doosan

Composition of the Board of Directors

The BOD shall consist of directors.
(Chair: Yunseok LEE /Total number of directors: 6)

Yunseok LeeInternal Director
Date of appointment 2019-10-01
Position Representative Director (Full-time)
Tenure 3 years
Status of
insured
Insured
Jeongho SeoInternal Director
Date of appointment 2019-10-01
Position Director (Full-time)
Tenure 3 years
Status of
insured
Insured
Keunman KwakInternal Director
Date of appointment 2019-10-01
Position Director (Full-time)
Tenure 3 years
Status of
insured
Insured
Iny HwangOutside Director
Date of appointment 2019-10-01
Position Director (Part-time)
Tenure 3 years
Status of
insured
Insured
Yangguk SeonOutside Director
Date of appointment 2019-10-01
Position Director (Part-time)
Tenure 3 years
Status of
insured
Insured
Hanik JeongOutside Director
Date of appointment 2019-10-01
Position Director (Part-time)
Term 3 years
Status of
insured
Insured

Directors’ election

  1. Directors shall be elected during the General Meeting of Shareholders (GMOS). The decision on the agenda for the directors’ election shall be made separately from the others.
  2. The election of a director shall require the affirmative vote of majority of the attending shareholders with voting rights and who represent at least a quarter of the total number of shares issued.
  3. Pursuant to Article 30 hereof, one share with voting right shall have one voting right concerning the election of a director. Where two or more directors are elected, however, the method of cumulative voting stipulated in Article 382-2 of the Commercial Act shall not be used.

BOD’s functions

The following matters require the BOD’s approval:

  1. Convening of a GMOS and matters pertaining to the agenda/reports to be submitted/made to it
  2. Issuance of new shares
  3. Capitalization of surplus reserve
  4. Retirement of shares
  5. Election/Dismissal of the Representative Director
  6. Election/Dismissal of executive members higher than the President; for the election/dismissal of the other executive members, the right shall be entrusted to the Representative Director
  7. Election/Dismissal of manager
  8. Launch/Operation/Abolishment of committees of the BOD
  9. Election/Dismissal of members of committees of the BOD
  10. Decision on or changes in basic guidelines of the Company’s operation
  11. Matters pertaining to the decision on new business
  12. Revision of BOD regulations
  13. Enactment/Revision of regulations of the committees of the BOD including the Audit Committee
  14. Establishment/Relocation/Closure of branches
  15. Matters pertaining to issuance of corporate bonds
  16. Acquisition or disposal of assets accounting for at least 10% of total assets
  17. Investment of amount equal to 10% or more of capital stock in another corporation or disposal of equity investment in another corporation amounting to 10% or more of capital stock
  18. Matters pertaining to selling of shares of affiliates including treasury shares
  19. Matters pertaining to approval as stipulated in Article 397-2 of the Commercial Act and transactions stipulated in Article 398 of said Act
  20. Offering stock options; withdrawal of such offering
  21. Transaction with the largest shareholder (including his/her related parties) as stipulated in the Commercial Act and the Monopoly Regulation and Fair Trade Act
  22. Amount equal to or more than 500 million won that the Company intends to donate; case of the Company’s donation that is deemed to require the BOD’s approval
  23. Matters stipulated in the law or the Company’s Articles of Incorporation, matters entrusted by the GMOS, or other important matters pertaining to the Company’s operation and which are deemed necessary by the Representative Director

Installation of Committee under Board of Directors

Audit Committee
Composition and Role of Audit Committees
Composition Iny Hwang Yangguk Seon Hanik Jeong
Function Accounting/Business audit concerning the Company; checking the status of operation of the Internal Accounting Management System
Outside Director Candidate Recommendation Committee
Composition and Role of the Recommendation Committee for External Directors
Composition Iny Hwang Yangguk Seon Hanik Jeong
Functiones Recommendation of outside director candidates
Internal Transaction Committee
Composition and Role of Internal Trade Commission
Composition Iny Hwang Yangguk Seon Hanik Jeong
Function Examination/Approval of inside trading under the Monopoly Regulation and Fair Trade Act

External director support organization

External director support organization
Staff in charge Main duties
Sanghoon Lee (sanghoonpeter.lee@doosan.com) Operation of the board of directors, overall handling of external director support
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