Jinhee Magie
About Jinhee Magie
Independent director of Lithium Americas Corp. (LAC) since October 2023; age 57; Chartered Professional Accountant (CPA, CA) with a Bachelor of Commerce from the University of Toronto and 30+ years of finance and mining industry experience, including public company reporting, M&A, fundraising, and cybersecurity oversight . She is designated an SEC “audit committee financial expert,” reinforcing deep accounting literacy for board oversight . Current LAC committee roles: Audit & Risk Committee member, Chair of the Compensation & Leadership Committee, and member of the Governance & Nomination Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lundin Mining Corporation | Chief Financial Officer & SVP | Oct 2018 – Sept 2022 | Oversaw financial reporting, treasury, tax, and information technology (including cybersecurity) |
| Lundin Mining Corporation | Vice President, Finance | 9 years | Senior finance leadership across reporting and controls |
| LionOre Mining International Ltd. | Director, Corporate Compliance | ≤2008 | Corporate compliance leadership prior to joining Lundin Mining in 2008 |
| Ernst & Young | Early career | Not disclosed | Audit grounding; public company exposure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AngloGold Ashanti PLC | Director | Current | Audit & Risk; Social, Ethics & Sustainability committees |
| Star Royalties Ltd. | Director | Current | Chair, Compensation Committee; Member, Audit & Risk Committee |
| Lithium Americas Corp. (Old LAC) | Director | Jun 2021 – Oct 2023 | Audit & Risk; Governance, Nomination, Compensation & Leadership committees |
Interlock signal: LAC Executive Chair Kelvin Dushnisky was CEO and director of AngloGold Ashanti (2018–2020), which may create informational network effects; not a related-party transaction but relevant for board network analysis .
Board Governance
- Independence: Determined independent by the Board; LAC’s majority-independent structure includes Magie among five independent directors .
- Committee assignments: Audit & Risk (member), Compensation & Leadership (Chair), Governance & Nomination (member) .
- Attendance: In 2024, directors attended 100% of Board and committee meetings except one director; Magie’s committees met their minimums (A&R: 4; C&L: 5; G&N: 3) indicating high engagement cadence .
- Lead Independent Director: Yuan Gao; independent-only executive sessions occur at every Board and committee meeting (in-camera) .
- Risk oversight: CFO-led ERM reported quarterly to A&R and Board; committees review risk specific to mandates .
Fixed Compensation
| Component (2024) | Cash ($) | DSUs ($) | Notes |
|---|---|---|---|
| Board Retainer | 55,000 | 100,000 | Independent director fee structure: $155,000/year with min $90,000 in DSUs; paid quarterly in cash/DSUs at director’s election |
| Committee Retainers | 25,000 | – | Chair of non-A&R committees earns $15,000; non-chair members earn $5,000; Audit Chair earns $20,000 |
| Meeting Fees (>10 meetings) | 12,000 | – | $1,000 per meeting beyond combined 10 Board+committee meetings |
| Total (2024) | 92,000 | 100,000 | Aggregate director compensation earned: $192,000 |
Director fee schedule reference: Independent director annual fee $155,000 (min $90,000 in DSUs), Lead Independent Director additional $25,000, committee chair/member fees as above; special committee fees ad hoc .
Performance Compensation
| Equity Award | Grant/Measurement | Quantity/Value | Vesting/Settlement |
|---|---|---|---|
| DSUs outstanding (as of 12/31/2024) | Aggregate 2024 DSUs | 35,457 DSUs | DSUs settle at end of board tenure |
| RSUs (vested, director legacy) | As of 12/31/2024 | 1,079 RSUs | Will be settled at end of board tenure if not elected to settle earlier |
- LAC does not use performance-based metrics for non-employee director equity; director compensation mix is cash plus DSUs, with settlement aligned to tenure and ownership .
- Clawback and no-repricing governance apply to incentive awards; hedging/pledging of Company securities is prohibited .
Other Directorships & Interlocks
| Company | Nature | Potential Conflict/Interlock Assessment |
|---|---|---|
| AngloGold Ashanti PLC | Public mining company | Interlock network: LAC Executive Chair previously led AngloGold; informational link noted; no related-party transaction disclosed |
| Star Royalties Ltd. | Royalty/streaming | No disclosed LAC transactions; committee leadership experience relevant to compensation governance |
Expertise & Qualifications
- CPA, CA; Bachelor of Commerce (University of Toronto); extensive mining finance experience; acquisitions/divestitures, equity fundraising, public reporting, cybersecurity oversight .
- SEC audit committee financial expert designation; financially literate under Canadian NI 52-110; enhances A&R oversight quality .
- Compensation governance expertise as Chair of C&L Committee; use of independent consultant (CAP); peer group benchmarking and PSU TSR frameworks for executives .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership (as of 4/15/2025) | 51,573 shares | Includes DSUs underlying 43,573 shares |
| DSUs included in beneficial ownership | 43,573 | DSUs settle upon end of board tenure |
| Shares outstanding (as of 4/15/2025) | 218,686,462 | NYSE/TSX-listed common shares |
| Ownership as % outstanding | ~0.024% | Calculated from 51,573 / 218,686,462 using disclosed figures |
Stock ownership guidelines: Non-executive directors must hold Common Shares equal to 5x annual cash retainer within five years of election/appointment . Hedging and pledging of LAC securities are prohibited .
Governance Assessment
- Strengths: Independent status; 100% meeting attendance in 2024; chairing C&L with independent-only membership; audit financial expert designation; robust policies (clawback; no hedging/pledging); director equity in DSUs aligning with long-term shareholder outcomes .
- Compensation governance: Use of CAP as independent consultant, structured peer groups for executive benchmarking, clear STI/LTI frameworks (including TSR-based PSUs for executives), suggests disciplined pay-for-performance oversight under her committee leadership .
- Conflicts/Related-party exposure: Proxy does not disclose any related-party transactions involving Magie; LAC’s RPT policy requires disclosure and recusal, with independent special committees if needed . GM is a >5% holder with a board representative; no linkage to Magie’s independence or compensation noted .
- RED FLAGS: None disclosed specific to Magie (no legal proceedings, bankruptcies, hedging/pledging, or RPTs). Monitor potential informational interlock with AngloGold given Executive Chair’s prior role—manageable via independence, recusal, and committee processes .