Composition and Operation of the Board of Directors

Composition of the Board of Directors

As of April 30, 2022, the Board of SK bioscience is composed of a total of seven directors (two executive directors, four outside directors, and one other non-executive director)with the outside directors accounting for 57%. Director Ik-Hwan Kwon serves as the Chairperson of the Board and is expected to contribute to the realization of Board management based on his abundant experience in the legal field.

SK bioscience appointed outside directors in consideration of career, gender diversity, and independence. The Outside Director Candidate Recommendation Committee, which is made up of all outside directors, nominates outside director candidates in full consideration of the legal qualifications required for an outside director, diversity, and expertise. Once a candidate is confirmed after a review by the Board, an agenda for appointing outside directors is presented at the annual general meeting, where outside directors are appointed after a vote.

Our Board consists of executives(CEO Jae Yong Ahn, Director Kwang-Hyun Jun), a vaccine expert (Director Hun Kim), a health and administration expert(Director Chang-Jin Moon), a HR specialist (Director Mi-Jin Jo), a finance and accounting expert (Director Jeong-Wook Choi), and a legal expert (Director Ik-Hwan Kwon). In addition, we improved gender diversity within the Board by appointing Mi-Jin Jo as an outside director in 2020.

In accordance with Article 382 of the Commercial Act, directors are appointed at the General Meeting of Shareholders and the Board consists of up to 10 directors, as specified in the Articles of Incorporation.

Click to view the Articles of Incorporation

Click to view the Corporate Governance Charter (Full Amendment)

<Director>

<Director>The list includes the names, genders, roles, terms, and relationships with major shareholders or key shareholders of internal directors, external directors, and other emergency executive officers.
Position	Name	Gender	Role	Recommending parties	Largest shareholder or has a stake in major shareholders	Term
Executive Director (standing)	Jae Yong Ahn	Male	CEO	Board of Directors	Officer at an issuing company	2021. 03. ~2024. 03.
Executive Director (standing)	Hun Kim	Male	CTO	Board of Directors	Officer at an issuing company	2021. 03. ~2024. 03.
Outside Director (non-standing)	Ik-Hwan Kwon	Male	Chairperson of the Board	Outside Director Candidate Recommendation Committee	-	2021. 03. ~2024. 03.
	Chang-Jin Moon	Male	Chairperson of the ESG Committee	Board of Directors	-	2020. 10. ~2023. 03.
	Mi-Jin Jo	Female	Chairperson of the Nomination and Compensation Committee	Board of Directors	-	2020. 10. ~2023. 03.
	Jeong-Wook Choi	Male	Chairperson of the Audit Committee	Board of Directors	-	2020. 10. ~2023. 03.
Other Non-executive Director	Kwang-Hyun Jun	Male	Member of the Nomination and Compensation Committee	Board of Directors	Officer at an issuing company	2022. 10. ~2025. 03.

As of April 1, 2022

<Outside Directors>

<Outside Directors>It indicates the professional fields, major careers, and disqualification reasons of four outside directors.
Name	Specialized field	Brief resume	Any reason for disqualification
Ik-Hwan Kwon	Law	(Current) Attorney at Kwon Ik-Hwan Law Firm (Former) Prosecutor at Seoul Southern District Prosecutors’ Office (Former) Chief of Public Security Division, Supreme Prosecutors’ Office	None
Chang-Jin Moon	Health· Administration	(Former) Vice President of CHA University (Former) Chairperson of the Board, Korea Health Promotion Institute (Former) Vice Minister of Health and Welfare of Korea	None
Mi-Jin Jo	HR	(Current) Future Captiva Leadership Group President and CEO (Former) Vice President of Human Resources Development Center, Hyundai Motor Group (Former) Head of Human Resources Development Center, LG Display (CHRO)	None
Jeong-Wook Choi	Finance· Accounting	(Former) Head of Tax and Accounting, Jipyeong Law Firm (Former) Leader of Tax Division, Samjong KPMG (Former) Manager in Tax Division, Kim & Chang Law Firm	None

Independence and Expertise of the Board of Directors

GRI 102-24

To identify candidates and appoint directors, SK bioscience comprehensively reviews domestic laws and regulations, institutional investor requirements and the Guidelines for Board of Directors Independence. We thoroughly vet the independence of outside director candidates and their specific qualifications for Board performance.

Click to view the Guidelines on Outside Directors Independence

We guarantee a three-year term of office for outside directors, according to the Articles of Incorporation. Our outside directors, who demonstrate expertise and experience in different areas and who have no stake in any of our major shareholders, actively fulfill their responsibilities with independent mindsets. By amending the Corporate Governance Charter, we are working to guarantee the independence of the Board of Directors.

The Board of Directors strives to make rational decisions by considering stakeholder viewpoints and a broad perspective. We prepared the Guidelines for Board of Directors Diversity to support a Board composed of experts from diverse backgrounds, regardless of knowledge, experience, age, religion, nationality, race, disability or education.

Click to view the Guidelines on the Board of Directors Diversity

Outside directors are appointed at a General Meeting of Shareholders after candidates are selected in a transparent procedure by the Outside Director Candidate Recommendation Committee, which was established in accordance with Article 542-8 of the Commercial Act.

<Composition of the Board of Directors by Area of Expertise>

When appointing an outside director, we review qualifications from a legal standpoint, such as independence and concurrent positions, and we submit a qualification verification document to the Korea Exchange. In publicizing the resolution to convene a General Meeting of Shareholders, we transparently disclose the outside director candidate’s independence from the company and legal qualifications via Certification of Qualification of Outside Directors to shareholders and stakeholders.

Operation of the Board of Directors

GRI 102-34

Operation of the Board of Directors

In principle, the Board of SK bioscience holds regular board meetings at least once every quarter. If necessary, temporary board meetings are held from time to time to make decisions on major agendas.

Click to view the Regulations of the Board of Directors

Click to view the Corporate Governance Charter (Full Amendment)

<Operation of the Board of Directors>

<Operation of the Board of Directors>It indicates the number of proposals for convening, approval, and rejection of the board of directors from 2019 to 2021.
Category	Unit	2019	2020	2021
Number of meetings of the Board of Directors	Number	3	8	17
Agenda submitted for the Board of Directors	Case	3	21	26
Agenda approved by the Board of Directors	Case	3	21	25

<Attendance for Board of Director Meetings>

<Attendance for Board of Director Meetings>It indicates the attendance rate of the 2021 board of directors by internal/external directors.
Name	Position	Attendance in 2021
Jae-Yong Ahn	Inside Director	100%
Hun Kim	Inside Director	100%
Ik-Hwan Kwon	Outside Director	100%
Chang-Jin Moon	Outside Director	100%
Mi-Jin Jo	Outside Director	100%
Jeong-Wook Choi	Outside Director	100%

<Actions of the Board of Directors>

<Actions of the Board of Directors>It indicates the date of the board of directors meeting in 2021, whether it was approved, the approval rate, attendance of internal directors, and attendance of external directors.
Round	Date	Approved / Pending Approval	Affirmative	Attendance of inside directors	Attendance of outside directors
1	2021-01-19	Reported	-	2/2	3/3
2	2021-01-26	Reported	-	2/2	3/3
3	2021-02-05	Approved/Reported	5/5	2/2	3/3
4	2021-02-15	Approved/Reported	5/5	2/2	3/3
5	2021-03-08	Approved	5/5	2/2	3/3
6	2021-03-15	Approved/Reported	5/5	2/2	3/3
7	2021-03-31	Approved	6/6	2/2	4/4
8	2021-04-28	Approved/Reported	6/6	2/2	4/4
9	2021-05-13	Approved	6/6	2/2	4/4
10	2021-05-26	Approved	6/6	2/2	4/4
11	2021-06-24	Approved/Reported	6/6	2/2	4/4
12	2021-07-28	Approved/Reported	6/6	2/2	4/4
13	2021-08-25	Approved/Reported	6/6	2/2	4/4
14	2021-09-23	Reported	-	2/2	4/4
15	2021-10-27	Approved/Reported	6/6	2/2	4/4
16	2021-11-30	Reported	-	2/2	4/4
17	2021-12-01	Approved	6/6	2/2	4/4

As of December 31, 2021

Actions of the Board of DirectorsIt indicates the date of the board of directors meeting in 2020, whether it was approved, the approval rate, attendance of internal directors, and attendance of external directors.
Round	Date	Approved / Pending Approval	Affirmative	Attendance of inside directors	Attendance of outside directors
1	2020-02-06	Approved/Reported	4/4	2/2	2/2
2	2020-03-09	Approved/Reported	4/4	2/2	2/2
3	2020-07-22	Reported	-	2/2	2/2
4	2020-09-18	Approved	4/4	2/2	2/2
5	2020-10-05	Approved	4/4	2/2	2/2
6	2020-10-29	Approved	5/5	2/2	3/3
7	2020-11-27	Approved/Reported	5/5	2/2	3/3
8	2020-12-22	Approved/Reported	5/5	2/2	3/3

As of December 31, 2020
(Note 1) As directors Gwang-hyun Chun and Chan-joong Park resigned on October 29, 2020, meetings after those resignations are not included in recording the attendance rate.
(Note 2) As outside directors Chang-jin Moon, Mi-jin Cho and Jung-wook Choi were appointed on October 29, 2020, previous meetings before their appointments are not included in recording the attendance rate.

Actions of the Board of DirectorsIt indicates the date of the board of directors meeting in 2019, whether it was approved, the approval rate, attendance of internal directors, and attendance of external directors.
Round	Date	Approved / Pending Approval	Affirmative	Attendance of inside directors	Attendance of outside directors
1	2019-02-08	Approved	5/5	3/3	2/2
2	2019-03-08	Approved	4/4	2/2	2/2
3	2019-05-30	Approved	4/4	2/2	2/2

As of December 31, 2019
(Note 1) As Dong-hyun Ahn, a non-executive director, resigned on March 4, 2019, meetings after his resignation are not included in recording the attendance rate.

Outside Directors Support

SK bioscience provides a variety of information and learning opportunities to support outside directors’ active participation in management, rational decision-making, and professional job performance. We provide materials five days in advance so that the agenda can be fully reviewed before the meetings of the Board and committees. We also provide an opportunity for Q&A in advance on the agenda by providing the contact information of the person in charge of the relevant division for in-depth understanding and more effective deliberation on the agenda.

The Board meeting attendance rate for the past four years including 2021 has been 100%, and the Board of SK bioscience participates in the company’s major resolutions. Major resolutions and reports for 2021 included reporting on the progress of the IPO and establishing the Nomination and Compensation Committee and the ESG Committee.

In 2022, the Board targets to improve the expertise of the supportive body of the internal audit division, continue to reinforce internal control policies and proactively support outside director activities. As the scope of the Audit Committee expands, we plan to expand support personnel for internal audits and strengthen the role of the Board in managing and supervising internal control functions such as risk and compliance management. Moreover, we plan to improve the participation rate by supporting outside director discussion and meetings, as well as providing training programs.

Outside Directors Training

SK bioscience facilitates training sessions to strengthen the expertise of outside directors and improve their general understanding of the company. We provided a context for our management philosophy in 2021 by offering training for ESG management, which has recently grown in prominence. We also give them opportunities to attend regular forums, conferences, and seminars in order to improve their understanding of overall management including bio-industry, ESG management, HR, and auditing.

<Training Received by Outside Directors>

<Training Received by Outside Directors>The date of the external director education, the entity conducting the education, the list of attending directors, and the main education content are indicated.
Data	Facilitator	Attendance outside director	Reason for absence	Content
2021-05-13	SK discovery	Ik-Hwan Kwon, Chang-Jin Moon, Mi-Jin Jo, Jeong-Wook Choi	-	ESG reinforcement and board-centered management, major management status
2021-06-30	Yulchon Law Firm	Ik-Hwan Kwon, Chang-Jin Moon, Mi-Jin Jo, Jeong-Wook Choi	-	Introduction to ESG
2021-09-09	Strategic Planning Office of SK bioscience	Ik-Hwan Kwon, Chang-Jin Moon, Mi-Jin Jo, Jeong-Wook Choi	-	Overview of the company’s business
2021-11-17	Board Secretariat	Ik-Hwan Kwon, Chang-Jin Moon, Mi-Jin Jo, Jeong-Wook Choi	-	Andong L HOUSE on-site workshop
2021-10-07	Korea Fair Competition Federation	Ik-Hwan Kwon, Chang-Jin Moon, Mi-Jin Jo, Jeong-Wook Choi	-	A practical approach to ESG evaluation criteria

As of December 31, 2021

Evaluation and Compensation of the Board

Evaluation of the Board

SK bioscience annually evaluates the activities of the Board, committees, and directors for the purpose of improving the efficiency of the Board’s operation and identifying areas of improvement. SK bioscience conducts a self-evaluation of the composition, roles, responsibilities, and operation of the Board and committees in accordance with the ESG standards of the Korea Corporate Governance Service. As a result of the self-evaluation using a questionnaire, the overall rating was 4.4 out of 5. We transparently disclose the evaluation results so that stakeholders can fully understand the contents of our activities. Matters that need improvement are reviewed and reflected to improve the activities of the Board.

<Board Evaluation Results(Self Assessment)>

<Board Evaluation Results(Self Assessment)>It is detailing a self-evaluation of the board's activities in 2021.
Total (Out of 5 points)	Composition of the Board	Role of the Board	Responsibilities of the Board	Operation of the Board	Composition of the Committees	Role/Operation of the Committees
4.4	4.4	4.4	4.5	4.3	4.7	4.0

Compensation System for the Board

GRI 102-35

GRI 102-36

GRI 102-37

Salaries and bonuses are paid within the limit of remuneration set at the annual general meeting. The remuneration of outside directors is paid as a fixed remuneration in consideration of management independence and transparency.

<Remuneration for Directors of the Board>

<Remuneration for Directors of the Board>It indicates the number of internal and external directors, the total compensation amount, and the average compensation per person. It is indicated from 2020 to 2021.
Category	2021			2020
Category	Persons	Total amount paid	Average pay per person	Persons	Total amount paid	Average pay per person
Executive director	2	2,029	1,015	2	1,205	603
Outside directors	4	294	74	3	38	13

As of December 31, 2021/ December 31, 2020
Unit: KRW million

Remuneration of the CEO

The CEO’s remuneration is paid within the limit of remuneration for directors set at the general shareholders’ meeting after reporting to the Nomination and Compensation Committee and the Board. Salary is determined after due consideration of the performance of the year, such as financial performance and the outcomes of growth strategy implementation. Bonuses are divided into profit-based Profit Sharing(PS) and Target Incentive(TI) of KPIs. Given the CEO’s importance to the company’s growth, we have implemented a Long-Term Incentive Plan to compensate the CEO for his contribution to the company’s mid- to long-term growth.

2022 SK bioscience KPI

<CEO’s Remuneration>

<CEO’s Remuneration>The CEO's compensation is being indicated in both amount and percentage based on categories.
Category	Unit	Amount
CEO’s remuneration (A)*	KRW	1,000,000,000
All employees’ remuneration excluding the CEO(or equivalent position) (B)	KRW	51,290,862
Median remuneration of officers and employees (C)	KRW	107,692,900
CEO’s remuneration ratio to the average annual salary of all employees excluding the CEO(or equivalent position (A/B)	Times	19.5
Ratio of remuneration of the CEO to median remuneration of officers and employees (A/C)	Times	15.79

As of December 31, 2021
* (A) is the income on the reported salary statement of the recipient with the highest remuneration.

<Stock Ownership of Inside Director>

<Stock Ownership of Inside Director>We are indicating the stock ownership status of executive directors by distinguishing between common and preferred shares.
Name	Position	Type of shares	Number of shares
Jae Yong Ahn	Executive Officer (CEO)	Common Share	-
Jae Yong Ahn	Executive Officer (CEO)	Preferred Share	-
Hun kim	Executive Officer (CTO)	Common Share	-
Hun kim	Executive Officer (CTO)	Preferred Share	-

As of December 31, 2021

Committees under the Board of Directors

Operation of Committees under the Board of Directors

GRI 102-19

GRI 102-21

We established and operate Board committees to enhance the expertise and efficiency of the Board of Directors, in accordance with the Articles of Incorporation (Article 26-1), the Corporate Governance Charter (Chapter 8) and the Rules and Regulations of the Board of Directors (Article 11-3). We also adopted rules and regulations for the committees, specifying each one’s purpose, authority and responsibilities, guidelines and procedures, and key duties.

Click to view the Articles of Incorporation

Click to view the Corporate Governance Charter (Full Amendment)

Click to view the Regulations of the Board of Directors

<Major Functions of Each Committee>

<Major Functions of Each Committee>It indicates the main functions and regulations of the Audit Committee, ESG Committee, Personnel Committee, Outside Director Candidate Recommendation Committee, and Internal Trading Committee.
Committee	Major functions	Relevant rules and regulations
Audit CommitteeIncluding a financial expert Three outside directors	Audit of performance of the director’s duties Request for business report from the director Investigation of the company’s business and property	Articles of Incorporation (Article 25 / 31-2) Corporate Governance Charter (Part2, Chapter 12 /Part3, Chapter 13) Rules and Regulations of the Audit Committee (Article 3 / 9)
ESG CommitteeOne insider director Two outside directors	Advice and review on management strategies and directions for the company’s sustainable growth Review of ESG-related action plans Management, supervision and evaluation of ESG-related activities	Rules and Regulations of the ESG Committee (Article 3 / 9)
Nomination and Compensation CommitteeTwo outside directors One Other Nonexecutive director	Evaluation of the Representative Director and retention of his/her position based on evaluation results Proposal of dismissal and/or appointment of the Representative Director Recommendations and management of candidates for the Representative Director Review of appropriate remuneration for inside directors Review of results of evaluation and remuneration of key officers	Rules and Regulations of the Nomination and Compensation Committee (Article 3)
Outside Director Candidate Recommendation CommitteeThree outside directors	Exercising the right to recommend outside director candidates at the General Meeting of Shareholders	Articles of Incorporation (Article 23-2) Rules and Regulations of the Outside Director Candidate Recommendation Committee (Article 3 / 9)
Internal Transactions CommitteeThree outside directors	Large-scale internal trading according to Article 11-2 of the Monopoly Regulation and Fair Trade Act Review and approval of all matters necessary for the operation of the committee	Regulations of the Internal Transactions (Article 3/9)

As of July 31, 2022

Audit Committee

SK bioscience has established and operates the Audit Committee under the Board to strengthen the audit function. Our Audit Committee supports the Board’s transparent decision-making, meeting the stringent commercial law requirements for listed companies, and regulatory responses.

The Audit Committee is an organization that internally audits the accounting procedures and business activities to oversee whether directors and management are performing their duties legally and properly. It also reviews the appropriateness of systems and activities such as the internal accounting management system and the compliance program after receiving reports from the CP Team, etc.

Click to view the Regulations of the Audit Committee

<Major Activities>

<Major Activities>The major activities of the 2021 gratitude committee are listed by date of event, agenda content, approval status, and number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	January 26, 2021	[Submitted issue] 1.Approval of regulation amendment for independent auditor appointment 2.Submission of post evaluation of independent auditor in 2019 3.Post evaluation of revised audit report by independent auditor in 2019 4.Approval of compliance on independent auditor selection in 2020 5.Approval of compliance, procedures and evaluation criteria on independent auditor selection from 2021 to 2023	3/3	3/3
2	February 15, 2021	[Submitted issue] 1.Selection of independent auditor from 2021 to 2023 [[Reported issue] 1.Report on inspection of internal accounting management system operation in 2020	3/3	3/3
3	March 15, 2021	[Submitted issue] 1.Confirmation of audit report 2.Confirmation of report on the evaluation of internal accounting management system operation in 2020 3.Confirmation of agenda for the 3rd Ordinary General Meeting of the Shareholders and opinions on document investigations	3/3	3/3
4	April 28, 2021	[Reported issue] 1.Report on operation plan of the Audit Committee 2.Report on business performance review for 1st quarter of 2021 and accounting audit plan	-	5/5
5	June 24, 2021	[Reported issue] 1.Report on improvement plan for the Audit Committee operation	-	4/4
6	August 10, 2021	[Reported issue] 1.Report on audit results on financial statements for 1st half of 2021 by independent auditors 2.Report on audit results on internal accounting management system design assessment by independent auditors	-	4/4
7	November 11, 2021	[Reported issue] 1.Report on compliance operating system 2.Interim report on internal accounting management system operation in 2021 3.Report on audit results on financial statements for 3rd quarter of 2021 by independent auditors	-	4/4

As of December 31, 2021
(Note 1) As director Ik-hwan Kwon was newly appointed on March 31, 2021, the previous meetings before his appointment are not included in recording the attendance rate.
(Note 2) Director Mi-jin Cho resigned on June 24, 2021.

<Major Activities>The major activities of the 2020 gratitude committee are listed by date of event, agenda content, approval status, and number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	October 29, 2020	[Submitted issue] 1.Selection of the Chair of the Audit Committee	3/3	3/3
2	November 27, 2020	[Reported issue] 1.Report on internal accounting management system operation	-	3/3
3	December 22, 2020	[Submitted issue] 1.Approval of amendment of internal accounting management regulations [Reported issue] 1.Report on financial statements audit plan in 2020	3/3	3/3

<Attendance at Audit Committee>

<Attendance at Audit Committee>It indicates the attendees of the gratitude committee and the attendance rate for 2021.
Name	Category	Attendance rate in 2021
Ik Hwan Kwon	Outside Director	100%
Chang Jin Moon	Outside Director	100%
Jeong Wook Choi	Outside Director	100%

ESG Committee

GRI 102-30

At SK discovery, our Board of Directors knows we must pursue the happiness of both stakeholders and employees to sustain and develop the company. To oversee that goal, we established the ESG Committee, which is composed of inside and outside directors to ensure an open-minded perspective.

We amended the Rules and Regulations of the ESG Committee to achieve more effective operation and flexibility as we learn more about the many economic, environmental and social issues of ESG management. We also review management strategies and directions for sustainable growth while responding to any Board of Director inquiries. Besides setting ESG initiative objectives, we review detailed action plans, activity details and information disclosure needs in order to make appropriate decisions about ESG risks and opportunities.

Click to view the Regulations of the ESG Committee

<Major Activities>

<Major Activities>The ESG committee is recording the major activities by date of the meeting, content of the bill, support or opposition, and number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	June 24, 2021	[Submitted issue] 1.Appointment of the Chair of the ESG Committee	3/3	3/3
2	August 31, 2021	[Reported issue] Report on SK bioscience ESG management in 2021	-	3/3
3	October 25, 2021	[Reported issue] 1.Introduction to the Foundation Academia Platonica [Submitted issue] 1.Sponsorship agreement with the Foundation Academia Platonica in 2021	3/3	3/3

As of December 31, 2021

<Attendance at ESG Committee>

<Attendance at ESG Committee>It indicates the attendees of the ESG committee and the attendance rate for 2021.
Name	Category	Attendance rate in 2021
Chang-jin Moon	Outside Director	100%
Jeong-Wook Choi	Outside Director	100%
Jae Yong Ahn	Inside Director	100%

Nomination and Compensation Committee

GRI 102-36

The Nomination and Compensation Committee reviews the personnel matters of officers, including the Chief Executive Officer. While managing and evaluating candidates for CEO, the Committee receives reports on relevant issues from the Secretariat, the Corporate Culture Office.

Review of appropriate remuneration is also a Nomination and Compensation Committee responsibility. The Nomination and Compensation Committee reviews annual compensation by assessing the adequacy of inside directors’ individual remuneration. In addition, we receive reports on executive officer evaluations and remuneration results and review their appropriateness.

Click to view the Regulations of the Nomination and Compensation Committee

<Major Activities>

<Major Activities>We are recording the major activities of the personnel committee by categorizing them according to the date of the event, the content of the agenda, the approval status, and the number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	June 24, 2021	[Submitted issue] 1.Appointment of the Chair of the Nomination and Compensation Committee	3/3	3/3
2	July 27, 2021	[Reported issue] 1.Report on companywide KPIs in 2021	-	3/3
3	August 18, 2021	[Reported issue] 1.Report on companywide KPIs in 2021	-	3/3
4	November 22, 2021	[Reported issue] 1.Report on results of evaluations of key executive officers in 2021 [Submitted issue] 1.Review of the results of evaluation of the Representative Director in 2021	3/3	3/3
5	November 24, 2021	[Submitted issue] 1.Retention of the Representative Director in 2021	3/3	3/3

As of December 31, 2021

<Attendance at Nomination and Compensation Committee>

<Attendance at Nomination and Compensation Committee>It indicates the attendees of the personnel committee and the attendance rate for 2021.
Name	Category	Attendance rate in 2021
Ik-Hwan Kwon	Outside Director	100%
Mi-Jin Jo	Outside Director	100%
Jae-Yong Ahn	Inside Director	100%

Outside Director Candidate Recommendation Committee

As soon as outside directors are appointed, the Outside Director Candidate Recommendation Committee ensures their independence by blocking influence from controlling shareholders or senior management. The Committee’s mission is to minimize management interference and verify competence in an objective manner.

The Committee verifies candidate expertise and examines whether he/she should be disqualified based on prevailing rules and regulations, such as the Commercial Act and the Enforcement Decree of the Commercial Act. The Committee also considers the candidate’s area of expertise relative to other expertise on the Board, as well as issues of diversity and outside director independence before selecting candidates and ultimately nominating them at a General Meeting of Shareholders. We disclose the appointment background of directors and recommendations in the business report.

Click to view the Regulations of the Outside Director Candidate Recommendation Committee

Click to view the Guidelines on Outside Directors Independence

Click to view the Guidelines on the Board of Directors Diversity

<Major Activities>

<Major Activities>We are listing the major activities of the outside director candidate recommendation committee by date of event, agenda, approval status, and number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	February 15, 2021	[Submitted issue] 1.Recommendation of candidates for outside director (Candidate: Ik-hwan Kwon)	3/3	3/3
2	June 24, 2021	[Submitted issue] 1.Selection of the Chair of the Outside Director Candidate Recommendation Committee	3/3	3/3

As of December 31, 2021
(Note 1) As Ik-hwan Kwon, a member of the Outside Director Candidate Recommendation Committee, was appointed on June 24, 2021, the previous meetings before his appointment are not included in recording the attendance rate.
(Note 2) As Jeong-wook Choi, a member of the Outside Director Candidate Recommendation Committee, resigned on June 24, 2021, the meetings after his resignation are not included in recording the attendance rate.

<Attendance at the Outside Director Candidate Recommendation Committee>

<Attendance at the Outside Director Candidate Recommendation Committee>It indicates the attendees and attendance rate of the external director candidate recommendation committee in 2021.
Name	Category	Attendance rate in 2021
Ik-hwan Kwon	Outside Director	100%
Chang-jin Moon	Outside Director	100%
Mi-jin Cho	Outside Director	100%
Jeong-Wook Choi	Outside Director	100%

Internal Transaction Committee (Regulations)

The Internal Transaction Committee reviews transactions with persons or entities with sensitive relationships with the company or each other, subject to approval by the Board of Directors, to ensure fairness and adequacy in accordance with relevant laws and regulations, such as the Monopoly Regulation and Fair Trade Act and the Commercial Act.

Click to view the Regulations of the Internal Transaction Committee

<Major Activities>

<Major Activities>We are listing the major activities of the Internal Trading Committee by date of the meeting, agenda, approval status, and number of attendees.
Round	Date	Agenda	Affirmative	Attendance
1	January 26, 2021	[Reported issue] 1.Report on amendment of the Monopoly Regulation and Fair Trade Act	-	3/3
2	June 24, 2021	[Submitted issue] 1.Selection of the Chair of the Internal Transaction Committee	3/3	3/3

As of December 31, 2021
Note 1) As Ik-hwan Kwon, a member of the Internal Transaction Committee, was appointed on March 31, 2021, the previous meetings before his appointment are not included in recording the attendance rate.
Note 2) As Chang-jin Moon, a member of the Internal Transaction Committee, resigned on June 24, 2021, the meetings after his resignation are not included in recording the attendance rate.

<Attendance at Internal Transaction Committee>

<Attendance at Internal Transaction Committee>It indicates the attendees of the Internal Trading Committee and the attendance rate for 2021.
Name	Category	Attendance rate in 2021
Ik-hwan Kwon	Outside Director	100%
Chang-jin Moon	Outside Director	100%
Mi-jin Cho	Outside Director	100%
Jeong-Wook Choi	Outside Director	100%