Premier Partners, LLC Stewardship Code

Premier Partners, LLC (hereinafter referred to as “Premier Partners” or “the Company”) hereby announces the implementation of the Premier Partners Stewardship Code. This code contains policies on fiduciary responsibility based on the “Principles on the Responsibilities of Institutional Investors and Asset Managers” published by the Korea Corporate Governance Service, and it is effective as of April 27, 2018.

 

Premier Partners, as an asset manager entrusted with assets from domestic and international pension funds, fund of funds, etc. (hereinafter referred to as “Investors”), establishes and manages venture capital funds and private equity funds (collectively referred to as “funds”), and aims to fulfill the duties of a diligent manager and the responsibility as a trustee, ultimately contributing to the long-term interests of asset owners and the advancement of the domestic capital market.

1. Institutional investors, as a steward of assets entrusted by their clients, beneficiaries, etc., to take care of and manage, should formulate and publicly disclose a clear policy to faithfully implement their responsibilities. 

  • As a responsible manager, Premier Partners will do its utmost to ensure that the investors in the funds it manages achieve their best interests. Furthermore, the Company has developed the Premier Partners Stewardship Code and is publicizing related policies in accordance with relevant laws, fund regulations, and agreements. This commitment is aimed at faithfully fulfilling the trustee responsibilities granted to the Company.
  • As the trustee, the Company promises to prioritize the interests of Investors above all else in its activities and shall manage its fund accordingly, even in situations of potential conflicts of interest.
  • To minimize the possibility of conflicting interests, the Company has established internal regulations, including provisions for conflicts of interest prevention has implemented a corresponding system. The Company also fosters a sense of professional ethics among its employees through consistent education.
  • The Company conducts regular and comprehensive examinations of the financial and non-financial status of investee companies. Through continuous communication with management, it plays a crucial role in enhancing their long-term value.
  • The Company strives to establish a consensus with investee companies while exercising voting rights on important matters based on final opinions derived from rigorous internal deliberations. Additionally, Premier Partners actively engages in shareholder activities. The Company adheres to the principle of regularly reporting these activities and portfolio monitoring to its Investors.
  • The Company is committed to acquiring the necessary capabilities and expertise to effectively fulfill its trustee responsibilities.

2. Institutional investors should formulate and publicly disclose an effective and clear policy as to how to resolve actual or potential problems arising from conflicts of interest in the course of their stewardship activities.

  • As a limited liability company, Premier Partners does not have external shareholders or related parties. Therefore, the Company’s operating personnel hold its shares, with no external shareholders or other separate stakeholders. This ownership structure ensures that Premier Partners has a shared interest in the success of the funds it manages, fostering a healthy relationship between the Company and its Investors.
  • Furthermore, the Company has established internal control standards to prevent potential conflicts of interest that may arise during the fund’s operations. These standards are continuously monitored to identify and address any such possibilities. The Company also appoints a compliance officer responsible for overseeing the occurrence of conflicts of interest and ensuring compliance with internal control standards. This helps prevent and minimize potential conflicts of interest between the Company and its Investors, as well as among the funds managed by the Company.
  • In cases where the Company identifies potential conflicts of interest in the operation of the funds, it provides prior notification and engages in discussions with the Investors. This proactive approach ensures that the interests of the Investors are not compromised, and the Company remains committed to faithfully fulfilling the fiduciary duty entrusted to it by the Investors.

3. Institutional investors should regularly monitor investee companies in order to enhance investee companies’ mid- to long-term value and thereby protect and raise their investment value.

  • Premier Partners fosters the ongoing growth of the target investee companies by engaging in regular discussions with their management on key issues. The Company receives financial and non-financial updates on a quarterly basis, allowing for the preparation of reports for the Investors to assess the operational status of the investee companies. The purpose of these periodic reviews is to identify management issues early and respond promptly with appropriate measures, ultimately ensuring the sustainable growth and long-term enhancement of the investee companies’ value.
  • As an asset management firm specializing in private equity funds, Premier Partners appoints its representatives to the boards of directors of the investee companies. This allows for continual monitoring of their management situations. In cases involving buyout deals that entail the acquisition of management control, internal members of the Company actively participate in the management process. This involvement aims to enhance the value of the investee companies through financial restructuring, human resource reinforcement, and the establishment of business networks.
  • In cases of minority equity investments, the Company strives to ensure that its opinions are appropriately reflected in the investee companies’ management. Premier Partners actively exercises the rights granted by the Commercial Act, such as the shareholder’s right to propose and the right to demand the convening of an extraordinary shareholders’ meeting when necessary.

4. While institutional investors should aim to form a consensus with investee companies, where necessary, they should formulate internal guidelines on the timeline, procedures, and methods for stewardship activities.

  • Premier Partners seeks to establish trust through interaction with the management and key personnel of the investee companies, starting from the investment review stage. Furthermore, the Company focuses on activities that enhance the long-term value of the investee companies through proactive portfolio monitoring, aiming to build a deep understanding and mutual alignment.
  • In the process of active shareholder engagement, the Company shall comply with the Financial Investment Services and Capital Markets Act (hereinafter referred to as the ‘Capital Market Act’), which includes provisions regarding the prohibition of using material nonpublic information and market manipulation practices. Premier Partners commits to adhering to these regulations and will not engage in the improper use of information or pursue illegitimate trading gains.

5. Institutional investors should formulate and publicly disclose a voting policy that includes guidelines, procedures, and detailed standards for exercising votes in a faithful manner, and publicly disclose voting records and the reasons for each vote so as to allow the verification of the appropriateness of their voting activities.

  • Premier Partners conducts a thorough internal review of shareholder meetings and the agenda for prior approval of the investee companies. The Company exercises its voting rights in a manner that maximizes the interests of fund investors, utilizing information obtained through candid conversations and open discussions with the management of the investee companies.
  • The voting decisions made by the Company are primarily based on independent decision-making derived from discussions among responsible investment managers and partners, without relying on external advisory services. However, the Company may utilize external advisory services on a limited basis as necessary in the future, depending on specific circumstances.
  • The Company provides detailed reports on the exercising of its voting rights and the voting history to the fund’s investors through regular general meetings, upon request. As a manager of venture capital funds and private equity funds primarily investing in unlisted companies, the Company does not disclose the details of voting rights exercise to the general public through its website.

6. Institutional investors should regularly report their voting and stewardship activities to their clients or beneficiaries.

  • Premier Partners prepares quarterly reports on the status of the investee companies, portfolio monitoring, and the fulfillment of fiduciary duties. These reports are shared with the fund’s investors and incorporated into the ERP system to enhance reporting and internal management efficiency.
  • Additionally, semi-annual meetings are held for fund members and employees to provide operational reports on the investee companies and seek approval for the fund’s investment activities.

7. Institutional investors should have the capabilities and expertise required to implement stewardship responsibilities in an active and effective manner.

  • Premier Partners, as a manager of venture capital funds and private equity funds, has partners with an average of 20 years of experience in investing in small and medium-sized enterprises. They bring expertise in venture capital, growth-stage, and buyout investments.
  • Furthermore, the fund’s management team possesses diverse industry knowledge and networks based on their previous work experience in various sectors such as electronics, telecommunications, automotive, plant engineering, securities, medical devices, biotechnology, and strategic consulting at renowned domestic companies. The team also includes an in-house lawyer from prestigious law firm and accountants from reputable accounting firms. This composition enables a comprehensive assessment of financial, non-financial, and tax risks and ensures legal compliance in investment decisions.
  • The Company consistently supports the participation of its employees in professional development programs to maintain their capabilities and expertise in fulfilling fiduciary responsibilities. Regular monitoring is conducted to ensure their ongoing growth and proficiency.

Contact1 : Cheongjo Hwang / Principal  (02-554-0030, cjhwang@premierpartners.co.kr)

Contact2 : Tae woong Kwon / Director (02-554-6139, twkwon@premierpartners.co.kr)