Sending shareholder proposals ahead of the regular shareholders’ meeting in March
Including mandatory participation of women on the board of directors
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The KDB Development Bank proposed the institutionalization of the division of the concurrent positions of the CEO and the chairman of the board of directors ahead of Han Jin Kal’s regular shareholders’ meeting in March. It means that the KDB has taken over Hanjin Kal’s stake for Korean Air’s merger with Asiana Airlines, and then began to monitor the business. It is expected that KDB’s actions to prevent the owner’s family from interfering with management and to monitor sound management will be in full swing.
As a shareholder of Hanjin Kal, KDB announced on the 10th that it has sent shareholder proposals to Hanjin Kal to exercise the shareholders’ proposal right at the regular shareholders’ meeting scheduled for March. The shareholders’ proposal is to change the articles of incorporation of the board of directors. The main goal is to institutionalize the separation of the CEO and the chairman of the board. Currently, Han Jin-Kal’s board of directors is chaired by Kim Seok-dong, former chairman of the Financial Services Commission. Last year, Hanjin-Kal separated the chairman of the board of directors, where the CEO Won-tae Cho, the chairman of Hanjin Group, and the former chairman of the financial committee, who was an outside director, as chairman of the board. San Eun-eun believes that it is necessary to stipulate the separation of the CEO and the chairman of the board in the bylaws of the board of directors in order for someone other than the representative to serve as the chairman of the board of directors even after the term of office of former chairman Kim is over. Through this, it is believed that it can strengthen the independence of the company’s operation and ensure the transparency and soundness of management.
In addition, it was proposed to prohibit the composition of the board of directors of the same gender and to establish an ESG (Environmental, Social, Governance) Management Committee within the board of directors. In order to expand women’s participation in management and to realize the social value of gender equality, the board should not consist of only men. It was also suggested that the establishment of a compensation committee in the role of calculating and monitoring director compensation limits should be reflected in the articles of association.
KDB invested 800 billion won in Korean Air’s acquisition of Asiana Airlines to Hanjin Kal, the parent company of Korean Air, and became a shareholder of Hanjin Kal. In this process, conscious of the suspicion that Sangeun gives preferential treatment to Hanjin Kal, KDB has emphasized that it will actively monitor Hanjin Kal’s sound and ethical management. This shareholder proposal is interpreted as being derived from the same policy of Saneun. Earlier, the KDB imposed seven major obligations to Hanjin Kal, including the right to nominate three outside directors, prior consultation on major management issues, and a 500 billion won penalty for failure to fulfill the obligations.
The KDB said, “The content of the proposal is an agenda that other shareholders have also proposed in the past,” he said.
/ Reporter Ji-young Kim [email protected]
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