Korea Zinc to hold extraordinary shareholder meeting in September for audit committee, board seats

Korea Zinc will hold an extraordinary general meeting of shareholders in September to elect audit committee members and independent directors. The company will make another attempt to appoint a separately elected audit committee member — a bid that failed at the regular annual meeting in March — and will also fill four independent director vacancies on the board.

Korea Zinc said Tuesday it had convened a special board meeting and passed a resolution to confirm the agenda and call the extraordinary shareholder meeting.

The meeting is scheduled for Sept. 9. The agenda covers three items: an amendment to the articles of incorporation to expand the number of separately elected audit committee members, the election of four directors by cumulative voting, and the appointment of an independent director to serve on the audit committee.

The central issue is the audit committee appointment. Under the revised Commercial Act and an interpretation issued by the Ministry of Justice, large listed companies must appoint at least two separately elected audit committee members before Sept. 10. The separately elected audit committee system requires shareholders to vote on audit committee members independently from the general director election — a mechanism designed to limit the influence of controlling shareholders and strengthen the audit committee's independence.

Korea Zinc had earlier sought to amend its articles of incorporation and appoint one separately elected audit committee member at the March annual meeting, but both proposals were voted down by MBK Partners and Youngpoong. The company is now bringing the same measures back before shareholders at the extraordinary meeting.

Four new independent directors will also be elected. The seats became vacant after four independent directors resigned in June. The agenda item was placed on the meeting after Korea Zinc accepted proposals and requests from shareholder Yumi Development and the MBK-Youngpoong side. The directors will be chosen by cumulative voting.

Korea Zinc has faced persistent disagreements among shareholders over board composition and governance since a management control dispute. The extraordinary meeting is expected to serve as a turning point not only for compliance with the revised Commercial Act but also for the stability of future board operations.

"We have been pursuing amendments to the articles of incorporation to comply with the revised Commercial Act, including expanding the number of separately elected audit committee members," a Korea Zinc official said. "Through this extraordinary meeting, we will continue our efforts to strengthen the stability of board operations and improve shareholder value and governance."

The board also approved an investment in the Richmond Valley Project, a renewable energy venture in Australia. The project is being developed by Ark Energy, a second-tier Australian subsidiary of Korea Zinc, and involves the integrated construction of a battery energy storage system (BESS) and a solar power plant in New South Wales.

The project has a storage capacity of 2,200 megawatt-hours and a generation capacity of 200 megawatts, with a total operating life of 40 years. Korea Zinc views the project as a means of securing a long-term energy supply base and generating stable returns.

The Richmond Valley Project was selected in 2023 as a provider under the New South Wales government's Long-Term Energy Service Agreement program, securing a long-term revenue base. Operating the BESS and solar plant together is expected to reduce capital and operating costs while lowering solar generation losses and BESS charging expenses.

The investment will be made by channeling funds into Sun Metals Holdings, the parent company of Ark Energy. The capital will be used to finance the construction and operation of the Richmond Valley Project. Korea Zinc said it will continue to support the project in securing efficient financing.

The project is targeting commercial operations in 2029. In 2025, Korea Zinc signed a BESS supply agreement with Hanwha Energy and received development approval from the New South Wales government as well as environmental impact assessment approval from the Australian federal government. Grid connection approval was secured in May this year.

Korea Zinc is also exploring ways to supply renewable energy to its Australian smelter, Sun Metals Corporation, and over the medium to long term to its Onsan smelter as well. The company aims to use this to strengthen its green hydrogen and green metals production base.

Across the global non-ferrous metals industry, producing metals with reduced carbon emissions is emerging as a competitive advantage. In materials sectors such as aluminum, zinc and nickel — which are heavy consumers of electricity — securing stable renewable energy is increasingly seen as a factor affecting long-term cost competitiveness and ESG ratings.

"The Richmond Valley Project is not simply a renewable energy development venture — it is a core project in the strategy of business diversification, eco-friendly energy procurement and stable revenue generation that has been pursued since Chairman Choi Yun-beom took office," a Korea Zinc official said. "This investment will play an important role in ensuring the project's successful progress and building a long-term earnings base."