BOD Activities & Evaluation

Our company's decision-making and supervisory process enhances corporate transparency and accountable management and thus, constitutes an environment where corporate value can be maximized.

(1) BOD Activities
27 July, 2012
Agenda Results Attendance
Approval of 44th 1H12 financial statements and business report and interim dividends Approved 4/4 present
Extension of a ceiling on beneficiary certificate transactions Approved
Purchase of property and casualty insurance policy Approved
25 June, 2012
Agenda Results Attendance
Approval of CEO Oh-Hyun Kwon's concurrent position as a Director in Samsung Display Approved 4/4 present
Donation to Samsung Foundation Approved
Stake acquisition in SEHF Korea Approved
Renewal of umbrella liability insurance policy for 2012 in North America Approved
8 June, 2012
Agenda Results Attendance
Appointment of Representative Director and assignment of Director duties Approved 4/4 present
27 April, 2012
Agenda Results Attendance
Approval of 1Q12 financial statements and business report Approved 4/4 present
Acquisition of Samsung Corp.'s stake in SJC and SAPL Approved
Amendment of BOD and BOD committee regulations Approved
Legislation of compliance regulation standards Approved
Approval of large-scale goods & services transactions Approved
Exercise of voting rights related to merger among Samsung Display Corporation, S-LCD Corporation, and Samsung Mobile Display Approved
2 April, 2012
Agenda Results Attendance
Report and announcement on completion of LCD business spin-off Approved 4/4 present
Report and announcement on completion of merger with Samsung LED Approved
Renewal of '12 D&O liability insurance Approved
Donation to Samsung Foundation Approved
Memory FAB investment in China Approved
16 March, 2012
Agenda Results Attendance
Appointment of Representative Director and assignment of Director duties Approved 3/4 present
Appointment of '12 committee members Approved
Appointment of Fair Trade Compliance Manager Approved
Disposal of treasury shares Approved
20 February, 2012
Agenda Results Attendance
Approval of LCD business spin-off plan Approved 4/4 present
Convening of the 43rd Annual General Meeting (AGM) of shareholders Approved
Decision of the 43rd AGM agenda items
* Report items : 1. Audit report 2. Annual report
  • • Item No.1 : Approval of FY 2011 balance sheet, income statement, and statement of appropriation of retained earnings (draft) ( From January 1, 2011 ~ December 31, 2011)
  • • Item No.2 : Appointment of Directors
    - Agenda 2-1: Appointment of Independent Directors (3 persons)
    - Agenda 2-2: Appointment of Executive Directors (3 persons)
    - Agenda 2-3: Appointment of Members of Audit Committee (2 persons)
  • • Item No.3 : Approval of remuneration ceiling for the Directors
  • • Item No.4 : Spin-off of LCD business
Approved
Approval of merger with Samsung LED Approved
Investment related to bio-similar business Approved
Renewal of rental contract with Samsung Mobile Display Approved
Request for infrastructure cost-sharing to Samsung Mobile Display Approved
27 January, 2012
Agenda Results Attendance
Approval of 43rd financial statements and business report Approved 4/4 present
Approval of 2012 management plan Approved
Plan for selling real estate to Samsung Corning Precision Materials Approved
Contract for sharing costs for re-developing the site within Samsung Electronics to construct a research complex
* Report items
  • • Report on the internal accounting management system
  • • Report on assessment of the internal accounting management system
Approved
(2) Directors' Attendance at Board Meetings

Attendance at Board meetings for the past three years (between 2009 and 2011) is 96% on average.

  2009 2010 2011
Attendance 96% 95% 96%

* Directors are required to notify the Company of a valid reason in advance if they cannot attend Board meetings.

(3) Evaluation Method of the Board of Directors

From November (the end of the fiscal year) to December, human resources will evaluate the Board of Directors and each of the board committees in varies activities, such as Directors attendance at meetings.
* Important evaluation criteria: Determined by how the Board of Directors and each of the board committees abide by the regulations and relevant laws, as well as Directors attendance at meetings compliance with directors' duties and attendance at meetings

Directors' attendance data shall be shared within the board and other evaluation results shall be used as a reference for board activities for the following year.