Go to the main text

Doosan

Language

Go

Home Investor Relations Governance
open Board of Directors
  • Matters on Stock
  • Board of Directors
  • Auditor’s Report
  • Degree of Governance
  • Matters on Stock
  • Board of Directors
  • Auditor’s Report
  • Degree of Governance
  • Enlarge text Reduce text

    Board of Directiors

    Composition and Functions of the Board of Directors

    The Board of Directors consists of all the company’s Directors.

    Composition and Functions of the Board of Directors
    Voting Type Name Date of Birth Date of Appointment Position Profile Status of Insured
    Internal Director Geewon Park 1965-04-20 2014-03-28 ~
    2017-03-27
    Representative Director - Chairman & CEO of Doosan Heavy Industries & Construction
    - Vice Chairman of Doosan Group
    - Former Vice Chairman of Doosan Engine
    - Former President, Doosan Heavy Industries & Construction
    Yes
    Ji Taik Chung 1950-03-21 2014-12-19 ~
    2017-12-18
    Representative Director - Vice Chairman & COO of Doosan Heavy Industries & Construction
    - Former Vice Chairman of Doosan Engineering & Construction
    - Former President of Doosan Corporation
    Yes
    Outside Director Dongsoo Kim 1955-03-15 2015-03-27 ~
    2018-03-26
    Auditing Committee - Chair prof., Korea University
    / Head of Institute for Future growth
    - Former Chairman, Fair Trade Commission
    Yes
    Youngrok Lim 1955-03-30 2016-03-25 ~
    2019-03-24
    Auditing Committee Former Representative Director & Chairman of KB Financial Group
    Former second conductor of The Ministry of Finance and Economy
    Yes
    Dongmin Cha 1959-11-29 2016-03-25 ~
    2019-03-24
    Auditing Committee - Lawyer, Law Firm, Kim&Chang
    - Former Chief public procurator, Seoul High Prosecutor's Office
    Yes

    BOD Regulations

    1. 1. Directors shall be elected at a general meeting of shareholders. Board election shall be subject to a separate resolution.
    2. 2. Directors shall be elected by a majority vote of the shareholders attending the general meeting of shareholders; provided that such majority should be at least one fourth of the total issued and outstanding shares.
    3. 3. If two or more directors are elected, a shareholder may exercise only one voting right with respect to every single share held pursuant to Article 23 and the concentrated vote system in Article 382-2 shall not apply.
    Articles of Incorporation BOD Regulations

    Board of Directors Operation

    2016 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2016 1st Approval of the conclusion of agreement for the erection and land purchase for the tentatively named Doosan Bundang Center. Approved 1 / 2 3 / 4
    2016 2nd Approval of the 53th financial statement and the 50th annual report Approved 2 / 2 4 / 4
    Approval of 2016 and mid-term business plan Approved
    Selection of outside Director Candidate recommendation advisory committee members Approved
    Decision on ’16 Stock option allocation method Approved
    Approval of transaction of company with overseas subsidiary Approved
    Approval of providing parent company’s loan guarantee for Vietnam VINA Approved
    Approval of transaction of company with director, etc. Approved
    Report on 2015 business performance Reported
    2016 3rd Approval of the delegation of authority of corporate bond issuing Approved 2 / 2 4 / 4
    Calling of the 53th General Shareholders’ Meeting and Approval of its agenda
    • - Approval of the 53th financial statement(including surplus appropriation statement (draft)) and consolidated financial statements
    • - Appointment of Director
    • - Appointment of members of audit commitee
    • - Limit of Compensation of Board of Directors members
    Approved
    Approval of transaction of company with director, etc. Approved
    2016 4th Approval of providing parent company’s loan guarantee for Loan increase/ extension of Doosan Babcock Approved 2 / 2 3 / 3
    Approval of the conclusion of the Construction Contract for the tentatively named Doosan Bundang Center Approved
    Selection of committee member within the Board of Directors Approved
    Approval of the purchasing of stock of Doosan Cuvex Approved
    Approval of the conclusion of the Contract for purchasing of factory building of Doosan Engineering & Construction Approved
    2016 5th Amendment of management regulation of advisor and consultant Approved 2 / 2 3 / 3
    Approval of the exercise of purchase right for RCPS of Doosan Engineering & Construction Approved
    Report on 2016 1Q business performance Reported
    2016 6th Appointment of officer Approved 2 / 2 3 / 3
    2015 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2015 1st Approval of the 52th financial statement and the 50th annual report Approved 2 / 2 3 / 3
    Approval of transaction of company with director, etc. Approved
    Report on the operation condition of internal control Reported
    Report on 2014 business performance Reported
    Approval of 2015 business plan Reported
    2015 2nd Calling of the 52th General Shareholders’ Meeting and Approval of its agenda
    Approved 2 / 2 3 / 3
    Approval of the extention of providing parent company’s loan guarantee for DPSI in India Approved
    Approval of transaction of company with director, etc. Approved
    Report on the assessment of the operation condition of 2014(52th)internal control Reported
    Report on an audit of accounting and business in 2014(52th) Reported
    2015 3rd Selection of committee member within the Board of Directors Approved 2 / 2 4 / 4
    Reelection of supporter for law-abidance Approved
    Approval of the delegation of authority of corporate bond issuing Approved
    Approval of 2015 and mid-term business plan Approved
    2015 4th Report on 2015 1Q business performance Reported 2 / 2 3 / 4
    2015 5th Appointment of officer Approved 2 / 2 4 / 4
    2015 6th Approval of establishment of the local branch office in Oman Approved 2 / 2 3 / 4
    Approval of the conclusion of contract of investment for establishment of HRIS 2 stage Approved
    Approval of the conclusion of agreement, etc. for the erection of the complex of lodging of training institution in Chuncheon Approved
    Approval of the conclusion of agreement, etc. for the erection of Doosan research complex Approved
    2015 7th Approval of the subcontract between DHI-Doosan VINA Approved 2 / 2 4 / 4
    Approval of providing parent company’s loan guarantee for DHI Muscat(foreign branch in Oman) Approved
    Approval of providing parent company’s loan guarantee for Doosan Enpure Approved
    Report on the business performance of the first-half of 2015 Reported
    2015 8th Approval of providing parent company’s loan guarantee for DPSI in India Approved 2 / 2 3 / 4
    Approval of the conclusion of contract of stock exchange right in connection with the issue of DPS S.A. hybrid bond Approved
    Report on 2015 3Q business performance Reported
    2015 9th Approval of providing parent company’s loan guarantee for DPSI in India Approved 2 / 2 3 / 4
    Approval of providing parent company’s loan guarantee for the extention of the existing loan of DPS S.A. Approved
    Approval of transaction of company with director, etc. Approved
    Report in connection with business of corporate executive officer Reported
    2014 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2014 1st Approval of the 51th financial statement and the 50th annual report Approved 2 / 2 4 / 4
    Approval of 2014 and mid-term business plan Approved
    Approval of transaction of company with director, etc. Approved
    Approval of the conclusion of terms Of Investment and land purchase for the erection of training institution in Chuncheon Approved
    Report on 2013 business performance Reported
    Report on the operation condition of internal control Reported
    2014 2nd Calling of the 51th General Shareholders’ Meeting and Approval of its agenda 
    • - Approval of the 51th financial statement(including surplus appropriation statement (draft)) and consolidated financial statements
    • - Partial amendment of Article of Association 
      - Appointment of Director
    • - Appointment of Auditing Committee member
    • - Limit of Compensation of Board of Directors members
    • - Allocation of stock options
    Approved 1 / 2 4 / 4
    Report on the assessment of the operation condition of 2013(51th)internal control Reported
    Report on an audit of accounting and business Reported
    2014 3rd Appointment of Chairman of Board of Directors and a person who has a convening authority Approved 2 / 2 3 / 3
    Appointment of the representative directors Approved
    Selection of committee member within the Board of Directors Approved
    Approval of the subcontract between DHI-Doosan VINA Approved
    2014 4th Approval of a power of representation of suiting at local court in UAE Approved 2 / 2 3 / 3
    Approval of transaction of company with director, etc. Approved
    Report on 2014 1Q business performance Reported
    2014 5th Approval of establishment of the local branch office in Johannesburg, South Africa Approved 2 / 2 3 / 3
    Approval of closing of the local branch office in Tampa Approved
    2014 6th Report on the business performance of the first-half of 2014 Reported 2 / 2 3 / 3
    2014 7th Report on 2014 3Q business performance Reported 2 / 2 3 / 3
    2014 8th Appointment of officer Approved 2 / 2 3 / 3
    Calling of the extraordinary General Shareholders’ Meeting and Approval of its agenda Approved
    2014 9th Issuing of redeemable convertible preference shares Approved 1 / 2 3 / 3
    Participation in paid-in capital increase of DHIAH Approved
    2014 10th Appointment of representative director Approved 2 / 2 3 / 3
    Decision on Stock option allocation method in 2015 Approved
    Approval of transaction of company with director, etc. Approved
    Appointment of an administrator on compliance with fair trade Approved
    Report on the current condition of operation of 2014 compliance program Reported
    2013 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2013 1st Approval of the 50th financial statement and the 50th annual report Approved 3 / 3 2 / 4
    Approval of 2013 and mid-term business plan Approved
    Amendment of internal regulations and selection of outside Director Candidate recommendation advisory committee members Approved
    Decision on Stock option allocation method Approved
    Approval of transaction of company with director, etc. Approved
    Participation in paid-in capital increase of Doosan Engineering & Construction Approved
    Report on 2012 business performance Reported
    Report on the operation condition of internal control Reported
    2013 2nd Delegation of the authority of negotiation for the acquisition of Vega Approved 2 / 3 4 / 4
    2013 3rd Calling of the 50th General Shareholders’ Meeting and Approval of its agenda 
    • - Approval of the 50th financial statement(including surplus appropriation statement (draft))
    • - Approval of the 50th balance sheet, P&L statement and surplus appropriation statement (draft)
    • - Partial amendment of Article of Association
    • - Appointment of Director
    • - Limit of Compensation of Board of Directors members
    • - Allocation of stock options
    Approved 2 / 3 4 / 4
    Cancelation of stock option allocation Approved
    Approval of transaction of company with director, etc. Approved
    Report on the assessment of the operation condition of internal control and an audit report Reported
    2013 4th Selection of committee members within the board of directors Approved 2 / 2 3 / 4
    Approval of transaction of company with director, etc. Approved
    Providing parent company’s loan guarantee for the transfer of HRSG business Approved
    2013 5th Approval of the subcontract between DPSI-DHI Approved 2 / 2 4 / 4
    Approval of transaction of company with director, etc. Approved
    Report on 2013 1Q business performance Reported
    2013 6th Approval of contribution in kind(DCC stake) to DHIAH Approved 1 / 2 4 / 4
    2013 7th Establishing the local branch office of Manila Approved 2 / 2 4 / 4
    Providing parent company’s loan guarantee according to the loans of Doosan Babcock Approved
    setting up the basic date for confirming shareholder and the closing period of stock book Approved
    Approval of transaction of company with director, etc. Approved
    2013 8th new stock issuance on contribution in kind of DCS business Approved 2 / 2 4 / 4
    Calling of the extraordinary General Shareholders’ Meeting and Approval of its agenda Approved
    2013 9th Approval of transaction of company with director, etc. Approved 2 / 2 4 / 4
    Report on the business performance of the first-half of 2013 Reported
    2013 10th Approval of establishment of Service Center in the Middle East Approved 2 / 2 4 / 4
    Setting of the basic date of confirmming stockholder and the closure term of list Approved
    Report on 2013 3Q business performance Reported
    2013 11th Approval of the conclusion of a contract for RCPS of Doosan Engineering & Construction Approved 1 / 2 4 / 4
    2013 12th Approvalof the disposal of treasury stock Approved 2 / 2 4 / 4
    2013 13th Approvalof the sale of share of HPL Approved 2 / 2 4 / 4
    Approval of the delegation of authority of ’14 corporate bond issuing Approved
    Decision on ’14 Stock option allocation method Approved
    Approval of transaction of company with director, etc. Approved
    Report on the current condition of operation of 2013 compliance program Reported
    2012 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2012 1st Approval of the 49th financial statement and the 49th annual report Approved 7 / 7 7 / 8
    Approval of 2012 and mid-term business plan Approved
    Decision on Stock option allocation method Approved
    Amendment of internal regulations of personnel management of executive officers Approved
    2012 2nd Calling of the 49th General Shareholders’ Meeting and Approval of its agenda
    • - Approval of the 49th balance sheet, P&L statement and surplus appropriation statement (draft)
    • - Partial amendment of Article of Association
    • - Appointment of Auditing Committee member
    • - Limit of Compensation of Board of Directors members
    • - Allocation of stock options
    • - Approval of allocation of stock options
    Approved 5 / 7 8 / 8
    Cancelation of stock option allocation Approved
    Approval of acquisition of subsidiaries company in India Approved
    Approval of corporate bond issuing Approved
    2012 3rd Appointment of Chairman of Board of Directors and a person who has a convening authority Approved 3 / 3 3 / 4
    Approval of Directors holding the concurrent positions Approved
    Appointment of officer Approved
    Amendment of internal regulations Approved
    Selection of committee member within the Board of Directors Approved
    Selection of supporter for law-abidance Approved
    2012 4rd Delegation of the authority of corporate bond issuing to a representative director in 2012 Approved 3 / 3 4 / 4
    Approval of transaction of company with director, etc. Approved
    2012 5th Appointment of officer Approved 2 / 3 3 / 4
    Providing parent company’s loan guarantee for DCW and the subcontract between DCW and DHI Approved
    Conclusion of the basic agreement of outsourcing for foreign distribution with Doosan Corporation Approved
    Approval of the liquidation of Mauritius Paper Company(Namsan) Approved
    Approval of transaction of company with director, etc. Approved
    2012 6th Amendment of Article of Association of management of an advisor and a counselor Approved 2 / 3 3 / 4
    Approval of the documentation for public sector power plant projects in India Approved
    Change and appointment of an administrator on compliance with fair trade Approved
    Transfer of the stocks of IMGB Approved
    Approval of transaction of company with director, etc. Approved
    2012 7th Legislation of compliance standards Approved 2 / 3 4 / 4
    Changes in governance of subsidiary companies in US Approved
    Approval of transaction of company with director, etc. Approved
    2012 8th Approval of move of Dubai R&D Center to Damman in Saudi Approved 3 / 3 4 / 4
    2012 9th Conclusion of the agreement of equities Sale and Purchase of Seosuwon-Osan-Pyeongtaek Highway Project Approved 2 / 3 3 / 4
    Establishment of the principal office of DHIEH in UK and changes in parent company’s loan guarantee Approved
    Approval of transaction of company with director, etc. Approved
    2012 10th Establishment of Doosan Enpure Limited Approved 2 / 3 3 / 4
    Changes in delegation the authority of corporate bond issuing to a representative director in 2012 Approved
    Approval of transaction of company with director, etc.
    Report on the current condition of operation of 2012 compliance program
    Approved
    2012 11th Providing parent company’s loan guarantee according to the loans of DPS S.A. Approved 2 / 3 4 / 4
    Delegation of the authority of corporate bond issuing to a representative director in 2013 Approved
    Approval of transaction of company with director, etc. Approved
    2011 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2011 1st Approval of the 48th financial statement Approved 6 / 7 4 / 7
    Approval of the 48th annual report Approved
    Approval of corporate bond issuing Approved
    Establishing Doosan Chennai Works Approved
    Selection of Outside Director Candidate Recommendation Advisory Committee members Approved
    Appointment of Outside Director Candidate Recommendation Committee members Approved
    Decision on Stock option allocation method Approved
    2011 2nd Calling of the 48th General Shareholders’ Meeting and its agenda
    • - Calling of the 48th General Shareholders’ Meeting
    • - Approval of the 48th balance sheet, P&L statement and surplus appropriation statement (draft)
    • - Amendment of Article of Association
    • - Appointment of Board of Directors members
    • - Compensation of Board of Directors members
    • - Allocation of stock options
    Approved 5 / 7 6 / 7
    Cancelation of stock option allocation Approved
    Approval of 2011 and mid-term business plan Approved
    2011 3rd Appointment of CEO and executive officer Approved 6 / 7 7 / 8
    Appointment of Internal Transaction Committee member Approved
    Amendment of internal regulations Approved
    Enactment of Performance Unit Regulation Approved
    Allocation of stock options Approved
    Approval of the documentation for Bulk Order Ⅱ bids of Doosan Chennai Works in India Approved
    2011 4th Approval of transportation contract in the Rabigh PP No.2 Project with Doosan Glonet Approved 6 / 7 6 / 8
    Conclusion of the agreement between shareholders about the capital increase of Doosan Capital Approved
    Approval of corporate bond issuing Approved
    2011 5th Participation in paid-in capital increase of Doosan Engineering & Construction Approved 7 / 7 5 / 8
    Approval of exchangeable bond issuing Approved
    2011 6th Decision on the issuing condition of the 40th exchangeable bond Approved 6 / 7 8 / 8
    Establishment of tentatively named ‘Jeju offshore wind power generation’ Approved
    2011 7th Establishing the local branch office to execute the Cambodia TL project Approved 7 / 7 7 / 8
    2011 8th Participation in paid-in capital increase of Doosan Chennai Works Approved 5 / 7 6 / 8
    2011 9th Acquisition of treasury stock Approved 6 / 7 7 / 8
    2011 10th Conclusion of the agreement of equities Sale and Purchase of the 3rd Gyeongin Highway Project Approved 6 / 7 7 / 8
    Providing loan guarantee for DPS Approved
    2011 11th Providing parent company’s loan guarantee for DCW of India Bulk Order Ⅱ Project Approved 5 / 7 8 / 8
    2010 Board of Directors Operation
      No. of Directors Attending
    No. Date Agenda Approval Internal Director Outside Director
    2010 1st Approval of corporate bond issuing Approved 7 / 7 5 / 8
    Decision on Stock option allocation method Approved
    2010 2nd Approval of the 47th financial statement Approved 7 / 7 8 / 8
    Approval of the 47th annual report Approved
    Approval of 2010 and mid-term business plan Approved
    Selection of Outside Director Candidate Recommendation Advisory Committee members Approved
    Establishing a branch office to execute the Koniambo, New Caledonia project Approved
    Providing loan guarantee for DPI in India Approved
    2010 3rd Calling of the 47th General Shareholders’ Meeting and its agenda
    • - Calling of the 47th General Shareholders’ Meeting
    • - Approval of the 47th balance sheet, P&L statement and surplus appropriation statement (draft)
    • - Amendment of Article of Association
    • - Appointment of Board of Directors members
    • - Appointment of Auditing Committee members
    • - Compensation of Board of Directors members
    • - Allocation of stock options
    Approved 6 / 7 8 / 8
    Cancelation of stock option allocation Approved
    2010 4th Appointment of Chairman of Board of Directors Approved 6 / 7 7 / 8
    Approval of Directors holding the concurrent positions Approved
    Selection of vacant committee members within the Board of Directors Approved
    Approval of corporate bond issuing Approved
    2010 5th Business Results in 1Q 2010 Approved 7 / 7 7 / 8
    2010 6th Appointment of executive officer Approved 6 / 7 7 / 8
    Acquisition of subsidiaries of Power BG in India Approved
    2010 7th Amendment of the contract for engine business with Samsung and DSME Approved 6 / 7 6 / 7
    2010 8th Acquisition of Doosan E&C with Doosan Mecatec Approved 6 / 7 4 / 7
    2010 9th Business Results in 3Q 2010 Reported 4 / 7 7 / 7
    2010 10th Providing loan guarantee for DPS Holdings Approved 5 / 7 6 / 7
    Approval of N-shaper and Oricom equities Sale and Purchase Agreement Approved
    Approval of Doosan Engine equities Sale Approved
    2010 11th Purchase of Doosan Infracore stake from Doosan Engine Approved 7 / 7 7 / 7

    BOD Meetings

    BOD Meetings
      Composition  
    Name of Committee Outside Directors Internal Directors Function Remarks
    Outside Director Candidate Recommendation Committee 3
    Youngrok Lim*
    Dongsoo Kim
    Dongmin Cha
    - - Recommending outside director candidates to be approved by general shareholders’ meeting -
    Audit Committee 3
    Dongsoo Kim*
    Youngrok Lim
    Dongmin Cha
    - - Auditing of company finance
    - Assessment of operation of internal financial mgmt.
    - Approval of outside auditor
    -
    Internal Transaction Committee 3
    Dongmin Cha*
    Dongsoo Kim
    Youngrok Lim
    - - Approval of internal transaction of more than KRW 5billion among group affiliates -

    (* : Committee Chairman)


    Up