Hyundai M.gds O Regulatory News (HYUO)

22 Feb 2008 13:58

Hyundai Motor Company22 February 2008 HYUNDAI MOTOR COMPANY (HMC) Corporate Disclosure to Korea Stock Exchange Disclosure Date : February 22, 2008 Disclosure Title : Notification and Details of the Convocation of Annual General Meeting of Shareholders 1 Date : 9:00 a.m., March 14, 2008 (Friday) 2 Place: Grand Hall, 2nd Floor West Building, Head office of Hyundai Motor Company, 231, Yangjae-Dong, Seocho-Ku, Seoul, 137-938, Korea 3 Purposes of the Meeting < Issues to report > Annual report, Independent Audit's report < Agenda > Item 1: Approval of financial statements for the 40th business year (1/1/2007-2/31/2007) Item 2: Appointment of director(s)(Internal Director 1 person) Item 3: Appointment of member(s) of Audit Committee (1 person) Item 4: Approval of the limit of directors' remuneration Item 1: Approval of financial statements for the 40th business year (1/1/2007 - 12/31/2007) (1) Balance Sheet (Unit: 100 Million Won) 2007 2006 I.Current assets 89,212 80,430 1.Quick Assets 74,722 68,234 2.Inventories 14,490 12,196II.Non-current assets 206,658 183,870 1.Investments 90,794 71,484 2.Tangibles 97,211 94,655 3.Intangibles 13,811 11,186 4.Other Non-current Assets 4,842 6,545 Total assets 295,869 264,300 I.Current liabilities 70,560 63,337II.Non-current liabilities 43,283 40,454 Total liabilities 113,843 103,791 I. Capital stock 14,870 14,849II. Capital stock surplus 54,399 54,090III. Capital adjustments (7,189) (7,070)IV. Accum. other comprehensive income 5,481 (2,266)V. Retained earnings 114,465 100,905 Total shareholders' equity 182,026 160,508 Total liabilities and shareholders' equity 295,869 264,300(Debt Ratio) (62.5%) (64.7%) (2) Statement of Income (Unit: 100 Million Won) 2007 2006 1. Sales 304,891 273,3542. Cost of sales 246,388 224,0863. Gross profit 58,503 49,2684. Selling and administrative expenses 40,353 36,9235. Operating income 18,150 12,3446. Other income 14,591 18,5897. Other expenses 10,520 12,0758. Income before income tax expense 22,220 18,8599. Income tax expense 5,396 3,59810. Net income 16,824 15,261 (3) Statement of Appropriations of Retained Earnings (Unit: 100 Million Won) 2007 2006 I. Unappropriated retained earnings 16,339 15,454 1. Beginning of year 25 372 2.Change in retained earnings using (510) (178) the equity method 3.Net income 16,824 15,261 II. Appropriation of retained earnings 16,286 15,430 1.Legal reserve 276 276 2.Reserve for research development 5,500 5,000 3.Reserve for technology development 7,750 7,400 4.Dividends 2,760 2,754 (Details of cash dividends amount & rate) FY 40th : Common shares KRW1,000 (20%) Class 1 preferred shares KRW1,050 (21%) Class 2 preferred shares KRW1,100 (22%) Class 3 preferred shares KRW1,050 (21%) FY 39th : Common shares KRW1,000 (20%) Class 1 preferred shares KRW1,050 (21%) Class 2 preferred shares KRW1,100 (22%) Class 3 preferred shares KRW1,050 (21%) III.Unappropriated retained earnings, end of year 53 25 Item 2: Appointment of Director(s) 1) Nominees (1 persons) Name Date of Birth Major Career Transactions with Relationship with Major Recommended by company Shareholder Mong Koo 1938-03-19 Honorary Chairman of the n/a Director bidding committee for the Chung 2012 Yosu Expo BOD Chairman of HMC (current) Item 3: Appointment of member(s) of Audit Committee 1) Nominee (1 persons): Name Date of Birth Major Career Transactions with Relationship with Recommended by company Major Shareholder Kwang Nyun 1939-09-04 Member of mediation committee, n/a The outside director Seoul Central District Court of an affiliate Kim (current) company (Hyundai Outside Director Nominee Lawyer, Sam-Han law firm Motor) Recommendation Committee (current) Item 4: Approval of the limit of directors! remuneration Year Number of BOD Limit of remuneration 2007 9 persons 10 billion Korean Won 2008 9 persons 10 billion Korean Won 4. Activity of Independent Director on the BOD Meeting 1) Result of Attendance and Vote Date of Meeting Agenda Name of External Directors (attendance rate) Kwang Nyun Dong Gee Il Hyung Young Chul Seon Park Kim Kim Kang Yim Lee Byung Il (100%) (100%) (66.7%) (66.7%) (83.3%) (100%) For & Against January 1. Approval of 2006 25 2007 Financial statements. 2. Approval of 2006 Annual Report 3. Approval of 2007 Business Plan and Investment Plan 4. Approval of Convocation of the 39thThe 1st General Meeting ofGeneral Shareholders and For For n/a n/a n/a ForMeeting of BOD the Agenda 5. Approval of Transaction Limit with Major Shareholders and others 6. Approval of Issuance Limit of Corporate Bonds 7. Approval of guarantee on overseas subsidiary : KRW 200 million (HMA)______________________________________________________________________________________________________________ 1. Approval of appointment of Representative director (BOD Dong Jin Kim) 2.Approval of appointment of outside director nominationThe 1st March 09 committee member (BODExtra-ordinary 2007 Dong Jin Kim / BOD Dong For For For For For n/aMeeting of BOD Gee Kim) 3. Approval of Holding of more than one position in like or similar industry (BOD Dong Jin Kim) 4. Approval of establishment of Ethics Committee ______________________________________________________________________________________________________________ The 2nd March 30 1. Approval of issuance For For Absence Absence Absence n/aExtra-ordinary 2007 of Corporate BondMeeting of BOD (total value of bond KRW 300 billion) ______________________________________________________________________________________________________________ 1.Approval of composition of Ethics Committee The 2nd May 02 2. Approval ofGeneral 2007 guarantee on overseasMeeting of BOD subsidiary : USD 400 For For For For For n/a million (HMFC) 3. Approval of overseas investment 4. Approval of overseas investment ______________________________________________________________________________________________________________ 1. Approval of guarantee on overseas subsidiary : USD 100 million (HMMA) The 3rd July 26General 2007 2. Approval of changeMeeting of BOD in BOD rules For For For For For n/a 3. Approval of Delegation to CEO 4. Approval of change in Audit Committee rules ______________________________________________________________________________________________________________ The 3rd September 1. Approval of purchase For For Absence Absence For n/a 20 2007 of treasury stockExtra-ordinaryMeeting of BOD 2. Approval of disposal of treasury stock 3. Approval of transaction with affiliated company and others______________________________________________________________________________________________________________ 1. Approval of Method of grant according to the exercise of Stock Option 2. Approval of transaction withThe 4th October affiliated company andGeneral 24 2007 others For For For For For n/aMeeting of BOD 3. Approval of equity investment in major shareholder and others 4. Approval of appointment of manager_______________________________________________________________________________________________________________ - Byung Il Park, Outside director : resigned as of March 08, 2007 - Il Hyung Kang, Young Chul Yim, and Seon Lee (3 persons), Outside directors : appointed as of March 09, 2007 2) Activity of Independent Director in the committee of the BOD Committee Member Details of activity Date of Agenda Results meeting Outside Director Kwang Nyun Kim 2007 1. Recommendation of candidate Approval of originalNominee Recommendation for outside director proposalCommittee Dong Gee Kim 02-08 2. Recommendation of candiate for outside director to be a member of Audit CommitteeAudit Committee Kwang Nyun Kim 2007 1. Report of 2006 Financial Approval of original Results and Annual Report proposal Dong Gee Kim 01-25 Byung Il Park 2. Report of 2006 evaluation of management of internal Audit system 3. Report of appointment external auditor 2007 1. Report of 1Q 2007 Business Approval of original results proposal 05-02 2. Report of contract of non-audit work by external auditor 200 1. Report of 1H 2007 Business Approval of original Results proposal 07-26 2. Report of evaluation of management of internal Audit system 2007 1. Report of 3Q 2007 Business Approval of original Results proposal 10-24 5. Present condition of outside directors' remuneration (units : KRW Millions) # of Approval Total Average remarks amount Payment payment persons from AGM per person Outside 5 persons 10,000 433 87 Director * Byung Il Park, Outside director : resigned as of March 08, 2007 * Il Hyung Kang, Young Chul Yim, and Seon Lee (3 persons), Outside directors : appointed as of March 09, 2007 * The "Approval amount of AGM" above is 9 direcotors' approval amountof the limit of directors' remuneration including 4 inside directors. This information is provided by RNS The company news service from the London Stock Exchange