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Investor Relations>Corporate Governance>Board Sub/Committees

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2019.10.17 14:58:12 rolling play rolling stop
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  • Investment Banking

Board Sub/Committees

Audit Committee

Current Members

Current Members
Name Member
(appointment /
termination day)
Purpose and Authority Reference
Audit Committee Bu-Kyun Jeong
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
  • Purpose
  • Conducting audit of a company’s general business,
    accounting and work performances of executives
  • Authority
  • 1. General meeting of shareholders
    • - Request for convening extraordinary shareholders’ meeting
    • - Stating opinion of agenda and document on shareholders’ meeting
  • 2. Executives and board of directors
    • - Reporting illegal activities and violation committed by directors to the board of directors
    • - Requesting injunction against violation of directors
    • - Requesting directors to unveil business report
    • - Preparation and submission of audit report
  • 3. Audit
    • - Inspection on work performances and assets
    • - Completing audit planning
    • - Receiving report on violation of accounting standard including a company’s accounting from an independent auditor
    • - Evaluation on internal control system
    • - Evaluation on audit activity conducted by an independent auditor
    • - Receiving report on business conduct-related violation or violation of law or articles of association considered important from an independent auditor
    • - Authorization for appointment of an independent auditor
    • - Checking recommendations after the audit
  • 4. Others
    • - Serving as a representative in the lawsuit between directors and the Company
    • - Deciding whether the lawsuit against directors is to be raised when required by minority shareholders
    • - Legislation, revision and elimination of business conduct regulation of Audit Committee
    • - Related law, articles of association or related regulation
Chief Commissioner
Yeong-Seop Rhee
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
 
Dong-Hyun Ahn
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
 

Director
Recommendation Committee

Current Members

Current Members
Name Member
(appointment/
termination day)
Purpose and Authority Reference
Search and
Screening
Committee for
Candidates
for Nonexecutives
Seok-Hoon Chang
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
  • Purpose
  • Nominating candidates for nonexecutives at shareholders’ meeting under the paragraph 5 of Article 54 of Capital Market Act
  • -Young
  • Authority
  • 1. Verifying the necessity of nominating more nonexecutives
  • 2. Searching, interviewing and screening candidates for nonexecutives
  • 3. Nominating the candidates at shareholders’ meeting for appointment of nonexecutives
 
Bu-Kyun Jeong
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
Chief Commissioner
Yeong-Seop Rhee
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
 

Compensation
Committee

Current Members

Current Members
Member
(appointment/
termination day)
Purpose and Authority Reference
Seok-Hoon Chang
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
  • Purpose
  • Evaluation and deliberation on the appropriateness of performance appraisal and compensation system for executives and members of staff
  • Authority
  • 1. Evaluation and deliberation on appropriateness of planning and implementation of performance appraisal and compensation system on the management
  • 2. Regular checkup on whether standard regulation is obeyed, such as the performance appraisal and compensation system that is linked with financial condition and risk
  • 3. Conducting annual compensation inspection that checks whether the standard regulation is obeyed by the management with the help of independent auditors and reporting the audit results to the inspection authority and shareholders
  • 4. Deciding standard regulation and selecting someone who is subject to the regulation
  • 5. Deciding other performance appraisal and compensation system-related items and legislation, revision and elimination of sub-regulation necessary for the operation of the committee
 
Yeong-Seop Rhee
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
Chief
Commissioner
Dong-Hyun Ahn
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
 

Risk Management
Committee

Current Members

Current Members
Name Member
(appointment/
termination day)
Purpose and Authority Reference
Risk
Management
Committee
Jae-Hun Sa
(Mar.24, 2017/
Shareholders'
meeting date, 2020)
  • Purpose
  • Planning risk management policy necessary for implementation of the general business conduct and efficient inspection on the risk management business
  • Authority
  • 1. Details on general risk management as follows
    • - Risk appetite and direction of risk management policy
    • - Legislation, revision and elimination of the regulation on risk management
    • - Authorization for the goal of Risk Adjusted Performance Measure (RAPM)
  • 2. Following Principal Investment (PI) that is less than 2.5% of shareholders’ equity. But, investment done from the strategic perspective of the Company isn’t classified as PI.
    • - Acquisition and disposal of assets
    • - Assumption and exemption of obligation, providing collaterals and guaranteeing debts
    • - Investment in other corporations and disposal of the invested equity
  • 3. Following businesses conducted for takeover, investment brokerage or instrument hedge
    • - Acquisition and disposal of assets
    • - Assumption and exemption of obligation, providing collaterals and guaranteeing debts
    • - Investment in other corporations and disposal of the invested equity
  • 4. Retirement pension plan that protects principal and interest
  • 5. When the committee considers paragraph 2 and 3-realted situations require swift decision making, committee authorization can be replaced with decision by the Risk Management Committee
 
Dong-Hyun Ahn
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
Chief
Commissioner
Bu-Kyun Jeong
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
 

Management
committee

Current Members

Current Members
Name Member
(appointment/
termination day)
Purpose and Authority Reference
Management
Committee
Seok-Hoon Chang
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
  • Purpose
  • Entrusted with decision making from the board of directors on general business conduct excluding resolutions determined in the board of directors
  • Authority
  • 1. General management
    • - Organizational and HR restructuring and HR development
    • - Appointment or dismissal of managers
    • - Establishment, transfer or closing of domestic branches
    • - Establishment, transfer or closing of overseas branches, local corporations among others
  • 2. Asset
    • - Acquisition and disposal of assets that are less than 2.5% of shareholders’ equity, assumption of obligations and providing collaterals, investment in other corporations and disposal of the invested equity, prepayment, loaning, donation, raising litigation and settlement
    • - Concluding the debt contract that is less than 25% of shareholders’ equity But, the debt contract considered as incidental transactions that arise under the contract terms of OTC derivatives, which is routine business activities, is excluded.
  • 3. Others
    • - Transaction between directors and the company
    • - Authorization for competitive transaction of directors and interlocking directors working for the other company in the same industry
    • - Deciding directors’ salary and miscellaneous benefits
    • - Transfer agent
    • - Closure of shareholders’ ledger and designating record date
  • 4. Despite the paragraph 2, the decision on items that are less 1% of shareholders’ equity is entrusted to executives.
Chief Commissioner
Jae-Hun Sa
(Mar.24, 2017/
Shareholders'
meeting date, 2020)
 

Internal
Trading Committee

Current Members

Current Members
Name Member
(appointment/
termination day)
Purpose and Authorities Reference
Internal
Trading
Committee
Bu-Kyun Jeong
(Mar.21, 2018/
Shareholders'
meeting date, 2021)
  • Purpose
  • Acquire transparency and objectivity in internal trades between affiliated companies
  • Authority
  • 1. Attend internal trading reporting meetings
  • 2. Deliberate and vote on internal trading
  • 3. Order investigation into internal trading
  • 4. Report and suggest adjustment measures against internal trading
Chief Commissioner
Dong-Hyun Ahn
(Mar.29, 2019/
Shareholders'
meeting date, 2022)
 
Yeong-Seop Rhee
(Mar.29, 2019/
Shareholders'
meeting date, 2022)