(1) Outline

General meeting of shareholders is the Company's highest decision-making body which deliberates and decides important issues concerning the Company, reflecting the opinions of shareholders.


(2) Convening

General meetings of shareholders shall be either ordinary or extraordinary meetings.

  • - Ordinary general meeting: Within three months after the end of each fiscal year.
  • - Extraordinary general meeting: Whenever necessary (provided that those who have the authority to call extraordinary general meetings, as prescribed in the Articles of Incorporation and the Commercial Code, shall convene the meetings in accordance with the relevant procedures.


(3) Parties with Authority to Convene Meetings

Those who have the authority to call ordinary and extraordinary general meetings in accordance with the Articles of Incorporation and the Commercial Code are as set forth below:


  • - Board of Directors
  • - Audit Committee
  • - Shareholders: According to Article 366, those shareholders who have more than 1.5% of outstanding shares with voting rights of the Company for more than six months may request to convene extraordinary general meetings.

(4) Notice of Convening

In accordance with Article 17-3 of the Articles of Incorporation, to convene a general meeting of shareholders, a written or electronic notice thereof setting forth the time, date, place and agenda of the meeting shall be sent to the shareholders at least two weeks in advance.
* To inform shareholders of the meeting as soon as possible, the Company sends notice three weeks prior to a general meeting of shareholders.


(5) Operation

Voting right

  • - Each shareholder shall have one vote per share.
    * The Company does not have any system that discriminates shareholders' voting rights, including dual class voting structure.

Method of Adopting Resolutions

  • - Ordinary Resolution
    In accordance with the Commercial Code and the Articles of Incorporation, resolutions shall be adopted if approved by a majority of shares of of the shareholders present at the general meeting of shareholders and by one fourth (1/4) or more of outstanding shares.
    * Items of Ordinary Resolution
    Election of Directors and Auditors, remuneration for Directors and Auditors, approval of financial statements, etc.
  • - Special Resolution
    In accordance with the Commercial Code and the Articles of Incorporation, resolutions for matters of greater significance, including but not limited to the amendment to the Articles of Incorporation and mergers & acquisitions, shall be passed if approved by two thirds (2/3) of shares of the shareholders present at the general meeting of shareholders and by one third (1/3) or more of outstanding shares.

    * Items of Special Resolution
    Amendment to the Articles of Incorporation, transfer of part or the whole operation of business, dismissal of Directors and Auditors, capital reduction, issuance of shares below par value, issuance of convertible bonds or bonds with warrant to those other than shareholders, approval of merger contracts, grant of stock options, approval of split or merger of the Company, etc.
  • - Regarding exercise of voting rights, the Company does not have voting with written consent in place.

Protection of Minority Shareholders Concerning General Meeting of Shareholders

  • - The Company makes efforts to protect minority shareholder rights. Shareholders' rights in the Company are as set forth:
  1. 1. Right to Convene General Meetings of Shareholders
    ; In accordance with the Commercial Code, shareholders who have more than 1.5% of outstanding shares with voting rights of the Company for more than six months may request to convene extraordinary general meetings.
  2. 2. Right to Present Shareholder Proposals
    According to the Commercial Code, those shareholders who have more than 1.5% of outstanding shares with voting rights of the Company for more than six months may request to convene extraordinary general meetings.

    * Pursuant to the Commercial Code and the Articles of Incorporation, the Company submitted a shareholder proposal for the amendment to the Articles of According to the Commercial Code, those shareholders who have more than 0.5% of outstanding shares with voting rights of the Company for more than six months may present shareholder proposals to general meetings of shareholders. The Company puts as many shareholder proposals as possible on agenda for a general meeting of shareholders.
(6) AGM agenda results and the approval rates (for the past 3 years)
Agenda Result Approval
43rd A. Agenda item No.1: Approval of Balance Sheet, Income Statement, and Statement of Appropriation of Retained Earnings (Draft) for the 43rd Fiscal Year (from Jan 1, 2011 to Dec 31, 2011)
* Report items : Audit Results, Business Reports
Approved 99.0%
B. Agenda Item No. 2 Agenda 2-1: Appointment of Independent Directors
(Mr. Dong-Min Yoon, Dr. Han-Joong Kim, Dr. Byeong-Gi Lee)
Approved 96.0%
Agenda 2-2: Appointment of Executive Director
(Mr. Gee-Sung Choi, Dr. Oh-Hyun Kwon, Mr. Ju-Hwa Yoon)
Approved 97.9%
Agenda 2-3: Appointment of Members of Audit Committee
(Mr. Dong-Min Yoon, Dr. Han-Joong Kim)
Approved 95.3%
C. Agenda Item No. 3: Approval of the limit on the remuneration for the Directors
- Proposed remuneration limit for the 44th fiscal year : KRW 30 billion
- Remuneration limit approved in the 43rd fiscal year : KRW 37 billion
Approved 97.2%
D. Agenda Item No. 4: LCD Business Spin-off Approved 99.99%
42nd A. Agenda Item No.1 : Approval of Balance Sheet, Profit and Loss Statement, and Statement of Appropriation of Retained Earnings(Draft) for the 42th Fiscal Year (from January 1, 2010 to December 31, 2010) Approved 99.85%
B. Agenda Item No.2 : Approval of the the Limit on the Renumeration for Directors (The requested ceiling for the 43th Fiscal Year: KRW 37 billion)

* Report items : Audit Results, Business Reports
Approved 96.67%
41st A. Agenda Item No.1 : Approval of Balance Sheet, Profit and Loss Statement, and Statement of Appropriation of Retained Earnings(Draft) for the 41th Fiscal Year (from January 1, 2009 to December 31, 2009) Approved 99.95%
B. Agenda Item No. 2 Agenda 2-1: Appointment of Independent Directors
(Mr. In-Ho Lee)
Approved 99.97%
Agenda 2-2: Appointment of Members of Audit Committee
(Mr. In-Ho Lee)
Approved 99.98%
C. Agenda Item No.3 : Approval of the the Limit on the Renumeration for Directors
(The requested ceiling for the 42th Fiscal Year: KRW 52 billion)

* Report items : Audit Results, Business Reports
Approved 98.14%