Korea Zinc said on the 5th that it sent a shareholder letter ahead of the annual general meeting on the 24th. The letter includes matters such as the need for leadership continuity for governance improvement and shareholder value enhancement activities and for the U.S. integrated smelter construction project.
Regarding governance improvements, Korea Zinc said the current board has 68% outside directors, exceeding the domestic listed corporations average of 51%, all board committees are composed solely of outside directors, and the board chair is also an outside director.
It also said that last year it established a management committee to strengthen prior review of major investments and strategies and its risk management framework, and its compliance rate with the Korea Exchange (KRX) corporate governance key indicators stands at 80%, above the listed corporations average of 55%.
On shareholder value enhancement activities, Korea Zinc said it completed without delay the cancellation of all 2.04 million treasury shares acquired via a tender offer last year, and confirmed the Nov. settlement of account dividends at 20,000 won per share, improving dividend predictability.
In addition, under the value-up roadmap, it surpassed the total shareholder return ratio target of 40% by exceeding 200% in both 2024 and 2025, and increased C-level investor meetings from 20 in 2023 to 54 in 2024 and 81 last year.
For this annual general meeting as well, the company said it placed numerous items on the agenda to protect shareholder rights and interests, including ◇ converting 917.6 billion won of discretionary reserves into retained earnings available for distribution ◇ codifying minority shareholder protection in the articles of incorporation ◇ amending the articles to introduce electronic general meetings ◇ clarifying eligibility for independent directors within the board and changing the title to independent director ◇ amending the articles regarding quarterly dividends ◇ expanding separately elected audit committee members to two.
However, Korea Zinc expressed opposition to the shareholder proposals by MBK and Young Poong, which are engaged in a management control dispute with Chair Choi Yoon-beom, citing potential violations of laws and the articles of incorporation or reduced management efficiency. In particular, regarding the one-tenth stock split proposed by MBK and Young Poong, it said it would be more efficient to proceed with the existing stock split approved at last year's extraordinary general meeting.
Korea Zinc also emphasized that to make the "U.S. integrated smelter construction project (Project Crucible)" a success, current leadership must continue stably without interruption, and that the leadership of current Chair Choi Yoon-beom should be maintained.
Project Crucible is a plan Korea Zinc released to invest 11 trillion won together with the U.S. government and others to build an integrated smelter in Tennessee to produce 13 nonferrous metals, including 11 critical minerals such as zinc, copper, silver and antimony.
Through the shareholder letter, Korea Zinc said, "The upcoming annual general meeting is an important occasion to once again confirm the direction of the strategies we have pursued," adding, "With your unwavering support and encouragement, Korea Zinc will maintain prudent investment decisions, rigorous capital management and responsible management principles, and will steadily push forward Project Crucible."