Hyundai Engineering & Construction

000720 · KOSPI · Industrials · LARGE CAP

Merger decision (subsidiary)

Hyundai Engineering Co., Ltd. will absorb-merge affiliate Korea EV Charging Service Co., Ltd. at a ratio of 1:0.3132476, issuing 1,164,593 new common shares, in a small-scale merger with a merger date of November 1, 2026, to strengthen its EV charging business competitiveness.

M&A(Merger decision (subsidiary))· FILED 2026-08-21· RCEPT 20260821800388

What happened

Report on a material management matter of the subsidiary Hyundai Engineering: merger decision

1. Merger method: Hyundai Engineering Co., Ltd. will absorb-merge Korea EV Charging Service Co., Ltd. - Surviving company: Hyundai Engineering Co., Ltd. - Dissolving company: Korea EV Charging Service Co., Ltd.

2. Purpose of the merger: To strengthen EV charging (EVC) business competitiveness

3. Merger ratio: 0.3132476

4. Basis for calculating the merger ratio: The surviving company Hyundai Engineering Co., Ltd. and the dissolving company Korea EV Charging Service Co., Ltd. are both unlisted companies, and there is no law or regulation separately prescribing a method for calculating the merger ratio. To ensure fairness of the merger ratio, the share value and merger ratio were calculated using, as the base date, June 30, 2026, applying the valuation results under Article 63 of the Inheritance Tax and Gift Tax Act and Article 54 of its Enforcement Decree within the range of fair-value appraisal results, including the discounted cash flow method, obtained from an external specialized institution. For the merger of the dissolving company into the surviving company, the per-share appraised values that form the basis of the merger ratio are KRW 58,101 for Hyundai Engineering Co., Ltd. (par value KRW 500 per share) and KRW 18,200 for Korea EV Charging Service Co., Ltd. (par value KRW 10,000 per share), and the resulting merger ratio was calculated as 1 : 0.3132476. - Corporate value: Surviving company -; dissolving company -

5. Type and number of merger-issued new shares (shares): Common shares 1,164,593; class shares -

6. Merger counterparty Company name: Korea EV Charging Service Co., Ltd. Main business: Development of EV charging infrastructure and EV charging services Relationship with the Company: Affiliate Financial details for the most recent fiscal year (KRW million): Total assets 38,467; Capital 40,224; Total liabilities 4,733; Revenue 19,183; Total equity 33,734; Net income -6,229

7. Newly incorporated merger company Company name: - Financial details at incorporation (KRW million): Total assets -; Total liabilities -; Total equity -; Capital - Current new business segment's revenue for the most recent fiscal year (KRW million): - Main business: -

8. Merger schedule Expected date of general shareholders' meeting: - Period for submitting old share certificates: start date -; end date - Creditor objection period: start date 2026-09-23; end date 2026-10-26 Merger date: 2026-11-01 Expected merger registration date: 2026-11-03 Expected date of delivery of new share certificates: 2026-11-16

9. Matters concerning appraisal rights: As this merger is a small-scale merger under Article 527-3 of the Commercial Act, appraisal rights for shareholders opposing the merger under Article 522-3 of the Commercial Act are not recognized.

10. Board resolution date (decision date): 2026-08-20 Outside director attendance: present (persons) 4, absent (persons) - Attendance of auditor (audit committee member who is not an outside director): -

11. Future plans for corporate restructuring: As of the submission date of this report, there is no finalized matter concerning corporate restructuring being pursued or planned following completion of the merger.

12. Other material matters relevant to investment decisions - This merger proceeds as a small-scale merger pursuant to Article 527-3 of the Commercial Act, so approval of the merger by the general shareholders' meeting is replaced by board approval. (Expected date of the board resolution approving the merger: September 22, 2026) - Although this merger is being pursued as a small-scale merger, under Article 527-3, Paragraph 4 of the Commercial Act, if shareholders holding 20% or more of the surviving company's total issued shares notify their opposition to the merger as specified in the merger announcement, this merger cannot proceed as a small-scale merger. - The financial details for the most recent fiscal year in "6. Merger counterparty" above are based on the financial statements as of the end of 2025. - "8. Merger schedule" above is the expected schedule as of the date this disclosure was prepared and may change depending on consultation with and approval from relevant authorities. - The expected merger registration date in "8. Merger schedule" above is the expected date of filing the merger registration application. - Hyundai Engineering Co., Ltd., as a large company under Article 11 of the Fair Trade Act and Article 18 of its Enforcement Decree, is required to file a prior business combination report for this merger. Accordingly, the merger procedure cannot be completed until acceptance (approval) of the business combination filing is obtained from the Fair Trade Commission. However, as this merger is a merger between affiliated companies, it qualifies as a business combination subject to simplified review under the business combination review standards. - In the matters concerning the subsidiary below, the total assets of the subsidiary and the controlling company are based on the 2025 consolidated financial statements.

Related disclosures: - Related disclosure regulations: Financial Investment Services and Capital Markets Act

[Matters Concerning the Subsidiary] Subsidiary name: Hyundai Engineering Co., Ltd. English name: HYUNDAI ENGINEERING CO.,LTD. Representative: Ju U-jeong Main business: Non-residential building construction Whether a major subsidiary: Applicable Total assets of the subsidiary (KRW): 9,882,600,739,941 Total consolidated assets of the controlling company (KRW): 27,791,707,149,518 Ratio to the controlling company's total consolidated assets (%): 35.6

Filed2026-08-21, Merger decision (subsidiary)
SourceDART rcept 20260821800388 → open original filing

Source: DART. Information only, not investment advice.

For informational purposes only. This is not investment advice, a recommendation, or a solicitation to buy or sell any security. Do your own research; any investment decision is your own responsibility.

Data from DART, Korea's official corporate-filing system. Data sourced from official DART filings. Accuracy is not guaranteed. Figures are as of the date shown. As of 2026-08-21 (KST). · Converted at 1 USD ≈ ₩1,325 (rate of 2026-10-21).