This page is currently under preparation
For related information, please refer to the link below.
www.hd-xitesolution.com/company/sustainability
Contact : taeyeon3.kim@hd.com
Governance (G)
Contributing to the growth and advancement of all stakeholders based on sound corporate ethics and compliance practices.
Corporate Governance
We maintain an independent governance structure based on checks and balances to improve decision-making transparency and safeguard the rights of our shareholders and various stakeholders.
Board of Directors
Our Board of Directors consists of professionals with extensive experience across various fields, ensuring diversity and expertise in our director appointments, without discrimination based on age or educational background. Outside directors are nominated by the Outside Director Nomination Committee to ensure that candidates are well-suited for promoting transparent governance and enhancing board expertise. The final appointments are made after a thorough evaluation of factors such as company share ownership, potential conflicts of interest, employment history with competitors, diversity, and representation of stakeholders.
Download Regulations
Current Board of Directors
Moon Jae-young
Key Experience
Current: President & CEO, HD Construction Equipment
Former: Head of Construction Equipment Business Division, HD Hyundai Infracore
Former: Head of Sales Division, HD Hyundai Construction Equipment
Former: Head of Construction Equipment Business Division, HD Hyundai Infracore
Former: Head of Sales Division, HD Hyundai Construction Equipment
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Lee Sang-hyuk
Key Experience
Current: Head of Cost & Accounting Division, HD Korea Shipbuilding & Offshore Engineering
Former: Head of Cost Management (Shipbuilding & Offshore), HD Hyundai Heavy Industries
Former: Head of Cost Management (Shipbuilding & Offshore), HD Hyundai Heavy Industries
Date of Appointment
March 24, 2025
Term of Office
March 2025 – March 2027
Chairman of the board
Park Ki-tae
Key Experience
Current: International Ethics Standards Board for Accountants (IESBA) Advisor
Former: Full-Time Advisor, Samil PwC
Former: Vice Chairman, Samil PwC
Former: Full-Time Advisor, Samil PwC
Former: Vice Chairman, Samil PwC
Date of Appointment
March 21, 2022
Term of Office
March 2022 – March 2028
Yoo Myung-hee
Key Experience
Current: Visiting Professor, Graduate School of International Studies, Seoul National University
Former: Ambassador for Economy and Trade, Ministry of Foreign Affairs
Former: Director General of Trade Policy at the Ministry of Trade, Industry and Energy
Former: Ambassador for Economy and Trade, Ministry of Foreign Affairs
Former: Director General of Trade Policy at the Ministry of Trade, Industry and Energy
Date of Appointment
October 4, 2022
Term of Office
October 2022 – March 2027
Cha Kyung-hwan
Key Experience
Current: Attorney, Kim & Chang
Former: Representative Attorney, Pyoung An Law Firm
Former: Chief Prosecutor, Suwon District Public Prosecutors' Office
Former: Director of Policy Planning Division, Supreme Prosecutors’ Office
Former: Representative Attorney, Pyoung An Law Firm
Former: Chief Prosecutor, Suwon District Public Prosecutors' Office
Former: Director of Policy Planning Division, Supreme Prosecutors’ Office
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
※ Note: As of the end of March 2026.
※ Note: No directors have conflicts of interest with the largest shareholder or any transactional history with the Company in the past three years.
Board Skills Matrix
| Competency | Moon Jae-young (Inside Director) |
Lee Sang-hyuk (Inside Director) |
Park Ki-tae (Outside Director) |
Yoo Myung-hee (Outside Director) |
Cha Kyung-hwan (Outside Director) |
Ratio |
|---|---|---|---|---|---|---|
| Core Industry Expertise (Construction equipment & components business) |
● | - | - | - | - | 20% |
| Finance & Accounting (Financial expertise for management & oversight) |
- | ● | ● | - | - | 40% |
| Global Business (Geopolitical & regional risk management) |
● | ● | - | - | ● | 60% |
| Leadership (Organizational operations & management) |
● | ● | - | - | - | 40% |
| M&A (Corporate investment decision-making) |
● | ● | ● | ● | - | 80% |
| ESG (Materiality review & strategic decision-making) |
● | - | - | ● | ● | 60% |
| Legal & Public Policy (Legal/policy risk analysis & response) |
- | - | - | ● | ● | 40% |
Board Characteristics
Independence
①
All directors must adhere to relevant legal statutes to avoid conflicts of interest between themselves and the company. This includes prohibitions on self-dealing, misappropriation of corporate opportunities, and regulations requiring disclosure of significant internal transactions
②
No outside directors have any special relationships or affiliations with major shareholders, management, or subsidiary legal entities.
③
Outside directors provide objective support for strategic decision-making, completely independent from management and controlling shareholders.
Expertise & Diversity
①
The Board of Directors consists of experts with extensive professional competencies from various fields to ensure diversity and expertise.
②
Outside directors are appointed based on their extensive professional knowledge and experience in management, economics, law, or relevant technologies, selecting recognized leaders in their respective fields who meet all legal qualification criteria.
③
The Company enforces a strict non-discrimination policy in performance evaluations and director appointments, ensuring that there are no limitations or biases based on age, gender, educational background, or place of origin.
④
Ongoing training and briefings are provided to support outside directors in effectively fulfilling their governance duties.
Transparency
①
Details about director terms, appointment status (new or reappointed), and key experience are clearly provided in the public disclosures found in the notices for the general meeting of shareholders.
②
All directors are appointed strictly through resolutions passed at the general meeting of shareholders.
③
Whenever a matter significantly impacts stakeholder decision-making, detailed and accurate information is proactively disclosed through voluntary corporate filings that extend beyond minimum statutory requirements.
Conflict Minerals Policy
①
We prioritize legal and ethical compliance across all business practices and actively support global efforts to eradicate violence and human rights violations associated with conflict mineral mining.
②
We comply strictly with U.S. legislation and Securities and Exchange Commission (SEC) regulations that mandate reporting and disclosure regarding minerals sourced from the Democratic Republic of the Congo (DRC) and its adjoining countries.
③
We conduct rigorous due diligence on the origin of all materials, parts, and components procured for product manufacturing, and we implement prompt corrective actions should conflict minerals be identified.
④
While we do not prohibit or discourage sourcing minerals from the Democratic Republic of the Congo, we strictly ensure that all materials used are independently certified as conflict-free.
⑤
We require our suppliers to adhere to these same principles, thereby maintaining and upholding a responsible supply chain.
Board Committees
To enhance the efficiency and independence of Board actions, the Board operates four committees—the Outside Director Candidate Recommendation Committee, the Audit Committee, the ESG Committee, and the Compensation Committee—each structured with a majority of outside directors. Notably, the Audit Committee, which audits management performance and the company’s financial status, is composed entirely of outside directors to strengthen oversight of the company and its management while guaranteeing complete objectivity.
Audit Committee
Download Regulations
Outside Director
Non-Executive Director
Park Ki-tae (Chair of the Audit Committee)
Date of Appointment
March 21, 2022
Term of Office
March 2022 – March 2028
Non-Executive Director
Cha Kyung-hwan
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Non-Executive Director
Yoo Myung-hee
Date of Appointment
October 4, 2022
Term of Office
October 2022 – March 2027
Outside Director Candidate Recommendation Committee
Download Regulations
Outside Director
Non-Executive Director
Cha Kyung-hwan (Chair of the Outside Director Candidate Recommendation Committee)
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Non-Executive Director
Yoo Myung-hee
Date of Appointment
October 4, 2022
Term of Office
October 2022 – March 2027
Non-Executive Director
Park Ki-tae
Date of Appointment
March 21, 2022
Term of Office
March 2022 – March 2028
ESG Committee
Download Regulations
Inside Director
CEO (Executive Director)
Moon Jae-young
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Outside Director
Non-Executive Director
Yoo Myung-hee (Chair of the ESG Committee)
Date of Appointment
October 4, 2022
Term of Office
October 2022 – March 2027
Non-Executive Director
Cha Kyung-hwan
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Non-Executive Director
Park Ki-tae
Date of Appointment
March 21, 2022
Term of Office
March 2022 – March 2028
Compensation Committee
Download Regulations
Outside Director
Non-Executive Director
Cha Kyung-hwan (Chair of the Compensation Committee)
Date of Appointment
March 26, 2026
Term of Office
March 2026 – March 2029
Non-Executive Director
Park Ki-tae
Date of Appointment
March 21, 2022
Term of Office
March 2022 – March 2028
Non-Executive Director
Yoo Myung-hee
Date of Appointment
October 4, 2022
Term of Office
October 2022 – March 2027
| Competency | Moon Jae-young (Inside Director) |
Lee Sang-hyuk (Inside Director) |
Park Ki-tae (Outside Director) |
Yoo Myung-hee (Outside Director) |
Cha Kyung-hwan (Outside Director) |
|---|---|---|---|---|---|
| Audit Committee | - | - | ● | ○ | ○ |
| Outside Director Candidate Recommendation Committee | - | - | ○ | ○ | ● |
| ESG Committee | ○ | - | ○ | ● | ○ |
| Compensation Committee | - | - | ○ | ○ | ● |
Board of Directors
Audit Committee
(3 Outside Directors)
Evaluates the duties and performance of executive management, possessing complete authority to access all relevant data and information needed for audit procedures.
Conducts comprehensive reviews of internal audit execution plans and their subsequent results.
Outside Director Candidate Recommendation Committee
(3 Outside Directors)
Nominates candidates for outside directors with the necessary core competencies to achieve the company’s strategic business goals.
ESG Committee
(3 Outside Directors, 1 Inside Director)
Deliberates and resolves on the company’s ESG strategies and implementation plans.
Reviews and deliberates on key matters regarding the company’s corporate social responsibility (CSR).
Compensation Committee
(3 Outside Directors)
Guarantees absolute objectivity and transparency in the process of determining compensation and incentives for directors and executive officers.
Board Evaluation
We have established a structured Board evaluation system to assess Board composition and optimize operational efficiency. This evaluation framework includes 18 items divided into four key dimensions: the roles and responsibilities of the Board, its structure, its operations, and the strategic integration of evaluation results. All acting directors take part in this annual self-assessment.
Based on the evaluation for the fiscal year 2025, both the Board and its sub-committees are composed effectively, and the Board continues to diligently fulfill its defined roles and responsibilities. As we move into 2026, we plan to implement the following enhancement initiatives to improve and modernize our corporate governance and Board operations:
1. Providing external expert support upon request or when necessary.
2. Expanding educational and training programs required for committees to effectively execute their duties.
3. Allocating sufficient time for directors to thoroughly review Board agenda items and related materials.
Based on the evaluation for the fiscal year 2025, both the Board and its sub-committees are composed effectively, and the Board continues to diligently fulfill its defined roles and responsibilities. As we move into 2026, we plan to implement the following enhancement initiatives to improve and modernize our corporate governance and Board operations:
1. Providing external expert support upon request or when necessary.
2. Expanding educational and training programs required for committees to effectively execute their duties.
3. Allocating sufficient time for directors to thoroughly review Board agenda items and related materials.