Corporate governance
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Report of the Board of Directors
Overall evaluation
The BOD continued to fulfill its role effectively, providing strategic direction, oversight, and advisory support, while fully complying with applicable laws, the Company’s Charter, and prevailing corporate governance standards.
The BOD maintained close supervision of the BOM in implementing AGM resolutions and executing the Corporation’s medium-term and long-term development strategy, particularly amid ongoing global economic uncertainties and intensifying international competition. Through rigorous oversight mechanisms, regular dialogue, and timely resolutions, the BOD enabled the BOM to proactively and flexibly manage business operations, ensuring growth targets and operational efficiency were achieved.
Strategic planning and execution continued to be strengthened across the Corporation, ensuring that strategic objectives were clearly and consistently cascaded from the corporate level to subsidiaries, while enhancing discipline, measurability, and effectiveness in implementation.
With the active participation of BOD members, particularly reputable and highly experienced Independent Board members, FPT further enhanced the quality of governance, transparency, and operational standards. As a result, FPT not only maintained stable growth momentum but also reinforced its position as a leading technology corporation in Vietnam, steadily affirming its competitiveness and potent presence in international markets.
Evaluation of the activities of the committees
The Personnel and Remuneration Committee
In 2025, the Personnel and Remuneration Committee continued to effectively fulfill its advisory, strategic direction, and oversight role in human resource management, thereby ensuring that the workforce meets the requirements of the Corporation’s strategy in the upcoming period.
Regarding human resource strategic planning, the Personnel and Remuneration Committee directed the BOM to study and develop the Human Resources Strategy for the 2026-2028 period, aligned with the goal of mastering core technologies and building a high-quality workforce. This initiative contributes to the Corporation’s sustainable growth objectives and supports national technological sovereignty.
In terms of succession planning, leadership development, and executive rotation, the Committee directed the development and implementation of policies and programs to strengthen the talent pipeline, with a focus on identifying, nurturing, and preparing successors for key leadership and management positions within the Corporation and its subsidiaries. Concurrently, the Committee provided strategic direction for the establishment of a global leadership program aimed at enhancing governance capabilities, strategic thinking, and international management competencies for the Corporation’s next-generation leaders.
The Personnel and Remuneration Committee conducted evaluations and reviews of reappointments, rotations, and new appointments for senior leadership and management positions within the Corporation and its subsidiaries, ensuring alignment with each entity’s development requirements and organizational structure. Specifically, the Committee reviewed the reappointment of key positions, including the Chief Executive Officer of FPT and the Chief Human Resources Officer of FPT. It also evaluated and approved rotations and new appointments for several important positions in subsidiaries and key markets, including the Chief Executive Officer of FPT IS, the Chief Executive Officer of FPT Americas, and the Deputy Chief Executive Officer of FPT Software in charge of the Europe and Middle East markets. In addition, the Committee reviewed leadership appointments for newly established strategic units to meet development requirements in strategic technology sectors.
With respect to human resource policies and remuneration, the Committee continued to provide direction and oversight in the development, issuance, and implementation of key HR programs and policies across the Corporation and its subsidiaries. The Committee focused on refining and enhancing tailored remuneration and welfare policies to comprehensively support employee well-being, attract and retain talent, and reduce attrition rates, particularly among technology professionals and other specialized roles. Implemented initiatives included career development pathways for technology personnel, policies on leave and retirement benefits, and the expansion of housing and vehicle loan support programs, thereby strengthening employee engagement and satisfaction.
The Policy Development Committee
Amid continued impacts on the global and domestic economy from geopolitical volatility, shifts in global trade, inflationary pressures, and cautious IT spending trends, the Policy Development Committee effectively fulfilled its role as a strategic advisor to the BOD and the BOM. Policy directions were formulated with a focus on prioritizing core technology development, expanding strategic safety buffers in markets, partnerships, and technologies, and aligning the Corporation’s growth objectives with major programs and resolutions of the Party and the State.
On that basis, the Committee advised the Corporation to proactively and closely participate in the implementation of key Government programs and initiatives on digital transformation, data, and digital government, as well as to collaborate with ministries, agencies, and local authorities in developing strategies and building critical information systems and national databases. Participation in these initiatives not only generated economic value but also enhanced FPT’s position, reputation, and role within the national ecosystem for science, technology, and digital transformation.
The Committee also advised on integrating breakthrough resolutions of the Party and the State relating to science and technology, education and training, and private sector development into the Corporation’s strategy. In line with this orientation, FPT implemented and participated in foundational initiatives, including the formation of technology and talent alliances, engagement in policy forums, and contributions to the development of core technology, AI, and semiconductor ecosystems. This reflects a proactive, long-term approach that closely aligns corporate strategy with national development priorities.
In international cooperation, the Committee advised adjustments to the strategy toward prioritizing stability, risk diversification, and a focus on sustainable growth regions such as Japan, ASEAN, and Europe. Targeted investments in AI infrastructure, core technologies, and long-term strategic partnership models contributed to elevating FPT’s role from a service provider to a strategic partner in large-scale digital transformation projects.
In addition, the Committee proactively researched and advised on new strategic directions to expand medium-term and long-term growth drivers, notably the Low-Altitude Economy. Engagement in this sector is being pursued under a prudent roadmap aligned with FPT’s core capabilities, focusing on the provision of digital platforms, AI, data analytics, and operational systems, while participating in pilot models, regulatory sandboxes, and contributing to the development of legal frameworks and technical standards. The co-founding of the Low Altitude Economy Partnership demonstrates FPT’s pioneering role in mobilizing resources, fostering collaboration, and shaping an ecosystem for this emerging sector.
Through its advisory activities, the Policy and Development Committee assessed that the Corporation’s internal governance continued to be enhanced in a modern, transparent, and efficient direction, strengthening integration across strategic governance, operational governance, and human resource governance. Management-by-objectives tools, leadership succession development, digital transformation, and the application of AI in internal governance were implemented in a coordinated manner, reinforcing the foundation of governance and creating capacity for the Corporation’s sustainable growth in the years ahead.
The Chairman’s Office
The Chairman’s Office continued to fulfill its role as the Corporate Secretary effectively, providing comprehensive support to the BOD in its professional functions and governance activities. The Office ensured the provision of complete, timely, and accurate information to facilitate the BOD’s decision-making process, as well as the disclosure of resolutions and Corporate Governance Reports in full compliance with applicable regulations and prescribed timelines.
In addition, the Office of the BOD actively contributed to maintaining and promoting external relations, thereby supporting the Corporation’s cooperation and business development activities. The coordination and organization of BOD meetings, working sessions, and key events were carried out in a professional and efficient manner.
During the year, the Office of the BOD collaborated with relevant units to successfully organize the 2025 AGM, ensuring full compliance with legal requirements, corporate governance standards, and the rights and interests of shareholders.
Orientations for the BOD’s activities in 2026
In 2026, the BOD will continue to strengthen its role in providing strategic direction, oversight, and close collaboration with the BOM in implementing the Corporation’s medium-term and long-term development objectives, ensuring sustainable growth and enhancing competitiveness amid rapid global technological shifts.
The BOD has identified 2026 as a pivotal period for FPT to focus on investing in, mastering, and progressively commercializing new strategic technologies, particularly AI, quantum technology, cybersecurity, UAV, railway technology, and core technologies related to data, digital infrastructure, and automation. These technologies serve not only as new growth drivers but also directly support the enhancement of internal technological capabilities, contribute to national technological sovereignty, and elevate FPT’s position in international markets.
On this basis, the BOD will continue to direct the BOM to prioritize resources for research and development, build a Made-by-FPT ecosystem of products and services, and expand collaboration with technology partners, research institutes, universities, and domestic and international organizations. This approach aims to effectively leverage external resources, accelerate market access, and advance the commercialization of new technologies.
The BOD will continue to focus on strengthening governance foundations, enhancing organizational capabilities, and improving workforce quality to ensure alignment among technology, market, and human resource strategies. The management-by-objectives and key results (OKRs) framework will continue to be maintained and refined as an integrated management tool, enhancing transparency, execution discipline, and the effective implementation of the Corporation’s strategic objectives.
Through these directions, the BOD reaffirms its commitment, together with the BOM, to usher FPT into a new phase of development in which strategic technologies and innovation play a central role, forming the foundation for sustainable growth and expanded presence in regional and global markets.
