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Governance (G)
We will contribute to the growth and development of all stakeholders based on sound business ethics and legal compliance.
Governance
HD Hyundai Construction Equipment has an independent governance structure based on checks and balances to enhance transparency in the decision-making process and protect the rights of various stakeholders, including shareholders.
Board of Directors
In order to ensure diversity and expertise when appointing directors, HD Hyundai Construction Equipment appoints professionals with job expertise in their respective fields without discrimination or restrictions in regard to age, educational background, etc.
Outside directors are appointed from among the candidates nominated by the Outside Director Candidate Nomination Committee in consideration of promoting transparent governance and board expertise. Appointment decisions are made by taking into consideration a number of factors such as share ownership, interests in the company, employment at a competitor, diversity, and stakeholder representation.
Composition of the Board of Directors
Inside Directors
Choi Cheol-gon
Career Highlights
Current) Chairman, Board of Directors, HD Hyundai Construction Equipment
Current) Vice President, HD Hyundai Construction Equipment
Former) Senior Managing Director, Heavy BG, Doosan Infracore
Former) Senior Managing Director, Asia Operations Division, Volvo Construction Equipment
Term of Office
Nov. 2021 to Nov. 2024
Kim Wan-soo
Career Highlights
Current) Head of Business Planning Office, HD Hyundai
Former) Head of New Business Promotion Office, HD Hyundai
Former) Head of New Business Promotion Office, Samsung C&T
Term of Office
March 2023 to March 2026
Outside Directors
Park Ki-tae
Career Highlights
Current) Full-time Advisor, PwC
Current) Member, Capital Market Subcommittee, Financial Development Council
Former) Deputy CEO, PwC
Term of Office
March 2023 to March 2026
Yoo Myung-hee
Career Highlights
Former) Ambassador for Economic and Trade Affairs, Ministry of Foreign Affairs
Former) Head of Trade Negotiation Division, Ministry of Trade, Industry and Energy
Term of Office
Oct. 2022 to Oct. 2025
Cha Kyung-hwan
Career Highlights
Current) Lawyer, Pyeongan Law Firm
Former) Chief Prosecutor, Suwon District Prosecutors' Office
Former) Head of Planning and Coordination, Supreme Prosecutors' Office
Term of Office
March 2023 to March 2026
※ As of the end of March 2023
※ All directors have had no interest in the largest shareholder or transactions with the company in the past three years.
Board of Directors Competency Scheme
Evaluation Item |
Choi Cheol-gon (Inside Director) |
Kim Wan-soo (Inside Director) |
Park Ki-tae (Outside Director) |
Cha Kyung-hwan (Outside Director) |
Yoo Myung-hee (Outside Director) |
Ratio |
---|---|---|---|---|---|---|
Key Industry (Expertise in the construction equipment and parts business) |
● | ● | - | - | - | 40% |
Finance & Accounting (Expertise in finance and accounting for business management and management oversight) |
- | ● | ● | - | - | 40% |
International Business (Expertise in international political dynamics and regional risk management) |
● | ● | - | - | ● | 60% |
Leadership (Expertise in running organizations) |
● | ● | - | - | - | 40% |
Mergers & Acquisitions (Expertise useful for making decisions about investment activities) |
● | ● | ● | ● | - | 80% |
ESG (Expertise in ESG materiality review and decision-making) |
● | - | ● | ● | ● | 80% |
Legal & Public Policy (Expertise in analyzing and dealing with legal and policy risks) |
- | - | - | ● | ● | 40% |
Characteristics of the Board of Directors
Independence
Expertise & Diversity
Transparency
Conflict Mineral Policy
Committees within the Board of Directors
We pursue efficiency and independence in the decision-making of the Board of Directors by having three committees (Outside Director Candidate Nomination Committee, Audit Committee, and ESG Committee) where outside directors make up the majority. In particular, the Audit Committee, which audits the management's execution of duties and the status of the Company's assets, is composed entirely of outside directors to strengthen monitoring and oversight of the Company and management and ensure independence in decision-making.
Category |
Choi Cheol-gon (Inside Director) |
Kim Wan-soo (Inside Director) |
Park Ki-tae (Outside Director) |
Cha Kyung-hwan (Outside Director) |
Yoo Myung-hee (Outside Director) |
---|---|---|---|---|---|
ESG Committee | ○ | - | ○ | ○ | ● |
Audit Committee | - | - | ● | ○ | ○ |
Outside Director Candidate Nomination Committee | - | - | ○ | ● | ○ |
Audit Committee
(3 outside directors)
- Audits the management's execution of duties and has access to materials and information necessary for audits
- Reviews internal audit results and plans
Outside Director Candidate Nomination Committee
(3 outside directors)
- Performs the function of nominating candidates for outside directors with the necessary competencies to achieve the management goals
ESG Committee
(3 outside directors and 1 inside director)
- Deliberates and votes on the Company's ESG promotion strategies and plans
- Deliberates on major matters related to the Company's corporate social responsibility