February 19, 2001 in Social Responsibility News

SAMSUNG Convenes BOD Meeting to Decide Agenda for the 32nd Annual General Shareholders Meeting

SEOUL, Korea - February 16, 2001 - Samsung Electronics today convened a board of directors (BOD) and the outside director recommendation committee meeting to decide the agenda for the company's 32nd Annual General Shareholders Meeting (AGSM) to be held on March 9.

The BOD decided to make an amendment to the Articles of Incorporation that will decrease the maximum number of its members from 21 to 14 directors. Currently, there are 20 members in the BOD. In addition, half of the membership will consist of outside directors.
Samsung states that the reasons behind the reduction come from the company's intent to accelerate the decision-making of the BOD and respond to foreign shareholders claims that a large BOD membership was inefficient in managing a company.

The outside director recommendation committee held a meeting afterwards, where it reduced the list of candidates to 3 people. Currently, 4 outside directors serve on the board and should these nomination be confirmed at the upcoming AGSM, they will complete the necessary 7 outside directors. The candidates are Suk-Soo Kim, a former justice of the Korean Supreme Court who is seeking reappointment, Gab-Hyun Lee, former head of the Korea Exchange Bank and Goran S. Malm, President and CEO of Icon Medialab.

Samsung's outside director recommendation committee is headed by Franz-Hermann Hirlinger, the First Vice President and Chief Representative of Bayerische Landesbank's Seoul and Tokyo Representative Offices and consists of 2 outside directors and 2 internal directors. The committee judged the numerous nominees across a broad spectrum of criteria including field expertise, international experience and integrity. The committee recommended the three candidates because they were judged as the people who could best fulfill the directorship positions.

In addition, the BOD in a move to boost employee morale decided to expand the scope of its stock options program to include senior managers. Last year, Samsung Electronics offered stock options to those executives that contributed greatly to the company's growth. A total of 1.5 million shares or 1-percent of Samsung's total listed shares were awarded to 76 people. This year, 560 exemplary senior managers and executives will be awarded approximately 3 million shares or 2-percent of total listed shares.

Samsung had considered adding a provision concerning share retirement in the Articles of Incorporation. However, it decided to make the amendment once an announcement is made concerning the revisions to the securities exchange law and related laws.

About Samsung Electronics
Samsung Electronics Co., Ltd., with 2000 sales revenue of US$30 billion is a world leader in the electronics industry. The Korea-based concern has operations in about 50 countries with 54,000 employees worldwide. The company consists of three main business units: Digital Media, Semiconductors and Information & Communications Businesses. For more information, please visit our website, http://samsungelectronics.com


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