Yoon Sang-hyun takes control of Kolmar BNH: first move to 'prove management capability'

[Korea Financial Times, Yang Hyunwoo] Vice Chairman Yoon Sang-hyun of Kolmar Holdings has seized management control by ascending to co-CEO of Kolmar BNH. Vice Chairman Yoon, who has directly entered management citing Kolmar BNH's poor performance, now faces the moment to prove his management capabilities.

According to industry sources on the 27th, market attention focuses on the future moves of Vice Chairman Yoon, who assumed the CEO position at Kolmar BNH despite opposition from his father and younger sister.

On the 14th, Kolmar BNH's board of directors approved the appointment of inside director Lee Seung-hwa and Vice Chairman Yoon as joint representative directors. Kolmar BNH will now operate under a three-person representative director with independent authority system including Representative Director Yoon Yeo-won.

Representative Director Yoon Yeo-won will be responsible for social contribution activities, focusing on creating corporate social value. Representative Director Yoon Yeo-won is effectively excluded from management, and Kolmar BNH is expected to be managed primarily by Vice Chairman Yoon Sang-hyun and Representative Director Lee Seung-hwa.

Representative Director Lee will lead overall management, with plans to spearhead innovation including discovering future growth engines and strengthening business competitiveness at Kolmar BNH. Vice Chairman Yoon will assume roles in establishing mid to long-term vision and strategic advisory.

Vice Chairman Yoon Sang-hyun is the largest shareholder, holding 31.75 percent of Kolmar Holdings. As Kolmar Holdings is Kolmar BNH's largest shareholder, Vice Chairman Yoon's opinions are expected to significantly influence management.

Previously, Vice Chairman Yoon promoted appointment of himself and Lee Seung-hwa, former CJ CheilJedang vice president, as inside directors citing Kolmar BNH's poor performance. Kolmar BNH's first-half sales this year were KRW 300.8 billion, down 7.8 percent year-on-year. Operating profit during the same period decreased 17.6 percent to KRW 14.3 billion.

Looking at performance over the past five years, sales and operating profit decline trends are more pronounced. Kolmar BNH sales plummeted from KRW 109.2 billion in 2020 to KRW 24.6 billion last year. Operating profit fell from KRW 95.6 billion in 2020 to KRW 23.9 billion in 2024.

As Vice Chairman Yoon claimed, Kolmar BNH's performance has deteriorated steadily. Accordingly, interest focuses on Vice Chairman Yoon's performance improvement moves after taking Kolmar BNH's helm. Particularly, attention centres on whether he will actively pursue affiliate restructuring as he previously mentioned.

Vice Chairman Yoon Sang-hyun summoned his younger sister Representative Director Yoon Yeo-won on April 23, just before the management dispute erupted, for a meeting at Kolmar Holdings' Naegok-dong office. According to transcripts obtained by this publication, Vice Chairman Yoon mentioned liquidating Kolmask and HNG during that conversation. He stated he would serve as representative director "until Kolmask and HNG are liquidated."

Kolmask is a cosmetics mask pack manufacturer acquired by Kolmar BNH in 2022. HNG is a cosmetics manufacturing and sales company and subsidiary of Kolmar BNH.

Previously, Vice Chairman Yoon mentioned HNG as a management case that Representative Director Yoon led and failed. According to Kolmar Holdings, last year the Fair Trade Commission detected that HNG provided improper personnel support to KB Lab, of which Representative Director Yoon held 100 percent shares.

The FTC imposed approximately KRW 500 million in fines on HNG and KB Lab. HNG was additionally taxed hundreds of millions of won by the National Tax Service for delayed accounts receivable recovery and improper personnel support. Kolmar Holdings maintains that these actions damaged the ethics and transparency of all Kolmar Group affiliates, becoming group risks.

A Kolmar Holdings official mentioned: "No specific direction (for handling) Kolmask and HNG has been determined yet."

Additionally, Vice Chairman Yoon expressed determination to improve HNG profitability through merger with external companies. Vice Chairman Yoon requested Representative Director Yoon's cooperation, stating he would "merge external companies based on HNG to create a structure generating stable sales and profits."

He did not omit HK inno.N either. Vice Chairman Yoon pointed out HK inno.N's undervaluation and revealed plans to raise HK inno.N's value after securing funds through Kolmar BNH value-up. While some raised possibilities of Kolmar BNH sale, Kolmar Holdings dismissed this as "groundless."

Yang Hyunwoo (yhw@fntimes.com)