*This content was translated by AI.
Institutional Shareholder Services (ISS), the world's largest voting rights advisor, reportedly recommended most of the company's agenda ahead of the 75th regular shareholders' meeting of Youngpoong Co., Ltd. on the 25th, and praised Youngpoong's efforts to improve corporate value and governance.
On the other hand, ISS recommended against all shareholder proposals submitted by KZ Precision, which is a minority shareholder of Youngpoong and currently shares an interest with Chairman Choi Yoon-beom of Korea Zinc.
ISS evaluated KZ Precision's shareholder proposal as "failure to provide a sufficient and convincing basis for substantially improving the company's governance structure." In other words, KZ Precision's proposal has not been recognized for its persuasive power in terms of enhancing shareholder value as well as its practical governance improvement effect.
KZ Precision submitted a shareholder proposal that calls for the introduction of spot dividends and quarterly dividends and changes in the scope of agents at the general shareholders' meeting ahead of the regular shareholders' meeting in Youngpoong.
However, Youngpoong believes that the proposal is not for the benefit of all shareholders, but rather to use it as a means of pursuing the private interests of Chairman Choi Yoon-beom to pressure Youngpoong in the face of a management dispute over Korea Zinc.
KZ Precision previously pushed for shareholder proposals such as spot dividends, introduction of intensive voting systems, and appointment of outside directors at last year's Youngpoong shareholders' meeting, but those agendas were rejected under the judgment of the majority of shareholders that they were biased toward the interests of specific people rather than the interests of all shareholders.
KZ Precision participated in the formation of Chairman Choi Yoon-beom's illegal mutual stock appearance ahead of Korea Zinc's extraordinary shareholders' meeting last year, and was actively involved in restricting the exercise of legitimate voting rights by Youngpoong, the largest shareholder of Korea Zinc.
As a result, Youngpoong was restricted from exercising voting rights at the Korea Zinc extraordinary shareholders' meeting at the time, and even though the combined stake in the Youngpoong-MBK Partners alliance exceeded the majority of the number of stocks present, it lost the opportunity to acquire management rights by failing to secure a majority of the Korea Zinc board.
Although KZ Precision is Youngpoong's shareholder, it has seriously damaged Youngpoong's corporate value and shareholder value. In response, Youngpoong recently filed a lawsuit against KZ Precision and Chairman Choi Chang-gyu for damages.
Youngpoong proposed a number of agendas to enhance corporate value and advance governance at the regular shareholders' meeting.
In line with the purpose of the revised Commercial Act, Youngpoong raised the agenda of expanding the number of separate elected outside directors who become audit committee members and changing the name of "outside directors" to "independent directors." It also proposed agendas to strengthen the independence and monitoring of the board of directors, such as re-appointing outside director Jeon Young-joon, who was appointed as a minority shareholder recommendation last year, as an audit committee member and nominating candidate Heo Sung-kwan as an additional audit committee candidate.
Youngpoong also recently unveiled measures to strengthen shareholder returns, including a plan to retire all cash and stock dividends and treasury stocks. The company once again clarified its willingness to raise shareholder value by announcing a total of 30.1 billion won dividends, including stock dividends worth about 3% of the issued shares, and a plan to retire all remaining treasury stocks.
ISS is also interpreted as a positive evaluation of these company agendas. Youngpoong believes that ISS' recommendation is an internationally recognized result of the company's restructuring of its governance system to meet legal requirements and continuing to strengthen shareholder-friendly policies and board independence.
"ISS' opposition to KZ Precision's shareholder proposals is a result of showing that the proposals reflect the interests of certain people, not the interests of all shareholders of Youngpoong," a Youngpoong official said. "Youngpoong will firmly respond to attempts to seek private interests and damage corporate value that put shareholder value, and will continue to do its best to enhance shareholder value by strengthening the independence of the board of directors, expanding shareholder returns, and restoring competitiveness in the main job."
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*This content was translated by AI.
