• ① The board of directors shall be exclusively composed of directors.
• ② The board of directors shall decide on matters stipulated in laws or articles of incorporation, matters delegated by the general meeting of shareholders, and important matters related to the Company’s basic management policy and its business execution.
• ③ The board of directors shall supervise the execution of the duties of the directors.

The matters to be brought to the Board of Directors are as follows.

• A. Convocation of a general meeting of shareholders
• B. Approval of financial statements and business reports
• C. Change of articles of incorporation
• D. Appointment and dismissal of directors
• E. Appointment and dismissal of audit committee members
• F. Determination of the limit of remuneration for directors
• G. Decrease in capital
• H. Comprehensive stock exchange/transfer, relocation, disbandment, merger, spin-off, spin-off merger, and continuation of the Company
• I. Transfer, acquisition, lease of business
  • (1) Transfer of all or an important part of business
  • (2) Lease of, or entrustment of the entire business and conclusion, change, or cancellation of a contract that shares all profits and losses of business with other parties
  • (3) Acquisition of the entire business from other companies
  • (4) Acquisition of part of the business of other companies that will significantly affect the business of the acquiring company
• J. Issuance of shares, below par
• K. Merger of stocks
• L. Stock split
• M. Other agenda items to be referred to the general meeting of shareholders

• A. Appointment and dismissal of managers
• B. Establishment, relocation, and abolition of branches
• C. Closing of the shareholder register and determination of the base day
• D. Enactment and closing of BOD regulations
• E. Enactment and closing of internal accounting management regulations
• F. New construction and expansion of production facilities and R&D investment of more than 2% of equity capital, as of the present time (end of the latest business year)
• G. Development and revision of practical strategies to implement the management philosophy pursuant to Article 3-3 of this regulation
• H. Donations of over KRW 1 billion However, emergency relief for natural disasters such as typhoons, floods, fires, and earthquakes and donations per the Common Chest of Social Welfare Act can be reported after execution.
• I. The Company's safety and health plan as approved by the board of directors in the Occupational Safety and Health Act
• J. Determination of other major matters related to the management of the company and the changes to such determinations

• A. Issuance of new shares
• B. Capitalization of reserve
• C. Issuance of corporate bonds
• D. Designation and change of transfer agent
• E. Issuance of convertible bonds and warrant bonds
• F. The following debt burden, asset acquisition, and disposal of more than 2% of equity capital, as of the present time (end of the latest business year)
  • (1) Borrowing of new funds for more than one year
  • (2) Provision of collateral and guarantee of debt
  • (3) Investment and rental by other corporations
  • (4) Acquisition and disposal of assets

• A. Appointment of CEO
• B. The authority of the director to chair the general meeting of shareholders and the board of directors in the event that the CEO or the representative director is unable to perform his/her duties
• C. Appointment of chairperson of the board of directors
• D. Approval of competitive transaction of directors
• E. Approval of transactions between directors, etc. and the Company, as stipulated in Article 398 of the Commercial Act
• F. Cancellation of stock options and employee ownership stock options
• G. Adoption of a relief system for executives' liability insurance and other executives' responsibilities
• H. Approval for transactions on directors own account in contravention, etc., as stipulated in Article 397-2 of the Commercial Act
• I. Composition, establishment and operation of BOD committees and appointment and dismissal of members of each committee except for the audit committee
• J. Appointment and dismissal of compliance officers and establishment and revision of compliance control standards

• ① The board of directors shall be exclusively composed of directors.
• ② The board of directors shall decide on matters stipulated in laws or articles of incorporation, matters delegated by the general meeting of shareholders, and important matters related to the Company’s basic management policy and its business execution.
• ③ The board of directors shall supervise the execution of the duties of the directors

• ① All directors have the right to request the convocation of the board of directors.
• ② The person with the right to convene the board of directors may not refuse or withhold a written request jointly made by at least 1/3 of the total number of directors.
• ③ In principle, a convocation request shall be made at least two (2) weeks before the date of the meeting. However, for urgent matters, exceptions are made.

• ① The notice of convocation of the BOD shall be notified to each director by the secretary of the BOD five (5) days prior to the date of the meeting per the instructions by the chairperson or a director nominated by the chairperson.
  However, in case of urgent matters, the notice may be made one (1) day before the meeting date at the latest.
• ② The convocation notice per Paragraph 1 of this Article shall be made to each director in a writing, electronic document, or oral method.
• ③ With the consent of all the directors, the BOD may be held at any time without the notification procedure stipulated in Paragraph 1 of this Article.

• ① The board of directors may establish the following committees within the board of directors as prescribed by the articles of incorporation for quick and efficient decision-making.
  • 1. Audit Committee
  • 2. Outside Director Candidate Recommendation Committee
  • 3. Internal Transactions Committee
  • 4. Other committees established through the resolution of the BOD
• ② The BOD may delegate its authority to a BOD committee, except for the following matters concerning.
  • 1. Proposals requiring approval of the general meeting of shareholders
  • 2. Appointment and dismissal of the CEO
  • 3. Establishment of a BOD committee and the appointment and dismissal of its members
  • 4. Other matters stipulated in the articles of incorporation
• ③ Details on the composition, authority, operation, etc. of committees within the BOD shall follow the regulations and operating guidelines of each committee. Article 13 (Delegation)

The decision on the following matters is entrusted to the CEO.

• 1. All matters related to company business that are not specified in Article 11, except for those stipulated by laws or the articles of incorporation
• 2. Matters entrusted with the decision to the representative director by a resolution of the board of directors
• 3. Details of the implementation of matters decided by the Board of Directors

• ① The resolution of the BOD shall be made with the attendance of a majority of directors and a majority of the directors.
  However, for the resolution of the matters stipulated in Article 11, Item 4, subparagraphs E and H, the attendance of 2/3 of registered directors is required at the minimum.
• ② The board of directors may allow all or some of the directors to participate in resolutions by a remote access method that can allow all participants to exchange voices in real-time, instead of attending the meeting in person. In this case, the directors using the remote access method shall be deemed to have attended the board of directors in person.

• ① Every director has one (1) voting right.
• ② Directors shall not exercise their voting right through a proxy.

• ① Directors who have a special interest in the resolution of the BOD shall not exercise their voting right on the relevant matter.
• ② Directors unable to exercise their voting rights pursuant to the preceding paragraph shall not be counted in the number of attended directors.