as Chief Financial Officer. Mr. Tran Anh Tuan – Board Member • Working for SSC (State Securities Commission of Vietnam ) in charge of fund management companies Mr. Hoang Duc Hoa - Board member • Graduated in University of Technology of Voroshilovgrad Ukraine and from The Economic University with a Bachelor of economics. • 15 of experience as an investment advisor, project manager and marketing specialist.

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VIPC BOARD OF MANAGEMENT Mr. Nguyen Ngoc Truyen - CEO • More than ten years working in the financial and banking field for RZB (An Austrian Bank) in Vietnam as a Marketing Manager • Got the Executive Master of Finance and Banking degree issued by the Business School of the North Western University of Applied Science and Technology of Switzerland

Mr. Dao Trung Kien, Deputy CEO • Member of project “Developing the Financial market in Hochiminh City 2010 -2020” – Hochiminh City’s People Committee • Got MBA in Finance in Hofstra University, Hempstead, New York

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Thank you VIPC FUNDS

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VIPC DIVERSIFY FUND Fund size:

US$100 million

Investment horizon

5 -8 years

Investment objectives & focus:

with investment focus on Vietnamese blue chip listed stocks, IPO shares, real estates, M&A, the company will provide investors high level of return and potential capital growth

Size of a single investment

not excessive 20% of the company’s NAV

Fund structure

To be decided

Management fee

2 % p.a. of the total fund size

Incent fee

20% of profit over 12% benchmark

Fund set up expenses

1,5% of total fund size (flat-upfront)

Custodian bank

Deutsche Bank

Auditor

Ernst and Young /KPMG or Grant Thornton

Legal consultant

Vilaf Hong Duc

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INVESTMENT STRATEGY –Disciplined acquisitions –Growth strategy –Conservative gearing –Complementary partnerships –Prudent risk management –Straightforward de- investment strategy

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INVESTMENT PROCESS Step 1: Investment sourcing and screening

Step 2: In-depth company analysis

Step 3: Investment review and approval

Step 4: Post-investment monitoring & management

Step 5: Exit process

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ENTERPRISES SELECTION CRITERIAS • Recognized brand name • Strategic products with long - term growth prospect • Experienced and strategic oriented management team • Historical well performance and bright outlook

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PROJECT SELECTION CRITERIAS •

Medium size

High return of NPV and IRR

Community contribution

Natural environment safety

Subject to VIPC strategic industry allocation

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INVESTMENT RESTRICTIONS • No investment shall be carried out if fund have unlimited responsibilities • VIPC shall not invest in non - invertible enterprises or those whose invertible time schedule is over 5 year from the investment. • No short-sell will be implemented if the regulation do not allow.. • No enterprises with ROE below 20% shall be invested, unless allowed by Investment committee’s approval.

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INVESTMENT RESTRICTIONS • No more than 15% of the total net asset value shall be invested into an enterprise. • No more than 50% of the total net asset value shall be invested into a sector.. • Not to invest in instruments that break the effective regulation. • Not to invest in enterprises without good performed Board of directors and Board of management evaluated by VIPC, unless allowed by Investment committee’s approval.

August 2009

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PORTFOLIO STRUCTURE by industry

August 2009

INDUSTRY

Description

Ratio(%)

FINANCIALS

Real Estate: retail area, service apartments

15%

BASIC MATERIAL

Chemicals, basic resources.

20%

HEALTH CARE

Health care equipment & services, Pharmaceuticals & Biotechnology

15%

INDUSTRIALS

Industrial goods and service

10%

TELECOMMUNICATION & MEDIA

Mobile telecommunication, broadcasting & entertainment, media agencies, publishing.

20%

EDUCATION SERVICE

Private universities & colleges, vocational centers.

10%

TECHNOLOGY

Software and computer service, hardware and equipment

10%

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PORTFOLIO STRUCTURE by assets liquidity

No.

August 2009

Market Segments

RATIO

(%)

01

Listed Securities

20%

02

IPO & O.T.C Securities

30%

03

Private equity and projects

25%

04

Cash and equivalence

05%

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SECURITIES FUND Fund size:

VND 1OO Billion

Investment horizon

5 years

Investment objectives & focus:

with investment focus on Vietnamese blue chip listed stocks, IPO shares, the company will provide investors high level of return and potential capital growth

Size of a single investment

Minimum of VND 100 million

Fund structure

Limited investment company registered in Vietnam

Management fee

2 % p.a. of the total fund size

Incent fee

20% of profit over 12% benchmark

Fund set up expenses

4% of total fund size (flat-upfront)

Schedule

February 2009 – March 2009: memorandum from investors April 2009: apply for fund launching April 2009 – June 2009: fund certificate delivery

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SECURITIES FUNDS • Investment strategy GAAP a combination of both value and growth investing: it looks for companies: that are somewhat undervalued and have solid sustainable growth potential.

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SECURITIES FUNDS • Asset Allocation

Listed shares in HOSE and HASTC OTC stocks

Cash and equivalence August 2009

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SECURITIES FUNDS • Equities selection criteria –Market Capital ≥ USD 4.5 Million. –Revenue growth rate ≥ 20% p.a in the past 3 years –Profit growth rate ≥ 15% p.a in the past 3 years –PEG ≤ 1 –Qualitative criterion –Risk management: no investment into equities with high price volatility in the past 5 years.

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REAL ESTATE FUND Investment Process •

Phase 1: Searching for a residential investment property Look for a consistent streetscape. A mixture of conflicting building styles lowers the desirability of the street. The property should be located within easy walking distance of all amenities. The street should have potential.

•

Phase 2: Methodical purchasing decision Assess financial position. Strategy based decision. Assess financial capability of the investment. Negotiate effectively. Obtain legal advice. Obtain professional property management services.

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PRIVATE EQUITY FUND Strategy - Private Equity Investment into Platform Companies Focus on market niches companies Long Term and continuously building value Making purchase under the greater synergies and value for the investors’ thrives - Venture Capital Investment High possibility to be purchased Easy recognition by a Trade Sale / Initial Product Offering

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PRIVATE EQUITY FUND Investment Process •

Phase I: Preparation Stage Market Research, Analysis, and Strategy Valuation

•

Phase II: The Decision To Market Confidential Offering Memorandum (COM) Qualification: Identification of Synergistic. Candidates. Confidential Approach to Qualified Prospects. Negotiations Deal Structuring - Letter of Intent Due Diligence Definitive Agreement Closing and Transition to New Ownership

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CONCLUSION • • • •

August 2009

Vietnam Integration Financial Fields: Private Equity, Real Estate, Securities VIPC Capital Management Corporation “ … talented members and investor’s inspirations, working together for the sole goal, VIPC investor’s success. “

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Thank you THANK YOU!

VIPC Capital Management Corporation 2nd Flr. 8 Nguyen Hue St., Dist.1, HCMC, Vietnam Tel: (84-8) 38277478/79 – Fax: (84-8) 38277487 Email: info@vipc.com.vn - www.vipc.com.vn August 2009

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