iamthe walrus
7 일 전
Report on the Grant of Stock Options
Financial Services Commission/Korea Exchange Precious
April 7, 2025
Company Name: KIB Plug Energy Co., Ltd. (DKME Co., Ltd.)
Representatives: Kim Seon-gi, Baek Seung-ryun. ( Kim Seon-g Coretec board member)
Head Office Address: 260-37, Cheoyong-ro, Nam-gu, Ulsan
(Tel) 052-278-9000
(Website) http://www.kibplugenergy.com
Writer: (Position) Managing Director (Name) Park Sang-jun
Grant of Stock Options
1. Number of recipients (persons) Director, auditor or employee of the listed company 154
Director, auditor or employee of a related company -
2. Number of shares granted (shrs.) Common stock 13,865,000
Different classes of stocks -
3. Exercise conditions Exercise period Start date 2027.04.07
End date 2033.04.06
Exercise price (KRW) Common stock 518
Different classes of stocks -
4. Grant method Grant of new shares, Grant of treasury stock
5. Grant resolution body general shareholders’ meeting
6. Grant date 2025.04.07
7. Basis for grant Article 9-3 of the Articles of Incorporation (Stock Purchase Options)
8. Total grant after current grant (shrs.) Common stock 13,965,000
Different classes of stocks -
9. Board resolution date (If board resolution is granted) -
- Attendance of outside directors Present (No.) -
Absent (No.) -
- Attendance of auditors (members of Audit Committee) -
10. Other matters to consider when making investment decisions
A. Purpose of granting
- To reward executives and employees who have contributed or are likely to contribute to the company's management and to pursue the company's mid- to long-term management goals as part of a program to achieve them.
B. Exercise period
- Within 6 years from the date of granting (April 7, 2027 ~ April 6, 2033). The stock purchase option will expire after the same period.
D. Exercise Price
- The exercise price of the above 3 clauses shall be calculated as the higher price among the arithmetic average of the trading volume weighted averages for 2 months, 1 month, and 1 week prior to the general shareholders' meeting and the par value. However, due to the fact that our company is currently subject to a substantive examination of listing eligibility, trading has been suspended since November 27, 2024, and there is no fair stock price or market price formed in the stock market. Therefore, our company has requested an external evaluation agency to evaluate the stock and calculated the exercise price with reference to the results.
Ra. Granting Method
- At the time of exercising the stock purchase option, the method of issuing new shares or issuing treasury shares shall be determined by the company at the time of exercise.
Ma. Adjustment of exercise price and quantity
- In case of changes in stock value due to paid-in capital increase, free capital increase, stock dividend, stock par value split, or merger or consolidation after the date of stock purchase option granting, the exercise price and quantity may be adjusted by the stock purchase option granting agreement or board of directors resolution.
B. Other
- Matters related to granting stock options other than the above shall be governed by relevant laws, articles of incorporation, and stock option grant agreements, etc.
- The above matters were approved at the regular shareholders' meeting held on April 7, 2025
[ Details of Grant per Recipient ]
Name of recipient Relationship Stock granted (shrs.) Fair value Note
Common stock Different classes of stocks
Kim Seon-gi Executive 1,200,000 - 256 - ( Coretec board member )
Baek Seung-ryun Executive 1,000,000 - 256 -
Baek Yeong-gi Executive 700,000 - 256 -
Lee Ji-young Executive 500,000 - 256 -
Yoon Chang-an Executive 300,000 - 256 -
Jin Woo-yeon Executive 300,000 - 256 -
Park Sang-jun Executive 300,000 - 256 -
Kim Jeong-hoon Executives 250,000 - 256 -
Eom Hong-jin Executives 250,000 - 256 -
Kim Dong-hoon Executives 250,000 - 256 -
??? and 143 other employees 8,815,000 - 256 -
? Fair value calculation method and major assumptions
- Calculation method: Fair value approach (binomial model applied among option pricing supplements)
- Fair value calculation assumptions
? Exercise price: KRW 518 (fair value assessment amount by discounted cash flow method)
? Discount rate / risk-free rate of return: 2.70%
? Expected exercise period: April 7, 2027 ~ April 6, 2033
? Applicable stock price volatility: 49.26%
? Risk-free rate of return: 2.70%
? Market dividend yield: 1.39%
7. Fair value of option: 256 won
? Other stock related matters
Basis in articles of incorporation -
iamthe walrus
7 일 전
Report on the Appointment, Dismissal or Early Retirement of Outside Directors
Financial Services Commission/Korea Exchange Precious
April 7, 2025
Company Name: KIB Plug Energy Co., Ltd. (DKME Co., Ltd.)
Representatives: Kim Seon-gi, Baek Seung-ryun
Head Office Address: 260-37, Cheoyong-ro, Nam-gu, Ulsan
(Tel) 052-278-9000
(Website) http://www.kibplugenergy.com
Writer: (Position) Managing Director (Name) Park Sang-jun
1,124 / 5,000
Report on the Appointment, Dismissal or Early Retirement of Outside Directors
1. Date of change in outside director 2025.04.07
2. Number of outside directors changed Appointment/reappointment (persons) 2
Dismissal and early retirement (persons) -
3. Status before change of outside directors Total number of registered directors (persons) 7
Total number of outside directors (persons) 2
Outside director ratio (%) 28.5
4. Status after change of outside director Total number of registered directors (persons) 10
Total number of outside directors (persons) 4
Outside director ratio (%) 40
5. Whether a large-sized corporation Non-applicable
6. Other matters to be factored into investment decisions -
?New appointment/Reappointment of Outside Directors?
Name Birth year and month Gender Appointment category Term start date Term of office Total tenure of outside directors (Including current term) Major career and current position
Im Tae-sang September 1958 Male New April 7, 2025 3 years 3 years LG Household & Health Care, Pyeon Co., Ltd. Sales Management
Public Institution Specialist
Kwon Oh-seon February 1957 Male New April 7, 2025 3 years 3 years Consulting for Eng.B Management Consulting Co., Ltd., Korea Management Technology, etc.
Evaluation Committee Member for Korea Agency for Technology and Standards, Korea Evaluation Institute for Industrial Evaluation, etc.
iamthe walrus
7 일 전
Outcome of Annual Shareholders' Meeting ( Kib Plug Energy
1. Approval of Financial Statements
44th
(in Mil. KRW)
A. Consolidated financial statements - Total assets 213,873 - Sales 136,623
- Total liabilities 87,188 - Operating income 10,022
- Capital stock 118,491 - Net income 2,282
- Total shareholders' equity 126,685 *Earnings per share (KRW) 10
B. Non-consolidated financial statements - Total assets 213,884 - Sales 136,623
- Total liabilities 87,188 - Operating income 11,250
- Capital stock 118,491 - Net income 2,327
- Total shareholders' equity 126,696 *Earnings per share (KRW) 10
*Auditor's opinion Consolidated financial statements Unqualified opinion
Non-consolidated financial statements Unqualified opinion
2.Dividend -
A. Cash dividend and dividend in kind Class of dividend -
- Details of assets -
Dividend per share (KRW) Common stock Year-end dividend -
Interim & quarterly dividends -
Different Classes of stocks Year-end dividend -
Interim & quarterly dividends -
Total dividends (KRW) -
Market price-dividend ratio (%) (including interim dividend) Common stock -
Different classes of stocks -
B. Stock dividend Stock dividend rate (%) Common stock -
Different classes of stocks -
Total stock dividends Common stock -
Different classes of stocks -
3. Appointment of directors, etc. (as of appointment date)
A. Details of appointment Outside directors: 2 (new appointments)
Other non-executive directors: 1 (new appointments)
B. Number of outside directors after appointment Total number of directors 10
Total number of outside directors 4
Outside director appointment ratio (%) 40
C. Number of auditors after appointment Standing auditor -
Non-standing auditor -
D. Members of Audit Committee after appointment Members of Audit Committee who are outside directors 3
Members of Audit Committee who are not outside directors -
4. Details of other resolutions Purpose of the 44th regular shareholders' meeting
1. Audit report
2. Business report
3. Report on the operation status of the internal accounting management system
Proposal No. 1: Approval of the 44th financial statements
? Approval as per original plan
Proposal No. 2: Amendment of the Articles of Incorporation
? As per original plan Approval
Agenda No. 3: Dismissal of Directors (Total of 2)
- No. 3-1 Dismissal of Other Non-Executive Director Choi Soo-hyun
? Rejected due to lack of quorum
- No. 3-2 Dismissal of Outside Director Son Kyo-deok
? Rejected due to lack of quorum
Agenda No. 4: Appointment of Directors
- No. 4-1 Outside Director Candidate Lim Tae-sang
? Approved as per original plan
- No. 4-2 Other Non-Executive Director Candidate Kim Hyeong-gi
? Approved as per original plan
Agenda No. 5: Appointment of Audit Committee Members
- No. 5-1 Outside Director Candidate Lim Tae-sang
? Approved as per original plan
- No. 5-2 Outside Director Candidate Yoo Young-sun
? Approved as per original plan
Agenda No. 6: Appointment of Outside Directors to Become Audit Committee Members
- No. 6-1 Outside Director Candidates to Become Audit Committee Members Kwon Oh-seon
? Approved as per original plan
Agenda No. 7: Approval of director compensation limit
? Approved as per original plan
Agenda No. 8: Granting of stock purchase option rights
? Approved as per original plan
5. Date of shareholders' meeting 2025-04-07
6. Other matters to be factored into investment decisions
1) It was determined that legal review was necessary for the exercise of some voting rights, so the report items [Audit report], [Business report],
skitahoe
1 주 전
Gunny, I'd be willing to bet that if you sent the milk to Canada it wasn't tariffed under the current arrangement. The administration has overstated the position that makes the US appear to be a big loser, when service is included, we're still an economic powerhouse. In reality, people working in the service industries earn substantially more than those involved in manufacturing. In both cases, computers are taking ever greater parts of the workloads, but it's totally foolish to ignore all the money our service industries bring in, even if nothing but money and some software product, etc. actually moves electronically over a border.
Look at Musk, yes he build cars, rockets, etc. but he also receives payments from all over the world from people using "X", or starlink, etc.
Gary
MEPinvest
1 주 전
Here's my hopefully optimistic two cents if there were something really bad or they were just on a sinking ship and S.O.L., I'm not sure they'd have anything to gain by hiding or not releasing any information. If the damage was done it's done and there's probably no coming back from it so probably nothing they could do at this point to repair. That makes me believe whatever is going on and causing radio silence, as frustrating as it is, is more strategic and targeted to make a huge splash when the time is right. I suppose they could be withholding some information to keep it artificially low to benefit themselves and others around them within the limits of not pushing it to insider trading and hopefully just getting every single I's dotted and T's crossed. If they're truly is not something malicious or ominous going on, my believe is that they plan to unpack everything boom, boom boom instead of addressing one company waiting 6-8 months, addressing the next company another 6 months then another company, Etc and finally NASDAQ. I think everyone within cortec has waited long enough that they may see the benefit in holding back a few months and doing this big versus another couple years of baby steps.
Juststoppingby
2 주 전
Interesting perspective from regular/minority KIB Plug Energy shareholders.
Kim Hyun-tae filed this proxy solicitation of voting rights reference documents on March 18, 2025.
Here are a couple of quotes.
“Coretec, the majority shareholder, is trying to remove two directors who have represented minority shareholders from this shareholders' meeting under the pretext of resuming trading at this regular shareholders' meeting, and is trying to pass amendments to the articles of incorporation such as deleting the audit clause and increasing the number of directors.”
“In order for the minority shareholders' meeting to continue to act as a watchdog and protect the rights and interests of shareholders, I would like to ask you to delegate your voting rights against the proposal to remove certain directors and amend the articles of incorporation.”
II. Purpose of Solicitation of Proxy for Voting Rights
1. Purpose of soliciting proxy voting rights
https://investorshub.advfn.com/uimage/uploads/2025/4/2/tydicPurpose-of-soliciting-proxy-voting-rights-Screenshot_2-4-2025_8434_dart.fss.or.kr.jpeg
https://dart.fss.or.kr/dsaf001/main.do?rcpNo=20250318000874
For KIB Plug Energy's minority shareholders to determine if they can trust their management, they need only look to Coretec. Coretec is delinquent in its financial filings, has halted public trading, and has not issued any press releases explaining its filing delays or providing updates on its progress toward becoming current.
Are they transparent and trustworthy?
iamthe walrus
2 주 전
New corporate control lawsuit filed by the same people again, against Kib Plug Energy today ( yesterday in Korea ). The court ruled the same day on this new matter concerning Kib Plug upcoming shareholder meeting April 7 . The court once again dismissed this newest case . This group of shareholders that keeps filing these cases has lost every case so maybe they will get it and stop filing lawsuits as they have all been dismissed.
Filing or Application of Lawsuit, etc. (Corporate Control Contest)
1. Case name Application for Appointment of Inspector Docket number 2025??107
2. Plaintiff (claimant) Kim ? Tae and 1 other person
3. Details of claims Applicant: Kim ? Tae and 1 other person
Applicants' attorney: Taecheong Law Firm
Case party: KIB Plug Energy Co., Ltd.
[Purpose of application]
1. In order to investigate the legal progress of the items listed in the attached list at the regular shareholders' meeting (including postponed and special meetings) of the company, the subject of the case, on March 28, 2025, attorney Kim ? Bin is appointed as an inspector.
4. Competent court Ulsan District Court
5. Actions to be taken We will respond in accordance with legal procedures. 6. Date of filing or application 2025-03-25
7. Confirmation date 2025-04-01
8. Other matters to be factored into investment decisions - The above '7. Confirmation date' is the date on which we confirmed the receipt of the decision on the appointment of the inspector by registered mail.
Case Dismissed once again
Court Ruling or Decision on Lawsuit, etc.
1. Case name: Appointment of an examiner Docket number 2025??107
2. Plaintiff (claimant) Kim ? Tae and 1 other person
3. Details of court ruling or decision Applicant: Kim ? Tae and 1 other person
Applicants' litigation representative: Taecheong Law Firm
Case principal: KIB Plug Energy Co., Ltd.
The materials submitted by the applicants alone are insufficient to demonstrate the necessity of appointing an examiner under Article 367, Paragraph 2 of the Commercial Act to investigate the legality of the convening procedure and resolution method of the shareholders' meeting in this case.
4. Rationale for court ruling or decision This case application is without merit and is therefore dismissed.
5. Competent court Ulsan District Court
6. Date of court ruling or decision 2025-03-27
7. Confirmation date 2025-04-01
8. Other matters to be factored into investment decisions - Above '7. The 'confirmation date' is the date on which we received and confirmed the judgment. ? Related disclosure 2025-04-01 Filing/application for lawsuit, etc. (Management rights dispute lawsuit)
iamthe walrus
2 주 전
So the outcome was moving it to April 7th 2025 from what can see here , Coretec did win the lawsuit concerning voting rights which was announced the day before this decision to move it to April 7th . That makes since and since they won the lawsuit as it was dismissed Coretec will have all their voting rights
" Since it was determined that legal review was necessary for the exercise of some voting rights, it was decided to hold a postponed meeting of the regular shareholders' meeting to deliberate on the reporting matters [Audit Report], [Business Report], [Internal Accounting Management System Operation Status Report] and the resolution matters [Agenda No. 1 to 8]."
Next shareholder meeting : 2) Date and location of the 44th regular shareholders' meeting postponed
- Date: April 7, 2025 [Monday], 9:00 AM
Outcome of Annual Shareholders' Meeting
1. Financial statements -
The 44th
(in Mil. KRW)
A. Consolidated financial statements - Total assets - - Sales -
- Total liabilities - - Operating income -
- Capital stock - - Net income -
- Total shareholders' equity - *Earnings per share (KRW) -
B. Non-consolidated financial statements - Total assets - - Sales -
- Total liabilities - - Operating income -
- Capital stock - - Net income -
- Total shareholders' equity - *Earnings per share (KRW) -
*Auditor's opinion Consolidated financial statements Unqualified opinion
Non-consolidated financial statements Unqualified opinion
2. Dividend -
A. Cash dividend and dividend in kind Class of dividend -
- Details of assets -
Dividend per share (KRW) Common stock Year-end dividend -
Interim & quarterly dividend -
Different Classes of stocks Year-end dividend -
Interim & quarterly dividend -
Total dividends (KRW) -
Market price-dividend ratio (%) (including interim dividend) Common stock -
Different classes of stocks -
B. Stock dividend Stock dividend rate (%) Common stock -
Different classes of stocks -
Total stock dividends Common stock -
Different classes of stocks -
3. Appointment of directors, etc. (as of appointment date)
A. Details of appointment 4 inside directors, 2 outside directors, 1 other non-executive director,
B. Number of outside directors after appointment Total number of directors -
Total number of outside directors -
Outside director appointment ratio (%) -
C. Number of auditors after Appointment Standing auditor -
Non-standing auditor -
D. Members of Audit Committee after appointment Members of Audit Committee who are outside directors -
Members of Audit Committee who are not outside directors -
4. Details of other resolutions Purpose of the 44th regular shareholders' meeting
<Reporting Matters>
1. Audit Report
2. Business Report
3. Internal Accounting Management System Operation Status Report
? Postponed Meeting Decision
<Agenda Items>
Agenda Item 1: Approval of the 44th Financial Statements
? Postponed Meeting Decision
Agenda Item 2: Amendment of Articles of Incorporation
? Postponed Meeting Decision
Agenda Item 3: Dismissal of Directors (Total of 2 Directors)
- Item 3-1 Dismissal of Other Non-Executive Director Choi Soo-hyun
? Postponed Meeting Decision
- Item 3-2 Dismissal of Outside Director Son Kyo-deok
? Postponed Meeting Decision
Agenda Item 4: Appointment of Directors
- Item 4-1 Outside Director Candidate Im Tae-sang
? Postponed Meeting Decision
- Item 4-2 Other Non-Executive Director Candidate Kim Hyeong-gi
? Postponed Meeting Decision
Agenda Item 5: Appointment of Audit Committee Members
- Item 5-1 Outside Director Candidate for Audit Committee Members Lim Tae-sang
? Postponed meeting decision
- No. 5-2 Outside Director Candidate for Audit Committee Yoo Young-sun
? Postponed meeting decision
Agenda No. 6: Appointment of Outside Director to Become Audit Committee Member
- No. 6-1 Outside Director Candidate to Become Audit Committee Member Kwon Oh-sun
? Postponed meeting decision
Agenda No. 7: Approval of Director Remuneration Limit
? Postponed meeting decision
Agenda No. 8: Granting Stock Purchase Option Rights
? Postponed meeting decision
5. Date of shareholders' meeting 2025-03-28
6. Other matters to be factored into investment decisions
1
2) Date and location of the 44th regular shareholders' meeting postponed
- Date: April 7, 2025 [Monday], 9:00 AM
- Location: 260-37 Cheoyong-ro, Nam-gu, Ulsan (3rd floor conference room, headquarters)
? Related disclosure 2025-03-13 Shareholders' meeting convocation resolution
2025-03-13 Shareholders' meeting convocation notice
Testpilot
2 주 전
https://englishdart.fss.or.kr/dsbh001/main.do?rcpNo=20250328802855
Purpose of the 44th Regular Shareholders' Meeting
1. Audit Report
2. Business Report
3. Report on the Status of Internal Accounting Management System Operation
? Postponement Decision
Agenda Item 1: Approval of the 44th Financial Statements ? Postponement Decision
Agenda Item 2: Amendment of the Articles of Incorporation
? Postponement Decision
Agenda Item 3: Dismissal of Directors (Total of 2)
- Item 3-1 Dismissal of Other Non-Executive Director Choi Soo-hyun
? Postponement Decision
- Item 3-2 Dismissal of Outside Director Son Kyo-deok
? Postponement Decision
Agenda Item 4: Appointment of Directors
- Item 4-1 Outside Director Candidate Im Tae-sang
? Postponement Decision
- Item 4-2 Other Non-Executive Director Candidate Kim Hyeong-gi
? Postponed meeting decision
Agenda No. 5: Appointment of Audit Committee Members
- No. 5-1 Candidate for Audit Committee Member Im Tae-sang, Outside Director
? Postponed meeting decision
- No. 5-2 Candidate for Audit Committee Member Yoo Young-sun, Outside Director
? Postponed meeting decision
Agenda No. 6: Appointment of Outside Directors to Become Audit Committee Members
- No. 6-1 Candidate for Outside Directors to Become Audit Committee Member Kwon Oh-sun
? Postponed meeting decision
Agenda No. 7: Approval of Director Remuneration Limit
? Postponed meeting decision
Agenda No. 8: Granting of Stock Purchase Option Rights
? Postponed meeting decision
) It was determined that legal review was necessary for some voting rights, so it was decided to hold a postponed regular shareholders' meeting to deliberate on the reporting items [Audit Report], [Business Report], [Internal Accounting Management System Operation Status Report] and the resolution items [Proposals No. 1 to No. 8].
2) Date and Location of the 44th Regular Shareholders' Meeting
- Date: April 7, 2025 [Monday], 9:00 AM
- Location: 260-37 Cheoyong-ro, Nam-gu, Ulsan Metropolitan City (Conference Room on the 3rd floor of the headquarters)