AGM Notice: Failed to provide 4-week notice as per best practice; only 2-week notice given, limiting shareholders' time to review agenda
Governance Key Indicator Compliance: 6 out of 15 indicators complied (e-voting, dividend predictability, audit expert, information access procedures, etc.); 9 non-compliant (avoiding peak dates, dividend policy notification, CEO succession, internal control policy, independent chair, cumulative voting, gender diversity, internal audit department, quarterly auditor meetings)
Dividends: 2025 dividend of KRW 240 per share (total KRW 5.598B), payout ratio 58% on separate basis, stable; long-term target 30%, predictability improved by separating record date from announcement
Exchangeable Bond Issuance: Sep 2025, KRW 5.94B EB (operating funds), exchange price KRW 8,818 (80% premium to current price KRW 4,895), minimal dilution risk at current levels
Board: 3 inside directors (CEO Yang Jun-hwa, Kang Hee-kwon, Lee Jae-young) and 1 outside director (Jo Hyun-je), all male, outside director ratio 25% (meets minimum), no board committees, CEO also serves as board chair
Audit: One full-time auditor (Kim Hee-joon, accounting/finance expert), audit regulations in place, independence maintained, no internal audit department, only 2 meetings with external auditors per year (not quarterly), includes procedures for investigating management misconduct
Internal Controls: No formal enterprise risk management policy; compliance and ethics policies in place; internal accounting control and disclosure control processes established; plans to comprehensively review internal control policies
[AI Summary]Green Chemical's stable dividend and some governance improvements (e.g., e-voting) are positive, but numerous non-compliances in key indicators such as insufficient AGM notice, lack of CEO succession plan, board diversity and independence deficiencies indicate a need for improvement in shareholder rights protection and long-term value creation. The low predictability of shareholder return policies and limitations in risk management due to internal control gaps warrant investor attention to governance risks