Corporate Governance
SKIET practices transparent management through board-oriented management.
Outside Directors' Code of Ethics
The outside directors of SK inc. declare to define and fulfill indicators, and to work toward them with pride and a sense of duty.
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01 As independent directors, we recognize the importance of the functions and roles of the Board of Directors of SK inc. and affirm that the Board of Directors is the highest-level decision-making body.
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02 We will exert our utmost effort to contribute to the sound development and increase of the corporate value of SK inc. by observing principles and ensuring transparent management.
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03 We do not seek personal interests and will not be swayed by stakeholders while paying careful attention to prevent any event that might undermine the corporate value of SK inc.
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04 We develop the operation of the Board of Directors, based on a full sense of responsibility and sincerity as well as mutual trust and cooperation, to create a vibrant culture in the Board of Directors of SK inc.
August 20, 2004 Outside Directors of SK inc. Jo Sun, Han Yeong-seok, Park Ho-seo, Nam Dae-u, O Se-jong, Kim Tae-yu, Seo Yun-seok
※ This "Outside Directors' Code of Ethics" was enacted in a meeting of outside directors of SK inc. in 2004 before the reorganization into a holdings system took place.
Comparison with Best Governance Practices Code
| Category | Adoption | Note |
|---|---|---|
| Enactment of Employees’ Code of Ethics | adopt | |
| Composition of the BOD (a Majority of Independent Directors) |
adopt | Independent Directors’ Share of the BOD: 67% (4 Independent Directors, 1 Executive Director, 1 Non-Executive Director) |
| Holding regular meeting of the BOD | adopt | At lease once a quarter |
| Prior provision of information on the directors before holding a meeting of BOD | adopt | Provision of descriptions on agendas 5 days in advance |
| Introduction of regulations on roles and operation procedures of the BOD and sub-committees | adopt | Regulations for the Board of Directors, HR Evaluation and Remuneration Committee, Audit Committee, Strategy/ESG Committee |
| Committee operation for the fair recommendation of director candidates | adopt |
Operation of HR Evaluation and Remuneration Committee [The committee shall include the role to recommend candidates for independent(outside) directors in accordance with Article 542-8 (4) of the Commercial Act] |
| Establishing special committees under the BOD | adopt | Installation of 3 committees: HR Evaluation and Remuneration Committee, Audit Committee, Strategy/ESG Committee |
| Announcement of the BOD activities, attendance rate, and pros and cons on major agendas | adopt | |
| Subscription to liability insurance for directors at the company’s expense | adopt | Subscription to liability insurance for employees (annual renewal) |
| Operation of a meeting attended only by independent directors | adopt | Operation of the Independent Directors Council |
| Composition of Audit Committee (all outside directors) | adopt | 3 Independent Directors including a financial and accounting expert |
| Audit Committee held at least once a quarter | adopt | |
| Independence of external auditors | adopt | Review and approval of Audit Committee for external auditors |
| Verification of accuracy of business reports | adopt | Verification by CEO and responsible employees |
