National Treasure Faces Lawsuit Threat Over Temporary Shareholders' Meeting Agenda
[Asia Economy Reporter Jang Hyowon] Kukbo is facing the risk of being sued by investors ahead of its extraordinary general meeting of shareholders.
According to industry sources on the 30th, Seed & Contents, which invested in Kukbo's 10 billion KRW scale 6th convertible bonds (CB), sent a certified letter demanding the fulfillment of the investment agreement to CEO Ha Hyun of Kukbo.
According to Seed & Contents, CEO Ha and Seed & Contents' CEO Park Jaeyoung signed an investment agreement on December 28 last year, in which Park's side agreed to invest more than 5 billion KRW in Kukbo's new shares and CBs.
The investment agreement included a clause that after the investment is fulfilled, at the regular general meeting of shareholders, at least three directors from Park's side would be appointed. It also included provisions allowing the formation of a task force (TF) for new business promotion, investment fund usage planning, and restructuring of subsidiaries, with Kukbo required to provide all necessary conveniences for this.
After signing the agreement, Seed & Contents invested in the 10 billion KRW scale 6th Kukbo CB on February 26. Additionally, Park's side purchased 2,417,070 shares of Kukbo stock, worth about 3.5 billion KRW, on the market and also acquired 2nd CBs worth 2.8 billion KRW.
Subsequently, at the extraordinary general meeting of shareholders on March 9, four directors from Park's side were appointed. However, the agenda to dismiss these four directors will be raised at the extraordinary general meeting scheduled for September 3, about six months later.
In response, Park's side claims this is a violation of the investment agreement. They explain that proposing the dismissal agenda without even having time to promote new business after appointing the directors goes against the purpose of the contract.
A representative of Seed & Contents said, "Kukbo received investment funds when it was in urgent need, but now proposing the dismissal of directors is a violation of the investment agreement," adding, "We sent a certified letter demanding the fulfillment of the agreement according to the clause requiring payment of double the investment amount as a penalty, and if there is no response, we will proceed with a lawsuit."
Regarding this, CEO Ha stated, "After they were appointed as directors, there were several board meetings and notices were sent, but they never attended even once," and "Although they said they would promote new business, there was no formation of a TF or any business-related discussions."
He emphasized, "From the company's perspective, it is just dismissing directors who do not work."
Meanwhile, Kukbo plans to hold an extraordinary general meeting on September 3 to discuss the agenda of dismissing the four directors from Park's side and appointing six new directors.
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