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Advanced Governance Structure
HanmiGlobal strives to build an advanced corporate governance system that raises long-term shareholder value while safeguarding the balanced interests of all stakeholders. Centered on shareholders, the Board of Directors, and the audit body, the company is working to entrench a Board-led model of responsible management.
Full Text of the Corporate Governance Charter
“Every employee is an owner of the company. Leveraging superior technical expertise, we deliver differentiated, best-in-class services, drive continuous innovation in the construction industry, and contribute to human progress. Sound governance and a transparent culture are the bedrock of becoming a globally respected enterprise. To that end, HanmiGlobal has adopted this charter to embed a professional management system that balances the authority of the Board and executive leadership.”
- Excerpt from the HanmiGlobal Corporate Governance Charter
HanmiGlobal has enacted a Corporate Governance Charter that sets a clear standard for transparent decision-making and balanced value creation. Guided by this charter, we strive to enhance shareholder value while protecting the legitimate interests of employees, clients, and other stakeholders.
- Shareholders
-
- An electronic voting system is in place
- The Annual General Meeting is scheduled outside Korea’s peak AGM period to encourage participation.
- Steady dividend payments are made to protect shareholder rights and maximize shareholder value.
- Board of Directors
-
- The Chair of the Board is separate from the CEO.
- An independent outside director serves as the Board Chair.
- A majority of ESG Committee members are outside directors.
- Audit Body
-
- A full-time statutory auditor with accounting or finance expertise is in post.
- The auditor may meet external auditors without management present.
- Formal procedures grant the auditor direct access to all material management information.
HanmiGlobal strives to build an advanced corporate governance system that raises long-term shareholder value while safeguarding the balanced interests of all stakeholders. Centered on shareholders, the Board of Directors, and the audit body, the company is working to entrench a Board-led model of responsible management.
Full Text of the Corporate Governance Charter
“Every employee is an owner of the company. Leveraging superior technical expertise, we deliver differentiated, best-in-class services, drive continuous innovation in the construction industry, and contribute to human progress. Sound governance and a transparent culture are the bedrock of becoming a globally respected enterprise. To that end, HanmiGlobal has adopted this charter to embed a professional management system that balances the authority of the Board and executive leadership.”
- Excerpt from the HanmiGlobal Corporate Governance Charter
HanmiGlobal has enacted a Corporate Governance Charter that sets a clear standard for transparent decision-making and balanced value creation. Guided by this charter, we strive to enhance shareholder value while protecting the legitimate interests of employees, clients, and other stakeholders.
- Shareholders
-
- An electronic voting system is in place
- The Annual General Meeting is scheduled outside Korea’s peak AGM period to encourage participation.
- Steady dividend payments are made to protect shareholder rights and maximize shareholder value.
- Board of Directors
-
- The Chair of the Board is separate from the CEO.
- An independent outside director serves as the Board Chair.
- A majority of ESG Committee members are outside directors.
- Audit Body
-
- A full-time statutory auditor with accounting or finance expertise is in post.
- The auditor may meet external auditors without management present.
- Formal procedures grant the auditor direct access to all material management information.
Enhancing Shareholder Value
Shareholder Overview
As of December 31, 2025, HanmiGlobal’s total number of issued shares was 10,957,550 common shares, of which 10,610,250 shares carried voting rights. All shares issued by the company are common shares, and HanmiGlobal has adopted a single voting rights system based on the principle of one share, one vote, ensuring equal rights for shareholders. The company also provides detailed disclosures in its annual business reports regarding the shareholdings of major shareholders, related parties, and shareholders owning more than 5% of the company’s shares. In 2015, HanmiGlobal launched an employee stock ownership campaign, and the Ministry of Employment and Labor recognized the company’s employee stock ownership program as a best practice in labor-management relations. As of December 31, 2025, the Employee Stock Ownership Association held 513,652 shares, representing 4.8% of voting shares. Based on voting shares (10,610,250 shares), the shareholder composition is as follows: individual minority shareholders account for 57.1%, the largest shareholder and related parties account for 20.7%, domestic institutional investors account for 12.8%, and foreign investors account for 4.6%. Among the total issued shares, 347,300 shares are treasury shares without voting rights.
Shareholder Composition
Reference Date: December 31, 2025 / Total issued shares: 10,957,550 shares (Voting shares: 10,610,250 shares)
| Category | Shares | Shareholding Ratio Based on Voting Rights |
|---|---|---|
| Total Shares Issued | 10,957,550 | - |
| Shares with Voting Rights | 10,610,250 | - |
| ㄴIndividuals (Minority Shareholders) | 6,055,590 | 57.1% |
| ㄴLargest Shareholder and Related Parties | 2,197,689 | 20.7% |
| ㄴDomestic Institutions | 1,354,192 | 12.8% |
| ㄴForeign Investors | 489,127 | 4.6% |
| ㄴESOP (Employee Stock Ownership) | 513,652 | 4.8% |
| Treasury Shares (No Voting Rights) | 347,300 | - |
Shareholder-Return Policy
HanmiGlobal pursues a stable dividend policy aligned with the company’s business performance and strives to enhance corporate value from a long-term perspective, ultimately maximizing shareholder value. The company’s dividend policy aims to maintain a dividend payout ratio of 30% or higher based on separate financial statements’ net income. Dividend payments are determined by comprehensively considering investments required for sustainable growth, business performance, cash flows, and other relevant factors. For fiscal year 2025 (the 30th fiscal year), HanmiGlobal decided to pay a cash dividend of KRW 400 per share. This represents a 65.3% dividend payout ratio based on separate financial statements, more than double the target The dividend payout ratio based on consolidated financial statements was 22.9%, while the dividend yield was 2.3%. The dividend was approved at the Annual General Meeting of Shareholders held on March 24, 2026, and paid on April 10, 2026. HanmiGlobal plans to gradually increase its dividend payout ratio in the future.
Reference Date: December 31, 2025 / Total issued shares:
10,957,550 shares (Voting shares: 10,610,250 shares)
| Category | FY2023 (28th Fiscal Year) | FY2024 (29th Fiscal Year) | FY2025 (30th Fiscal Year) |
|---|---|---|---|
| Cash Dividend per Share | KRW 400 | KRW 400 | KRW 400 |
| Payout Ratio (Separate) | 36.2% | 37.8% | 65.3% |
Communicating with Shareholders
HanmiGlobal actively uses Korea’s disclosure system to give all shareholders timely and equal access to information. Business reports and quarterly or semi-annual filings are released in March, May, August, and November so investors can follow full-year and interim results. Before each annual general meeting, the company files the agenda in advance on the electronic disclosure platform, allowing shareholders to review every item and exercise their voting rights with full knowledge of the issues.
Regular Disclosures
and the voting results are disclosed afterward.
Timely Disclosures
Electronic Voting System
Scheduling the Annual General Meeting Outside Peak AGM Dates
Board-centered Responsible Management
The Board of Directors is HanmiGlobal’s highest decision-making body. Guided by the company’s philosophy of board-centered, accountable management, all matters of material importance are resolved transparently through board resolutions. The Board supports and oversees management so that the executive team pursues sustainable growth while remaining true to the founder’s vision and the firm’s management principles. Even when an item does not legally require board approval, management must report significant business issues to the Board, enabling effective supervision.
Board Composition and Independence
As of the first quarter report in March 2026, HanmiGlobal’s Board of Directors consists of six executive directors and five independent outside directors. The company has strengthened the independence of the Board by separating the roles of CEO and Board Chairperson and appointing an outside director as the Chairperson of the Board. To prevent unilateral management decisions by major shareholders and protect the interests of minority shareholders, HanmiGlobal has established and faithfully complies with its Board operation regulations. To further enhance the independence of all directors, including outside directors, the company transparently discloses all relevant information regarding director candidates prior to the General Meeting of Shareholders. This includes information on recommenders, relationships with the largest shareholder, and transactions with the company, which are disclosed externally. In 2025, the Board of Directors held a total of eight meetings, during which key management decisions were made in line with the company’s management direction of “Strengthening Business Competitiveness, Expanding Global Management, and Advancing Happiness Management.”
Reference Date: March 31, 2026
Chair of the Board
-
Jun Kwang Woo Chair of the Board
- Term Expiration
- 2028.03
- Key Experience
- Former Chairman of the National Pension Service, Former Chairman of the Financial Services Commission, etc.
- Rationale for Appointment
- Contributes a broad perspective to company-wide business and strategic planning through senior roles at leading domestic and international institutions, and his current chairmanship of the Institute for Global Economics, fully satisfying the professionalism and independence criteria required of an outside director.
Inside Directors
-
Kim Jong Hoon Chairman
- Term Expiration
- 2027.03
- Key Experience
- Former Samsung C&T, etc.
- Rationale for Appointment
- Provides stable, long-term oversight of overall management
-
Yoon Yo Hyun CEO
- Term Expiration
- 2027.03
- Key Experience
- Former SsangYong E&C; Samsung Heavy Industries
- Rationale for Appointment
- Ensures continuity in technical operations and external relations
-
Park Seo Young CEO
- Term Expiration
- 2029.03
- Key Experience
- Former Sunjin Engineering; SsangYong E&C
- Rationale for Appointment
- Ensures continuity in technical operations and external relations
-
Han Chan Keon Vice-Chairman
- Term Expiration
- 2029.03
- Key Experience
- Former President & CEO, POSCO E&C
- Rationale for Appointment
- Provides stable, long-term oversight of overall management
-
Choi Sung-Soo CEO / Head of Corporate Support
- Term Expiration
- 2029.03
- Key Experience
- Former Samsung C&T, etc.
- Rationale for Appointment
- Provides stable, long-term oversight of overall management
-
Kim Yong-Sik CEO / Head of Business Operations
- Term Expiration
- 2028.03
- Key Experience
- Former Executive Vice President, Hyundai Engineering & Construction
- Rationale for Appointment
- Provides stable, long-term oversight of overall management
Outside Director
-
Lim Il-Soon
- Term Expiration
- 2027.03
- Key Experience
- Former CFO, Costco Korea, Former CEO, Homeplus
- Rationale for Appointment
- Adds enterprise-wide operational, risk-management, and strategic expertise gained from extensive executive experience at major corporations worldwide, fully satisfying the professionalism and independence criteria required of an outside director.
-
Hwang Gak-Gyu
- Term Expiration
- 2028.03
- Key Experience
- Former Vice Chairman & CEO, Lotte Holdings
- Rationale for Appointment
- His extensive experience as a professional executive is expected to contribute to the company’s overall business operations and strategic planning. He is also expected to make a significant contribution to establishing the company’s long-term growth plans. He satisfies all requirements for an outside director, including expertise and independence.
-
Kim Dong-Jae
- Term Expiration
- 2028.03
- Key Experience
- Former Professor at the Wharton School of the University of Pennsylvania, Current Professor at Yonsei University Graduate School of International Studies
- Rationale for Appointment
- He previously served as a professor in the Department of Business Administration at the University of Illinois Urbana-Champaign and as a professor at Yonsei University Graduate School of International Studies. Based on his extensive research experience and academic expertise, he is expected to provide professional insights during the company’s decision-making processes and contribute to enhancing corporate competitiveness through constructive advice. He satisfies all requirements for an outside director, including expertise and independence.
-
Hwang Joo-ho
- Term Expiration
- 2029.03
- Key Experience
- Former Vice President of Kyung Hee University, Former President of Korea Hydro & Nuclear Power
- Rationale for Appointment
- Based on his extensive experience in new business areas that HanmiGlobal is currently entering and expanding, he is expected to provide specialized perspectives during Board deliberations and contribute to enhancing corporate competitiveness through his expertise. He satisfies all requirements for an outside director, including expertise and independence.
Major ESG Agenda Items Reviewed by the Board of Directors in 2025
Board Compensation
Director remuneration is paid in accordance with HanmiGlobal’s executive personnel and compensation regulations, taking into account rank, position, and individual performance, and is kept within the aggregate limit approved by the General Meeting of Shareholders. Outside directors are also compensated within the same shareholder-approved ceiling. All payments to directors, including outside directors, are disclosed in the annual report; for any executive who receives KRW 500 million or more, the report specifies both the amount and the basis for its calculation.
ESG Committee
To maximize long-term shareholder value by embedding sustainability and reinforcing transparent governance, HanmiGlobal created an ESG Committee within the Board of Directors in 2021 and has since worked to refine the company’s ESG management system. The committee is composed of three directors, two of whom are independent outside directors. It monitors the company’s key environmental, social, and governance issues, reviews its sustainability strategies and objectives, and provides oversight to ensure that ESG management is strengthened in a systematic, board-driven manner.
AA Grade — Achieved the highest rating in both the first and second half of 2025
Overall Grade: B+ — Environment: A, Social: A+, Governance: B (2025)
Major Activities of the ESG Committee in 2025
Independent and Systematic Audit Function
Appointment and Composition of a Full-Time Statutory Auditor
To strengthen oversight and safeguard independence, HanmiGlobal appoints a full-time statutory auditor with certified professional credentials. Reporting directly to this auditor, the Audit Office formulates and executes the annual audit plan, assesses the effectiveness of internal-control systems, verifies corrective actions on issues raised by external auditors, and investigates as well as follows up on internal whistle-blower reports concerning accounting irregularities.
| Name | Position | Professional Qualification | Transactions with the Company / Controlling Shareholder |
|---|---|---|---|
| Go Seong Cheon | Full-time Statutory Auditor | Certified Public Accountant | None |
-
8
Board Meetings Attended
Attendance Rate: 100%
-
19
Internal Audits Conducted in the First Half
Annual Audit Plan Implementation Rate: 100%
-
5
Meetings with External Auditors
Conducted independently without management attendance
-
Unqualified
Internal Accounting Control System
External Auditor’s Opinion
Statutory-Auditor Duties
The standing auditor strives to maintain objectivity and independence from management and controlling shareholders in performing audit duties, in accordance with the Audit Regulations. The auditor reviews the appropriateness of the financial statements by considering the opinions of the accounting department and external auditors.
In addition, the standing auditor supervises the company’s management and key decision-making processes by attending Board of Directors meetings and receiving detailed explanations and reports from relevant departments and subsidiaries. The auditor also conducts evaluations of the establishment and operation status of the internal accounting control system.
During the 2025 audit process, identified improvement areas were promptly addressed through operational enhancements, including the establishment of a field sales management manual, creation of interdepartmental information-sharing channels, and improvements to the ERP system.
External-Auditor Engagement
To safeguard independence and professionalism, the statutory auditor appoints the external auditor only after securing approval from the Auditor Appointment Committee, following HanmiGlobal’s auditor-selection rules. After each audit, the statutory auditor also evaluates the external auditor’s performance. From the planning stage through fieldwork to final reporting, the statutory auditor meets the external auditor face-to-face or in writing, without management present, to exchange information and monitor progress.
Major Internal Audit Activities in 2025
- Review of quarterly financial statements and accompanying notes (May, August, November)
- Review of the 2024 year-end financial statements and annual business report (March)
- Surprise cash and deposit inspections (February, August) — prevention of financial incidents
- Verification of internal controls, including corporate seal usage records and completed project settlement processes
- Participation in monthly management meetings for performance analysis and oversight
- Establishment of the 2025 Safety and Health Management Plan with the goal of achieving Zero Serious Accidents
- Reported to and approved by the Board of Directors in February 2025
- Regular inspections of safety compliance at project sites
Internal Accounting Control System
HanmiGlobal operates its internal accounting control system in accordance with the Act on External Audit of Stock Companies, its Enforcement Decree, and regulations related to external audits and accounting. Through this system, the company enhances the reliability of its financial statements.
Pursuant to Article 9 of the Internal Accounting Control Regulations, the CEO reviews the effectiveness of the internal accounting control system’s operation each fiscal year and reports the results of the operational status review to the standing auditor, the Board of Directors, and the General Meeting of Shareholders.
Any deficiencies identified during operational reviews are improved in a timely manner through consultation with the relevant control departments. In 2025, HanmiGlobal completed the following key activities: Review of the annual operating plan (April); assessment of fraud risks and establishment of response measures (May); design evaluation (July); and operating effectiveness evaluation (September).
As a result, the standing auditor reported to the Board of Directors that, as of December 31, 2025, the company’s internal accounting control system had been effectively designed and operated from a materiality perspective. The external auditor also issued an “Unqualified Opinion” (Clean Opinion), confirming the reliability of the internal accounting control system.
Metrics & Targets
Mid- to Long-term Governance Goals and Performance
HanmiGlobal has established key management areas focused on protecting shareholder rights, strengthening board-centered responsible management, and enhancing the independence and effectiveness of audit functions in order to establish a transparent and sound corporate governance structure.
The company manages the compliance rate with key corporate governance indicators disclosed in its Corporate Governance Report as a key performance indicator (KPI), using it to regularly assess the level of governance improvement.
The compliance rate with key governance indicators is a comprehensive measure that reflects key areas related to shareholders, the Board of Directors, and audit functions, including shareholder meeting operations, dividend predictability, board composition and independence, internal control policies, and audit function operations.
As of 2025, HanmiGlobal achieved a 53.5% compliance rate with key corporate governance indicators. Going forward, the company will progressively implement improvement initiatives for areas requiring enhancement and continue strengthening the transparency and accountability of its corporate governance structure.