Our Board members are committed to devoting the necessary time to appropriately discharging their responsibilities. As part of this, they commit to prepare for and attend all meetings of the Board and of the committees on which they serve.

In addition to the ad hoc meetings, the Board holds a quarterly in-person Board meeting that usually takes place in Seoul over two calendar days.

Our Corporate Governance Guidelines, found below, set forth certain requirements under which the Board and management operate:


Corporate Governance Guidelines

 

The Board has established four standing committees that oversee various aspects of company business: Audit, Compensation, Nominating & Corporate Governance (N&CG), and Risk. Members are obliged to carry out the responsibilities outlined in each respective committee charter and will meet at least four times each year to discuss management reports.

Board and committee composition

The table below summarizes the composition of our Board committees in terms of personnel.

 

Table 11: Board composition

 

Please see below for our key corporate policies and committee charters:

 

Audit Committee Charter Risk Committee Charter
Compensation Committee Charter Nominating and Corporate Governance Committee Charter
Clawback Policy Code of Business Conducts and Ethics

Diversity of the Board

One of our five directors (20%) is female, and four out of five directors (80%) are independent, with our CEO being the exception. Our Board comprises a diverse range of skills, encompassing expertise in operations, capital markets, governance and compliance.

 

Table 12: Board diversity matrix

Board-level training

Our N&CG Committee oversees the orientation process for new members of the Board, to ensure they are familiar with our operations, financial matters, corporate governance practices and other key policies and practices.

The committee also encourages and enables training and continuing education opportunities for all directors in order to improve performance of the Board. Our senior management team also recommends continuing education opportunities for our directors, including conferences and industry events.

We maintain a membership for each director in the National Association of Corporate Directors (NACD), which provides corporate governance resources, education, information, and research on best practice.