Introduction

Corporate Governance

Since external directors were first appointed in 1997, POSCO has strived to maintain an advanced corporate governance structure with appropriate balances between the Board of Directors and professional management.

Stronger shareholders protections

Stronger shareholders protections
  • Cumulative Voting System strengthens small shareholder rights (March, 2004)
  • Documentary voting system(March, 2004) and electronic voting system(February, 2019) were introduced to facilitate shareholder decision-making
Details on voting rights exercised at shareholders Meeting(FY 2018)(Unit : thousand shares)
Details on voting rights exercised at shareholders Meeting(FY 2018)
Classification Stocks Issued Shares with Voting rights Shares represented at Shareholders Meeting (voting rights exercised) Percentage of votes
Domestic 39,772 32,586 23,381 71.8%
Overseas 47,415 47,415 33,731 71.1%
Total 87,187 80,001 57,112 71.4%
Shareholder gains
Details on company share purchase and retirement plan
Details on company share purchase and retirement plan
Classification 2018 2017 2016 2015 2014
Purchase - - - - -
Retirement - - - - -
Fractionation 1.5 1.9 2.0 2.6 209
Details on dividend
Details on dividend
Classification 2018 2017 2016 2015 2014
Dividend per share
(Quarterly dividend)
10,000
(5,000)
8,000
(4,500)
8,000
(2,250)
8,000
(2,000)
8,000
(2,000)
Total dividends
(100 Million won)
8,000 6,400 6,400 6,400 6,395

* Quarterly dividend from 2016, Interim dividend until 2015

Separation of ownership and management

Independent BOD
  • Seven out of 12 members of BOD are external directors
  • Separation of CEO and Chairman of the board
  • Objective and transparent process for selection and appointment of external directors
Process of external director appointment
STEP 1

Advisory group for recommendation of director candidates (interim dividend)

Search and recommendation of candidates

STEP 2

Recommendation committee for director candidates

Search and recommendation of candidates

STEP 3

Notification of candidates recommendations

Introduction of candidates

STEP 4

Shareholder meeting

Director appointment

CEO Candidate Recommendation Committee

For independent and transparent election of CEO, relevant regulations are inserted into the bylaw(February, 2006)

Effective decision-making process with active use of expert committee led by external directors

All five expert committees under BOD are chaired by external directors.
Refer to the menu on Special Committees

Independent audit

Independent operation of Audit Committee
  • Rationale for setting up the Committee: Commercial Code(Article 415-2) and Securities Transaction Act (Article 191-7)
    • Committee functions independently as all committee members are external directors(chairman and committee members)
      Refer to the menu on Special Committees
  • Committee operates based on objective criteria (Audit Committee Bylaws) and procedures
    • Convocation : Quarterly regular meeting and provisional meeting whenever necessary
    • Resolution : Requires majority of committee members on roll in attendance and approval by the majority of attending members
    • Proposal of agenda : May be proposed by chairman, CEO, or any committee member
    • Supporting departments : For efficient support, leverage the internal audit department
Selection of independent external auditor
Selection flow of external auditor
STEP 1

Receive proposal for accounting firm

Presentations by multiple accounting firms

STEP 2

Assessment and selection by audit committee

STEP 3

Report to shareholders meeting

STEP 4

Sign the agreement on audit

Finalize the details on the agreement

Details on external auditor
Details on external auditor
Company Date of selection Contract period Recent audit opinion
KPMG Samjong Accounting Firm 2017.02.16 2017~2019 2017