Posco Holdings Inc 6-K, filed Mar 29, 2022
Posco Holdings Inc. (PKX)
About this 6-K
Posco Holdings Inc filed this 6-K on March 29, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March, 2022
Commission File Number: 1-13368
POSCO HOLDINGS INC.
(Translation of registrant’s name into English)
POSCO Center, 440 Teheran-ro, Gangnam-gu, Seoul, Korea, 06194
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
POSCO is furnishing under cover of Form 6-K:
Exhibit 99.1: An English translated documents of POSCO’s Business Report for the year 2021.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| POSCO HOLDINGS INC. | ||||||
| (Registrant) | ||||||
| Date: March 29, 2022 | By | /s/ Chung, Kyung-Jin | ||||
| (Signature) | ||||||
| Name: Chung, Kyung-Jin | ||||||
| Title: Executive Vice President | ||||||
Table of Contents
Exhibit 99.1
BUSINESS REPORT
(From January 1, 2021 to December 31, 2021)
THIS IS AN ENGLISH TRANSLATION OF THE BUSINESS REPORT ORIGINALLY PREPARED IN THE KOREAN LANGUAGE (IN SUCH FORM AS REQUIRED BY THE KOREAN FINANCIAL SERVICES COMMISSION). THIS ENGLISH TRANSLATION IS NOT OFFICIAL AND IS PROVIDED FOR INFORMATION PURPOSES ONLY.
UNLESS EXPRESSLY STATED OTHERWISE, ALL INFORMATION CONTAINED HEREIN IS PRESENTED ON BOTH CONSOLIDATED AND NON-CONSOLIDATED BASIS IN ACCORDANCE WITH THE KOREAN-INTERNATIONAL FINANCIAL REPORTING STANDARDS (K-IFRS) WHICH DIFFER IN CERTAIN RESPECTS FROM GENERALLY ACCEPTED ACCOUNTING PRINCIPLES IN CERTAIN OTHER COUNTRIES, INCLUDING THE UNITED STATES. WE HAVE MADE NO ATTEMPT TO IDENTIFY OR QUANTIFY THE IMPACT OF THESE DIFFERENCES.
Table of Contents
BUSINESS REPORT
(From January 1, 2021 to December 31, 2021)
To: Korean Financial Services Commission and Korea Exchange
| /s/ Kim, Hag-Dong |
| Kim, Hag-Dong |
| Representative Director & Vice Chairman, |
| POSCO HOLDINGS INC. (Former POSCO) |
POSCO Center, 440 Teheran-ro, Gangnam-gu, Seoul, Korea, 06194
Telephone: +82-54-220-0114
| /s/ Chung, Kyung-Jin |
| Chung, Kyung-Jin |
| Executive Vice President |
| POSCO HOLDINGS INC. (Former POSCO) |
POSCO Center, 440 Teheran-ro, Gangnam-gu, Seoul, Korea, 06194
Telephone: +82-54-220-0114
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| I. |
4 | |||||
| II. |
10 | |||||
| III. |
33 | |||||
| IV. |
37 | |||||
|
Independent auditors’ reports on both Consolidated and Separate financial statements were filed to the SEC respectively on March 16, 2022. |
| • | Report for consolidated financial statements : |
File/Film Number 001-13368 22743735
| • | Report for separate financial statements : |
File/Film Number 001-13368 22743748
As of the date of submission of this business report is after the Vertical Spin-off whereas the report was prepared as of the end of FY 2021
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1. Scope of Business
| A. | POSCO (the “Company” as of December 31, 2021) |
The Company’s business scope is as follows :
| Business |
|
(1) To manufacture, market, promote, sell and distribute iron, steel and rolled products; |
|
(2) To engage in harbor loading and unloading, transportation and warehousing businesses; |
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(3) To engage in the management of professional athletic organizations; |
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(4) To engage in the supply of gas and power generation as well as in the distribution business thereof and in the resources development business; |
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(5) To engage in leasing of real estate and distribution businesses; |
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(6) To engage in the supply of district heating business; |
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(7) To engage in marine transportation, processing and sales of minerals within or outside of Korea; |
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(8) To engage in educational service and other services related to business; |
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(9) To engage in manufacture, process and sale of non-ferrous metal; |
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(10) To engage in technology license sales and engineering business; and |
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(11) To engage in all other conducts, activities or businesses which are related, directly or indirectly, to the attainment and continuation of the foregoing purposes |
| B. | POSCO Enterprise Group |
| (1) | Name of the Enterprise Group: POSCO (as of December 31, 2021) |
| (2) | Companies Belonging to the Enterprise Group |
POSCO, POSCO CHEMICAL CO., LTD, POSCO INTERNATIONAL Corporation, POSCO COATED & COLOR STEEL Co., Ltd., POSCO ICT, POSCO M-TECH, Busan E&E Co., Ltd., SNNC, eNtoB Corporation, UITrans LRT Co. Ltd., POSCO O&M Co., Ltd., POSCO Humans, POSCO ENGINEERING & CONSTRUCTION., LTD., POSCO Research Institute, POSCO A&C, TANCHEON E&E, Pohang Scrap Recycling Distribution Center Co., Ltd., POSCO NIPPON STEEL RHF JOINT VENTURE CO., Ltd., POSCO-Terminal Co., Ltd., POSCO ENERGY CO., LTD., Gale International Korea, LLC, POSCO Venture Capital Co., Ltd., Pohang Special Welding Co., Ltd., POSCO MITSUBISHI CARBON TECHNOLOGY, Samcheok Blue Power Co.,Ltd. (By change of name from POSPower Co., Ltd), Songdo Posco family Housing, POSCO Group University, POSCO Research & Technology, Songdo Development PMC (Project Management Company) LLC., Korea Fuel-Cell, POSCO SPS, P&O Chemical Co., Ltd., POSCO LITHIUM SOLUTION Co., Ltd, POSCO HY Clean Metal Co., Ltd., NEH Co., Ltd.
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| (3) | Related Laws and Regulations |
The Korea Fair Trade Commission has designated POSCO as an Enterprise Group subject to the limitations on Cross Shareholding and Debt Guarantee for Affiliates under the Monopoly Regulation and Fair Trade Act (the “MRFTA”).
Details
| (a) | Prohibition on Cross Shareholdings (Article 9 (1) of the MRFTA) |
| (b) | Prohibition on Debt Guarantees for Affiliated Corporations (Article 10-2 of the MRFTA) |
| (c) | Prohibition on Shareholding of Venture Capitals for Subsidiaries (Article 9 (3) of the MRFTA) |
| (d) | Limitation of Voting Rights of Financial or Insurance Companies (Article 11 of the MRFTA) |
| (e) | Resolution of the Board of Directors and Publication on Large-Scale Intra-Group Transaction (Article11-2 of the MRFTA) |
| (f) | Disclosure of Important Facts such as Unlisted Shares (Article 11-3 of the MRFTA) |
| (g) | Disclosure of a corporate group (Article 11-4 of the MRFTA) |
| (h) | Report on Status of Shareholding (Article 13 of the MRFTA) |
2. Business Organization
A. Highlights of the Company’s Business Organization
| • | As of the date of submission of this business report (after the Vertical Spin-off), the name and location of the company is as follow whereas the report was prepared as of the end of FY 2021 |
| (1) | Location of the Headquarters, Steel Works and Offices |
|
Before the Vertical Spin-off (FY2021) |
After the Vertical Spin-off (From March 2, 2022~) | |||
| Name | POSCO | POSCO Holdings Inc. | ||
| Location of the Headquarters | 6261 Donghaean-ro (Goedong-dong), Nam-gu, Pohang-si, Gyeongsangbuk -do, Korea | POSCO Center, 440 Teheran-ro, Gangnam-gu, Seoul, Korea, 06194 | ||
| Steel Works and Offices |
(a) Pohang Steel Works: 6262 Donghaean-ro (Dongchon-dong), Nam-gu, Pohang-si, Gyeongsangbuk-do, Korea
(b) Gwangyang Steel Works: 20-26 Pokposarang-gil (Geumho-dong), Gwangyang-si, Jeollanam-do, Korea
(c) Overseas Offices: In order to support international businesses, the Company operates five overseas offices as follows:
United Arab Emirates(Dubai), Brazil(Rio de Janeiro), Argentina(Jujuy), European Union(Germany), and Australia(Perth). | |||
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| (2) | Major Changes in the Board of Directors (as of March 12, 2021) |
| (a) | Inside Directors |
| • | Re-appointment : |
Choi, Jeong-Woo (Representative Director & CEO), Kim, Hag-Dong (President), Chon, Jung-Son (Senior Executive Vice President), Jeong, Tak (Senior Executive Vice President)
| • | Newly-appointed : |
Chung, Chang-Hwa (Senior Executive Vice President)
| (b) | Outside Directors |
| • | Newly-appointment : Yoo, Young-Sook, Kwon, Tae-Kyun |
| (c) | Audit Committee Member |
| • | New member : Kim, Sung-Jin (Outside director) |
| (3) | Changes of the Major Shareholders of POSCO |
| (a) | Since January 30, 2007, National Pension Service holds the largest number of common shares of POSCO. |
| (b) | For further reference, please refer to the public disclosures of changes in common shares of the largest shareholder on Financial Supervisory Service website (http://dart.fss.or.kr) with the filing dates given below: |
January 30, 2007, July 27, 2007, January 29, 2008, July 25, 2008, January 21, 2009, March 2, 2009, July 22, 2009, October 9, 2009, January 26, 2010, July 20, 2010, January 28, 2011, July 22, 2011, January 31, 2012, August 1, 2012, February 1, 2013, August 1, 2013, January 14, 2014, January 23, 2014, July 29, 2014,January 23, 2015, August 5, 2015, January 6, 2016, January 26, 2016, March 15, 2016, April 12, 2016, July 4, 2016, July 5, 2016, July 21, 2016, October 7, 2016, October 11, 2016, January 10, 2017, April 10, 2017, July 12, 2017, October 13, 2017, January 10, 2018, April 11, 2018, July 9, 2018, October 10, 2018, January 9, 2019, April 9, 2019, July 9, 2019, October 8, 2019, January 8, 2020, February 10, 2020, March 11, 2020, April 7, 2020, May 8, 2020, June 3, 2020, July 7, 2020, August 6, 2020, September 7, 2020, and October 8, 2020, November 4, 2020, December 4, 2020, January 7, 2021, February 4, 2021, March 5, 2021, April 6, 2021, May 6, 2021, June 2, 2021, July 6, 2021, July 28, 2021, August 9, 2021, August 12, 2021, October 8, 2021
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B. POSCO’s Merger, Acquisition and Handover of Businesses
| (1) | March 2016 : Small scale merger of POSHIMETAL Co., Ltd into POSCO |
| (2) | May 2016 : Small scale merger of POSCO Green Gas Technology into POSCO |
| (3) | January 2019 : Small scale merger of POSCO Processing & Service Co., Ltd into POSCO |
| (4) | September 2019 : Small scale merger of By-Product Hydrogen Generation Business from POSCO ENERGY into POSCO after spin-off |
| (5) | March 2022 : Completion of Vertical Spin-off |
| Classification |
Company Name |
Business Unit | ||
| Surviving Company | POSCO Holdings Inc. | Development of future business portfolios and management of group’s businesses | ||
| New Company | POSCO | Production and sale of steel | ||
C. Major Changes in Production Facilities
Refer to the ‘II. Business (5. Production and Facilities)’
3. Equity Capital
A. New Issuance of Registered Common Stock
[None]
4. Other Information Regarding Shares
A. Total Number of Shares
| (As of December 31, 2021) | ||||
| Authorized Shares | Issued Shares | |||
| 200,000,000 |
87,186,835 | |||
|
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Currency of the Republic of Korea is Korean Won (“KRW”). |
|
|
Par Value: KRW 5,000 per share |
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B. Treasury Stock Holding and Cancellation
| (As of December 31, 2021) | ||||||||||||||||||||||
| Method of Purchase | Type | Beginning Balance |
Increased | Decreased | Cancelled | Ending Balance |
||||||||||||||||
| Direct |
7,071,194 | — | — | — | 7,071,194 | |||||||||||||||||
| Trust Contract |
Common Stock | 4,100,169 | 4,879,969 | 4,490,069 | — | 4,490,069 | ||||||||||||||||
| Total |
11,171,363 | 4,879,969 | 4,490,069 | — | 11,561,263 | |||||||||||||||||
| * | The trust contract to engage in repurchases of treasury stocks was entered on April 10, 2020 and was terminated on April 12, 2021. Further details with regard to the issuance of exchangeable bonds and the decision to dispose treasury stocks are publicized on Financial Supervisory Service and Korea Exchange on August 13, 2021. |
| ** | Aforementioned number of treasury stocks includes 2,980,162 treasury stocks which are subject to the exchange of exchangeable bonds issued by the company on September 1, 2021. The treasury stock subject to this exchange is finalized at the time the exchange right is exercised and is currently deposited with the Korea Securities Depository. |
| *** | The company has disposed of 223,605 treasury stocks to the employee stock ownership association on February 25, 2022. |
5. Voting Rights
| (As of December 31, 2021) | ||||||
| Classification | Number of Common Shares | Remarks | ||||
| (1) Number of Issued Shares |
87,186,835 | — | ||||
| (2) Shares without Voting Rights |
11,561,263 |
Treasury stock and trust holding | ||||
| (3) Shares with Voting Rights |
75,625,572 | * | — | |||
| * | The above “(3) Shares with Voting Rights” is the number of shares based on holding voting rights as of December 31, 2021. |
6. Earnings and Dividends
| (In millions of KRW) | ||||||||||
| 2021 | 2020 | 2019 | ||||||||
| (Consolidated) Profit* |
6,617,239 | 1,602,148 | 1,835,087 | |||||||
| (Separate) Profit |
5,181,227 | 965,863 | 1,175,712 | |||||||
| Earnings per Share (Consolidated, KRW) |
85,377 | 20,165 | 22,823 | |||||||
| Cash Dividend Paid |
1,285,635 | 620,287 | 801,156 | |||||||
| Pay-out Ratio (Consolidated, %) |
19.4 | 38.7 | 43.7 | |||||||
| Dividend per Share (KRW) |
17,000 | 8,000 | 10,000 | |||||||
| Dividend Yield (%) |
6.0 | 3.0 | 4.1 | |||||||
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| * | (Consolidated) Profit : Profit attributable to owners of the controlling company |
| ** | Earnings per Share is based on consolidated financial statement prepared in K-IFRS |
| *** | The above Cash Dividend Paid, Dividend per Share and the related indexes include the year-end cash dividend, KRW 5,000/share, which will be approved at the 54th Ordinary General Meeting of Shareholders. |
7. Stock Prices and Trading Volumes
The stock prices and trading volumes of POSCO for the last 6 months are as follows.
A. The Korean Stock Market
| (KRW/share, In thousands of shares) | ||||||||||||||||||||||||||
| July 2021 |
August 2021 |
September 2021 |
October 2021 |
November 2021 |
December 2021 |
|||||||||||||||||||||
| Common share |
Highest Price | 367,500 | 360,000 | 375,000 | 328,000 | 300,500 | 295,000 | |||||||||||||||||||
| Lowest Price | 330,000 | 308,000 | 330,000 | 296,000 | 261,000 | 274,500 | ||||||||||||||||||||
| Average Price | 346,227 | 332,048 | 351,342 | 315,868 | 281,795 | 283,932 | ||||||||||||||||||||
| Trading volume |
Daily highest | 838 | 886 | 651 | 791 | 755 | 1,158 | |||||||||||||||||||
| Daily lowest | 198 | 263 | 238 | 244 | 220 | 159 | ||||||||||||||||||||
| Monthly | 9,709 | 9,340 | 8,096 | 7,259 | 8,417 | 9,557 | ||||||||||||||||||||
| B. New York Stock Exchange | ||||||||||||||||||||||||||
| (USD/ADS*, In thousands of ADS*) | ||||||||||||||||||||||||||
|
|
July 2021 |
August 2021 |
September 2021 |
October 2021 |
November 2021 |
December 2021 |
||||||||||||||||||||
| American Depositary Share (ADS) |
Highest Price | 79.8 | 77.2 | 79.2 | 69.5 | 63.5 | 61.8 | |||||||||||||||||||
| Lowest Price | 71.4 | 65.7 | 69.0 | 63.3 | 55.2 | 57.5 | ||||||||||||||||||||
| Average Price | 75.4 | 71.4 | 74.3 | 67.0 | 59.6 | 60.0 | ||||||||||||||||||||
| Trading volume |
Daily highest | 378.2 | 372.7 | 331.4 | 258.9 | 791.9 | 334.0 | |||||||||||||||||||
| Daily lowest | 85.3 | 109.2 | 132.3 | 78.8 | 112.8 | 98.8 | ||||||||||||||||||||
| Monthly | 3,126 | 4,003 | 4,028 | 3,546 | 5,176 | 4,080 | ||||||||||||||||||||
| * | ADS : American Depositary Share representing one-fourth of one share of Common Stock |
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1. Overview
A. Classification of Business
We classify our business into four segments:
Steel, Trading, Engineering & Construction, and Others.
B. Summary of Financial Status of Segment
| (In millions of KRW) | ||||||||||||||||||||||||
| Segment | 2021 | 2020 | 2019 | |||||||||||||||||||||
| Sales | Operating Income (Loss) |
Sales | Operating Income (Loss) |
Sales | Operating Income (Loss) |
|||||||||||||||||||
| Steel |
41,093,405 | 8,123,117 | 28,892,877 | 1,372,852 | 32,078,453 | 2,786,517 | ||||||||||||||||||
| Trading |
25,065,608 | 488,884 | 19,345,222 | 394,954 | 22,157,131 | 542,724 | ||||||||||||||||||
| Engineering & Construction |
6,398,366 | 424,085 | 6,576,170 | 385,048 | 6,944,629 | 338,865 | ||||||||||||||||||
| Others |
3,774,966 | 202,003 | 2,978,527 | 250,181 | 3,186,635 | 200,749 | ||||||||||||||||||
| Total |
76,332,345 | 9,238,089 | 57,792,796 | 2,403,035 | 64,366,848 | 3,868,855 | ||||||||||||||||||
2. Business Status of Segments
A. Steel
(1) Summary of Business
There are 62 consolidated companies in the steel segment, including 2 domestic companies including POSCO and POSCO C&C, and 60 overseas companies including POSCO (Zhangjiagang) Stainless Co., Ltd. in China and overseas processing centers. POSCO produces steel materials such as hot rolled, cold rolled and stainless steel at Pohang Works and Gwangyang Works. POSCO C&C is a company specializing in manufacturing surface-treated steel products, POSCO (Zhangjiagang) Stainless Co., Ltd., is a stainless steel sheet manufacturer and seller, and there are other overseas processing centers that process and sell steel materials.
The steel industry is a fundamental industry that has taken pivotal roles in the national economic development since the 1970s by supplying basic steel materials to demanding industries such as automobiles, shipbuilding, home appliances, construction, etc. The steel industry is a capital and technology-intensive industry that requires enormous initial investments.
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World crude steel production has increased every year since 2017 due to China’s continued implementation of its economic stimulus policy. Though the global crude steel production has decreased in 2020 affected by COVID-19, it has increased by +4.6% year-on-year to 1.951 billion tons in 2021 due to the economic recovery. Korea’s crude steel production also increased by +5.2% year-on-year to 71 million tons. Global steel demand declined in the first half of 2020 affected by the spread of COVID-19. However, the steel demand showed a recovery mainly in China from the second half of 2020 as the demand industry recovered. In 2021, there was a difference depending on the pace of recovery by country and industry, but overall demand growth remained solid.
The Korean steel market is tariff-free, and especially within the Northeast Asian region, there is little difference in logistics costs among Korea, China and Japan, so it can be viewed as an open market. All iron ore and coking coal that are the main raw materials for steel manufacturing, are imported. In order to secure stable raw materials sourcing, the company is continuously increasing purchases through raw material development investments by acquiring shares of overseas raw materials companies. Environmental regulations for the steel industry are being strengthened. To protect the environment, POSCO has continuously invested in environmental facilities and has been actively responding to future environmental changes such as low-carbon and green growth by commercializing the world’s first eco-friendly steel manufacturing method, FINEX and so on.
In the steel industry, automobiles, shipbuilding, and construction are the main demand industries, and steel products are used as raw materials for these demand industries. In terms of sales, the proportion of domestic sale is 60% of total sales and export sales are around 40%, and by export region, the proportion of China, Southeast Asia, and Japan is high. POSCO maintains order based production and sales system, and to secure stable sales, the proportion of direct sales to customers in domestic sales is maintained at about 60%. Under holding company system, the company will focus on the following management activities: First, POSCO Holdings will strengthen its steel business‘s future steel competitiveness by creating an eco-friendly steel base. Second, POSCO Holdings will step up its efforts to make secondary battery material business as a global top-tier by supporting its quantitative growth and securing differentiated competitiveness. Third, the company will cultivate its hydrogen business abilities in line with the market growth and expand venture investment in order to discover the group’s future growth engines. Fourth, POSCO Holdings will shift the direction of the group businesses such as Energy/Construction/Agri-Bio to promote eco-friendly value and expand growth opportunities.
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(2) Market Share
| (Millions of Tons, %) | ||||||||||||||||||||||
| 2021 | 2020 | 2019 | ||||||||||||||||||||
| Category | Production | Market share | Production | Market share | Production | Market share | ||||||||||||||||
| Crude Steel Production |
70.6 | 100 | % | 67.1 | % | 100 | % | 71.4 | % | 100% | ||||||||||||
| POSCO |
38.3 | 54.2 | % | 35.9 | % | 53.5 | % | 38.0 | % | 53.2% | ||||||||||||
| Others |
32.3 | 45.8 | % | 31.2 | % | 46.5 | % | 33.4 | % | 46.7% | ||||||||||||
|
Source: World Steel Association (www.worldsteel.org) |
B. Trading
(1) Market Share
| (Millions of US Dollars) | ||||||||||
| Category | 2021 | 2020 | Growth Rate | |||||||
| All Trading Companies in Korea |
644,438 | 512,498 | 25.74% | |||||||
| POSCO International Corp. |
8,741 | 5,341 | 63.66% | |||||||
|
|
Source: Korea International Trade Association |
(2) Summary of Businesses
POSCO International and its consolidated subsidiaries engage in three major businesses: trading, energy and others. In addition, POSCO International maintains a global network of over 80 subsidiaries and branches in major overseas regions. In the case of the trading business, POSCO International has been actively developing and expanding new businesses in fields such as secondary battery material business, agro-commodities and LNG trading based on the know-how accumulated over a long period of time in the traditional trading business and through its vast overseas networks. In the energy business, POSCO International conducts businesses such as natural gas and crude oil development, LNG infrastructure, natural resources and power generation infrastructure.
In addition to trading and energy business, POSCO International is actively exploring new business opportunities by establishing task force teams of four industries(smart farm, eco-friendly materials, green mobility, hydrogen) that have great growth potential. Meanwhile, the company strengths business basis of those new industries and creates synergy effects by supporting marketing of small and medium-sized domestic companies with its abundant trade experiences and broad networks around the world.
C. Engineering & Construction
POSCO E&C engages in mainly 3 businesses: plant, infrastructure and construction industry.
Plant business mainly focused on constructing integrated steel mills but it will be more focusing on electric furnace and investment of hydrogen-based reduction ironmaking process in line with global eco-friendly trend. In infrastructure business, the investment of eco-friendly facilities, expressways and railroads is expected to increase followed by government’s green new deal policy and wide-area transportation 2030 policy. In the construction business, based on its know-how in the construction of skyscrapers and commercial complexes, POSCO E&C involves in a new city and private complex development projects.
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D. Others
(1) POSCO ENERGY
POSCO ENERGY started its commercial operation in February, 1972 as the only privately-owned power plant in Korea. Since the early 1990’s, POSCO ENERGY continuously remodeled and built additional power plants meeting the increased demand for electricity in Korea. POSCO ENERGY acquired the LNG terminal business from POSCO in 2019, providing an opportunity to expand the LNG value chain. The LNG terminal business operates stable business structure through businesses such as tank rental, small scale LNG business, and ship trial run. POSCO ENERGY plans to secure stable profit base through the expansion of the LNG terminal in the future and grow into a general energy company focused on gas and power.
POSCO Energy has established a new fuel cell business division since 2007 to carry out projects such as manufacturing fuel cell facilities, marketing, long-term O&M services, and operating direct fuel cell power plants. The company has divided this specific sector and established Korea Fuel Cell Co., Ltd in order to strengthen business specialty and improve management efficiency.
(2) POSCO ICT
Based on the competitiveness in ICT, POSCO ICT has expanded Smart Factory and provided IT solutions to POSCO and POSCO subsidiaries. POSCO ICT has expanded Smart Factory based on the world’s first continuous process platform “PosFrame” and next-generation production optimization system “MES 3.0”. POSCO ICT has been actively applying smart technology for strategic businesses in manufacturing, logistics, trade, and energy sectors, such as building MES at the POSCO CHEMICAL’s anode and cathode material factory, spreading the Smart Management of POSCO International, and spreading the Intelligent Power Plant of POSCO Energy in order to promote the digital transformation of POSCO subsidiaries and other businesses.
(3) POSCO CHEMICAL
POSCO CHEMICAL operates mainly 3 businesses: refractory, quicklime & chemical and energy material. In the refractory business, POSCO CHEMICAL produces and maintains refractories. In the quicklime & chemical business, POSCO CHEMICAL produces quicklime and chemical products such as coal tar and light oil. In the energy material business, POSCO CHEMICAL provides cathode and anode materials which are the main components for secondary cells: cathode, anode, electrolyte and separation membrane. Due to environment-friendly policy with less carbon emission worldwide, demands for Energy Storage System and Electric Vehicle are expected to grow continuously.
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The company’s cathode material production capacity is expected to increase from 61 thousand tons/year in 2021 to 106 thousand tons/year in 2025. Furthermore, the production capacity of anode materials is expected to increase significantly from 40 thousand tons/year in 2021 to 275 thousand tons/year in 2025.
(4) POSCO M-TECH
POSCO M-TECH is a specialized supplier of steel products packaging and steel supplementary materials such as aluminum deoxidizers. In the case of steel products packaging, POSCO M-TECH continuously develops packaging automated molding machines and applies environment-friendly packaging materials. In addition, aluminum deoxidizers engage in primarily 3 types : Pellet, Mini-Pellet and Ingot. POSCO M-TECH has expanded the sales of aluminum deoxidizers in overseas markets.
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3. Key Products
A. Sales of Key Products (The Year 2021)
| (In hundred millions of KRW, %)
|
||||||||||||
| Business Area | Item | Specific Use | Total Sales | Ratio | ||||||||
|
Steel |
Hot-rolled Product (HR) | Steel pipe, Shipbuilding, etc. | 125,297 | 19.7 | % | |||||||
| Cold-rolled Product (CR) | Automobile , Home appliances, etc. | 199,285 | 31.4 | % | ||||||||
| Stainless Steel Products | Tableware, pipes, etc. | 122,434 | 19.3 | % | ||||||||
| Others | Plates, Wire rods, etc. | 188,473 | 29.6 | % | ||||||||
| Gross Sum | 635,489 | 100.0 | % | |||||||||
| Deduction of Internal Trade | (224,555 | ) | ||||||||||
| Sub Total | 410,934 | |||||||||||
|
Trading |
Steel, Metal | 363,486 | 80.3 | % | ||||||||
| Chemical, Strategic Item, Energy | 40,887 | 9.0 | % | |||||||||
| Others | 48,531 | 10.7 | % | |||||||||
| Gross Sum | 452,904 | 100.0 | % | |||||||||
| Deduction of Internal Trade | (202,248 | ) | ||||||||||
| Sub Total | 250,656 | |||||||||||
|
Engineering & Construction |
Domestic Construction | Architecture | 35,633 | 48.1 | % | |||||||
| Plant | 13,272 | 17.9 | % | |||||||||
| Civil Engineering | 6,771 | 9.1 | % | |||||||||
| Others | 1,763 | 2.4 | % | |||||||||
| Overseas Construction | 8,097 | 10.9 | % | |||||||||
| Owned Construction | 7,736 | 10.4 | % | |||||||||
| Others | 853 | 1.2 | % | |||||||||
| Gross Sum | 74,125 | 100.0 | % | |||||||||
| Deduction of Internal Trade | (10,141 | ) | ||||||||||
| Sub Total | 63,984 | |||||||||||
|
Others |
Electricity Sales, etc. | 67,879 | ||||||||||
| Deduction of Internal Trade | (30,129 | ) | ||||||||||
| Sub Total | 37,750 | |||||||||||
|
Total Sum |
763,323 | |||||||||||
15
Table of Contents
B. Price Movement Trends of Key Products
| (In thousands of KRW/ Tons, KRW/kWh)
|
||||||||||||||
| Business Area | Products | 2021 | 2020 | 2019 | ||||||||||
|
Steel |
Hot-rolled Product (HR) | 970 | 622 | 695 | ||||||||||
| Cold-rolled Product (CR) | 1,035 | 759 | 800 | |||||||||||
|
Others |
Electric Power | 98 | 72 | 94 | ||||||||||
| Refractory | 913 | 965 | 1,073 | |||||||||||
| Lime | 104 | 106 | 111 | |||||||||||
|
|
Trade and Engineering & Construction businesses are not reflected on the table above due to difficulties in measuring the price movement trend. |
[Steel]
| (1) | Criteria for Calculation |
| (a) | Subjects for Calculation: Unit sales prices of the standard hot-rolled product and cold-rolled product |
| (b) | Calculation Method and Unit: The average price of each product based on its total sales including the freight costs during the given period. |
| (2) | Factors of Price Changes |
Since 2016, prices have continued to rise, but after a slight decline in 2019 as the domestic and overseas demand industry worsened, prices fell sharply due to COVID-19 in 2020.
In 2020, sales prices of major products fell year-on-year due to the contraction of the steel demand industry affected by COVID-19. In contrast, rapid recovery of the demand industry and tight steel supply condition influenced by Chinese government’s steel production control and export regulation policies pushed the steel products’ price up sharply in 2021.
[Others]
| (1) | Criteria for Calculation |
| (a) | Electric Power = Price of electric power / Total amount of power generated |
| (b) | Refractory and lime: Average sales price including freight cost |
16
Table of Contents
4. Major Raw Materials
A. Current Status of Major Raw Materials
| (In hundred millions of KRW)
| ||||||||||||
| Business Area | Type of Purchase | Item | Specific Use |
Purchase Amount (Portion, %) |
Remarks | |||||||
| Steel | Raw Materials | Materials for Iron-making |
Iron Ore for Blast Furnaces |
|
172,485 (60.9 |
) |
Iron Ore, Coal | |||||
| Sub-materials | Sub-materials for Iron-making, Steelmaking |
|
53,015 (18.7 |
) |
Iron Material, Alloy Iron, Non-ferrous Metal, Limestone, etc. | |||||||
| Stainless Steel Materials | Key Materials for STS Production |
|
57,610 (20.4 |
) |
Nickel, Ferrochrome, STS Scrap Iron, etc. | |||||||
| Engineering & Construction | Raw Materials | Ready-mixed Concrete | Construction of Structure | |
1,783 (14.2 |
) |
||||||
| Steel Reinforcement |
Strengthening Concrete | |
2,202 (17.5 |
) |
||||||||
| Cable | Electricity Transfer | |
207 (1.6 |
) |
||||||||
| Steel Pile | Foundation of Structure | |
266 (2.1 |
) |
||||||||
| Others | Construction of Pipe and Structure etc. | |
8,131 (64.6 |
) |
||||||||
| Others | Raw Materials | LNG | Material for Power Generation | |
12,788 (58.8 |
) |
||||||
| Limestone | Production of Lime | |
934 (4.3 |
) |
||||||||
| Others | Engineering business etc. | |
8,024 (36.9 |
) |
||||||||
17
Table of Contents
B. Price Movement Trends of Major Raw Materials
| (In thousands of KRW)
|
||||||||||||||
| Business Area | Category | 2021 | 2020 | 2019 | ||||||||||
|
Steel |
Iron Ore(per ton) | 169 | 120 | 102 | ||||||||||
| Coal(per ton) | 257 | 147 | 207 | |||||||||||
| Scrap Iron(per ton) | 563 | 348 | 347 | |||||||||||
| Nickel(per ton) | 21,130 | 16,254 | 16,148 | |||||||||||
| Engineering & Construction |
Ready-mixed Concrete (per m3) |
68 | 65 | 63 | ||||||||||
| Steel Pile (per m) |
272 | 102 | 136 | |||||||||||
| Steel Reinforcement (per kg) |
1 | 1 | 1 | |||||||||||
| Cable (per m) |
1 | 1 | 1 | |||||||||||
|
Others |
LNG (per ton) |
702 | 484 | 668 | ||||||||||
| Lime (per ton) |
19 | 19 | 20 | |||||||||||
18
Table of Contents
[Steel]
|
|
Price Movement Trend of Major Raw Materials |
| (1) Iron Ore
|
(In US Dollars/ Tons)
|
|||||||||||||||||||||||||||||||||||||||||||||||
| ’21.4Q | ’21.3Q | ’21.2Q | ’21.1Q | ’20.4Q | ’20.3Q | ’20.2Q | ’20.1Q | ’19.4Q | ’19.3Q | ’19.2Q | ’19.1Q | |||||||||||||||||||||||||||||||||||||
| Trend of International Benchmark Price (Free On Board, “FOB”) |
96 | 148 | 188 | 158 | 126 | 110 | 88 | 83 | 80 | 92 | 94 | 77 | ||||||||||||||||||||||||||||||||||||
| (2) Coal
|
(In US Dollars/ Tons)
|
|||||||||||||||||||||||||||||||||||||||||||||||
| ’21.4Q | ’21.3Q | ’21.2Q | ’21.1Q | ’20.4Q | ’20.3Q | ’20.2Q | ’20.1Q | ’19.4Q | ’19.3Q | ’19.2Q | ’19.1Q | |||||||||||||||||||||||||||||||||||||
| Trend of International Benchmark Price (FOB) |
369 | 264 | 137 | 127 | 109 | 115 | 118 | 155 | 140 | 161 | 203 | 206 | ||||||||||||||||||||||||||||||||||||
| (3) Scrap Iron
|
(In US Dollars/ Tons)
|
|||||||||||||||||||||||||||||||||||||||||||||||
| ’21.4Q | ’21.3Q | ’21.2Q | ’21.1Q | ’20.4Q | ’20.3Q | ’20.2Q | ’20.1Q | ’19.4Q | ’19.3Q | ’19.2Q | ’19.1Q | |||||||||||||||||||||||||||||||||||||
| Trend of Purchase Price (Cost and Freight, “CFR”) |
527 | 500 | 497 | 443 | 361 | 289 | 254 | 274 | 270 | 290 | 312 | 325 | ||||||||||||||||||||||||||||||||||||
(4) Nickel
| ’21.4Q | ’21.3Q | ’21.2Q | ’21.1Q | ’20.4Q | ’20.3Q | ’20.2Q | ’20.1Q | ’19.4Q | ’19.3Q | ’19.2Q | ’19.1Q | |||||||||||||
|
Trend of London Metal Exchange (“LME”) Cash Price |
USD 8.99 /lb USD 19,821/ton |
USD 8.68 /lb USD 19,125/ton |
USD 7.87 /lb USD 17,359/ton |
USD 7.97 /lb USD 17,570/ton |
USD 7.23 /lb USD 15,930/ton |
USD 6.45 /lb USD 14,210/ton |
USD 5.54 /lb USD 12,215/ton |
USD 5.77 /lb USD 12,723/ton |
USD 7.01 /lb USD 15,450/ton |
USD 7.05 /lb USD 15,540/ton |
USD 5.56 /lb USD 12,258/ton |
USD 5.61 /lb USD 12,369/ton |
|
|
LME : London Metal Exchange |
19
Table of Contents
[Engineering and Construction]
(1) Criteria for Calculation
| Products | Criteria for Calculation | |
| Ready-mixed Concrete | Standard 25-210-15 | |
| Steel Pile | SPIRAL, 609.6, 9T, STP275, KS F 4602 | |
| Steel Reinforcement | SD400 D10mm | |
| Cable | TFR-3, 0.6/1KV, 2.5SQ, 2C |
[Others]
| (1) | Criteria for Calculation |
<POSCO ENERGY>
LNG: The average price between LNG purchased from Korea Gas Corporation and LNG purchased directly from foreign suppliers
<POSCO CHEMICAL>
Refractory and lime: Purchase prices including freight costs
20
Table of Contents
5. Production and Facilities
A. Production Capacity
[Steel]
| (Thousands of Tons)
|
||||||||||||||
| Business Area | Products | 2021 | 2020 | 2019 | ||||||||||
|
Steel |
Crude Steel | 45,330 | 45,330 | 47,534 | ||||||||||
[Others]
| (Electric Power: MW/year, Lime: Thousands of Tons/year)
|
||||||||||||||||
| Business Area | Products | 2021 | 2020 | 2019 | ||||||||||||
| Power Generation |
Electric Power | Incheon | 3,412 | 3,412 | 3,412 | |||||||||||
| Gwangyang | — | — | 284 | |||||||||||||
| Pohang | — | — | 290 | |||||||||||||
| Lime |
Lime | 2,190 | 2,196 | 2,190 | ||||||||||||
B. Production Result and Capacity Utilization Rate
[Steel]
(1) Production
| (Thousands of Tons)
|
||||||||||||||
| Products | 2021 | 2020 | 2019 | |||||||||||
| Crude Steel |
42,964 | 40,579 | 42,948 | |||||||||||
|
Products |
Hot-Rolled Steel | 9,243 | 9,128 | 8,739 | ||||||||||
| Plate | 6,832 | 7,009 | 7,191 | |||||||||||
| Wire Rod | 2,688 | 2,666 | 2,756 | |||||||||||
| Pickled-Oiled Steel | 2,880 | 2,432 | 2,967 | |||||||||||
| Cold-Rolled Products | 7,898 | 6,795 | 7,416 | |||||||||||
| Coated Steel | 7,446 | 6,316 | 6,526 | |||||||||||
| Electrical Steel | 1,032 | 826 | 819 | |||||||||||
| Stainless Steel | 4,099 | 3,900 | 3,850 | |||||||||||
| Others | 3,106 | 4,691 | 5,761 | |||||||||||
| Total | 45,224 | 43,763 | 46,025 | |||||||||||
|
|
The amount of products is the aggregate amount of POSCO’s production and production of POSCO subsidiaries, which may include interested parties’ transactions. |
21
Table of Contents
(2) Capacity Utilization Rate
| (Thousands of Tons, %)
|
||||||||||||||
| Company | Capacity | Production | Utilization Rate | |||||||||||
|
Crude Steel Production |
POSCO | 40,680 | 38,263 | 94.1 | % | |||||||||
| PT.KRAKATAU POSCO | 3,000 | 3,135 | 104.5 | % | ||||||||||
| POSCO YAMATO VINA STEEL JOINT STOCK COMPANY | 550 | 577 | 104.9 | % | ||||||||||
| POSCO (Zhangjiagang) Stainless Steel Co., Ltd. | 1,100 | 989 | 89.9 | % | ||||||||||
| Total | 45,330 | 42,964 | 94.8 | % | ||||||||||
|
|
POSCO YAMATO VINA STEEL JOINT STOCK COMPANY had production capacity of crude steel 1,100 thousand tons/year: section steel 550 thousand tons/year and reinforcing bar 550 thousand tons/year. However, after the exit of the reinforcing bar business in November 2019, the current crude steel production capacity is 550 thousand tons/year. |
|
|
Trade and Engineering & Construction businesses are not reflected on the table due to difficulties in measuring capacity, production and utilization rate of such businesses. |
[Others]
(1) Production Result
| (Gwh, Thousands of Tons)
|
||||||||||||||
| Business Area | Products | 2021 | 2020 | 2019 | ||||||||||
|
Power Generation |
Electric Power | 13,493 | 13,998 | 15,928 | ||||||||||
|
Lime |
Lime | 2,477 | 2,345 | 2,542 | ||||||||||
(2) Capacity Utilization Rate
| (Hour, %)
|
||||||||||||||
| Business Area | Products |
2021 Capacity |
2020 Production |
Utilization Rate | ||||||||||
|
Power Generation |
Incheon Power Plant | 8,760 | 5,516 | 63.0 | % | |||||||||
| (Thousands of Tons, %)
|
||||||||||||||
| Business Area | Products | Capacity | Production | Utilization Rate | ||||||||||
|
Lime |
Lime | 2,190 | 2,477 | 111.7 | ||||||||||
22
Table of Contents
C. Production Facilities
(1) The current status of production facilities
[Land]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
|
Steel |
2,013,822 | — | (169,543 | ) | — | 1,844,279 | ||||||||||||||
|
Trade |
50,688 | 133,032 | — | — | 183,720 | |||||||||||||||
|
Engineering & Construction |
25,579 | 65 | — | — | 25,644 | |||||||||||||||
|
Others |
499,998 | 149,074 | — | — | 649,072 | |||||||||||||||
[Buildings]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
|
Steel |
3,258,592 | 268,388 | (26,297 | ) | (292,941 | ) | 3,207,742 | |||||||||||||
|
Trade |
374,644 | 125,241 | (7,724 | ) | (30,114 | ) | 462,047 | |||||||||||||
|
Engineering & Construction |
81,702 | 11,705 | — | (2,251 | ) | 91,156 | ||||||||||||||
|
Others |
446,462 | 21,599 | — | (24,556 | ) | 443,505 | ||||||||||||||
[Structures]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
|
Steel |
2,433,141 | 310,184 | (26,126 | ) | (206,931 | ) | 2,510,268 | |||||||||||||
|
Trade |
2,071 | 25,025 | — | (1,783 | ) | 25,313 | ||||||||||||||
|
Engineering & Construction |
4,456 | 539 | (54 | ) | (427 | ) | 4,514 | |||||||||||||
|
Others |
585,558 | 36,375 | (1,104 | ) | (29,129 | ) | 591,700 | |||||||||||||
[Machinery and Equipments]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
|
Steel |
14,864,929 | 2,106,344 | (564,358 | ) | (2,156,684 | ) | 14,250,231 | |||||||||||||
|
Trade |
266,848 | 149,068 | — | (42,562 | ) | 373,354 | ||||||||||||||
|
Engineering & Construction |
5,071 | 1,706 | (36 | ) | (1,013 | ) | 5,728 | |||||||||||||
|
Others |
1,720,459 | 301,210 | (70,208 | ) | (160,618 | ) | 1,790,843 | |||||||||||||
23
Table of Contents
[Vehicles]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
22,881 | 29,171 | (10,682 | ) | (10,122 | ) | 31,248 | |||||||||||||
| Trade |
5,469 | 4,491 | (2,331 | ) | (1,692 | ) | 5,937 | |||||||||||||
| Engineering & Construction |
1,133 | 1,767 | (1,145 | ) | (364 | ) | 1,391 | |||||||||||||
| Others |
7,673 | 4,239 | (1,336 | ) | (3,122 | ) | 7,454 | |||||||||||||
[Tools and Fixtures]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
54,166 | 28,434 | (19,441 | ) | (18,203 | ) | 44,956 | |||||||||||||
| Trade |
1,363 | 35,304 | (7,106 | ) | (7,870 | ) | 21,691 | |||||||||||||
| Engineering & Construction |
1,027 | 936 | (228 | ) | (447 | ) | 1,288 | |||||||||||||
| Others |
3,745 | 15,940 | (5,412 | ) | (4,413 | ) | 9,860 | |||||||||||||
[Equipment]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
66,145 | 92,561 | (22,072 | ) | (28,543 | ) | 108,091 | |||||||||||||
| Trade |
25,298 | 14,618 | (7,583 | ) | (9,917 | ) | 22,416 | |||||||||||||
| Engineering & Construction |
3,532 | 10,006 | (8,205 | ) | (1,626 | ) | 3,707 | |||||||||||||
| Others |
32,484 | 10,814 | (3,634 | ) | (7,716 | ) | 31,948 | |||||||||||||
[Financial Lease Assets]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
490,290 | 179,727 | (16,637 | ) | (43,716 | ) | 609,664 | |||||||||||||
| Trade |
95,191 | 134,521 | (93,075 | ) | (48,462 | ) | 88,175 | |||||||||||||
| Engineering & Construction |
82,876 | 78,034 | (48,889 | ) | (40,443 | ) | 71,578 | |||||||||||||
| Others |
105,343 | 46,462 | (12,107 | ) | (41,369 | ) | 98,329 | |||||||||||||
24
Table of Contents
[Biological Assets]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
— | — | — | — | — | |||||||||||||||
| Trade |
149,965 | 42,374 | (28,393 | ) | (9,264 | ) | 154,682 | |||||||||||||
| Engineering & Construction |
— | — | — | — | — | |||||||||||||||
| Others |
— | — | — | — | — | |||||||||||||||
[Assets under Construction]
| (In millions of KRW)
|
||||||||||||||||||||
| Business Area | Beginning Book Balance |
Increased | Decreased | Depreciation | Ending Book Balance |
|||||||||||||||
| Steel |
1,438,271 | 2,049,509 | (2,211,860 | ) | (164,906 | ) | 1,111,014 | |||||||||||||
| Trade |
58,150 | 68,397 | (64,863 | ) | (25,650 | ) | 36,034 | |||||||||||||
| Engineering & Construction |
2,043 | 515 | (397 | ) | — | 2,161 | ||||||||||||||
| Others |
119,076 | 711,682 | (154,800 | ) | — | 675,958 | ||||||||||||||
25
Table of Contents
(2) New Facility Establishment, Purchase, Etc.
(a) Investments under Construction
| [Steel]
|
(In hundred millions of KRW)
| |||||||||||
| Company | Date | Project | Total Investment |
Invested Amount |
Amount Invested |
|||||||||||||
|
POSCO |
Expansion/ Establishment | October 2008 ~ December 2026 |
P) Establishment of #6 Coke plant |
17,121 | 7,236 | 9,885 | ||||||||||||
| November 2021 ~ December 2025 |
G) Increased production capacity of electrical steel for eco-friendly vehicles in Gwangyang |
9,088 | 2 | 9,086 | ||||||||||||||
| Maintenance/ Improvement |
September 2015 ~ October 2028 |
P) Improvement of #2 Hot strip mill furnace |
11,579 | 3,259 | 8,320 | |||||||||||||
| August 2020 ~ August 2022 |
G) 2nd renovation of #4 Furnace |
3,307 | 1,586 | 1,722 | ||||||||||||||
|
POSCO SPS |
Expansion/ Establishment |
October 2020 ~ January 2022 |
Machinery, etc (HEV) | 101 | 38 | 63 | ||||||||||||
| February 2021 ~ January 2022 |
Cheonan factory | 123 | 102 | 21 | ||||||||||||||
| June 2021 ~ March 2022 |
Machinery, etc.(Pohang) | 152 | 3.0 | 149 | ||||||||||||||
|
PT. KRAKATAU POSCO |
Expansion/ Establishment |
July 2021 ~ August 2022 |
Establishment of SPM (Skin Pass Mill) | 117 | 32 | 85 | ||||||||||||
|
|
P stands for Pohang Steel Works. |
|
|
G stands for Gwangyang Steel Works. |
|
|
Ongoing investments over KRW 10 billion as of December 31, 2020 are listed on the table. |
| [Others]
|
(In hundred millions of KRW)
| |||||||||||
| Company | Date | Project | Total Investment |
Invested Amount |
Amount to Be |
|||||||||||||
|
POSCO ICT |
Establishment/ Expansion |
January 2020 ~ December 2021 |
System improvement, IT facility purchase, etc. | 194 | 14 | 180 | ||||||||||||
| Establishment/ Expansion |
January 2020 ~ December 2021 |
Expansion of SM server |
148 | 67 | 81 | |||||||||||||
|
POSCO CHEMICAL |
Establishment/ Expansion |
July 2020 ~ November 2022 |
The 3rd stage of cathode material factory in Gwangyang | 2,895 | 1,653 | 1,242 | ||||||||||||
| Establishment/ Expansion |
November 2020 ~ March 2024 |
The 4th stage of cathode material factory in Gwangyang | 2,758 | 869 | 1,889 | |||||||||||||
| Establishment/ Expansion |
December 2021 ~ August 2022 |
The stage of cathode material factory in Pohang | 272 | 240 | 32 | |||||||||||||
| Establishment/ Expansion |
November 2019 ~ December 2022 |
The 2nd stage of production line up expansion in #2 anode material factory | 1,651 | 1,225 | 426 | |||||||||||||
| Establishment/ Expansion |
February 2020 ~ May 2024 |
Establishment of artificial graphite anode factory | 2,177 | 1,142 | 1,035 | |||||||||||||
| Establishment/ Expansion |
November 2019 ~ December 2021 |
Renovation of refractory factory for production increase | 499 | 499 | 0 | |||||||||||||
| Establishment/ Expansion |
October 2020 ~ November 2022 |
Facilities rationalization of refractory sintering plant in Pohang | 327 | 21 | 306 | |||||||||||||
|
POSCO Energy |
Establishment/ Expansion |
March 2020 ~ December 2021 |
Expansion of evaporator for Gwangyang LNG Terminal | 360 | 304 | 56 | ||||||||||||
| Establishment/ Expansion |
January 2021 ~ June 2024 |
Gwangyang LNG #6 Tank | 1,437 | 341 | 1,096 | |||||||||||||
| POSCO M-TECH |
Establishment/ Expansion |
November 2021 ~ June 2023 |
Prevent safety risks and increase logistics/manpower management efficiency | 113 | 0 | 113 | ||||||||||||
Ongoing investments over KRW 10 billion as of December 31, 2020 are listed on the table.
26
Table of Contents
6. Product Sales
| [Steel]
|
(In hundred millions of KRW)
| |||||||||||
| Items | 2021 | 2020 | 2019 | |||||||||||
|
Domestic |
Hot-Rolled Products | 70,117 | 39,663 | 42,605 | ||||||||||
| Cold-Rolled Products | 54,864 | 37,870 | 39,716 | |||||||||||
| Stainless Steel | 35,722 | 23,746 | 21,167 | |||||||||||
| Others | 94,737 | 63,111 | 77,026 | |||||||||||
|
Export |
Hot-Rolled Products | 55,180 | 37,368 | 41,064 | ||||||||||
| Cold-Rolled Products | 144,421 | 101,808 | 125,658 | |||||||||||
| Stainless Steel | 86,712 | 72,140 | 80,181 | |||||||||||
| Others | 93,736 | 66,877 | 70,667 | |||||||||||
|
Total |
Gross Sum | 635,489 | 442,583 | 498,084 | ||||||||||
| Internal Transaction | (224,555 | ) | (153,654 | ) | (177,299 | ) | ||||||||
| Total | 410,934 | 288,929 | 320,785 | |||||||||||
27
Table of Contents
| [Trading]
|
(In hundred millions of KRW)
| |||||||||||
| Items | 2021 | 2020 | 2019 | |||||||||||
|
Domestic |
Merchandise | 63,137 | 33,565 | 29,315 | ||||||||||
| Product | 8,757 | 2,028 | 5,120 | |||||||||||
| Others | 1,174 | 240 | 1,101 | |||||||||||
|
Export |
Merchandise | 137,741 | 75,922 | 69,347 | ||||||||||
| Product | 1,223 | 528 | 205 | |||||||||||
| Others | 207 | 1,191 | 638 | |||||||||||
|
Trades among the 3 countries |
240,665 | 209,446 | 270,522 | |||||||||||
|
Gross Sum |
452,904 | 322,920 | 376,248 | |||||||||||
|
Internal Transaction |
(202,248 | ) | (129,468 | ) | (154,677 | ) | ||||||||
|
Total |
250,656 | 193,452 | 221,571 | |||||||||||
| [Engineering & Construction]
|
(In hundred millions of KRW)
| |||||||||||
| Items | 2021 | 2020 | 2019 | |||||||||||
|
Domestic |
Building | 35,633 | 42,761 | 44,681 | ||||||||||
| Plant | 13,272 | 12,887 | 10,953 | |||||||||||
| Civil Engineering | 6,771 | 6,177 | 6,098 | |||||||||||
| Others | 1,763 | — | — | |||||||||||
|
Overseas |
8,097 | 7,089 | 7,190 | |||||||||||
|
Own Construction |
7,736 | 4,866 | 5,712 | |||||||||||
|
Other Subsidiary company sales |
853 | 2,320 | 2,246 | |||||||||||
|
Gross Sum |
74,125 | 76,100 | 76,880 | |||||||||||
|
Internal Transaction |
(10,141 | ) | (10,338 | ) | (7,434 | ) | ||||||||
|
Total |
63,984 | 65,762 | 69,446 | |||||||||||
28
Table of Contents
[Others]
| (In hundred millions of KRW)
|
||||||||||||
| Items | 2021 | 2020 | 2019 | |||||||||
| Electric Power Sales |
37,750 | 29,785 | 31,866 | |||||||||
7. Derivatives
We use forward exchange contracts to hedge against the exchange rate risk for foreign currency loans. As of December 31, 2021, we assessed the fair value of our currency swap contracts to be USD 0.5 billion(expiring August, 2023), USD 0.5 billion(expiring July, 2024) USD 0.5 billion(expiring November, 2022), USD 0.5 billion(expiring January, 2023), USD 0.44 billion(expiring January, 2025), and EUR 0.5 billion(expiring January, 2024).
The transaction gain of forward exchange contracts is KRW 16,300 million(expiring April, 2021). Also, we recognized KRW 261,963 million of valuation gain on currency swap contracts. The transaction gain of currency swap contracts is KRW 2,910 million.
8. Significant Contracts
| Company | Contract | Date | Remarks | |||
|
POSCO |
Small scale merger of POSCO Processing &Service | August 2018 |
1) Purpose: To increase operational efficiency 2) Information: POSCO Processing & Service(POSCO P&S) is merged into POSCO • The merger ratio is 1 : 0.1456475 (POSCO : POSCO P&S) • POSCO will distribute its treasury shares to the shareholders of POSCO P&S, and new shares will not be issued. 3) Conclusion of a contract: August 23, 2018 4) Date of merger: January 1, 2019 5) Registration of merger: February 1, 2019 | |||
| Small scale merger withBy-product Hydrogen Generation Business after spin-off from POSCO ENERGY | April 2019 |
1) Purpose: To increase operational efficiency 2) Information: By-product Hydrogen Generation Business of POSCO ENERGY will be merged into POSCO • The merger ratio is 1 : 0.1145836 (POSCO : POSCO ENERGY) 3) Conclusion of a contract: April 16, 2019 4) Date of merger: September 1, 2019 5) Registration of merger: September 9, 2019 | ||||
| LNG Terminal Business Transfer Agreement | April 2019 |
1) Business transferee: POSCO ENERGY 2) Conclusion of a contract: April 16, 2019 3) Date of transfer: September 1, 2019 4) Transfer amount : KRW 608,019 million 5) Information: LNG Terminal Business of POSCO in Gwangyang will be transferred to POSCO ENERGY |
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|
POSCO International Corporation |
Investment on the 2nd stage development of A-1 / A-3 block in Myanmar gas field |
June 2018 |
1) Investment amount: KRW 511,709,005,500 (USD 473,235,000) 2) Development period: August 1, 2017 ~ December 31, 2022 3) Gas production schedule: By additionally developing Shwe gasfield and newly developing Shwe Phyu gasfield, production will start in 2021 from Shwe and 2022 from Shwe Phyu 4) Other Information • Location: North-west offshore, Myanmar • This investment is the 2nd stage of development, which consists of 3 stages in Myanmar gas field development. The purpose of investment is to maintain current gas production level by completing more drilling and adding more production wells to current Shwe platform. • In July 2018, facility design and construction began, and production is scheduled to start in 2021 in Shwe and in 2022 in She Phyu. But the development period includes the duration of feasibility test and basic design from August 2017 to May 2018. • POSCO International Corporation : 51.0% • ONGC VIDESH(Oil and Natural Gas Corporation Videsh Limited) : 17.0% • MOGE(Myanmar Oil and Gas Enterprise): 15.0% • GAIL (India) Limited : 8.5% • KOGAS(Korea Gas Corporation): 8.5% • Investment size of USD 473,235 thousand, applying the exchange rate of 1USD=1,081.30 KRW, was disclosed on the date of the BOD resolution (May 31, 2018). • Detailed information and future timeline on this resource development investment is subject to change.
| |||
| Small scale merger with Steel segment after spinoff from POSCO Processing &Service | November 2016 |
1) Purpose: Expanding the company’s capabilities in steel trading business and enhancing global competitiveness of the company’s steel business 2) Information: POSCO International merges with the steel segment and others of POSCO P&S at the merger ratio of 1: 0.4387662, after the spin off from POSCO P&S 3) Conclusion of a contract: November 4, 2016 4) Date of merger: March 1, 2017 5) Registration of merger: March 2, 2017 | ||||
| Split-off of Domestic steel processing businesses | October 2019 |
1) Purpose : To specialize in steel processing business by splitting-off business division 2) Method : Split-off 3) Resolution date of Board of Directors : October 25, 2019 4) Shareholders’ meeting for approval : March 30, 2020 5) Date of Split-off : March 31, 2020 6) Registration date of Split-off : April 3, 2020 | ||||
| Investment on the 3rd stage development of A-1 / A-3 block in Myanmar gas field |
June 2020 |
1) Investment amount: KRW 365,786,302,000 2) Development period: September 1, 2019 ~ December 31, 2024 3) Schedule : Installation Completion of low-pressure gas compression platform and commenced operation in 2024 4) Other Information • Location: North-west offshore, Myanmar • This investment is the 3rd stage of development, which consists of 3 stages in Myanmar gas field development. The purpose of investment is to maintain current gas production level stably by installing low-pressure gas compression platform. • In the first quarter of 2021, the design and production of the equipment for this work will be started, and it is planned to start operation in 2024. The “(2) Development period” above is the period including the basic design progress period, September 2019 to September 2020. • Participation rate of each company in gas production and offshore pipeline transportation business • POSCO International Corporation : 51.0% • ONGC VIDESH(Oil and Natural Gas Corporation Videsh Limited) : 17.0% • MOGE(Myanmar Oil and Gas Enterprise): 15.0% • GAIL (India) Limited : 8.5% • KOGAS(Korea Gas Corporation): 8.5% • Investment size of USD 315,170 thousand, applying the exchange rate of 1USD=1,160.60 KRW, which is the date of the BOD resolution. • Detailed information and future timeline on this resource development investment is subject to change.
September 22, 2020 (Decision on natural resources investment) | ||||
| Decision to acquire shares of Senex Energy (Australia) | December 2021 |
1) Purpose : To specialize in steel processing business by splitting-off business division 2) Method : Cash acquisition 3) Resolution date of Board of Directors : December 10, 2021 4) Acquisition amount (Expected) : KRW 371,971,889,470 5) Number of shares acquired (Expected) : 92,819,070 Shares 6) Expected date of acquisition : March 31, 2022 7) equity structure (after acquisition of shares) : • POSCO International : 50.1% • Hancock Energy (Australia) : 49.9% |
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Table of Contents
| POSCO ENGINEERING & CONSTRUCTION |
Small scale merger with POSCO ENGINEERING CO., LTD. | November 2016 |
1) Purpose: Production and development of land gas field in eastern Australia 2) Information: POSCO E&C merges with POSCO Engineering at the merger ratio of 1:0, and POSCO E&C will not be issuing new shares 3) Conclusion of a contract: November 23, 2016 4) Date of merger: February 1, 2017 5) Registration of merger: February 14, 2017 | |||
| POSCO O&M | Small scale merger with Blue O&M and MegaAsset | February 2019 |
1) Purpose: Enhancing foundation of growth by improving management efficiency and creating synergies among businesses 2) Information: POSCO O&M merges with Blue O&M and MegaAsset 3) Date of merger: February 1, 2019 4) Registration of merger: February 11, 2019 | |||
| POSCO ENERGY | Contract of Shares Transfer | July 2018 |
1) Contract Parties: Nonghyup Bank(The third agent of KIAMCO PowerEnergy Private Special Assets Investment Trust), Doosan Heavy Industries & Construction, POSCO E&C, Industrial Bank of Korea(The first agent of Multi Asset POSPower Samcheok coal-fired private investment trust) 2) Signed Date: July, August, 2018 3) Contract Amount : KRW 343,706 million 4) Information: Contract of shares transfer for disposal of 68.5%(July) and 2.5%(August) POSPower shares | |||
| Spin-off By-product Hydrogen Generation Business for merger into POSCO |
April 2019 |
1) Contract counterpart: POSCO 2) Conclusion of a contract: April 16, 2019 3) Date of merger: September 1, 2019 4) Merger payment : KRW 1,163,692 million (No issuance of new shares from POSCO) 5) Information : POSCO merges with Hydrogen Generation Business of POSCO ENERGY at the merger ratio of 1:0.1145836 | ||||
| LNG Terminal Business Transfer Agreement | April 2019 |
1) Business transferor: POSCO 2) Conclusion of a contract: April 16, 2019 3) Date of transfer: September 1, 2019 4) Transfer amount : KRW 608,019 million 5) Information: LNG Terminal Business of POSCO in Gwangyang will be transferred to POSCO ENERGY | ||||
| Merger | May 2020 |
1) Contract counterpart : PSC Energy Global Co., Ltd. 2) Signed date : May 26, 2020 3) Date of merger : August 1, 2020 4) Merger ratio : 1.0000000 : 0.0000000 5) Information : POSCO ENERGY merges PSC Energy Global Co., Ltd., a wholly owned subsidiary of POSCO ENERGY | ||||
| POSCO YAMATO VINA STEEL JOINT STOCK COMPANY (Former, SS VINA JOINT STOCK COMPANY |
Joint stock contract with YAMATO KOGYO CO., LTD. and SIAM YAMATO STEEL CO., LTD. to improve business structure | March 2020 |
1) Purpose: To improve business structure by collaborating with leading company in section steels 2) Information: POSCO’s 100% share of POSCO SS VINA changes to 51% YAMATO KOGYO CO., LTD. takes 30% of shares and SIAM YAMATO STEEL CO., LTD. takes 19% of shares. 3) Conclusion of a contract: March 18, 2020 4) Registration of joint stock company : April 28, 2020 |
31
Table of Contents
9. Research and Development
A. Research and Development (“R&D”) Organization
| Business Area | Company | Organization | ||
| Steel |
POSCO | Steel Production and Technology Strategy Office | ||
| Environmental Planning Office | ||||
| Technical Research Laboratories | ||||
| Steel Product Research Lab | ||||
| Process and Engineering Research Lab | ||||
| Automotive Steel Research Lab | ||||
| Steel Solution Research Lab | ||||
| LiB Materials Business Office | ||||
| POSCO COATED & COLOR STEEL Co,. Ltd. | Production & Marketing Strategy Office | |||
| POSCO (Zhangjiagang) Stainless Co., Ltd. | R&D Center | |||
| POSCO MOBILITY SOLUTION | STS Business Office R&D Group | |||
| Core Business Office Product Process Development Group | ||||
| Core Business Office Mold Research Group | ||||
|
Engineering & Construction |
POSCO Engineering & Construction,. LTD. | R&D Center | ||
| POSCO A&C | R&D Center | |||
|
Others |
POSCO ENERGY CO., LTD. | Energy Business Development Office | ||
| POSCO ICT | R&D Center | |||
| POSCO CHEMICAL | R&D Center | |||
| Energy Material R&D Center | ||||
| POSCO M-TECH | R&D Center (Pohang) |
B. R&D Expenses in 2021 (In millions of KRW)
| Category | Business Area | |||||||||||||||||||
| Steel | Trade | Engineering & Construction |
Others | Total | ||||||||||||||||
| Selling and Administrative Cost |
84,583 | — | 3,868 | 35,174 | 123,628 | |||||||||||||||
|
Manufacturing Cost |
342,209 | — | 3,042 | 207 | 345,457 | |||||||||||||||
| R&D Cost (Intangible Assets) |
(5,503 | ) | — | 1 | 11,814 | 6,312 | ||||||||||||||
|
Total* |
421,289 | — | 6,911 | 47,195 | 475,397 | |||||||||||||||
|
Government Subsidy |
536 | — | 536 | |||||||||||||||||
|
R&D/Sales Ratio (%)** |
1.03 | % | 0.00 | % | 0.11 | % | 1.25 | % | 0.62 | % | ||||||||||
| * | Total is R&D expenditure before deducting government subsidy |
| ** | Total R&D expenses/ current sales volume x 100 |
32
Table of Contents
1. Consolidated Financial Statements
A. Summary
(In millions of KRW)
| Account | 2021 | 2020 | 2019 | |||||||||
| As of December 31, 2021 | As of December 31, 2020 | As of December 31, 2019 | ||||||||||
| [Total current assets] |
46,621,631 | 35,830,815 | 34,842,374 | |||||||||
| Cash and cash equivalents |
4,775,166 | 4,754,644 | 3,514,872 | |||||||||
| Other receivables, net |
2,104,609 | 1,494,239 | 1,581,517 | |||||||||
| Other short-term financial assets |
13,447,717 | 11,709,209 | 8,996,049 | |||||||||
| Trade accounts and notes receivable, net |
10,061,982 | 8,120,619 | 9,078,351 | |||||||||
|
Inventories |
15,215,098 | 9,051,790 | 10,920,320 | |||||||||
| Other current assets |
1,017,059 | 700,314 | 751,265 | |||||||||
| [Total non-current assets] |
44,849,983 | 43,256,158 | 44,216,287 | |||||||||
| Other receivables, net |
1,415,143 | 1,195,962 | 1,140,878 | |||||||||
| Other long-term financial assets |
2,119,674 | 1,561,807 | 1,669,389 | |||||||||
|
Investments in associates and joint ventures |
4,514,647 | 3,876,249 | 3,927,755 | |||||||||
| Property, plant and equipment, net |
29,596,698 | 29,400,141 | 29,925,973 | |||||||||
|
Intangible assets, net |
4,166,309 | 4,449,432 | 4,908,473 | |||||||||
| Other non-current assets |
3,037,512 | 2,772,567 | 2,643,819 | |||||||||
| Total assets |
91,471,614 | 79,086,973 | 79,058,661 | |||||||||
| [Total current liabilities] |
21,083,623 | 16,854,968 | 16,323,690 | |||||||||
| [Total non-current liabilities] |
15,583,048 | 14,557,413 | 14,940,264 | |||||||||
| Total liabilities |
36,666,671 | 31,412,381 | 31,263,954 | |||||||||
| [Equity attributable to owners of the controlling company] |
50,427,355 | 44,331,350 | 44,471,873 | |||||||||
| Share capital |
482,403 | 482,403 | 482,403 | |||||||||
| Capital surplus |
1,387,960 | 1,310,547 | 1,376,251 | |||||||||
| Hybrid bonds |
199,384 | 199,384 | 199,384 | |||||||||
| Retained earnings |
51,532,888 | 46,111,457 | 45,080,118 | |||||||||
| Other equity attributable to owners of the controlling company |
(3,175,280 | ) | (3,772,441 | ) | (2,666,283 | ) | ||||||
| [Non-controlling Interests] |
4,377,588 | 3,343,242 | 3,322,834 | |||||||||
| Total equity |
54,804,943 | 47,674,592 | 47,794,707 | |||||||||
33
Table of Contents
|
From January 1, 2021 to December 31, 2021 |
From January 1, 2020 to December 31, 2020 |
From January 1, 2019 to December 31, 2019 |
||||||||||
|
Revenue |
76,332,345 | 57,792,796 | 64,366,848 | |||||||||
| Operating profit |
9,238,089 | 2,403,035 | 3,868,855 | |||||||||
|
Profit |
7,195,890 | 1,788,152 | 1,982,637 | |||||||||
| [Profit attributable to owners of the controlling company] |
6,617,239 | 1,602,147 | 1,835,086 | |||||||||
| [Profit attributable to non-controlling interests] |
578,651 | 186,005 | 147,551 | |||||||||
| Total comprehensive Income |
8,013,489 | 1,570,204 | 2,129,105 | |||||||||
| [Total comprehensive income attributable to owners of the controlling company] |
7,384,572 | 1,415,132 | 1,997,731 | |||||||||
| [Total comprehensive income attributable to non-controlling interests] |
628,917 | 155,072 | 131,374 | |||||||||
| Earnings per share(KRW) |
87,330 | 20,165 | 22,823 | |||||||||
| Number of Consolidated Companies |
170 | 167 | 164 | |||||||||
B. The Standards Used for Reporting the Financial Statements
The Company prepared its financial statements in accordance with the Korean-International Financial Reporting Standards (the “K-IFRS”) and applied it to each Company’s final financial statements.
34
Table of Contents
2. Separate Financial Statements
A. Summary
| (In millions of KRW)
|
||||||||||||
| Account | 2021 | 2020 | 2019 | |||||||||
| As of December 31, 2021 | As of December 31, 2020 | As of December 31, 2019 | ||||||||||
|
[Total current assets] |
25,918,880 | 19,579,954 | 18,216,066 | |||||||||
|
Cash and Cash equivalents |
2,042,274 | 1,822,660 | 978,139 | |||||||||
|
Trade accounts and notes receivable, net |
6,017,508 | 3,693,535 | 3,987,041 | |||||||||
|
Other receivables, net |
545,341 | 279,555 | 321,352 | |||||||||
|
Other short-term financial assets |
9,605,522 | 9,607,632 | 7,858,979 | |||||||||
|
Inventories |
7,623,202 | 4,093,829 | 4,988,530 | |||||||||
|
Other current assets |
85,033 | 82,743 | 82,025 | |||||||||
|
[Total non-current assets] |
38,323,879 | 37,215,015 | 37,494,700 | |||||||||
|
Other receivables, net |
274,253 | 84,037 | 56,468 | |||||||||
|
Other long-term financial assets |
1,326,565 | 1,072,817 | 1,257,896 | |||||||||
|
Investments in Subsidiaries, associates, and joint ventures |
16,002,640 | 14,883,152 | 15,069,857 | |||||||||
|
Property, plant and equipment, net |
19,772,299 | 20,216,932 | 20,132,199 | |||||||||
|
Intangible assets, net |
551,410 | 621,926 | 708,915 | |||||||||
|
Other non-current assets |
396,712 | 336,151 | 269,365 | |||||||||
|
Total assets |
64,242,759 | 56,794,969 | 55,710,766 | |||||||||
|
[Total current liabilities] |
7,868,269 | 5,089,111 | 3,331,446 | |||||||||
|
[Total non-current Liabilities] |
7,339,065 | 6,591,154 | 6,765,135 | |||||||||
|
Total liabilities |
15,207,334 | 11,680,265 | 10,096,581 | |||||||||
|
[Share capital] |
482,403 | 482,403 | 482,403 | |||||||||
|
[Capital surplus] |
1,339,289 | 1,339,289 | 1,252,220 | |||||||||
|
[Hybrid bonds] |
199,384 | 199,384 | 199,384 | |||||||||
|
[Retained earnings] |
49,734,492 | 45,781,777 | 45,372,411 | |||||||||
|
[Other equity] |
(2,720,143 | ) | (2,688,149 | ) | (1,692,233 | ) | ||||||
|
Total equity |
49,035,425 | 45,114,704 | 45,614,185 | |||||||||
35
Table of Contents
| Account | 2021 | 2020 | 2019 | |||||||||
|
From January 1, 2021 to December 31, 2021 |
From January 1, 2020 to December 31, 2020 |
From January 1, 2019 to December 31, 2019 |
||||||||||
|
Revenue |
39,920,201 | 26,509,920 | 30,373,511 | |||||||||
| Operating profit |
6,649,600 | 1,135,197 | 2,586,359 | |||||||||
|
Profit |
5,181,227 | 965,863 | 1,175,712 | |||||||||
| Earnings per share(KRW) |
68,360 | 12,123 | 14,592 | |||||||||
B. The Standards Used for Reporting the Financial Statements
The company prepared its financial statements in accordance with the Korean - International Financial Reporting Standards (the “K-IFRS”).
36
Table of Contents
1. Overview of Corporate Governance
A. Board of Directors (“BoD”)
(1) Board of Directors
The Board of Directors consists of five inside directors (Choi, Jeong-Woo, Kim, Hag-Dong, Chon, Jung-Son, Chung, Chang-Hwa and Jeong, Tak) and seven outside directors (Chang, Seung-Wha , Kim, Shin-Bae, Chung, Moon-Ki, Kim, Sung-Jin, Pahk, Heui-Jae Kim, Yoo, Young-Sook, and Kwon, Tae-Kyun).
The Board of Directors manages the following six Special Committees:
(a) ESG Committee
(b) Director Candidate Recommendation Committee
(c) Evaluation and Compensation Committee
(d) Finance Committee
(e) Audit Committee
(f) Executive Management Committee
|
Composition of the Special Committees under the BoD and their Functions(as of March 10, 2022) |
| Category | Composition | Directors | Major Functions | |||
| ESG Committee | 3 Outside Directors, 1 Inside Director |
Kim, Shin-Bae (Chairman) Chang, Seung-Wha Yoo, Young-Sook Kim, Hag-Dong |
(1) Review of low-carbon policies related to environment and climate change
(2) Preliminary review on safety and health plans
(3) Preliminary review of the operation of BoD and Special Committees
A. Development of agenda and establishment of operation standards for the BoD and Special Committees
B. Preliminary review of amendment or repeal of the Operational Regulations of the BoD
C. Preliminary review of establishment and operation of Special Committees within the BoD
(4) Execution monitoring and report publication related to ESG
(5) Deliberation and resolution on donations exceeding KRW 100 million and KRW 1 billion and less, as well as preliminary review on donations exceeding KRW 1 billion
(6) Matters related with internal transactions in accordance with the Monopoly Regulation and Fair Trade Act
A. Review of issues and improvement measures in relation to internal transactions
B. Preliminary review of internal transactions (KRW 100 billion or more in transaction amount)
C. Deliberation and resolution on internal transactions (KRW 5 billion or more and less than KRW 100 billion in transaction amount)
(7) Appointment of fair trade compliance officer |
37
Table of Contents
|
Director Candidate Recommendation Committee |
3 Outside Directors | Chung, Moon-Ki (Chairman) Kim, Sung-Jin Kwon, Tae-Kyun |
(1) Qualification assessment of Outside Director candidates and candidate nomination at the general meeting of shareholders
(2) Pre-screening and qualification assessment of Inside Director candidates
(3) Preliminary review of appointing the Committees members
(4) Preliminary review of appointing the Representative Directors among Inside Directors (excluding the CEO)
(5) Operation of the Outside Director Candidate Recommendation Advisory Group
(6) Other matters necessary to nominate Outside Director candidates | |||
| Evaluation and Compensation Committee |
4 Outside Directors | Pahk, Heui-Jae (Chairman) Chung, Moon-Ki Kim, Sung-Jin Yoo, Young-Sook |
(1) Development of management succession and executive development plans
(2) Establishment and execution of executive evaluation and compensation plans
(3) Preliminary review on compensation and retirement allowance of Directors | |||
| Finance Committee | 3 Outside Directors; 1 Inside Director |
Kwon, Tae-Kyun (Chairman) Kim, Shin-Bae Chang, Seung-Wha Chon, Jung-Son |
(1) Establishment of policies for company’s internal values and financial soundness
(2) Preliminary review in case of filing in litigation or arbitration, or responding to reconciliation or mediation in the process of trial or taking any equivalent level of legal actions with the amount of KRW 100 billion or more
(3) External Investments
A. Preliminary review of new external investments, capital increase and disposal of share in the invested entity executed by a non-steel business division (KRW 100 billion or more. Investment and capital increase include borrowings and liabilities that the company takes)
B. Approval of new external investments, capital increase and disposal of share in the invested entity executed by a non-steel business division (From KRW 10 billion to less than KRW 100 billion. Investment and capital increase includes borrowings and liabilities that the company takes)
(4) Deliberation and resolution on bond issuance and important borrowings (including refinancing borrowings exceeding KRW 100 billion)
(5) Preliminary review on bond issuance and important borrowings (new long-term borrowings exceeding KRW 100 billion)
(6) Deliberation and resolution on offering non-current assets as collateral
(7) Deliberation and resolution on takeover of debt such as collateral, guarantee, etc. from invested company (excluding the case involving steel investment) |
38
Table of Contents
| Audit Committee |
3 Outside Directors | Kim, Sung-Jin (Chairman) Chung, Moon-Ki Pahk, Heui-Jae |
(1) Setting the work scope of the committee
(2) Matters that the BoD or Representative Directors delegated
(3) Request for Extraordinary general meeting of shareholders
(4) Consulting of external experts
(5) Audit of the legitimacy of management’s business execution
(6) Review soundness and validity of the company’s financial activities and the appropriateness of financial reporting
(7) Review the validity of important accounting standards or changes in accounting estimates
(8) Evaluation of the operation status of the internal accounting management system
(9) Evaluation of the internal control system
(10) Agreement on appointment or dismissal of internal audit department representative
(11) Contract for appointment, remuneration and non-audit services of independent auditors
(12) Evaluation of independent auditors’ audit activities
(13) Report internal audit department’s annual audit plan and results
(14) Report on the evaluation results of the company’s ethical compliance
(15) An independent auditor reports on important facts of the company’s Directors’ misconduct or violation of laws or Articles of Incorporation
(16) Report that independent auditors violation of the company’s accounting standards
(17) Other matters deemed necessary by each committee member |
39
Table of Contents
| Executive Management Committee |
5 Inside Directors | Choi, Jeong-Woo (Chairman) Kim, Hag-Dong Chon, Jung-Son Kim, Hag-Dong Chung, Chang-Hwa Jeong, Tak |
1. Business
(1) Important matters in the corporate employee hierarchy, development of human resources and adjustment
(2) Important changes in terms of working conditions and welfares
(3) New establishment plan for chair-professor
(4) Housing Policy Establishment (Housing fund support standard and plan for housing construction)
(5) Decision on closure of shareholders’ registry
2. Finance
(1) Preliminary review on in-house investment plan (New establishment or expansion investment of KRW 200 billion or more)
(2) Approval of in-house investment plan
• New establishment or expansion investment from KRW 10 billion to less than KRW 200 billion
• Investment other than new establishment or expansion: KRW 10 billion or more.(In the case of ordinary investment, the investment amount is for KRW 5 billion or more)
(3) Preliminary review on steel business division: New external investments, capital increase and disposal of shares in the invested entity (From KRW 100 billion or more, Investment and capital increase includes borrowings and liabilities that the company takes)
(4) Approval on steel business division: New external investment, capital increase, and disposal of shares in the invested entity (From KRW 10 billion to less than KRW 100 billion, investment and capital increase to includes borrowings and liabilities that the company takes)
(5) Acquisition or disposal of tangible· intangible fixed assets and important investment assets from KRW 10 billion to less than KRW 200 billion
(6) Approval technology application and technology sales contract over USD 1 million
(7) Acquisition of debt such as guarantee for invested company’s collateral involving steel investments
3. Other matters that the Chairman deems necessary or are deemed necessary by each committee member |
| * | In order to strengthen the roles of the Board of Directors regarding ESG related matters, the Special Committees were reorganized including new establishment of the ESG Committee at the General Meeting of Shareholders held on March 12, 2021. |
| * | In order to strengthen independence of the Director Candidate Recommendation Committee, on August 13, 2021, the Board of Directors amended the Operational Regulation of Board of Directors so that the Director Candidate Recommendation Committee consists of only Outside Directors. |
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(2) List of Outside Directors (As of December 31, 2021)
| Name | Experience |
Relation with Majority |
Remarks | |||
| Chang, Seung-Wha |
• Dean of Seoul National University School of Law (June 2018 ~ Present)
• Professor of Law, Seoul National University (1995 ~ Present)
• World Trade Organization(WTO) as the Appellate Body Member (May 2012 ~ September 2016)
• Member, International Chamber of Commerce(ICC) Court of Arbitration (2000 ~ 2013)
• LL.M and Doctorate in International Trade Law from Harvard Law School (1994) |
None | Chairman of the Board of Directors | |||
| Yoo, Young-Sook |
• Chairperson of the Board(non-permanent), Climate Change Center(January 2020 ~Present)
• Principal Research Scientist, Korea Institute of Science and Technology(KIST)(March 1994 ~May 2021)
• Director(non-permanent), Research Institute of Industrial Science & Technology(2014)
• Co-President, Climate Change Center(2014)
• Minister, Ministry of Environment(2011~2013)
• Vice President, KIST(2009)
• Head of Biological Science Research, KIST(2007)
• Senior Research Scientist, KIST(1990) |
None | ||||
| Kwon, Tae-Kyun |
• Senior Adviser, Yulchon LLC.(2015~June. 2021)
• Outside Director, SAMSUNG ELECTRO-MECHANICS CO., LTD.(2014~2020)
• Outside Director, MIRAE ASSET DAEWOO CO., LTD.(2017~2019)
• Ambassador, Korea to the United Arab Emirates(2010~2013)
• Chief Administrator, Public Procurement Service(2009)
• Head of Trade and Investment Office, Ministry of Knowledge Economy(2008)
• Deputy Minister for Free Economic Zone Planning, MOFE(2007)
• Commissioner, Korea Financial Intelligence Unit, MOFE(2006)
• Economic Councilor, OECD Representative(2001)
• Finance and Economy Adviser, Office of the President(1996)
• Country Officer, Asian Development Bank(1992) |
None | ||||
| Kim, Shin-Bae |
• Vice Chairman, SK Group (January 2010 ~ February 2013)
• President, Korea IoT (Internet of Things) Association (March 2005 ~ March 2012)
• President and CEO, SK Telecom (March 2004 ~ December 2008)
• M.B.A., Wharton School, University of Pennsylvania (1985) |
None | ||||
| Chung, Moon-Ki |
• Professor in Accounting, Sungkyunkwan University (2016~Present)
• Partner and Chief Quality Officer, Samil PwC (1981~2012)
• Committee Member, Accounting Review Committee of Financial Supervisory Service
• Ph.D. in Accounting, Sungkyunkwan University |
None | ||||
| Kim, Sung-Jin |
• Adjunct Professor at Department of Economics, Seoul National University (2011 ~ Present)
• Minister of Maritime Affairs and Fisheries (2006 ~ 2007)
• Administrator of the Small and Medium Business Administration (2004 ~ 2006)
• Ph.D. in Economics Kansas State University (1991) |
None | ||||
| Pahk, Heui-Jae |
• Professor in Mechanical & Aerospace Engineering, Seoul National University (March 1993 ~ Present)
• Chairman of the Board, Korea Youth Foundation (May 2016 ~ Present)
• Head of R&D Strategic Planning, Ministry of Trade, Industry and Energy (April 2013 ~ April 2016)
• SNU Precision CEO (February 1998 ~ December 2016)
• Ph.D in Mechanical Engineering, Seoul National University (1990) |
None |
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Table of Contents
(3) List of Key Activities of the Board of Directors (January 1, 2021 ~ March 10, 2022)
| No. | Date | Agenda | Approval | |||
|
2021-1 |
January 20, 2021 | 1. Approval of participation in POSCO CHEMICAL’s capital increase with consideration
|
All 1 Case Approved | |||
|
2021-2 |
January 28, 2021 |
• Deliberation Agenda
1. Approval of the 53rd financial statements and schedule for the general meeting of shareholders
• Report Agenda
1. Business performance of the fiscal year of 2020
2. Report on internal control over financial reporting
3. Assessment on the effectiveness of internal control over financial reporting
|
All 1 Case Approved | |||
|
2021-3 |
February 18, 2021 | 1. Plans to strengthen roles of the Board of Directors in relation to ESG
2. Recommendation of Inside Directors candidates (other than the candidate for the Representative Director & CEO)
3. Agendas for the 53rd general meeting of shareholders
|
Correction Approval Approved Approved | |||
|
2021-4 |
March 12, 2021 | 1. Appointment of the Chairman of the BoD
2. Appointment of the Representative Director CEO
3. Appointment of Representative Directors and Inside Directors
4. Appointment of Special Committees members
|
All 4 Cases Approved | |||
|
2021-5 |
April 9, 2021 | 1. Investment on commercial plant for hard rock lithium |
All 1 Case Approved | |||
|
2021-6 |
May 14, 2021 |
• Deliberation Agenda
1. Resolution on the dividend for the 1st quarter of 2021
2. POSCO health and safety plan for 2021
3. Joint Venture company establishment with HBIS Group Co., Ltd.
4. Equity investment in an Australian nickel production company
5. Transaction Plans with affiliates for the fiscal year of 2021
• Report Agenda
1. Business performance of the 1st quarter of 2021
2. Status of global steel growth strategy implementation
3. The performance and assessment of Board of Directors for 2020
|
All 5 Case Approved | |||
|
2021-7 |
August 13, 2021 |
• Deliberation Agenda
1. Resolution on the dividend for the 2nd quarter of 2021
2. Financing plan of 2021
3. Financial contribution to the joint labor welfare fund with partner companies
4. Amendment of the Operational Regulation of Board of Directors
• Report Agenda
1. Implementation status of the BoD resolved agendas
2. Business performance of the 2nd quarter of 2021
3. Group research center establishment plan
|
All 4 Cases Approved | |||
|
2021-8 |
November 15, 2021 |
• Deliberation Agenda
1. Resolution on the dividend for the 3rd quarter of 2021
2. Increase production capacity of eco-friendly electrical steel of Gwangyang Steel Works
3. Contributed acceptance of sculpture in Pohang Hwanho park
• Report Agenda
1. Business performance of the 3rd quarter of 2021
|
All 3 Cases Approved |
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|
2021-9 |
December 10, 2021 |
• Deliberation Agenda
1. Approval of the vertical spin-off plan, convocation of an extraordinary general meeting of shareholders, and setting a reference date
2. Mid-term business strategy and business plan for 2022
3. POSCO Argentina’s capital increase and payment guarantee
4. Year-end donation for the underprivileged
5. Improvement of executive compensation system and performance evaluation
• Report Agenda
1. Implementation status of the BoD resolved agendas for the fiscal year of 2021
2. Review of the compliance system observance
3. Safety and Health activities for 2021 and future plans
|
All 5 Case Approved | |||
|
2022-1 |
January 4, 2022 | 1. Amendment of articles of incorporation of new steel subsidiary related to vertical spin-off
|
All 1 Case Approved | |||
|
2022-2 |
January 28, 2022 |
• Deliberation Agenda
1. Approval of the 54th financial statements and schedule for the general meeting of shareholders
2. Disposal of treasury stocks in accordance with employee stock ownership program implementation
• Report Agenda
1. Business performance of the fiscal year of 2021
2. Report on internal control over financial reporting
3. Assessment on the effectiveness of internal control over financial reporting
|
All 2 Cases Approved | |||
|
2022-3 |
February 17, 2022 |
• Deliberation Agenda
1. Recommendation of Inside Directors candidates and Non-Standing Director candidate
2. Agendas for the 54th general meeting of shareholders
• Report Agenda
1. Amendment of the Operational Regulation of Board of Directors in accordance with conversion to a holding company
|
All 2 Cases Approved | |||
|
2022-4 |
March 2, 2022 | 1. Approval of public notice replacing general shareholder’s meeting to report the completion of Spin-off and inaugural general meeting
2. Approval of registration of relocation of Headquarters |
All 2 Cases Approved |
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|
|
Major Activities of Outside Directors on the Board of Directors (January 1, 2021 ~ March 10, 2022) |
| No. | Date |
Participation of the Outside Directors (the Number of total Outside Directors) |
Remarks | |||
|
2021-1 |
January 20, 2021 | 7 (7) | — | |||
|
2021-2 |
January 28, 2021 | 7 (7) | — | |||
|
2021-3 |
February 18, 2021 | 7 (7) | — | |||
|
2021-4 |
March 12, 2021 | 7 (7) | — | |||
|
2021-5 |
April 9, 2021 | 7 (7) | — | |||
|
2021-6 |
May 14, 2021 | 7 (7) | — | |||
|
2021-7 |
August 13, 2021 | 7(7) | — | |||
|
2021-8 |
November 15, 2021 | 7(7) | — | |||
|
2021-9 |
December 10, 2021 | 7(7) | — | |||
|
2022-1 |
January 4, 2022 | 7(7) | — | |||
|
2022-2 |
January 28, 2022 | 7(7) | — | |||
|
2022-3 |
February 17, 2022 | 7(7) | — | |||
|
2022-4 |
March 2, 2022 | 7(7) | — |
| (4) | Special Committees under the BoD and Their Activities (From January 1, 2021 to March 10, 2022) |
| • | Major Activities of Director Candidate Recommendation and Management Committee (January 1, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
| January 28, 2021 | • Deliberation Agenda 1. Qualification review and recommendation of the Outside Directors candidates
|
Approved | ||
| February 18, 2021 | • Deliberation Agenda 1. Recommendation of the Outside Directors candidates • Preliminary Review 1. Qualification review of the Inside Directors candidates 2. Plans to strengthen roles of the Board of Directors in relation to ESG matters |
Approved — — |
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Table of Contents
| • | Major Activities of Finance and Related Party Transaction Committee (January 1, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
| January 28, 2021 |
• Deliberation Agenda 1. Contribution to the Labor Welfare Fund |
Approved |
| • | Major Activities of Evaluation and Compensation Committee (January 1, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
|
January 27, 2021 |
• Deliberation Agenda 1. Evaluation of the business performance for the fiscal year of 2020 |
— Approved |
| • | Major Activities of Evaluation and Compensation Committee (March 12, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
|
November 4, 2021 |
• Preliminary Review 1. Improvement of executive compensation system and company performance evaluation |
— | ||
| December 10, 2021 |
• Preliminary Review 1. Improvement of executive compensation system and performance evaluation |
— | ||
| January 27, 2022 |
• Deliberation Agenda 1. Evaluation of the business performance for the fiscal year of 2021 |
Approved |
| • | Major Activities of Director Candidate Recommendation Committee (March 12, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
|
August 13, 2021 |
• Report Agenda 1. Review on Outside Director candidate pool |
— | ||
| December 10, 2021 |
• Deliberation Agenda 1. Operation of the Outside Director Candidate Recommendation Advisory Panel • Report Agenda 1. Review on Outside Director candidate pool |
Approved
— | ||
| January 28, 2022 |
• Deliberation Agenda 1. Qualification review and recommendation of the Outside Directors candidates |
Approved | ||
|
February 17, 2022 |
• Deliberation Agenda 1. Recommendation of the Outside Directors candidates • Preliminary Review 1. Qualification review of the Inside Directors candidates and Non-Standing Director candidate |
Approved
— |
| • | Major Activities of ESG Committee (March 12, 2021~March 10, 2022) |
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| Date | Agenda | Approval | ||
|
April 22, 2021 |
• Deliberation Agenda 1. Plan for publishing Corporate Citizenship Report 2020 • Report Agenda 1. 2050 Carbon Neutral Declaration and Implementation Status |
Approved
— | ||
|
May 13, 2021 |
• Preliminary Review 1. POSCO health and safety plan for 2021 |
— | ||
|
August 13, 2021 |
• Preliminary Review 1. Amendment of the Operational Regulation of Board of Directors 2. Financial contribution to the joint labor welfare fund with partner companies • Deliberation Agenda 1. Venture fund investment for new growth businesses 2. The 2nd investment in POSCO-HY Clean Metal • Report Agenda 1. Fair Trade Voluntary Compliance Program Operation Status in 2021 |
— —
Approved Approved
— | ||
|
November 4, 2021 |
• Preliminary Review 1. Contributed acceptance of sculpture in Pohang Hwanho park • Deliberation Agenda 1. Investment in kind on Dongho-an site for 2nd LNG terminal 2. Lease contract for lime calcination plant(Internal Transaction) |
—
Approved
Approved | ||
|
December 9, 2021 |
• Preliminary Review 1. Year-end donation for the underprivileged • Deliberation Agenda 1. Acquisition of POSCO Terminal shares(Internal Transaction) 2. POSCO brand license contract with POSCO E&C(Internal Transaction) 3. Donation of traffic control cameras outside Pohang Steel works gate |
—
Approved Approved Approved | ||
| January 28, 2022 |
• Deliberation Agenda 1. Contribution to the Labor Welfare Fund(Internal Transaction) 2. Financial contribution to the joint labor welfare fund with partner companies (Internal Transaction) |
— Approved Approved |
| • | Major Activities of Finance Committee (March 12, 2021~March 10, 2022) |
| Date | Agenda | Approval | ||
|
April 9, 2021 |
• Preliminary Review 1. Investment on commercial plant for hard rock lithium |
— | ||
|
May 14, 2021 |
• Preliminary Review 1. Equity investment in an Australian nickel production company |
— | ||
|
August 11, 2021 |
• Deliberation Agenda 1. Venture fund investment for new growth businesses 2. Payment Guarantee Plan for PT. Krakatau POSCO • Preliminary Review 1. Financing plan of 2021 |
Approved Approved
— | ||
|
October 8, 2021 |
• Deliberation Agenda 1. Payment Guarantee Plan for developing Hardey mining area of API |
Approved | ||
|
November 4, 2021 |
• Deliberation Agenda 1. Investment in kind on Dongho-an site for 2nd LNG terminal |
Approved | ||
|
December 9, 2021 |
• Preliminary Review 1. POSCO Argentina’s capital increase and payment guarantee • Deliberation Agenda 1. Establishment of a joint venture for solid electrolyte business 2. Short-term borrowing limits set in 2022 3. Payment guarantee plan of POSCO Asia 4. Acquisition of POSCO Terminal shares |
—
Approved Approved Approved Approved | ||
|
February 17, 2022 |
• Deliberation Agenda 1. Equity investment in an all-solid-state battery manufacturing company |
Approved |
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Table of Contents
| • | Major Activities of Executive Management Committee (January 1, 2021 ~ March 10, 2021) |
| Date | Agenda | Approval | ||
|
March 23, 2021 |
• Deliberation Agenda 1. Exhaust gas purification facility replacement at Gwangyang #1 sintering factory 2. EIC facility replacement at Gwangyang #2-4 casting machine 3. Reclamation work for Gwangyang facility expansion site 4. Carbon credit trading plan |
All 4 Cases Approved | ||
|
April 20, 2021 |
• Preliminary Review 1. Joint Venture company establishment with HBIS Group Co., Ltd. • Deliberation Agenda 1. Pohang education center dormitory construction 2. Gwangyang education center construction 3. Construction of Park1538 Gwangyang PR Hall |
—
Approved Approved Approved | ||
|
May 25, 2021 |
• Deliberation Agenda 1. Improvement of facilities in Gwangyang #2 power plant |
Approved | ||
|
June 15, 2021 |
• Deliberation Agenda 1. Establishment of refrigeration facilities in Pohang #2 Chemical conversion factory to increase desulfurization capacity |
Approved | ||
|
July 20, 2021 |
• Deliberation Agenda 1. Investment in high-purity nickel refining business for batteries 2. Replacement of air blowing facilities in Gwangyang #3, #4 and #5 blast furnace |
All 2 Cases Approved | ||
|
August 24, 2021 |
• Deliberation Agenda 1. Improvement of #2 Hot strip mill furnace of Pohang Steel Works 2. Automization of #2 Hot strip mill HPL of Gwangyang Steel Works 3. Carbon credit trading plan |
All 3 Cases Approved | ||
|
September 28, 2021 |
• Deliberation Agenda 1. Improvement of Electrical substation of Gwangyang 2. Trial run of INNOVILT(Steel product for construction) used housing project 3. Establishment of oxygen and nitrogen tank |
Approved Approved Correction Approval | ||
|
October 19, 2021 |
• Preliminary Review 1. Increase production capacity of eco-friendly electrical steel of Gwangyang Steel Works • Deliberation Agenda 1. Increase abililty of dust collection machine of 3,4 Sintering factory of Pohang 2. Establishment of Smart integrated logistics system |
—
Approved Approved | ||
|
November 16, 2021 |
• Deliberation Agenda 1. Establishment of a new facility management system |
Approved | ||
|
December 14, 2021 |
• Deliberation Agenda 1. Improvement of Pohang #3 KR slag cooling-field environment |
Approved |
B. Audit Committee
(1) Composition of the Audit Committee
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Table of Contents
| Name | Qualifications | Remarks | ||
| Kim, Sung-Jin Chung, Moon-Ki Pahk, Heui-Jae |
Satisfies the requirements stipulated in the Korean Commercial Act | Chairman — — |
(2) Major Activities of the Audit Committee (January 1, 2021 ~ September 30, 2020)
| Session | Date | Agenda | Approval | |||
| 1 | January 27 | • Deliberation Agenda 1. Consent to appoint the head of the internal audit department 2. Assessment of internal control over financial reporting in 2020 3. Approval of audit and non-audit services for POSCO and subsidiaries • Report Agenda |
All 3 Cases Approved
| |||
| 1. Report of operation of internal control over financial reporting in 2020 |
— | |||||
| 2. Report on approval of POSCO E&C’s audit service contract |
— | |||||
| 3. The result of internal audit for the fiscal year of 2020 and audit plans for the fiscal year of 2021 |
— | |||||
| 4. Audit Committee activities in 2020 |
— | |||||
| 5. The assessment on the executives’ and employees’ conformity to the code of ethics for the fiscal year of 2020 |
— | |||||
| 2 | February 17 | • Deliberation Agenda 1. Internal audit result for the 53rd term • Report Agenda 1. External audit result for the 53rd term |
Approved
— | |||
| 3 | February 18 | • Deliberation Agenda 1. Review of agenda for general meeting of shareholders |
Approved |
| • | At the 53rd General Meeting of Shareholders held on March 12, 2021, due to Bahk, Byong-Won’s expiration of term in the Audit Committee, a new Audit Committee member, Kim, Sung-Jin was elected. |
| Session | Date | Agenda | Approval | |||
| 4 | March 12 | • Deliberation Agenda 1. Appointment of the chairman of the audit committee |
Approved | |||
| 5 | April 23 | • Report Agenda |
||||
| 1. POSCO E&C and POSCO ICT deficit projects status and management plans |
— | |||||
| 2. Operation plan for Internal Accounting Management Policy in 2021 |
— | |||||
| 3. Results of internal audit on the consolidated financial statements for the 1st quarter of 2021 |
— | |||||
| 4. Review of the impact of amendments to the U.S. listed company regulations on independence of external auditors |
— | |||||
| 5. The results of the 20-F audit for 2020 and the results of external reviews on the consolidated financial statements for the 1st quarter of 2021 |
— |
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Table of Contents
| Session | Date | Agenda | Approval | |||
| 6 | August 12 | • Deliberation Agenda 1. Approval on audit contract for POSCO Lithium Solution and POSCO-HY Clean Metal • Report Agenda |
Approved
| |||
| 1. Approval report for PT.KP audit service contract change |
— | |||||
| 2. Approval report for POSCO non-audit service contract |
— | |||||
| 3. Results of internal audit on the consolidated financial statements for the 2nd quarter of 2021 |
— | |||||
| 4. Results of external review of the consolidated financial statements for the 2nd quarter of 2021 |
— | |||||
| 5. External Auditor Audit Activity Evaluation Results for the year 2020 |
— | |||||
| 6. Internal audit performance in the 1st half of 2021 and plans for the 2nd half of 2021 |
— | |||||
| 7 | October 8 | • Report Agenda 1. Audit trends and issues including PCAOB Supervising case |
— | |||
| 8 | November 11 | • Deliberation Agenda 1. Approval of POSCO non-audit service contract 2. Approval of POSCO audit service contract 3. Results of interal audit on the consolidated financial statements for the 3rd quarter of 2021 4. Internal audit performance of 2021 and plans for 2022 • Report Agenda |
All 4 Cases Approved
| |||
| 1. Result of external review of the consolidated financial statement for the 3rd quarter of 2021 |
— | |||||
| 2. Result of inspection for core business checklist of overseas corporation |
— |
|
|
Changes after December 31, 2021 (January 1, 2022 ~ March 10, 2022) |
| Session | Date | Agenda | Approval | |||
| 1 | January 27 | • Deliberation Agenda 1. Assessment of internal control over financial reporting in 2021 2. Review of the agendas for the extraordinary General Meeting of Shareholders 3. Approval of audit and non-audit services for POSCO and subsidiaries 4. Audit Committee activities in 2021 5. The assessment on the executives’ and employees’ conformity to the code of ethics for the fiscal year of 2021 • Report Agenda |
All 5 Cases Approved
| |||
| 1. Report of operation of internal control over financial reporting in 2021 |
— | |||||
| 2 | February 16 | • Deliberation Agenda 1. Internal audit result for the year 2021 • Report Agenda 1. External audit result for the year 2021 |
Approved
— | |||
| 3 | February 17 | • Deliberation Agenda 1. Review of the agendas for the Ordinary General Meeting of Shareholders |
Approved |
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Table of Contents
C. Voting Rights of Shareholders
| (1) | The Cumulative Voting System: The cumulative voting system was introduced at the 36th general meeting of shareholders on March 12, 2004. |
| (2) | Voting by Mail: The voting-by-mail system was introduced at the 36th general meeting of shareholders on March 12, 2004. |
| (3) | The Electronic Voting System: The electronic voting system was determined at the Board of Directors meeting on February 20, 2019. |
D. Compensation of Directors and Officers
(1) The Salary of Directors and Audit Committee Members
(In millions KRW)
| Category | No. of people | Total payment |
Average payment (Per person) |
Ceiling amount approved at the general meeting of shareholders |
Remarks | |||||||||||||
| Inside Director |
5 | 6,247 | 1,122 | 10,000 | — | |||||||||||||
| Outside Director (Excluding Audit Committee Members) |
4 | 360 | 81 | — | ||||||||||||||
| Members of the Audit Committee |
3 | 259 | 86 | — | ||||||||||||||
|
|
No. of people : The number of Directors and the Audit Committee members who are in office as of December 31, 2021. |
|
|
Total payment : The total amount of remuneration paid to all Directors, including the Audit Committee members, who served from January 1 to December 31, 2021. |
|
|
Average payment per person is calculated based on the paid amount to the current Directors and Audit Committee members as of December 31, 2021. |
50