National Pension Service Supports Appointment of Directors at Samsung Electronics, Samsung Electro-Mechanics, and Samsung SDI

The National Pension Fund Trustee Responsibility Committee (Trustee Committee) held its 2nd meeting on the 13th and decided to support the appointment of directors and audit committee members who served as executives at Samsung SDI during the period of unfair support to Samsung Welstory.

Samsung SDI has proposed the appointment of outside directors Kwon Oh-kyung and Kim Deok-hyun, audit committee member Kwon Oh-kyung, and outside director and audit committee member Choi Won-wook as agenda items for the regular shareholders' meeting scheduled for the 15th.

At the regular shareholders' meeting of Samsung Electro-Mechanics held on the same day, the appointment of outside director and audit committee member Yeo Yoon-kyung is on the agenda, and at Samsung Electronics' regular shareholders' meeting, the appointment of inside director Han Jong-hee is scheduled.

These director and audit committee candidates served as executives at Samsung SDI, Samsung Electro-Mechanics, and Samsung Electronics during the period when these companies concentrated in-house meal supply orders to Samsung Welstory (April 2013 to June 2021).

However, the Trustee Committee decided to support each appointment agenda item considering that the boards of directors in which they participated discussed introducing competitive bidding for the in-house cafeteria and that competitive bidding was actually implemented.

According to Article 103 of the National Pension Act, the Trustee Committee is a kind of advisory body established to professionally review matters deliberated and resolved by the National Pension Fund Management Committee in advance, and it determines the direction of shareholder rights exercise for investee companies.

Previously, the National Pension Fund Management Committee amended the Trustee Committee operation regulations, which required all nine members (three full-time and six part-time) to be recommended by subscriber groups (employers, workers, regional subscribers), so that three of the six part-time members are recommended by expert organizations.

The purpose is to enhance expertise by involving experts from various fields in reviewing and deliberating agenda items requiring expertise such as exercising shareholder rights in overseas stocks and fund management, but there are criticisms that subscriber representation is deteriorating.

Since three of the nine members have not been appointed, only six members attended this meeting: full-time expert members Shin Wang-geon, Han Seok-hoon, Won Jong-hyun, and part-time expert members Kwon Jae-yeol, Lee Yeon-im, and Lee Sang-min. The chairperson, who rotates among full-time expert members, was held by Shin Wang-geon.