MBK "80% Voting Rights Shares Owned by Korean National Employees"

"We Are a Domestic Corporation"... Unusually Disclosed Own Shareholding Structure
"Does Not Violate Foreigners' Clause Under the National Advanced Strategic Industry Act"

Private equity firm MBK Partners unusually disclosed its shareholding structure on the 18th, stating that it qualifies as a 'domestic corporation.'

Seoul Jongno-gu, Korea Zinc Headquarters. Photo by Jo Yong-jun

In a press release on the same day, MBK stated, "The entity participating in the public tender offer for Korea Zinc is the domestic corporation 'MBK Partners Limited Liability Company,'" and argued, "Claims that it violates the foreigner provisions under the Act on the Advancement of National Strategic Industries and the Industrial Technology Protection Act are groundless."

According to MBK, Vice Chairmen Yoon Jong-ha and Kim Kwang-il are the largest shareholders, holding 24.7% (29.5% voting rights) each. The third largest shareholder is the employee stock ownership association with a 17.4% stake. Chairman Kim Byung-joo holds 17%, and overseas investor Dial Capital holds 16.2%, but as purely financial investors, they have no voting rights.

MBK emphasized, "In other words, partners and employees of Korean nationality are the major shareholders who can exert absolute influence over 'MBK Partners Limited Liability Company.'"

MBK also clarified suspicions that Chairman Kim Byung-joo, a U.S. national, is the only one exercising veto power on the Investment Review Committee (IRC) and holds the actual investment decision-making authority. MBK explained, "Investment in Korea Zinc and major decisions are led by MBK’s largest shareholder and Kim Kwang-il, Vice Chairman and CEO of Korea Corporate Investment Holdings (a special purpose company for the Korea Zinc investment). However, the final investment decision is made through voting by the IRC."

It added, "The IRC is composed of partners, with a majority being Korean nationals. The passive veto right is merely a right to express opposition to investment decisions for risk management purposes, similar to the role of a Chief Risk Officer (CRO) in financial institutions, and does not determine investment content or serve as a casting vote."

MBK stated, "The side of Chairman Choi Yoon-beom of Korea Zinc is repeatedly spreading groundless claims and misinformation that MBK might violate the 'foreigner provisions' under the Act on the Advancement of National Strategic Industries and the Industrial Technology Protection Act," and added, "We urge Chairman Choi’s side to immediately stop defamatory and groundless claims, including mentioning personal nationality."