[국민연금 스튜어드십코드] ① Actively exercise shareholder rights (Samsung Electronics, Samsung)



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& # 39; Peer to Peer & # 39; to get the name … Dividend pressure, business profit forecasts

Review of "participation in management", including the recommendation of external administrators for the controversy on "pension socialism"

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D & # 39; the one hand, the capital market was in deficit for a number of reasons, such as the contraction of the capital market, The voice of concern and complaints that it is only half of the reform intersect, and there is a strong confrontation about the plan of detail. Yonhap News has sent three planning articles on the impact of the National Pension Management Code on the domestic badet management industry and the management of business.]

(Seoul-Yonhap News) Shin Jae-woo reporter = National Pension introduces the "Intendant Code".

Code of Management means guidelines for institutional investors for the exercise of shareholders' rights. It is a guideline that allows investors such as national wealth and retirement companies to properly manage the badets that the client has entrusted to them, such as a faithful deacon (steward) responsible housework in a big house.

The introduction of the code of stewardship means that the national pension, which has been stigmatized as a collective bargaining period as a pbadive exercise of shareholder rights, while actively engaging 635 trillion elderly people, actively participates business decision-making.

The Ministry of Health and Welfare, which manages and oversees the national pension, has publicly revealed the introduction of the code of stewardship through a public hearing on 17 The Department of Health and Welfare will open the fund management committee on the 26th to confirm the plan and come into immediate effect.

subsidies National pension subsidies … Activity of shareholders using a trust management company

The national pension plan gradually and gradually broadens the range of shareholder rights in order to dispel concerns about the company's "management interventions" and its undue influence.

According to schedule, in the second half of this year ▲ improvement of the activities related to shareholder-related dividends, the announcement of a notice of voting rights, the establishment the representative shareholder dispute base,

Focus on dividend-related shareholder activities, which are related to fund income but are not part of management's involvement.

Up to now, it has taken a year to intensify the pressure on companies that do not consider the requirement of "reasonable dividend policy", but if they refuse to speak in the second half , Push up

Companies that are required to establish a dividend policy will be increased from four to five times a year from 8 to 10 times, and shareholder proposal rights will be exercised if necessary.

In order to enhance the efficiency of the exercise of voting rights, the National Pension Fund decided to disclose all the pros and cons of the company's agenda. investment before the general meeting of shareholders. At the present time, it is in principle to announce the content of the voting rights within 14 days of the shareholders' meeting.

The lawsuit of the representative of the shareholders is also introduced. In the event of embezzlement or misappropriation of funds by the administrator of the company, the national pension will act as a representative of the shareholder to increase the value of the shareholder in the long run.

Next year, we will broaden the scope of activities ▲ by broadening and broadening management issues, ▲ by developing private conversations with businesses, ▲ by organizing and managing the board of directors , by preparing guidelines for administrators and auditors.

Although the national pension system is currently expanding its shareholder base only to increase dividends, starting next year, there will be no unfair support for the activities of the companies, mismanagement of executives, embezzlement, corruption, We will extend the reach of shareholder rights to the point of undermining shareholder value and the value of the company.

In addition to the issue of dividends, the company decided to focus on the "management issues" and decided to seek improvement measures through meetings with the board of directors. 39, administration and cadres.

When selecting and evaluating a consignment operator, the delegate code provider must benefit from a benefit. The company that has received national pension funds is also encouraged to faithfully fulfill the responsibilities of the trustee, including the activities of the shareholders.

When the decree for the application of the Capital Market Act is revised, it plans to delegate voting rights to the trust management companies. There is a goal to solve the concern that the national pension, the great loss of the stock market, is leading the resolution.

◇ "Recommendation of the External Director" … Blocking Management Interventions

In 2020, we will take more active measures, such as linking the voting rights of unprofitable companies, divulging unlisted companies, and sending open letters.

If it does not improve despite a closed dialogue, it will be reflected in the voting rights, and it will oppose the election of the directors and external directors who lead the law. embezzlement, abandonment, unfair support,

In addition, these companies were selected as the "target management company" to disclose, and a public letter was sent to require improvement, and it was decided to announce this fact to the company. outside.

These main activities of the National Pension shareholders will be approved by the Special Committee on Fiduciary Responsibility, which has expanded and reformed the current Voting Rights Committee. The committee consists of no more than 14 private experts who have been excluded from government staff who are concerned about the conflicts of interest and recommended by their representatives.

However, the activities corresponding to the "participation in management" within the meaning of the law on capital markets, such as the recommendation of external directors on proposal of the shareholders or the compulsory comparison of the national pension, After examination ".

This is a removal of the liability investment plan proposed by Korea University Industry-Academy Collaboration. The Ministry of Health, Labor and Welfare and KPIC have ordered the National Pension Fund to actively engage in activities such as the designation of a list of interests, the recommendation of leadership contestants and the confrontation of mandates.

That is why the government is supported by the criticism of "pension socialism" and "management intervention". The Department of Health and Welfare appears to have examined the issues that arise in participating in management. Under the Capital Markets Act, investors who hold more than 5% of the company's stake in the company must report it within 5 days if the holding is changed by more than 1%.

Those who emphasize the responsible investment of the national pension for this introduction criticize it as "code of half-steward".

When the national pension system is fully implemented, the national pension system is a national enterprise with more than 5% participation in the national pension system. The dog seems to be affected. Samsung Electronics, Hyundai Motor and POSCO are among the leading domestic companies.

At the end of last year, the National Pension Fund invested 131.5 trillion won in domestic shares, which represents 7% of the total market value of KOSPI and KOSDAQ.

Choi Kyung-il, director of the National Pension Fund of the Ministry of Health and Welfare, said: "With the introduction of the code of good management, we will be able to communicate in a way Some people have raised concerns about excessive management intervention, so we will be subject to fair, objective and transparent procedures. "

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