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Re: Testpilot post# 45072

Thursday, 03/13/2025 7:21:34 AM

Thursday, March 13, 2025 7:21:34 AM

Post# of 46244
This filing has numerous headings
Announcement of Convocation of General Meeting of Shareholders

March 13, 2025

Company Name: KIB Plug Energy Co., Ltd.

Representative Director: Kim Seon-gi, Baek Seung-ryun
Head Office Address: 260-37, Cheoyong-ro, Nam-gu, Ulsan



(Website) http://kibplugenergy.com

Writer: (Position) Head of Strategic Planning and Finance Division (Name) Park Sang-jun

part 2 of this filing

Announcement of Convocation of General Meeting of Shareholders

(44th Regular)

We wish you good health and peace in your home.

In accordance with Article 18 of the Articles of Incorporation, we hereby convene the 44th Regular Shareholders' Meeting as follows.

Please attend.

- Next -

1. Date and Time: 9:00 AM, Friday, March 28, 2025

2. Location: 260-37, Cheoyong-ro, Nam-gu, Ulsan (3rd floor conference room, headquarters)

3. Purpose of Meeting

A. Report Items: Audit Report, Business Report, Internal Accounting Management System Operation Status Report,

B. Agenda Items

Agenda Item 1: Approval of the 44th term (January 1, 2024 ~ December 31, 2024) financial statements
Agenda Item 2: Amendment to the Articles of Incorporation
Agenda Item 3: Dismissal of Directors
- Agenda Item 3-1: Dismissal of Choi Soo-hyun, Non-executive Director
- Agenda Item 3-1: Dismissal of Son Kyo-deok, Outside Director
Agenda Item 4: Appointment of Directors
- Agenda Item 4-1: Appointment of Lim Tae-sang, Outside Director (New Appointment)

- Agenda Item 4-2: Appointment of Kim Hyeong-gi, Other Non-executive Director (New Appointment)
?If Agenda Item 2 is rejected, Agenda Item 4 will be automatically discarded.
Agenda Item 5: Appointment of Audit Committee Members
- Agenda Item 5-1: Appointment of Outside Director Appointment of Audit Committee Member Im Tae-sang (new appointment)
- Agenda No. 5-2: Appointment of Audit Committee Member Yoo Young-sun as an outside director (new appointment)

?If Agenda No. 2 is rejected, Agenda No. 5 will be automatically discarded
Agenda No. 6: Appointment of an outside director to become an Audit Committee Member
- Agenda No. 6-1: Appointment of an outside director Kwon Oh-sun to become an Audit Committee Member (new appointment)

?If Agenda No. 2 is rejected, Agenda No. 6 will be automatically discarded
Agenda No. 7: Approval of director compensation limit
Agenda No. 8: Granting of stock purchase options

4. Matters related to electronic voting

Our company has resolved to utilize the electronic voting system pursuant to Article 368-4 of the Commercial Act at this shareholders' meeting and has entrusted the management of this system to the Korea Deposit Insurance Corporation. Shareholders may exercise their voting rights through electronic voting without attending the general shareholders' meeting, according to the method set forth below.

A. Electronic Voting Management System
- Internet address: ?http://evote.ksd.or.kr?
- Mobile address: ?http://evote.ksd.or.kr/m?

B. Electronic Voting Period: March 18, 2025, 9:00 AM ~ March 27, 2025, 5:00 PM
- The electronic voting system can be accessed from 9:00 AM on the first day,

and is accessible 24 hours a day during the period thereafter.

(However, voting is only available until 5:00 PM on the last day.)

C. Shareholders can exercise their voting rights by agenda after verifying their identity through public authentication in the system
- Types of public authentication certificates for shareholder verification: Public authentication certificates and private authentication certificates (limited to authentication certificates that can be used in K-VOTE)
D. Handling of amendment motions: If an amendment motion is submitted regarding a motion submitted at the general shareholders' meeting, electronic voting will be processed as abstention. (Article 11, Paragraph 2 of the Korea Deposit Insurance Corporation Electronic Voting Service Terms of Use)

5. Matters related to exercising voting rights
Korea Deposit Insurance Corporation will not be able to exercise shareholders' voting rights at this general shareholders' meeting. Therefore, shareholders do not need to inform Korea Deposit Insurance Corporation of their intention to exercise voting rights. They may attend the general shareholders' meeting (or vote electronically) and exercise their voting rights directly, or indirectly by proxy.

6. What to prepare when attending the general shareholders' meeting
A. Direct voting: ID
B. Proxy
- Individual shareholders: Power of attorney, proxy's ID card
- Corporate shareholders: Power of attorney, proxy's ID card, corporate seal certificate
- Information to be included in the power of attorney
? Name, address, resident registration number of the proxy (business registration number in case of a corporation)
? Name, address, resident registration number of the proxy, and information on delegation of voting rights
? Seal of the proxy

KIB Plug Energy Co., Ltd.

Part 3
I. Activities and Remuneration of Outside Directors

1. Activities of outside directors

A. Attendance rate of the board of directors and approval or disapproval of agendas

Date of meeting Name of outside directors, etc. for agendas
Son Kyo-deok
(Attendance rate: 96%) Cho Han-wook
(Attendance rate: 100%) Chun Daniel
(Attendance rate: 100%) Yoo Young-sun
(Attendance rate: 100%)
For and against
1 01.12 Increase in loan limit For For For -
2 01.17

Acquisition of stocks in other corporations/

Acquisition of tangible assets

For /
For
For
For /
For
For
For /
For
3 01.22 Acquisition of stocks in other corporations For For For
4 01.31 Concurrent positions as directors/
Concurrent positions as directors/
Payment of loans For /
For /
Agree
Agree /
Agree
Agree
Agree /
Agree
Agree
5 02.07 Approval of financial statements Agree Agree Agree
6 02.26 Change in board of directors regulations Agree Disagree Disagree
7 03.07 Loan of funds Agree Agree Agree
8 03.14 Convocation of the 43rd regular shareholders' meeting/
Introduction of electronic voting Agree /
Disagree
Agree /
Disagree
Agree /
Agree
9 03.14 Internal accounting management system evaluation report - - -
10 03.26 Extension of credit/
Submission of resignation letter by outside director Daniel Chun/
Approval of the board of directors' resolution dated 2024.3.14 regarding the agenda for the shareholders' meeting to dismiss inside director Seungryun Baek Agree /
Agree /
Agree
Agree /
Agree
11 04.01 12th convertible bond Report and repayment according to the receipt of the claim for repayment Agree Agree
12 04.29 New loan Agree Agree
13 05.20 Withdrawal of decision to acquire stocks and investment securities of other corporations /
Credit agreement /
Fund support Agree /
Agree Agree /
Agree Agree /
Agree
14 06.05 Fund loan Agree Agree
15 06.17 Liquidation of Korea Hydrogen Power Co., Ltd. Agree Agree
16 07.15 Credit extension Agree Agree
17 08.08 Loan extension Agree Agree
18 09.03 Conclusion of agreement for adjustment of equity of Bumhan Motors and loan settlement Agree Agree
19 10.07 New loan Agree Agree
20 10.15 Resolution to convene extraordinary general meeting of shareholders Agree Agree
21 11.20 Change in schedule of extraordinary general meeting of shareholders Agree Agree
22 11.28 Resolution to convene a special shareholders' meeting (finalization of agenda) Against Agree
23 12.02 Dismissal of the CEO/
Dismissal of the Chairman of the Board Abstain/
Against Against Against/
Against
24 12.19 Appointment of the Chairman of the Board/
Appointment of each representative director Abstain - Agree/
Agree

B. Activities of outside directors, etc. in board committees

Committee name Member Activity details
Date of meeting Agenda Approval status
- - - - -

2. Status of remuneration of outside directors, etc.

(Unit: KRW)
Classification Number of people Amount approved by general shareholders' meeting Total amount paid Per person
Average amount paid Remarks
Outside directors 3 2,000,000,000 146,833,330 48,944,443

Note 1) The above amount approved by general shareholders' meeting is based on 7 registered directors
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