Internal Information Management Policy

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Internal Information Management Policy

Chapter 1. General Provisions

Article 1. Purpose

The purpose of this policy is to set matters related to the comprehensive management and appropriate disclosure of the internal information for prompt and accurate disclosure and for the prevention of insider trading by executives and employees in accordance with the Financial Investment Services and Capital Markets Act (“Act”) and other laws and regulations.

Article 2. Definition of Terms

The Company processes private information for the following purposes. The private information that is processed will not be used for any purpose other than the following, and in any case where the purpose of use changes, we will take due measures, such as obtaining separate consent according to Article 18 of the Personal Information Protection Act.

  • ① In this policy, “internal information” refers to information disclosed according to Part 1 of the Disclosure Regulation of the KOSDAQ market (“Disclosure Regulation”), and information that may affect the management or the property status of the Company, or the investment judgment of investors.
  • ② “Disclosure Officer” in this policy refers to a person who can perform a report on behalf of the Company in accordance with Article 2.4 of the Disclosure Regulation.
  • ③ “Executives” in this policy refers to directors (including a person falling under any subparagraph of Article 401-2.1 of the Commercial Act) and auditors.
  • ④ In addition to paragraphs 1 through 3, the definition of terms used in this policy shall follow the definition of terms used in relevant laws and regulations.

Article 3. Scope of Application

Matters related to disclosure, insider trading, and internal information management are subject to this policy, except those stipulated in relevant laws or the articles of incorporation.

Chapter 2. Management of Internal Information

Article 4. Management of Internal Information

  • ① Executives and employees shall strictly manage the internal information of the Company that they have come to know in the course of their work, and shall not disclose any of said information inside or outside the company, except where necessary for work.
  • ② The CEO shall take the necessary measures for the management of internal information, such as setting specific standards for storage, delivery, and discarding of internal information and related documents.

Article 5. Disclosure Officer

  • ① The CEO shall designate the Disclosure Officer and report this to the Korea Exchange (KRX). The CEO shall do the same when replacing the Disclosure Officer.
  • ② The Disclosure Officer oversees the work related to the establishment and operation of the internal information management system and conducts the following tasks.
    1. Public disclosure
    2. Inspection and evaluation of the operating status of the internal information management system.
    3. Examination of internal information and decision making on whether it is to be disclosed.
    4. Taking actions for the operation of the internal information management system including education for executives and employees.
    5. Directing and supervision of departments or executives/employees responsible for the management of internal information and disclosure.
    6. Other tasks otherwise acknowledged by the CEO for the operation of the internal information management system.
  • ③The Disclosure Officer has the following authority when performing his/her duties.
    1. The right to request and view various documents and records related to internal information.
    2. The right to listen to necessary opinions of executives and employees of the department responsible for accounting or auditing purposes, or other departments in charge of tasks related to the generation of internal information.
  • ④ The Disclosure Officer may, if needed, consult with the executives in charge of relevant tasks, and seek the assistance of experts at the company's expense.

Article 6. Disclosure Manager

  • ① The CEO shall designate the Disclosure Manager and report this to the KRX. The CEO shall do the same when replacing the Disclosure Manager.
  • ② The Disclosure Manager receives direction from the Disclosure Officer regarding the management of internal information and undertakes the following tasks.
    1. Collection and review of internal information and reporting to the Disclosure Officer.
    2. Tasks necessary for public disclosure.
    3. Confirmation of matters necessary for the management of internal information, such as changes in disclosure-related laws, and reporting to the Disclosure Officer.
    4. Other matters the CEO or the Disclosure Officer has acknowledged as necessary.

Article 7. Concentration of Internal Information

Executives and the head of each department shall provide the information to the Disclosure Officer in a timely manner for any of the following cases.
1. When internal information is generated.
2. Where there is a reason to cancel or revise internal information that has already been disclosed.
3. When otherwise requested by the Disclosure Officer.

Article 8. Disclosure of the Internal Information to a Third Party

  • ① In the event that an executive or an employee needs to disclose internal information to the Company's counterparty, an external auditor, an agent, or an entity who has signed an advisory contract with the company for legal or management advice, he/she shall report this to the Disclosure Officer.
  • ② When a situation described in paragraph 1 occurs, the Disclosure Officer shall take all necessary measures, such as concluding a non-disclosure agreement, etc.

Chapter 3. Disclosure of the Internal Information

Article 9. Type of Disclosures

The Company's disclosures are divided as follows.
1. Report and disclosure of important business information pursuant to Part 1, Chapter 2, Section 1 of the Disclosure Regulation.
2. Inquired disclosure pursuant to Part 1, Chapter 2, Section 2 of the Disclosure Regulation.
3. Fair disclosure pursuant to Part 1, Chapter 2, Section 3 of the Disclosure Regulation.
4. Voluntary disclosure pursuant to Part 1, Chapter 3 of the Disclosure Regulation.
5. Submission of a registration statement and other document as needed under Part 3 Chapter 1 of the act.
6. Submission of a business report and other document as needed under Article 159, 160, and 165 of the act and Part 1 Chapter 2 Section 4 of the Disclosure Regulation.
7. Submission of a business report on major issues under Article 161 of the act.
8. Other disclosures pursuant to other laws.

Article 10. Disclosure

  • ① In case information to be released is generated pursuant to Article 9, the Disclosure Manager shall prepare disclosure document as needed and report to the Disclosure Officer.
  • ② The Disclosure Officer shall review whether the information prepared under paragraph 1 does not violate relevant laws, report to the CEO, and disclose the information.

Article 11. Follow-up Measures after Disclosure

When an error or omission of information is found in the disclosed information, the Disclosure Officer and the Disclosure Manager shall take immediate measures to revise the information.

Article 12. Interview by the Media

  • ① Upon request by the press to interview the Company, in principle, the CEO or the Disclosure Officer responds to any such request. If necessary, an executive or an employee from the relevant department may be asked to respond to the interview.
  • ② In case the Company wishes to distribute a press release, the matter shall be discussed with the Disclosure Officer. The Disclosure Officer shall, if necessary, report the matter to the CEO.
  • ③ Any executives or employees, who discover that the report made by the press is different from the truth, shall report this information to the Disclosure Officer. The Disclosure Officer shall report the matter to the CEO and take measures as needed.

Article 13. Company Briefing

Company briefings on management details, business plans, and future prospects shall be held in consultation with the Disclosure Officer.

Chapter 4. Insider Trading Policy

Article 14. Return of Short-swing Profit

  • ① If an executive or an employee prescribed in Article 172.1 of the act and Article 194 of the Enforcement Decree of the act sells specific securities or others (“specific securities”) as specified in Article 172.1 of the act within six months after purchasing them, or purchases them within six months after selling them and earns a profit, he/she must return the profit (“short-swing profit”) made to the Company.
  • ② In order for shareholders of the Company (including those who hold equity securities or depository securities other than stock certificates; the same applies to this entire article) to make a request of the Company to ask the person who has made any such short-swing profit according to paragraph 1 to return the short-swing profit, the Company shall take the necessary measures within two months upon the Company receiving such a request.
  • ③ In the event that the Securities and Futures Commission (SFC) notifies the Company that short-swing profit has been made pursuant to paragraph 1, the Disclosure Officer shall immediately disclose the information in the following subparagraphs to the Company website. 1. The position of the person who shall return the short-swing profit.
    2. The amount of short-swing profit generated.
    3. The date of notification of short-swing profit from the SFC.
    4. A plan for claiming the return of the short-swing profit.
    5. A shareholder of the Company may appeal to the company to request the return of the short-swing profit from
  • ④ The disclosure period under paragraph 3 shall be two years from the date of notification of short-swing profit from the SFC or until the date on which the short-swing profit is returned, whichever comes first.

Article 15. Notification of Sale of Specific Securities

Executives and employees prescribed in Article 172.1 of the act and Article 194 of the Enforcement Decree of the act shall notify the Disclosure Officer when he/she is involved in sales of specific securities or trading of other items.

Article 16. Prohibition of Use of Important Information that is Undisclosed

Executives and employees shall not use, or allow others to use important information that is undisclosed (including such information of affiliates) prescribed in Article 174.1 of the act for the sale or trading of specific securities.

Chapter 5. Supplementary Provisions

Article 17. Training

The Disclosure Officer and the Disclosure Manager shall complete training on disclosure duties pursuant to Articles 36 and 44.5 of the Disclosure Regulation, and the Disclosure Officer shall inform the relevant executives and employees of the content of the training.

Article 18. Announcement of the Policy)

This policy is to be announced on the Company website. The same shall apply in the event the policy is revised.

Addendum

This policy is effective as of June 1, 2023.