Charter: Article V

ARTICLE V

OFFICERS

1. There shall be not less than five (5) and not more than twelve (12) Officers in each Chapter of the Chamber and the Officers shall consist of:

a. A Chairman
b. Two Vice-Chairmen
c. A Secretary
d. A Treasurer
e. Such other positions (apart from the Chairman) as the Chapter may in general meeting from time to time decide.

2. The Chairman of each Chapter shall serve concurrently as a member of the Chamber Board of Governors. The Chairman of the Hanoi and Ho Chi Minh City Chapters shall also serve as the Co-Chairmen of the Chamber Board of Governors, and the two Vice-Chairmen, Secretary and Treasurer of the Hanoi and Ho Chi Minh City Chapters shall also serve on the Chamber Board of Governors.

3. The Chair and Vice Chairs of each Chapter must be Company Representatives under Company Memberships.

4. Duties of Officers

a. The Chairman of the Chamber shall exercise general supervision over the affairs of the Chamber, represent the entire Chamber in external relations, and preside over meetings of the Chamber Board of Governors.

b. The Chairman of each Chapter shall exercise supervision over the affairs of the relevant Chapter, represent the Chapter in external relations, and preside over all meetings of the Chapter.

c. The Vice-Chairmen shall assist the Chairman of their respective Chapters in his or her functions. In the absence of the Chairman, the Vice-Chairmen shall have the same powers and authority as the Chairman.

d. The Secretary shall keep all records, except financial records, of the relevant Chapter or Chamber, including membership records, minutes of all Annual General Meetings, Extraordinary General Meetings, and meetings of the Board of Governors. Records kept by each Chapter Secretary shall be available for perusal and copying by any member of the Chamber and up-to-date copies shall be provided to the Secretary of the Chamber Board of Governors. In the absence of both Chairman and the Vice Chairman, the Secretary shall have the same powers as the Chairman.

e. The Treasurer shall keep all funds and collect all monies on behalf of the relevant Chapter, or, in the case of the Chamber Treasurer, the Chamber Board of Governors, and shall keep a correct account of all financial transactions of the relevant Chapter or Chamber, as the case may be.

5. Election of Chapter Officers

a. Officers of each Chapter shall be selected by the Board of that Chapter from among the board members at the first Board meeting following the Annual General Meeting and from time to time as vacancies arise.