Hanjin Successfully Defends Management Rights
On the 25th, a shareholders' meeting is being held at the main auditorium of Hanjin Building in Jung-gu, Seoul.
View original image[Asia Economy Reporter Dongwoo Lee] Hanjin successfully defended its management rights by rejecting agenda items proposed by HYK Partners, the second-largest shareholder private equity fund, including the increase of the maximum number of directors, at the regular shareholders' meeting held on the 25th.
At the shareholders' meeting held in the main auditorium of the Hanjin Building in Jung-gu, Seoul, on the morning of the same day, Hanjin held a vote on agenda items proposed by HYK, including partial amendments to the articles of incorporation, appointment of outside directors and other non-standing directors, and dividends.
The opening was delayed by about 40 minutes due to the verification process of HYK's shareholder proxy. The shareholder attendance rate was 72.41%, meeting the quorum for resolution.
In his greeting, Hanjin CEO Ryu Kyung-pyo said, “Hanjin will do its utmost to contribute to society by coexisting with various members across society through the logistics capabilities it possesses and to create a healthy and safe workplace by improving the working environment of delivery drivers.”
The agenda item to partially amend the articles of incorporation to increase the maximum number of directors, proposed by HYK and attracting attention at the shareholders' meeting, was rejected.
The Hanjin board of directors is set to have between 3 and 8 members, and currently, the board consists of 3 inside directors and 5 outside directors, filling all 8 seats.
Before the vote, HYK proposed increasing the board size to a maximum of 10 members to strengthen shareholder rights, but the majority of shareholders believed that the current board composition was sufficient for management.
With the rejection of the proposal to increase the number of directors, the nominations of outside director candidate Kim Hyun-gyeom and other non-standing director candidate Han Woo-je, both proposed by HYK, were automatically discarded.
Separately, for the vacancy of one outside director whose term expired this year, the agenda item for appointing an outside director to serve as a member of the Audit Committee was approved with 79.03% support, appointing Kim Kyung-won, Vice President for External Affairs at Sejong University, recommended by the company.
The vote was conducted under the revised Commercial Act's '3% rule.' However, since Hanjin appointed the Audit Committee member from outside directors rather than inside directors, shareholders were allowed to exercise voting rights up to 3% of their individual shares under the revised law.
The 3% rule limits the largest or controlling shareholders of a listed company to exercise voting rights on up to 3% of shares with voting rights when appointing Audit Committee members. Additionally, the dividend proposal was decided at 600 KRW per common share, as proposed by Hanjin.
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A Hanjin official stated, “Hanjin plans to invest about 200 billion KRW this year to strengthen business competitiveness and upgrade IT systems,” adding, “We will enhance financial soundness by selling underutilized real estate and securitizable stocks.”
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