Sustainable Management
We are committed to advancing a sustainable future by actively practicing green management,
social responsibility management, and compliance management.
Board of Directors
| Name | Position | Date of Reappointment | Term Expiration Date |
|---|---|---|---|
| Hwiryeong Lee | CEO and Chairman | 2022.03.22 | 2025.03.22 |
| CEO | Seokil Kim | 2022.03.22 | 2025.03.22 |
| Juseong Lee | Inside Director | 2021.03.26 | 2024.03.26 |
| Seungseop Lee | Outside Director | 2021.03.26 | 2024.03.26 |
| Sinyeong Park | Outside Director | 2022.03.26 | 2025.03.22 |
Outside Director Nominating Committee
| Part | Configuration | Affiliated Director Name |
|---|---|---|
| Regarding the qualification of outside director nominees and their recommendation from the shareholders' meeting, etc. | 1 member, 1 outside director | Hwiryeong Lee, Seungseop Lee, Sinyeong Park |
Board Activities
| Time | Date | Agenda | Passed or Not | Attendees (number) |
Outside Directors (number) |
|---|---|---|---|---|---|
| Primary (temporary) | 2022.01.05 | ① Paying executive performance bonus | Passed | 5(5) | 2(2) |
| Secondary (periodic) | 2022.01.26 | ① The 2022 Plan for Health and Safety approved ② Convene the Fourth Annual General Meeting of Shareholders and Resolve the Agenda to be discussed ③ Approval of the fourth quarter financial statements and sales report (before audit) ④ Authorization of Voting Rights by electronic means ⑤ Executive Pay Adjustments for 2022 ⑥ Approve donation limit for 2022 ⑦ Approve donation limit for 2022 ※ Reports ① '21 Results and '22 Business Plan ② Key management issues, etc. Passed |
Passed Passed Passed Passed Passed Passed Passed |
5(5) | 2(2) |
| Third (temporary) | 2022.02.25 | ① To approve the restatement of the fourth quarter financial statements ※ Reports ① Report on the Operation status of Internal Control of Financial Reporting ② Evaluation Report of Audit Internal Control of Financial Reporting |
Passed | 5(5) | 2(2) |
| Fourth (temporary) | 2022.03.22 | ① To approve the fourth quarter financial statements | Passed | 4(5) | 1(2) |
| Fifth (temporary) | 2022.03.22 | ① 6th Public Corporate Bond Issue ② Approve total bank limit of credit and delegate some authority to extend line of credit maturity and change subjects ③ (Re)appointment of a CEO ④ Appointment of the Outside Director Recommendation Nominating Committee |
Passed Passed Passed Passed |
4(5) | 1(2) |
| Sixth (periodic) | 2022.04.27 | ① Approved large internal transactions (products, services) between affiliates in Q2-Q4, 2022 ※ Reports ① Operating Results and Key Management Issues in 1Q, 2022 ② Compliance activities |
Passed | 5(5) | 2(2) |
| Seventh (periodic) | 2022.07.27 | ① First-half results, key management issues, etc. | Report | 5(5) | 2(2) |
| Eighth (periodic) | 2022.10.26 | ① Change transactions with a affiliated parties ② Acquisition of SeAH Wind Redeemable Convertible Preferred Shares (RCPS) ※ Reports ① Operating Results and Key Business Highlights in Q3 '22 |
Passed Hold |
5(5) | 2(2) |
| Ninth (temporary) | 2022.11.07 | ① Acquisition of SeAH Wind Redeemable Convertible Preferred Shares (RCPS) | Passed | 5(5) | 2(2) |
| Tenth (temporary) | 2022.12.28 | ① Appoint a compliance officer and create a compliance policy ② Paying executive performance bonus ③ Extend executive retirement age ④ Plan for transactions with affiliated parties in '23 and approve transactions with affiliated parties in 4Q '22 ※ Reports ① Board Schedule and Agenda in '23, etc. |
Passed Passed Passed Passed |
5(5) | 2(2) |
※ The acquisition of SeAH Wind's Redeemable Convertible Preference Shares (RCPS), held on October 26, was deferred following the board's request for additional documentation, supplemented, and passed on November 7.
Shareholder's Meeting
- Title Attachments Date
- Results of the 5th Regular Meeting of Shareholders PDF 2022.03.22
- Results of the 4th Regular Meeting of Shareholders PDF 2022.03.22
- Authorization letter for the 4th Regular Meeting of Shareholders PDF 2022.02.21
- Convocation notice of 4th Regular Meeting of Shareholders PDF 2022.03.22
- Results of the 3th Regular Meeting of Shareholders PDF 2021.03.26
※ Shareholder Proposal Rights
According to Articles 363-2 and 542-6 of the Commercial Act, shareholders who own 3% of the total number of voting shares issued or have continuously held 1% or more from six months before the date of the regular general meeting of shareholders may propose certain matters as agenda items for the shareholders' meeting in writing or electronically by six weeks before the date of the regular general meeting of shareholders of the previous year.
The board of directors must include the proposed matters as agenda items for the shareholders' meeting, unless the content of the proposal violates laws or the articles of incorporation, or falls under the grounds for rejection stipulated in Article 12 of the Enforcement Decree of the Commercial Act. If requested by the proposing shareholder, the main contents of the proposal will be reflected in the notice of convocation, or an opportunity to explain the proposal at the shareholders' meeting will be provided.
Differences from corporate governance best practices
| Best practices recommendations | Adoption Status | Remarks |
|---|---|---|
| The concentrated vote system, Written voting system | X | - |
| Disclosure of board and committee service | O | - |
| Board composition requirements (majority outside directors) | X | Full-time audit system |
| Independence of outside directors (Independence from corporations, management, and controlling shareholders) |
O | - |
| Audit Committee Composition (All Outside Directors) | X | - |
| Compensation Committee | X | - |
| Obtain executive's compensation for damages liability insurance | O | - |
| Establish and disclose a code of business ethics | O | On the website (Ethical management) |
| Explain the differences from best practices | O | Published on the website |
SeAH Steel Corporate Governance Charter