Shareholders Meeting

View information on Samsung Electronics' Shareholders Meeting

55th
Annual
General Meeting

Details

March 20, 2024, 9:00 a.m. KST

Convention Hall (3F)/ Exhibition Hall (1F), 140, Gwanggyojungang-ro, Yeongtong-gu, Suwon-si, Gyeonggi-do, Korea

Reference Material

Results

There were 4,111,922,032 shares present at the 55th Annual General Meeting of Shareholders; the attendance rate excluding the largest shareholder/affiliated persons was 65.0%

The 55th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of audited financial statements for FY2023, including Statements of Financial Position, Statements of Profit or Loss, Statements of Appropriation of Retained Earnings	99.10%
No.2	Election of Je-Yoon Shin as Independent Director	87.51%
No.3	Election of Hye-Kyung Cho as Independent Director for Audit Committee Member	98.86%
No.4	Election of Myung-Hee Yoo as Audit Committee Member	92.81%
No.5	Approval of Director Remuneration Limit (FY2024)	99.41%
No.6	Approval of Amendments to the Articles of Incorporation	99.82%

※ Shares present and attendance rate: Based on the total number of common shares with voting rights represented at the opening of the meeting (Agenda No.1)
(Relevant laws and regulations may cause the number of common shares with voting rights to differ for each resolution, which may affect the number of voting shares available for each resolution.)

Previous
Meetings

There were 3,953,710,407 shares present at the 54th Annual General Shareholders Meeting

The 54th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of the balance sheet, income statement, and statement of appropriation of retained earnings for the 54th fiscal year (Jan 1, 2022, to Dec 31, 2022)	99.51%
No.2	Election of Jong-Hee Han as Executive Director	97.54%
No.3	Approval of Director remuneration limit	99.26%

※ Shares present: Total number of the common shares with voting rights represented at the opening of the Meeting (Agenda No.1) basis.
(The number of common shares with voting rights for each resolution item at the Annual General Meeting of shareholders' may change according to relevant laws and regulations which may result in different numbers of voting shares available for each resolution. )

There were 4,186,880,410 shares present at the 54th Extraordinary General Shareholders Meeting

The 51rd Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Election of Independent Directors
No.1-1	Election of Independent Director Eun-Nyeong Heo	88.29%
No.1-2	Election of Independent Director Myung-Hee Yoo	99.25%

There were 4,158,510,150 shares present at the 53rd Annual General Shareholders Meeting

The 51rd Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of audited financial statements for FY2021, including Statements of Financial Position, Statements of Profit or Loss, Statements of Appropriation of Retained Earnings	99.27%
No.2	Election of Directors
No.2-1	Election of Independent Directors
No.2-1-1	Election of Independent Director Han-Jo Kim	69.53%
No.2-1-2	Election of Independent Director Wha-Jin Han	99.71%
No.2-1-3	Election of Independent Director Jun-Sung Kim	97.68%
No.2-2	Election of Executive Directors
No.2-2-1	Election of Executive Director Kye-Hyun Kyung	86.34%
No.2-2-2	Election of Executive Director Tae-Moon Roh	97.96%
No.2-2-3	Election of Executive Director Hark-Kyu Park	86.11%
No.2-2-4	Election of Executive Director Jung-Bae Lee	98.04%
No.2-3	Election of Members of the Audit Committee
No.2-3-1	Election of the Member of the Audit Committee Han Jo Kim	74.64%
No.2-3-2	Election of the Member of the Audit Committee Jeong Kim	74.46%
No.3	Approval of Director Remuneration Limit	98.17%

There were 4,513,439,678 shares present at the 52nd Annual General Shareholders Meeting

The 51st Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Audited Financial Statements and Annual Dividends (FY2020)	99.33%
No.2	Election of Directors
No.2-1	Election of Independent Directors
No.2-1-1	Dr. Byung-Gook Park	81.90%
No.2-1-2	Dr. Jeong Kim	81.24%
No.2-2	Election of Executive Directors
No.2-2-1	Dr. Kinam Kim	98.93%
No.2-2-2	Mr. Hyun-Suk Kim	98.93%
No.2-2-3	Mr. Dong-Jin Koh	98.93%
No.3	Election of Independent Director for Audit Committee Member (Dr. Sun-Uk Kim)	79.48%
No.4	Approval of Director Remuneration Limit (FY2021)	85.05%

There were 4,648,698,715 shares present at the 51st Annual General Shareholders Meeting

The 51st Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Audited Financial Statements and Annual Dividends (FY2019)	99.42%
No.2	Appointment of Executive Directors
No.2-1	Mr. Jong Hee Han	98.71%
No.2-2	Mr. Yoon Ho Choi	95.83%
No.3	Approval of Director Remuneration Limit (FY2020)	99.02%

There were 4,257,867,141 shares present at the 50th Annual General Shareholders Meeting

The 50th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Audited Financial Statements and Annual Dividends (FY2018)	99.5%
No.2	Election of Directors
No.2-1	Appointment of Independent Directors
No.2-1-1	Dr. Jae Wan Bahk	71.4%
No.2-1-2	Mr. Han Jo Kim	99.0%
No.2-1-3	Dr. Curie Ahn	98.8%
No.2-2	Appointment of Audit Committee Member
No.2-2-1	Dr. Jae Wan Bahk	72.0%
No.2-2-2	Mr. Han Jo Kim	98.8%
No.3	Approval of Director Remuneration Limit (FY2019)	99.3%

※ Shares present: Total number of the common shares with voting rights represented at the opening of the Meeting. (Agenda No.1 basis)
(The number of common shares with voting rights for each resolution item at the Annual General Meeting of shareholders' may change according to relevant laws and regulations which may result in different numbers of voting shares available for each resolution.)

There were 90,942,871 shares present at the 49th Annual General Shareholders Meeting

The 49th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Audited Financial Statements and Annual Dividends (FY2017)	99.5%
No.2	Election of Directors
No.2-1	Appointment of Independent Directors
No.2-1-1	Dr. Jeong Kim	99.9%
No.2-1-2	Dr. Sun Uk Kim	99.4%
No.2-1-3	Dr. Byung Gook Park	99.4%
No.2-2	Appointment of Executive Directors
No.2-2-1	Mr. Sang Hoon Lee	61.6%
No.2-2-2	Dr. Ki Nam Kim	99.2%
No.2-2-3	Mr. Hyun Suk Kim	99.1%
No.2-2-4	Mr. Dong Jin Koh	99.1%
No.2-3	Appointment of Audit Committee Member (Dr. Sun Uk Kim)	99.3%
No.3	Approval of Director Remuneration Limit (FY2018)	99.0%
No.4	Approval of Stock Split and related amendments to the Articles of Incorporation	99.9%

There were 93,406,624 shares present at the 48th Annual General Shareholders Meeting

Extraordinary General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of audited financial statements for FY16	98.5%
No.2	Approval of the remuneration limit for the Directors for FY17	97.2%

Extraordinary general meeting of shareholders (Shares present : 103,711,283)

Extraordinary General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Printing solutions business Spin-off	99.96%
No.2	Appointment of Executive director - Nominee : Jae-Yong Lee (First nomination)	95.98%

The 47th Annual General Shareholders' Meeting (Shares present : 94,391,359)

The 47th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Audited Financial Statements for FY 2015	96.1%
No.2	Election of Directors
No.2-1	Appointment of Independent Directors
No.2-1-1	Mr. In-Ho Lee	95.6%
No.2-1-2	Mr. Kwang-Soo Song	94.4%
No.2-1-3	Mr. Jae-Wan Bahk	96.0%
No.2-2	Appointment of Executive Directors
No.2-2-1	Mr. Boo-Keun Yoon	99.3%
No.2-2-2	Mr. Jong-Kyun Shin	99.1%
No.2-2-3	Mr. Sang-Hoon Lee	98.8%
No.2-3	Appointment of Members of Audit Committee
No.2-3-1	Mr. In-Ho Lee	95.0%
No.2-3-2	Mr. Kwang-Soo Song	93.8%
No.3	Approval of the Remuneration Limit for the Directors for FY 2016	99.7%
No.4	Approval of amendments to the Articles of Incorporation	99.7%

The 46th Annual General Shareholders' Meeting (Shares present : 92,124,403)

The 46th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Balance Sheet, Income Statement, and Statement of Appropriation of Retained Earnings (Draft) for the 46th Fiscal Year (from Jan 1, 2014 to Dec 31, 2014)	93.56%
No.2	Appointment of Directors
No.2-1	Appointment of Independent Directors
No.2-1-1	Mr. Han-Joong Kim	95.75%
No.2-1-2	Mr. Byeong-Gi Lee	98.30%
No.2-2	Appointment of Executive Directors (Mr. Oh-Hyun Kwon)	95.31%
No.2-3	Appointment of Members of Audit Committee (Mr. Han-Joong Kim)	96.44%
No.3	Approval of the limit on the remuneration for the Directors	99.37%

The 45th Annual General Shareholders' Meeting (Shares present : 93,247,027)

The 45th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Balance Sheet, Income Statement, and Statement of Appropriation of Retained Earnings (Draft) for the 45th Fiscal Year (from January 1, 2013 to December 31, 2013)	99.74%
No.2	Approval of the limit on the remuneration for the Directors	95.85%

The 44th Annual General Shareholders' Meeting (Shares present : 88,854,940)

The 44th Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Balance Sheet, Income Statement, and Statement of Appropriation of Retained Earnings (Draft) for the 44th Fiscal Year (from Jan 1, 2012 to Dec 31, 2012)	93.31%
No.2	Appointment of Directors
No.2-1	Appointment of Independent Directors (3 persons)
No.2-1-1	Mr. In-Ho Lee	98.93%
No.2-1-2	Mr. Kwang-Soo Song	97.10%
No.2-1-3	Dr. Eun-Mee Kim	99.74%
No.2-2	Appointment of Executive Directors (3 persons)
No.2-2-1	Mr. Boo-Keun Yoon	99.54%
No.2-2-2	Mr. Jong-Kyun Shin	99.54%
No.2-2-3	Mr. Sang-Hoon Lee	99.54%
No.2-3	Appointment of Members of Audit Committee (2 persons)
No.2-3-1	Mr. In-Ho Lee	98.89%
No.2-3-2	Mr. Kwang-Soo Song	96.56%
No.3	Approval of the limit on the remuneration for the Directors	96.86%

The 43rd Annual General Shareholders' Meeting (Share present : 108,134,512)

The 43rd Annual General Shareholders' Meeting voting result
	Agenda	Approval rate
No.1	Approval of Balance Sheet, Income Statement, and Statement of Appropriation of Retained Earnings (Draft) for the 43rd Fiscal Year (from Jan 1, 2011 to Dec 31, 2011)	99.0%
No.2	Appointment of Directors
No.2-1	Appointment of Independent Directors	96.0%
No.2-2	Appointment of Executive Directors	97.9%
No.2-3	Appointment of Members of Audit Committee	95.3%
No.3	Approval of the limit on the remuneration for the Directors	97.2%
No.4	LCD Business Spin-off	99.99%

Information
About the
Meeting And
Shareholder
Rights

A general meeting of shareholders is the Company’s highest decision-making body. It decides on and approves important issues concerning the Company’s management, including the election of Directors, amendments to the Articles of Incorporation, approval of financial statements, etc.

Convening

General meetings of shareholders shall be either ordinary or extraordinary meetings.

Ordinary general meetings are held within three months of the close of the fiscal year and extraordinary general meetings are held whenever deemed necessary. Extraordinary general meetings may be called by the Board of Directors or by persons as authorized by the Articles of Incorporation and the Commercial Code, and convened in accordance with the relevant procedures.

Notice of convening

Pursuant to the Article 17-3 of the Articles of Incorporation, a written or electronic notice thereof setting forth the time, date, place, and agenda of the meeting shall be sent to the shareholders at least two weeks prior to the general meeting of shareholders. For the purpose of transparency and protecting shareholder voting rights, the Company currently has a policy to notify the shareholders of the AGM at least three or four weeks prior to the general meeting of shareholders.

In accordance with our Article of Incorporation, each shareholder is entitled to one vote per share. The Company does not have any system or method (such as a dual class voting structure, etc.) to discriminate shareholders' voting rights

Method of adopting resolutions at AGM

Ordinary resolution
Pursuant to the Commercial Code and the Articles of Incorporation, resolutions shall be passed by more than one half (1/2) of votes of the shareholders present at the general meeting of shareholders and by more than one fourth (1/4) of outstanding votes. Items of Ordinary Resolutions include election of Directors, remuneration for Directors, approval of financial statements, etc.
Extraordinary resolution
Pursuant to the Commercial Code and the Articles of Incorporation, resolutions for matters that are significant to the Company’s operation, including but not limited to Articles of Incorporation amendments and mergers & acquisitions, shall be passed by two thirds (2/3) of votes of the shareholders present at the general meeting of shareholders and by more than one third (1/3) outstanding votes. Items of Extraordinary Resolutions include amendment to the Articles of Incorporation, dismissal of Directors, approval of split or merger of the Company, etc.

Protection of minority shareholders concerning AGM

We are committed to protecting the rights of the Company’s minority shareholders, whose rights are set forth below:

Right to call general meetings of shareholders
In accordance with the Commercial Code, shareholders who own more than 1.5% of outstanding shares with voting rights of the Company for more than six month may request to convene extraordinary general meetings.
Right to present shareholder proposals
In accordance with Article 363-2 and Article 542-6 Paragraph 2 of the Commercial Act, shareholders holding 3% or more of the shares outstanding or shareholders holding 0.5% or more of the shares outstanding (excluding shares not carrying voting rights) over the previous 6 months have the right to propose agenda items for a general meeting of shareholders via written or electronic form at least 6 weeks prior to a shareholders’ meeting or 6 weeks prior to the day and month of the previous fiscal year’s AGM in the case of an AGM.

Unless the content of a shareholder proposal is against the law or Articles of Incorporation, or it falls under one of the subparagraphs in Article 12 (Rejection of Shareholders’ Proposals) of the Enforcement Decree of the Commercial Act, the Board shall include the proposal as part of the AGM agenda to be announced via convocation notice. Upon request by the shareholder, key points of the proposal shall also be included in the convocation notice. At the AGM, the shareholder will be given an opportunity to present the details on the agenda item he or she proposed.

The Board of Directors Office is responsible for tasks related to agenda proposals by shareholders. Once a proposal is submitted, the shareholder will be identified, a legal review will be conducted, and then a letter or electronic notice will be sent to the shareholder to verify submission. (Address: 129, Samsung-ro, Yeongtong-gu, Suwon-si, Gyeonggi-do, Korea e-mail: [email protected])

Shareholders Meeting

55th Annual General Meeting

PreviousMeetings

Information About the Meeting And Shareholder Rights

55th
Annual
General Meeting

Previous
Meetings

Information
About the
Meeting And
Shareholder
Rights