Delays in Processes Including Proxy Voting Tallying
The HanmiScience extraordinary general meeting of shareholders, originally scheduled to start on the morning of the 28th, is expected to open only in the afternoon.
On the 28th, CEO Lim Jong-hoon is entering the meeting room to attend the Hanmi Science extraordinary shareholders' meeting held at the Seoul Transportation Center. Photo by Heo Young-han
Hanmi Pharmaceutical Group held the HanmiScience extraordinary general meeting of shareholders at the Transportation Hall in Songpa-gu, Seoul on the day. Although it was originally scheduled to start at 10 a.m., the opening has been delayed due to the lengthy process of counting proxy votes.
Among the brothers' side, including internal director Lim Jong-yoon and CEO Lim Jong-hoon of HanmiScience, director Lim Jong-yoon did not attend the extraordinary general meeting that day. It is also known that the 'three-party alliance,' including Song Young-sook, chairwoman of Hanmi Pharmaceutical Group, Vice Chairman Lim Joo-hyun, and Shin Dong-guk, chairman of Hanyang Precision and the largest individual shareholder of HanmiScience, delegated their voting rights and did not come to the extraordinary general meeting venue.
The main agenda items of the extraordinary general meeting that day were the amendment of the articles of incorporation to expand the number of directors from the current maximum of 10 to a maximum of 11, the appointment of Shin Dong-guk as an outside director and Lim Joo-hyun as an internal director, and other matters. The capital reserve reduction proposal proposed by the brothers' side was also submitted.
The HanmiScience board of directors currently consists of four members from the three-party alliance and five members from the brothers' side. The three-party alliance plans to secure management rights by reversing this to 6 to 5 through the appointment of two new directors.
However, according to industry sources, while the appointment of new directors is likely to pass, the amendment to the articles of incorporation is expected to be rejected. According to HanmiScience, as of the shareholder registry closure last month, the three-party alliance's friendly shares stand at 33.78%, ahead of the brothers' side's 25.62%.
In addition, if the Gahyeon Cultural Foundation (5.02%) and the Lim Seong-gi Foundation (3.07%), which supported the three-party alliance at the regular general meeting in March, along with some relatives and minority shareholders, support the three-party alliance, the friendly shares of the three-party alliance could exceed half.
The National Pension Service, holding 5.89% of shares, declared neutrality on the 26th and decided to exercise its shares divided according to the ratio of votes for and against on the day of the extraordinary general meeting.
Accordingly, the agenda item for the additional appointment of directors, which is a general resolution requiring the approval of the majority of attending shareholders, is expected to pass smoothly. On the other hand, the amendment to the articles of incorporation, which requires a special resolution, is likely to be rejected because it must obtain approval from two-thirds (about 66.7%) or more of the attending shareholders to pass.
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