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- Proposals follow Coway’s failure to respond to governance concerns surrounding how the Board manages conflicts of interest with its largest shareholder, Netmarble.
- Align submitted shareholder proposals to strengthen the independent oversight mechanism at Coway by nominating an independent governance and capital markets expert.
- To ensure minority shareholder representation is upheld, and meet market best practice, Align is also proposing Coway to introduce cumulative voting.
Align Partners Capital Management Inc. ("Align Partners"), a shareholder of Coway Co., Ltd. ("Coway" or "Company") since 2023, submitted 4 shareholder proposals on February 6, 2025, for the upcoming Annual General Meeting (“AGM”). These proposals aim to ensure that Coway’s governance works for all, and not just its largest shareholder.
More specifically, Align Partners will be seeking support to appoint Namuh Rhee, an independent governance and capital markets expert and Chair of the Korea Corporate Governance Forum, to the Board and Audit Committee. To secure his place, Align Partners will seek to expand the Board to prevent any defensive seat-filling by Coway. Finally, Align Partners aim to protect minority rights by securing approval to introduce cumulative voting, ensuring their voting power serves as a meaningful accountability lever.
Our concerns have been transparent regarding Coway’s governance—concerns that, based on shareholder feedback, are widely shared. To ensure equal access to information, we formally submitted questions to Coway, demanding clarity on fundamental yet critical aspects of its governance framework. TheBoard’s failure to outline a clear framework for mitigating the conflict of interest between its Executive Chair—who also leads Netmarble, Coway’s largest shareholder—and minority shareholders poses a serious governance risk. Given Netmarble’s track record of capital misallocation, these concerns are only further magnified.
All shareholders deserve greater transparency and stronger governance from Coway. We urge shareholders to support our proposals and demand that Coway disclose its “Value-Up Plan" (planned for disclosure sometime Q1 2025) before the AGM, ensuring shareholders can make fully informed decisions at the meeting.
More information can be found in our Presentation available at https://www.bside.ai/coway/feed/1206.
About
Align Partners is a Korea-focused investment firm led by CEO Changhwan Lee, leveraging private equity and investment banking expertise to drive sustainable growth and address the "Korea discount."
https://www.alignpartnerscap.com/en/.
View source version on businesswire.com: https://www.businesswire.com/news/home/20250206617823/en/
