Korea Zinc reappointed Chair Choi Yun-beom as an inside director at the 52nd annual general meeting of shareholders held on the 24th. The meeting, which faced turbulence due to issues such as duplicate proxies discovered during the verification of the shareholder register and errors in the process of entering the register, began more than three hours later than initially planned and did not conclude until 6 p.m.
Korea Zinc held the shareholders meeting at the Koreana Hotel in Jung-gu, Seoul, on the morning of the same day and tabled and approved 38 agenda items, including the reappointment of Choi as chair. A total of 3,250 shareholders (18,580,209 shares) took part in the meeting, including by electronic voting and proxy submission. Their holdings amounted to 91.14% of the total shares with voting rights.
Initially, Korea Zinc planned to start the meeting at 9 a.m., but it was delayed for more than three hours due to reasons including duplicate proxies found during the verification of the shareholder register and errors during the integrated entry of the register. A Korea Zinc official said, "It was delayed due to errors that occurred while manually consolidating registers among shareholders and differing views on duplicate proxies."
From around 7 a.m. that day, Korea Zinc had the sides of Chair Choi and MBK–Young Poong check for duplicate proxies, but the procedures were not completed until after noon, when the meeting finally opened. Typically, general meetings often invalidate duplicate proxies, but in Korea Zinc's case, with a management control dispute ongoing, the opening was delayed as the company reviewed their validity to ensure fairness.
At the meeting, there was also a dispute over the voting rights attached to 10 shares held by Young Poong. CEO Park Ki-deok, who chaired the meeting, said that since Sun Metals Holdings (SMH), an Australia-based subsidiary of Korea Zinc, holds 10.30% equity in Young Poong, Young Poong's Korea Zinc shares (10 shares) had their voting rights restricted due to circular shareholding.
In response, Young Poong's representative said, "Interpreting SMH, a foreign company and not a stock company, as included in subsidiaries under the Commercial Act is an act of restricting shareholders' voting rights without explicit provisions," adding, "Stop this immediately." However, Chair Park said, "In light of prior court injunction precedents, it is difficult to accept that claim," and continued the meeting.
Even after opening, repeated recesses ensued as the issues of handling duplicate proxies and integrating the shareholder register remained unresolved. Votes from Yumi Development, which holds 338,210 Korea Zinc shares, were double-counted, and 32,327 shares of another shareholder were entered incorrectly, prompting corrections to the register. The register was finalized at 2:13 p.m., seven hours after the verification work began.
The reason the two sides clashed sharply over the shareholder register is that, amid a management control dispute, the equity gap between them is only 3%. The MBK–Young Poong alliance holds about 42.10% of the voting equity, while Choi's side has about 27.90%. Adding the 10.80% equity of a joint venture with the Department of War for the U.S. integrated smelter project, classified as friendly to Choi's side, Choi's side has secured 38.70%.
The remaining 19% is held by the National Pension Service and foreign institutions. Of that, the National Pension Service holds 5.30%, but it decided not to participate in the vote on the agenda item to appoint Choi. As a result, many expected that the votes of small shareholders would have a significant impact on the approval of each agenda item.
The two sides also clashed over how to handle under-voting by foreign shareholders, trading shouts for more than 10 minutes. The contested under-voting arises when, under cumulative voting, the voting rights granted as multiples based on the number of directors to be elected are not fully exercised.
In the case of overseas institutional investors, some exercise voting rights only for specific candidates, and Korea Zinc applied a method of proportionally allocating the total number of voting rights to that shareholder's ballot, except in cases where the shareholder indicated an intention to exercise voting rights for only a portion of the shares held.
The MBK–Young Poong alliance said that, as with last year's regular shareholders meeting, Korea Zinc should recognize the tally based on the original counting standard rather than proportionally allocating the number of voting rights, raising its voice to ask, "Isn't changing the standard a measure to influence the voting results?"
One shareholder said, "Chair Park Ki-deok should reflect on whether the shareholders meeting was conducted equally for all shareholders," adding, "At the center of all these problems is Chair Choi Yun-beom. If Choi is appointed, restoring Korea Zinc's governance will be impossible."
However, the under-voting issue was handled in the company's manner, and with a cumulative vote held, Choi was reappointed as an inside director, succeeding in defending management control. Choi was reappointed in second place among seven overall candidates, with 16.78% support out of 92,993,444 total voting rights.
In front of the meeting hall that day, the labor union of Korea Zinc also staged a picket protest criticizing Young Poong and MBK. They held banners in front of the venue with phrases such as "There is no place for MBK's 'eat-and-run' management and irresponsible management alongside workers. Immediately cease participation in Korea Zinc's management and withdraw from national key industries," and staged a sit-in.