Management Information

Board of Directors

Internal director

Gang-hyun Seo President
  • Date of appointment:

    Dec. 28, 2023

  • Term of office:

    2.3 years

  • Date of initial appointment:

    Dec. 28, 2023

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Bachelor’s degree in International Economics at Seoul National University

  • Career:

    Current) President of Hyundai Steel

    Former) Head of Planning and Finance Division at Hyundai Motor Company

Won-bae Kim Head of Long Product Division
  • Date of appointment:

    Mar. 22, 2023

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 22, 2023

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Bachelor’s degree in Metallurgical Engineering at Dong-a University

  • Career:

    Current) Executive Vice President & Head of Long Products Business Division at Hyundai Steel​

    Former) Head of the Sheet Material Division at Hyundai Steel​

Gwang-pyung Kim Head of Finance Management Division
  • Date of appointment:

    Mar. 26, 2024

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 26, 2024

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Bachelor’s Degree in Economics from Korea University

  • Career:

    Current) Executive Director and Head of the Finance Division at Hyundai Steel

    Former) Head of Finance Division at Hyundai Engineering & Construction

  • Concurrent positions:

    Non-Executive Director at Hyundai BNG Steel

External director

Kyung-tae Hong
  • Date of appointment:

    Mar. 23, 2022

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 22, 2019

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Ph.D. in Materials Science and Engineering from KAIST

  • Career:

    Current) Research Specialist at the Korea Institute of Science and Technology

    Former) President of the Korean Society of Metals and Materials

Jung-han Yoo
  • Date of appointment:

    Mar. 26, 2024

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 23, 2021

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Ph.D. in Civil and Environmental Engineering from the University of Washington

  • Career:

    Current) Professor in the Department of Architecture at Seoul
    National University of Science and Technology

    Former) Vice President of the Korean Society of Steel Construction

Geum-joo Jahng
  • Date of appointment:

    Mar. 26, 2024

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 23, 2021

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Ph.D. in Business Administration from Yonsei University

  • Career:

    Current) Professor in the Department of Business Administration at the University of Seoul

    Former) Vice President of the Korean Association for Accounting and Policy

  • Concurrent positions:

    External Director at OLIVE YOUNG​

Ji-soon Park
  • Date of appointment:

    Mar. 23, 2022

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 23, 2022

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Ph.D. in Law from the University of Augsburg

  • Career:

    Current) Professor at Korea University School of Law

    Former) President of the Korean Social Security Association

  • Concurrent positions:

    External Director at LOTTE CHEMICAL

Seung-ah Cho
  • Date of appointment:

    Mar. 26, 2024

  • Term of office:

    3 years

  • Date of initial appointment:

    Mar. 26, 2024

  • Liability insurancesubscription status:

    Subscribed

  • Education:

    Ph.D. in Business Strategy from Columbia University

  • Career:

    Current) Professor at the College of Business Administration, Seoul National University

    Former) Vice President of the Korean Society of Strategic Management

  • Concurrent positions:

    External Director at KT (Korea Telecom)

Diversity and Independence Guideline

Hyundai Steel strives to constitute the Board of Directors with a variety of directors in consideration of the interests of various stakeholders such as shareholders or customers, for the Board of Directors making important decisions based on a broader perspective.

Expertise
  • 1) Compulsory expertise: Industry, management (organization operation), economy, law, accounting, environment
  • 2) Specific expertise: Having the necessary expertise as a director of a steel company such as global experience, risk management, etc.
  • 3) Experience of Independent Director: Understanding of the duty of Independent Directors
Diversity
  • 1) Nationality: Discovering a group of candidates of various nationalities for the establishment of global advanced governance structure
  • 2) Age: Improving the efficiency of the Board of Director harmonizing the flexible response to the change of business environment with experience and knowledge
  • 3) Gender: Applying the principle of gender equality for operating the Board of Director with diverse perspectives
  • 4) Experience and Background: Taking into account the characteristic of Korean society, yet rejecting the bias of certain origin
  • 5) The other: Consider other diversities such as race, religion, ethnic group, etc.
Recommendation
Taking advantage of various and independent way of recommendation for the benefits of various stakeholders. The Board of Directors shall ensure the composition of the Board reflects the aforementioned diversity requirements evenly through ‘Diversity Validation’ in determining the direction of the Board’s formation.
Hyundai Steel will strive to operate its Board of Directors more effectively with various perspectives and experiences, in consideration of every element within the law of Republic of Korea.
Record on Enactment and Revision
  • Guideline upon Independence and Diversity of Independent Directors Enacted in February, 2018
  • Guideline upon Independence and Diversity of Independent Directors Revised in March, 2020
  • Guideline upon Independence and Diversity of Independent Directors Revised in May, 2021
  • Guideline upon Independence and Diversity of Independent Directors Revised in May, 2022

Hyundai Steel organizes a majority of its directors as Independent Directors.

In addition, all directors are appointed by presenting individual agenda items at the general shareholders' meeting, so that they can faithfully perform their duties as Independent Directors. Hyundai Steel prohibits concurrent offices as directors, executive officers, and auditors of two or more other companies. Hyundai Steel abides by domestic commercial law and other related laws in order to verify the independence of Independent Directors, and also establishes independence requirements which apply or more stringent than global code; the Board of Director and Independent Director Candidate Recommendation Committee shall determine the independence of a candidate of, and an incumbent director based on these requirements. Independent Directors are directors who are not members of the company’s executive directors, and are not in any of the following subparagraph. Those applicable to any of these subparagraphs will lose their position:

  • Directors, executive officers and employees of the company, or directors, auditors, executive officers or employees who have been in the executive position of the company within the last two years;
  • The largest shareholder him/herself, or his/her spouse and direct ancestor or descendant
  • Director, auditor, executive officer, and employee of the corporation, if corporation being the largest shareholder;
  • Spouse, direct ancestor or descendant of a director, auditor, and executive director;
  • Director, auditor, executive officer and employee of the parent company or subsidiary of the company
  • Directors, auditors, executive officers and employees of a corporation with important interests, such as the business relation like a significant customer or supplier of the company 
  • Director, auditor, executive officer, and employee of other companies in which the directors, executive officers and employees of the Company are directors or executive officers;
  • Director, auditor, executive officer, and employee of a corporation whose combined trading performance with the company in the last three business year is 10% or more than the company’s total assets or operating profits
  • Directors, auditors, executive officers and employees of a corporation that has entered into a single trading contract with the Company for an amount equal to 10% or more than its total sales during the recent business year.
  • The director must not accept or have a Family Member who accepts any payments from the company or any parent or subsidiary of the company in excess of $60,000 during the current fiscal year or any of the past three fiscal years
  • The director must not be (and must not be affiliated with a company that is) an adviser or consultant to the company or a member of the company’s senior management

In addition to the requirements above, the Board of Directors shall consider comprehensively how a director is related to the company in determining its independence, including the domestic and international circumstances and that of directors and the company.

BSM (Business Skills Matrix)

BSM (Business Skills Matrix)
Classification Internal Director External Director
Gang-hyun Seo Won-bae Kim Gwang-pyung Kim Kyung-tae Hong Jung-han Yoo Geum-joo Jahng Ji-soon Park Seung-ah Cho
Competency Indicator Leadership 100%
  CEO experience 25%
  CFO experience 25%
  Finance/Accounting​ 38%
  Management/Economics 50%
  Production/R&D 38%
  Legal/Regulatory 13%
Diversity Indicator Year of initial appointment   2023 2023 2024 2019 2021 2021 2022 2024
  Year of birth   1968 1966 1969 1957 1969 1971 1967 1967
  Gender   Male Male Male Male Male Female Male Female

Status of external auditors

Status of external auditors
Corporate name Date of appointment Contract duration
EY Hanyoung 12/31/2021 2022-2024

Composition status of subcommittees within the board of directors

Audit Committee

Auditing the company’s accounting and operations, and requiring reports related to sales Investigating the company’s operations and financial condition, etc.

External Director: Geum-joo Jahng (Chairperson), Kyung-tae Hong, Jung-han Yoo, Ji-soon Park

Transparency Management Committee

Review of internal transaction transparency, promotion of ethical management, and protection of shareholders’ rights and interests, etc.

External Director: Kyung-tae Hong (Chairperson), Jung-han Yoo, Geum-joo Jahng, Ji-soon Park, Seung-ah Cho

External Director Candidate Recommendation Committee

Recommendation of Candidates for External Directors

  • External Director: Ji-soon Park (Chairperson), Kyung-tae Hong
  • Internal Director: Gang-hyun Seo

Renumeration Committee

Approval of the limit on directors’ renumeration to be submitted to the regular shareholders’ meeting, etc.

  • External Director: Seung-ah Cho (Chairperson), Geum-joo Jahng
  • Internal Director: Gwang-Pyung Kim

Operational status

2024년 활동내역
Session Date Agenda Status Participation ratio (total directors) Participation ratio of independent directors
Regular 1st Jan. 30, 2024
  • Approval of the 2023 financial statements and business report
  • Approval of the 2024 business plan and budget (proposal)
  • Approval of the transactions between directors and the company
  • Approval of the 2024 safety and health plan
  • Approval of the 2023 dividend record date
Approved 100% 100%
○ Reported Items
  • Report on the operational status of the 2023 internal accounting management system
  • Report on the compliance officer's activities
  • Report on the operational status of the voluntary fair trade compliance program
- 100% 100%
Ad hoc 1st Feb. 26, 2024
  • Convening of the 59th (2023) Regular Shareholders' Meeting and approval of the agendas presented for discussion
  • Appointment of the compliance officer
Approved 100% 100%
○ Reported Items
  • Report on the evaluation result of the operational status of the internal accounting management system
  • Report on key management issues
- 100% 100%
Ad hoc 2nd Mar. 31, 2024
  • Approval of subsidiary establishment
Approved 100% 100%
Ad hoc 3rd Mar. 26, 2024
  • Appointment of the chairperson of the board of directors
  • Appointment of members of the Transparent Management Committee
  • Appointment of members of the Remuneration Committee
  • Approval of director's concurrent engagement
  • Approval of the sale of the Chongqing subsidiary in China
Approved 89% 80%
Regular 2nd Apr. 30, 2024 ○ Reported Items
  • Report on Q1 2024 business results
  • Report on the implementation status of the carbon neutrality strategy
  • Report on the investment plan for the direct-import LNG self-generation project at Dangjin Steelworks
- 100% 100%
Ad hoc 4th Jun. 27, 2024
  • Approval of changes to the sale of the Beijing subsidiary in China
Approved 100% 100%
Regular 3rd Jul. 25, 2024 ○ Reported Items
  • Report on H1 2024 business results
  • Report on the progress of investment in the Pune plant in India
  • Report on the compliance officer's activities
  • Report on the operational status of the voluntary fair trade compliance program
- 100% 100%
Regular 4th Oct. 25, 2024
  • Approval of the 2025 corporate bond issuance limit
Approved 100% 100%
○ Reported Items
  • Report on Q3 2024 business results
- 100% 100%

General meeting of shareholders

59th regular shareholders meeting

Date: Mar. 26, 2024 (Tue), 10:00 Venue: 217 Jemullyang-ro, Best Western Harbor Park Hotel 2nd Floor, Grand Ballroom, Jung-gu, Incheon

Status of voting rights exercise

(Unit: Stock)
의결권 행사 현황
Issued stocks Voting stocks Owned stocks Major shareholders and persons with special relationship Others
133,445,785 131,545,739 86,077,142 47,984,428 38,092,714

Approval / Disapproval by agenda

안건별 행사 현황
Category Approval ratio (%) Disapproval ratio (%) Note
Agenda 1: Approval of the financial statements of the 59th term (2023) 96.1 3.9 Approved without amendment
Agenda 2: Director Appointment
Agenda 2-1: Appointment of executive director (Kwang-pyung Kim) 98.9 1.1 Approved without amendment
Agenda 2-2: Appointment of executive director (Seong-soo Lee) 98.9 1.1 Approved without amendment
Agenda 2-3: Appointment of independent director (Jung-han Yoo) 96.9 3.1 Approved without amendment
Agenda 2-4: Appointment of independent director (Seung-ah Cho) 99.7 0.3 Approved without amendment
Agenda 3: Appointment of audit committee member (Jung-han Yoo) 93.9 6.1 Approved without amendment
Agenda 4: Appointment of independent director as audit committee member (Geum-joo Jahng) 93.5 6.5 Approved without amendment
Agenda 5: Approval of the limit on the remuneration of the directors 99.7 0.3 Approved without amendment

Download

  • Charter of Corporate Governance
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  • Articles of Association
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