Rianmore Group "ISS Recommends Opposing Shareholder Proposal at Hanmi Science's Extraordinary General Meeting"

Corporate governance and proxy advisory firm Leanmore Group (CEO Lee Tae-hoon) announced on the 19th that the global proxy advisory institution ISS has recommended opposing the proposed amendments to the articles of incorporation and the election of directors put forward by the coalition of three individuals including Shin Dong-guk at Hanmi Science's extraordinary general meeting of shareholders scheduled for the 28th.

At Hanmi Science's regular general meeting of shareholders held last March, in the vote battle between Chairman Song Young-sook and Vice Chairman Lim Joo-hyun, a mother and daughter pair, and the current President Lim Jong-yoon and current CEO Lim Jong-hoon, brothers, the Lim brothers' side won, and directors from the Lim brothers' side now hold the majority of the board of directors.

At this extraordinary general meeting, Shin Dong-guk, CEO of the largest shareholder Hanyang Precision, supported the Song Young-sook and Lim Joo-hyun mother and daughter side, and the coalition of these three individuals proposed as shareholder proposals the amendment to the articles of incorporation to increase the number of directors and the election of Shin Dong-guk as an outside non-executive director and Lim Joo-hyun as an inside director.

In its voting recommendation report, ISS first pointed out that the coalition's claims that "specific business performance under the current management is insufficient and stock price performance is also poor" and that "concerns related to corporate governance are affecting the poor stock price performance" are unreasonable given that the board was newly formed only seven months ago after the regular general meeting last March, and considering the characteristics of a bio company, it is premature to evaluate performance.

ISS also noted that under the current board structure, detailed long-term business plans were announced in November this year, and as a first step in shareholder return policy, about 1.6 million treasury shares were canceled, and interim dividends were paid in April and August, indicating that the business plans proposed by the coalition of three are not significantly different from the current board's business plans.

A representative from Leanmore stated, "ISS emphasized that from a corporate governance perspective, the director candidates proposed by the shareholders are the largest and major shareholders of Hanmi Science, and their claims focusing on the separation of ownership and management or governance improvements contradict this," adding, "The shareholder proposals by the coalition of three failed to demonstrate that they would bring necessary changes to improve the current situation of Hanmi Science, leading to the recommendation to oppose the amendments to the articles of incorporation and the election of directors."

Hanmi Science's 52nd extraordinary general meeting of shareholders is scheduled to be held at 10 a.m. on the 28th on the first floor of the Seoul Transportation Hall located in Songpa-gu, Seoul.