Shake up in Samsung board for improve governance, decision-making

Samsung announced a revamped board structure against a backdrop of criticism over its practices, although the changes were not especially wide-reaching.

At its annual shareholder meeting, Sang-Hoon Lee, president, and former CFO was appointed the chairman, marking the first time this role was split from the CEO position. “The separation will further empower the board of directors and enhance its independence,” incumbent Oh-Hyun Kwon said.

The heads of the three divisions – Kinam Kim (Device Solutions), Hyunsuk Kim (Consumer Electronics), and Dongjin Koh (IT & Mobile Communications) were also nominated to the board.

And as part of an enlargement of the board from nine to 11, three new independent directors were elected.

The Wall Street Journal (WSJ) said the board now includes “a Korean-American tech entrepreneur and a South Korea legal expert who’ll be Samsung Electronics’ second-ever female director”. It had previously consisted of “nine Korean men”.

There have been three foreigners who have served as independent directors, although none since 2010, and its only previous female director left in 2016 after a three-year term.

WSJ said investors and corporate governance experts have said Samsung prioritises the needs of the ruling Lee family over minority shareholders. But it has still not appointed a foreign board member without ties to South Korea, and board meetings will still be conducted in Korea.

Reuters reported that Kwon noted uncertainty from trade protectionism and geopolitical risk, including US action against Chinese companies, and possible Chinese retaliation.

Samsung Electronics’ vice chairman, Lee Jae-yong, did not attend. Described by Financial Times as the company’s “de facto head”, he spent time behind bars after becoming embroiled in a corruption scandal.

Also, green-lit was a plan for a 50-to-1 stock split intended to improve “the accessibility and liquidity of the shares” for small investors.