Monday, April 17, 2017

Corporate Governance, Shareholder meetings opposing counsel 17.6% ... The Audit Committee appointed more



[Korea goyounghun financial newspaper reporter] Korea dominated companies in the General Meeting of Shareholders of the companies held in the first quarter of this year, nine trillion won (CGS) has shown that the most opposed to the Audit Committee elected.

CGS was counted to be 12 on the 17th, held in the first quarter of 2017 Month-End Closing securities of the analysis of the Regular Shareholders' Meeting agenda of the corporate agenda 252 companies analyzed 202 companies are listed companies, market, KOSDAQ listed companies, 50 companies. These settlement companies are subsidiaries 252 was supposed to last a total of 1826 shareholders' meeting agenda items at the CGS has recommended to vote against the 328 cases (17.96%) came from the most opposition from the gun of the Audit Committee elected.

In addition, more than half (58.7%) of the target company has assumed one or more inappropriate the agenda at the shareholders 'meeting, when compared with the year 2016 the shareholders' meeting agenda Analysis opposition Popular rate was similar to the level of about 18%.

This type of proposal is to lower year-on-year rates in some cases opposing counsel had similar agendas over the previous year. The last incorporation to change the agenda of the written voting, cumulative voting minority shareholder rights, including the responsibility of mitigating the agenda and directors, audit abolish the protective measures, Board of Directors and Bylaws changes that may interfere with operational matters was assumed number. But this year, a survey that is not such a problematic articles of incorporation to change the agenda in the reduction or assumed.

Agenda last year in conjunction with the company's performance weak and give the government stock options decreased contrast, was supposed cases a number of grants 'premium parts Stock Options "or" target association is stock options in' such and linkages are reinforced stock options. Also discovered were advised against the reason for ineligibility in 280 cases (as opposed recommendation rate 26.8%) of the 1,045 cases of senior executive agenda.

CGS said, "Nomination Procedures of outside director candidates opposed recommendation rate for the Nomination Committee to the candidates for outside directors of the installation company is not opposed recommendation rate and large differences in 39.22% of the company to 39.43%, uninstalled the sachuwi Commission and need to improve on standards, "he explained.

If the candidate company with direct and indirect special relationship recommended by Outside Directors and Audit (committee) it is also found a large number (101 cases), the incumbent employee referral practices of one entity that has an interest were the majority. CGS was diagnosed that there are concerns regarding the possession of independent operation of the board of directors and audit mechanisms.

CGS side was analyzed that "there is a common practice to appoint outside directors and auditors (members) ineligible in terms of independence and fidelity continue efforts to improve the care of listed companies and institutional investors are required."



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