이 기사는 2020년 03월 12일 08:00 thebell 에 표출된 기사입니다.

National Pension Service (NPS), South Korea’s biggest pension fund, decided not to delegate its voting power over Hanjin KAL, about three weeks before the company’s annual shareholder meeting. Given the pension fund’s strict stance against illegal activity involving managements of the country’s conglomerates – including family members of their owners – illegal tax rebate allegations recently raised against Hanjin’s management look likely to have a considerable impact on the NPS’s decision.

The NPS fiduciary committee held an internal meeting last Friday and announced that the fund itself would exercise voting rights over Hanjin KAL at the company’s shareholder meeting scheduled at the end of this month.

Currently, the pension fund’s external managers have proxy voting responsibility with respect to Hanjin KAL. Based on a new proxy voting guideline approved by the NPS investment management committee last November, the pension fund delegated voting rights to its external managers if its entire stake in a company is externally managed – which was also the case for the holding company of Hanjin Group.

But the committee added exceptions that allow the pension fund not to delegate its voting rights if a shareholder meeting’s agenda items include high-priority matters or any matters relating to unexpected concerns. Therefore, the recent decision by the NPS indicates that Hanjin KAL meets one of these conditions.

After Hanjin Group’s former Chairman Cho Yang-ho passed away last spring, the owner family’s dispute over management control has become the center of attention in the past few months. But the NPS seemed to take a backseat – a move that contrasts with last year when the pension fund actively engaged with the company’s management and board of directors.

Last year, the NPS submitted a shareholder proposal to Hanjin KAL in a bid to change the company’s charter so as to allow immediate dismissal of any director who receives a final prison sentence for embezzlement and breach of trust.

In fact, the move by the pension fund targeted late Chairman Cho Yang-ho who, at the time, faced trail for his alleged involvement in embezzlement and breach of trust. However, the shareholder proposals voted down.

Coincidentally, the NPS announced its decision not to delegate voting power over Hanjin KAL right after a lawmaker raised allegations last Wednesday against Hanjin’s management for Airbus's alleged tax rebate scheme to Korean Air, one of the key affiliates owned by Hanjin KAL. Whether prosecutors will start probing the allegations remains unclear, though the justice minister recently said the case will be reviewed.

Hanjin KAL’s upcoming shareholder meeting is closed watched as a battlefield for the Cho family in a situation where Hanjin Group Chairman Cho Won-tae, the son of Cho Yang-ho, seeks to defend his control of the conglomerate from the anti-chairman coalition led by KCGI, Bando Engineering & Construction and his older sister Cho Hyun-ah.

Attention is focused on how the NPS will use its voting power. The pension fund currently holds a 2.9 percent stake in Hanjin KAL, with its ownership fraction significantly reduced from 6.7 percent a year earlier.

The anti-chairman alliance announced a statement last week and urged for the chairman’s resignation. However, Hanjin Group denied the claim made by the alliance, saying that the rebate scandal is groundless and Chairman Cho Won-tae and the current management are not related to the scandal.

“The rebate scandal ushered in a new phase to the Cho family’s dispute over management control,” an industry insider said. “The NPS would take action if Chairman Cho Won-tae and the current management are involved in the scandal, which is a factor that could have an impact on the upcoming shareholder meeting.”

(By reporter Park Sang-hee)