Graphic=Jeong Seo-hee

This article was published on Sept. 8, 2025, at 4:25 p.m. on the ChosunBiz MoneyMove site.

262 million shares of DB (DB Group holding company) that were previously under the surface unexpectedly came to light. As a DB Group affiliate acquired a small railway construction company, the equity that the company had long held in the DB holding company was transferred to DB Group. This resulted in a circular investment chain for DB Group.

DB Group is now in a situation where it must sell the equity within six months according to the Fair Trade Act. What catches the eye is the buyer. This 1.3% equity could be acquired by founding chairman Kim Jun-ki or honorary chairman Kim Nam-ho, or financial affiliates within DB Group or external investors. There are analyses indicating that if a management dispute arises among the wealthy within DB Group, who the equity goes to could be a variable that shakes the delicate balance of the group's governance structure.

According to the investment bank (IB) sector on the 8th, on the 29th of last month, DB affiliate DB World Construction acquired 100% of the equity of ComeLand (formerly Samdong Land).

ComeLand is a railway track and reinforced concrete construction company established in 1980. The parent company of ComeLand was Samdong Heungsan, and above Samdong Heungsan is the Donggok Social Welfare Foundation, established by founding chairman Kim Jun-ki. Thus, it had a governance structure of 'Donggok Foundation → Samdong Heungsan → ComeLand.'

Samdong Heungsan has a history of selling a building in Seoul's Samseong-dong to DB for 85.8 billion won last March, and it also holds 4.26% of DB World's equity. In relation to this, the Fair Trade Commission investigated last year whether Samdong Heungsan and others were disguised affiliates of DB Group, but DB insisted that this was not the case.

With this equity acquisition, ComeLand will transform from a subsidiary of Samdong Heungsan to a subsidiary of DB World. This is because DB World Construction, the entity acquiring ComeLand, is scheduled to merge into its parent company, DB World, on Oct. 1. To summarize, it will establish an equity structure of 'DB (19%) → DB HiTek (72%) → DB World (100%) → ComeLand (1.3%) → DB.'

The problem is that this has created a circular investment chain within DB Group. In order to avoid regulations from the Fair Trade Commission, DB Group plans to dispose of the 1.3% equity held by ComeLand within six months. This equity can be sold through market purchases and block deals; given that the amount is 262 million shares, a block deal is considered likely.

The fate of the 1.3% equity has yet to be decided. If a general affiliate purchases it, the circular investment will be reformed, so an acquisition by an affiliate is virtually excluded. Realistic candidates for sale are either founding chairman Kim Jun-ki, honorary chairman Kim Nam-ho, or external investors, as well as financial affiliates of DB Group.

According to Article 11 of the Fair Trade Act, financial and insurance firms are generally prohibited from exercising voting rights, even if they hold shares of non-financial affiliates within the group, and can only exercise rights on limited matters such as the appointment and dismissal of executives, changes to articles of association, and mergers, within a cumulative range of 15% (for listed companies) as an exception.

Realistically, it seems unlikely that the 1.3% equity held by ComeLand will be transferred to honorary chairman Kim Nam-ho. This is because the decision on to whom to sell the equity is made by ComeLand's board of directors. Additionally, DB and DB HiTek, at the top of ComeLand's governance structure, are currently controlled by individuals affiliated with father Kim Jun-ki, so there is a high possibility that the equity will be sold to a target favorable to him.

DB Group explained that this acquisition of management rights in ComeLand is unrelated to securing friendly equity for the owner family. A group official noted, "ComeLand is a company engaged in railway construction, and it was acquired to create business synergy."

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