Sunday, July 06, 2025 3:10:37 PM
The 4th Question and answer from the DKME.US website
“The head office's investment in DKME Co., Ltd. was in the past The Coretec Group Inc. It is made up of a structure that indirectly participates in preferred stocks through, and at the same time as the execution of the investment, The Coretec Group Inc. We would like to inform you that a new board of directors of DKME Co., Ltd. has been formed under the leadership of.
The board of directors, including three directors of the existing DKME Co., Ltd (KIB Plug Energy Co., Ltd at the time), three of the new directors are The Coretec Group Inc. It was appointed on the recommendation of , and the two were recommended as other non-commercial directors and outside directors, and the entire board of directors was formed, including two outside directors recommended by the listed company council.
At the time of the formation of the board of directors, Director Baek Seung-ryun, who was the director of the former DKME Co., Ltd (KIB Plug Energy Co., Ltd at the time), and The Coretec Group Inc. Director Kim Seon-ki, who was recommended by , was appointed as a co-CEO, but it is understood that Director Baek Seung-ryun has maintained his sole representative position as Director Kim Seon-gi resigned mid-term. However, recently, the internal conflict between the directors has deepened, and the chairman of the board of directors, Baek Seung-ryun, has disagreed with many directors, and the situation of continuing to make dogmatic decisions on the operation of the company has caused serious concerns as the head office, and we believe that this is an issue that should be resolved as soon as possible to establish a stable governance structure of DKME Co., Ltd.
Considering this background, the key points that the head office is focusing on are as follows.
The Coretec Group Inc., which is currently on the board of DKME Co., Ltd. The three recommended directors are directors appointed under the condition that DKME's shares are secured by the investment of the head office and a certain level of management rights are guaranteed. Therefore, it is reasonable for the head office that the directorship is practically attributed to the authority of the head office until the shareholder and the exchange are replaced with a new major shareholder in an acceptable way.
However, it is clear that the head office did not acquire DKME Co., Ltd. with the intention of directly operating from the front of management, and that it intended to contribute to ensuring surveillance and transparency of the overall management from the point of view of financial investors. Therefore, if a responsible CEO and director who can practically lead DKME's business is appointed through the general meeting of shareholders in the future, the head office will transfer the management rights without delay and make it clear that it is ready to step down from the front line of management.
In addition, if there is a change in the authority of the majority shareholder of the head office before the extraordinary general meeting of shareholders in the future, and a new major shareholder who has been recognized as qualified by the exchange becomes a subject that can substantially improve the corporate value of DKME, the head office will officially state that it is willing to transfer the current director power to the major shareholder in accordance with reasonable procedures.
However, until such a change of major shareholder is confirmed, regardless of the intention of the head office, the head office holds the status of a clear major shareholder under the current commercial law, and in order to protect the assets of investors and majority shareholders of the head office, it is clear once again that the legal authority and rights and interests granted to the head office must be thoroughly protected until the transfer to a new major shareholder system is completed.”
“The head office's investment in DKME Co., Ltd. was in the past The Coretec Group Inc. It is made up of a structure that indirectly participates in preferred stocks through, and at the same time as the execution of the investment, The Coretec Group Inc. We would like to inform you that a new board of directors of DKME Co., Ltd. has been formed under the leadership of.
The board of directors, including three directors of the existing DKME Co., Ltd (KIB Plug Energy Co., Ltd at the time), three of the new directors are The Coretec Group Inc. It was appointed on the recommendation of , and the two were recommended as other non-commercial directors and outside directors, and the entire board of directors was formed, including two outside directors recommended by the listed company council.
At the time of the formation of the board of directors, Director Baek Seung-ryun, who was the director of the former DKME Co., Ltd (KIB Plug Energy Co., Ltd at the time), and The Coretec Group Inc. Director Kim Seon-ki, who was recommended by , was appointed as a co-CEO, but it is understood that Director Baek Seung-ryun has maintained his sole representative position as Director Kim Seon-gi resigned mid-term. However, recently, the internal conflict between the directors has deepened, and the chairman of the board of directors, Baek Seung-ryun, has disagreed with many directors, and the situation of continuing to make dogmatic decisions on the operation of the company has caused serious concerns as the head office, and we believe that this is an issue that should be resolved as soon as possible to establish a stable governance structure of DKME Co., Ltd.
Considering this background, the key points that the head office is focusing on are as follows.
The Coretec Group Inc., which is currently on the board of DKME Co., Ltd. The three recommended directors are directors appointed under the condition that DKME's shares are secured by the investment of the head office and a certain level of management rights are guaranteed. Therefore, it is reasonable for the head office that the directorship is practically attributed to the authority of the head office until the shareholder and the exchange are replaced with a new major shareholder in an acceptable way.
However, it is clear that the head office did not acquire DKME Co., Ltd. with the intention of directly operating from the front of management, and that it intended to contribute to ensuring surveillance and transparency of the overall management from the point of view of financial investors. Therefore, if a responsible CEO and director who can practically lead DKME's business is appointed through the general meeting of shareholders in the future, the head office will transfer the management rights without delay and make it clear that it is ready to step down from the front line of management.
In addition, if there is a change in the authority of the majority shareholder of the head office before the extraordinary general meeting of shareholders in the future, and a new major shareholder who has been recognized as qualified by the exchange becomes a subject that can substantially improve the corporate value of DKME, the head office will officially state that it is willing to transfer the current director power to the major shareholder in accordance with reasonable procedures.
However, until such a change of major shareholder is confirmed, regardless of the intention of the head office, the head office holds the status of a clear major shareholder under the current commercial law, and in order to protect the assets of investors and majority shareholders of the head office, it is clear once again that the legal authority and rights and interests granted to the head office must be thoroughly protected until the transfer to a new major shareholder system is completed.”
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