STX그룹과 지주회사체제

Abstract

The holding company system has been a new corporate governance in Korea’s groups of companies or chaebols. Until September 2008, a total of eight major groups adopted the new system: LG (4th largest group as of April 2008; transformed into the system in 2001), GS (7th, 2004), STX (15th, 2004), SK (3rd, 2007), Kumho Asiana (10th, 2007), CJ (17th, 2007), Hanjin Heavy Industries (29th, 2007), and LS (18th, 2008). The present paper focuses on the case of STX group, which was formed in 2001. STX Corporation, the group’s core company, was transformed into a holding company in accordance with Fair Trade Act in April 2004. In October 2005, the company was excluded from the Act’s list of holding companies as it was not qualified for the status. Nevertheless, STX Corporation has since remained the de facto holding company. The paper analyses the holding company system in STX group in terms of ownership, control, and managerial organization. Before the transformation into a holding company in April 2004, STX Corporation had already maintained shares in several affiliated companies of STX group. The transformation not only formally confirmed the earlier ownership but also, more importantly, strengthened it. As of March 2009, around two-thirds (11 of 17; 65%) of the group’s total affiliated companies had been organized into the holding company system. The largest shareholder in STX Corporation, the holding company, has remained Kang Duck-Soo since May 2004. However, his shares account for 12~14% of the company’s total capital. Instead, two affiliated companies, in which Kang is the largest shareholder, have some 10% shares each. In all, Kang secured directly or indirectly more than 40% of the holding company’s capital. Kang Duck-Soo’s dominance in ownership was naturally accompanied by his dominance in control. He has been the representative director in the holding company and was also deeply involved in the management of major ‘son’ and ‘grandson’ companies. The unification of ownership and control in the largest shareholder, who is Kang in STX group, is the most characteristic feature in the holding company system. As far as managerial organizations are concerned, almost all of the earlier organization and personnel in STX Corporation was transferred to the newly-founded son company, STX Engine, which was to carry out the earlier manufacturing businesses. On the other hand, the holding company, STX Corporation, initially had a slim organization consisting of some 40 persons. However, after the merger of an affiliated company, called POS, in 2005, the holding company had a much larger organization with its management and workers numbering some 600.