Kolmar Holdings

[Article 1] Name of company
The name of the Company shall be Kolmar Korea Co., Ltd.(https://www.kolmar.co.kr/chn/esg/governance3.php in Korean)(hereinafter referred to as 'the Company'.

[Article 2] Purpose
The purpose of the Company shall be to engage in the following businesses.
(1) Manufacturing and sale of cosmetic products
(2) Manufacturing and sale of quasi medicinal products
(3) Manufacturing and sale of medicinal products
(4) Manufacturing and sale of food products
(5) Manufacturing and sale of health functional food products
(6) Telemarketing business
(7) Operation of internet-related electronic commerce
(8) Sale of agricultural and marine products
(9) Sale of construction materials
(10) Private educational institute business
(11) Education service business
(12) Wholesale and retail of cosmetic products
(13) R&D service business
(14) Manufacturing and sale of medical devices
(15) Manufacturing and sale of beauty devices
(16) Real estate lease and sales business
(17) Provision of services and technologies required for technology investigation research and technology development research
(18) Market research, business consulting, and consulting businesses
(19) Provision of office support for construction, common utilization and maintenance of computer systems
(20) Wholesale and retail of raw/packaging materials for cosmetic products
(21) Wholesale and retail sale of raw/packaging materials for medicinal products
(22) Import and export business applicable to each of the above clauses
(23) Import and export agency business applicable to each of the above clauses
(24) All businesses applicable to each of the above clauses

[Article 3] Head office and branches
① The Company's head office shall be located in Sejong Metropolitan Autonomous City.
② The Company's branches shall be located in Seoul City, and, if necessary, the Company's branches, factories, semi branches and local corporations shall follow the resolution of the Board of Directors.

[Article 4] Method of public notices
The Company's public notices shall be put up at its website (http://www.kolmar.co.kr).
Where it is impossible to comply with the foregoing requirement due to an unavoidable situation such as a computer glitch, the Company shall post such notices in the Korea Economic Daily.

[Article 5] Total number of stocks to be issued by the Company
The total number of stocks to be issued by the Company shall be 50,000,000 stocks.

[Article 6] Par value per stock
The par value per stock to be issued by the Company shall be KRW 500.

[Article 7] Total number of stocks to be issued upon foundation.
The total number of stocks to be issued upon the foundation of the Company shall be 19,483,772 stocks.

[Article 8] Types of stocks
① The stocks issued by the Company shall be registered common stocks and registered class stocks.
② The class stocks issued by the Company shall be preferred stocks for dividends, stocks without voting rights or with limited voting rights, redeemable stocks, convertible stocks, and those stocks which incorporate the foregoing either partially or wholly.

[Article 8–2] Number/content of preferred stocks
① Class stocks issued by the Company shall be non-voting dividend preferred convertible stocks(referred to as "class stocks" in this article), and their total number shall be 10,000,000 stocks.
② For class stocks, the Company shall pay a dividend equal to 1% per annum of their par value or more. The specific dividend rate shall be fixed by the BoD's resolution at the time of their issuance.
③ Where the dividend rate of common stocks exceeds that of class stocks, the dividend shall be paid for the portion of excess by having it participate at the same rate as that of common stocks.
④ Where a dividend cannot be paid for class stocks in a given business year, the accumulated portion thus remaining unpaid shall be paid in the following business year on a priority basis.
⑤ Where a dividend cannot be paid for class stocks in a given business year, it shall be deemed that the portion of class stocks thus remaining unpaid has voting rights at the general meeting of stockholders held following the general meeting at which such a decision has been made through to the end of the general meeting at which the decision to pay the dividend is made.
⑥ In the event of the Company's capital increase with/without consideration, the allotment of new stocks for common stocks shall be made with the same type of stocks.
⑦ The duration period of class stocks shall be 10 years from the time of their issuance, and class stocks shall be converted into common stocks as soon as such period expires.


[Article 8-3] Convertible stocks
① When issuing preferred stocks in accordance with Article 8-2, based on the resolution of the Board of Directors, the Company may issue them as convertible stocks that can be converted into common stocks as they are acquired by the stockholders.
② The total issuing price of new stocks issued through conversion shall be the same as before the conversion.
③ The conversion conditions and the number and content of stocks issued through conversion shall be fixed by the BoD's resolution at the time of their issuance.
④ The period for conversion or application for conversion shall be fixed by the BoD's resolution at the time of issuance within the scope of the day that marks the 10th year from their issuance or earlier.
⑤ The dividend to be paid for stocks issued through conversion shall be processed in compliance with the regulations specified in Article 10-2.

[Article 8-4] Redeemable stocks
① When issuing dividend preferred stocks, based on the resolution of the Board of Directors, the Company may issue them as redeemable stocks that can be redeemed as chosen by the Company or at the stockholders' request
② The redemption price of redeemable stocks shall be an amount with a premium(limited to applicable cases) added to the issue price, and such premium shall be fixed by the BoD's resolution at the time of issuance by taking into consideration the dividend rate, interest rate, market situation, and other circumstances associated with the issuance of redeemable stocks. Where the Company intends to set the redemption price as re-adjustable, the BoD shall make clear such intention/reason for readjustment and set the record date/method of readjustment.
1. The period for redemption or application for redemption shall be fixed by the BoD's resolution at the time of issuance within the scope of the day that marks the 10th year from their issuance or earlier.
③ In the event that redemption is chosen by the Company, the Company may redeem the stocks either partially or wholly. In the event of partial redemption, the Company may choose lottery or 'pro rata' to fix the stocks redeemed. Fractional stocks occurring in 'pro rata' shall be excluded from redemption.
④ In the event that redemption is chosen by the Company, the Company shall inform the stockholders and the rights holders included in the stockholder list of such intention and the stocks subject to redemption or put up a public notice at least 1 month in advance of the date of acquisition of redeemable stocks. The target stocks to be redeemed shall be redeemed by force after the foregoing period is expired.
⑤ Where stockholders ask the Company for redemption, they may ask for either partial or whole redemption. At this point, the stockholders shall inform the Company of such intension and the stocks subject to redemption. Where the profits earned are insufficient to cover the dividend payout at the time of the request for redemption, the Company may choose partial redemption. In such a case, the Company may choose lottery or 'pro rata' to fix the stocks redeemed. Fractional stocks occurring in 'pro rata' shall be excluded from redemption
⑥ Where the redeemable stocks specified in Article 8-3 are issued as redeemable stocks that may be redeemed as chosen by the Company, priorities may be set between the conversion rights to be exercised by the stockholders and the choice to be made by the Company.

[Article 9] Electronic registration of rights to be indicated on stocks and subscription right warranties
The Company shall electronically register rights to be indicated on its certificates of stocks and subscription right warranties on the electronic registration ledger of the electronic registration agency, in lieu of issuing certificates of stocks and subscription right warranties.

[Article 10] Issuance and allotment of stocks
① In the event the Company issues new stocks(Item 3 includes already issued stocks.) by a resolution of the Board of Directors, it shall be by one of the following methods.
1. Granting the stockholders an opportunity to subscribe for new stocks in order to allot new stocks to them in proportion to their respective stockholdings
2. Granting certain persons(including the stockholders of the Company) an opportunity to subscribe for new stocks in order to allot new stocks to such persons by a method other than Item 1 above, to the extent that the number of such new stocks does not exceed fifty percent(50/100) of the total number of issued and outstanding stocks and it is deemed necessary to achieve the Company's managerial purpose such as acquisition of new technology or improvement of the Company's financial structure; or
3. Granting a number of unspecified persons(including the stockholders of the Company) an opportunity to subscribe for new stocks by a method other than from Item 1 above, to the extent that the number of such new stocks does not exceed fifty percent(50/100) of the total number of issued and outstanding stocks and allotting new stocks to the persons who subscribed for new stocks as above
② In case of allotting new stocks by the method set forth in Item 3 of Clause 1 above, new stocks shall be allotted by one of the following methods by a resolution of the Board of Directors:
1. Allotting new stocks to a number of unspecified persons without classifying the types of persons who will be granted an opportunity to subscribe for new stocks
2. Allotting new stocks to the members of the Employees Stock Ownership Association pursuant to the applicable laws and regulations, and granting a number of unspecified persons an opportunity to subscribe for new stocks which are not so subscribed for (if any)
3. Granting the stockholders a priority opportunity to subscribe for new stocks, and then granting a number of unspecified persons an opportunity to subscribe for new stocks which are not so subscribed for (if any); or
4. Granting a certain type of persons an opportunity to subscribe for new stocks in accordance with the reasonable standards prescribed by investment traders or investment brokers acting as an underwriter or an intermediary in accordance with the applicable laws and rules, such as demand forecast.
③ In case of allotting new stocks by the method set forth in Items 2 and 3 of Clause 1, the Company shall give a public notice or give notice to the stockholders on the matters prescribed in Items 1, 2, 2-2, 3 and 4 of Article 416 of the Korean Commercial Code at least 2 weeks prior to the relevant due payment date; provided, however, that the Company may publish a report on material facts at the Financial Service Commission and the Korea Exchange pursuant to Article 165-9 of the Financial Investment Services and Capital Markets Act in lieu of such public notice or notice to the stockholders ④ In issuing new stocks by a method set forth in Clause 1 above, the type, number and the issuance price, etc. of the stocks to be issued shall be determined by a resolution of the Board of Directors.
⑤ If there remain stocks which have not been subscribed for or paid for until the due date after allotment, the method of dealing with such new stocks shall be determined by a resolution of the Board of Directors in accordance with the applicable laws and regulations, including those on the adequacy of the issuance price.
⑥ If there are any fractional stocks resulted in the course of allotting new stocks, the method of dealing with such fractional stocks shall be determined by a resolution of the Board of Directors.
⑦ In issuing new stocks pursuant to Item 1 of Clause 1, the Company shall issue to the stockholders the certificate of preemptive right to new stocks.

[Article 10-2] Equal dividends
The company shall equally pay the dividends with respect to the same classes of stocks(including the case of being converted into the new stocks) as of the record date for the payment of dividends, irrespective of the issuance date thereof.

[Article 10-3] Stock options
① The Company may grant its executives/employees stock options by a special resolution of the general meeting of stockholders, to the extent of not exceeding 15/100 of the total number of issued stocks. provided, however the Company may grant its executives/employees(excluding those appointed as directors) stock options by a resolution of the Board of Directors to the extent of not exceeding 3/100 of the total number of issued stocks, provided that such action shall be approved at the first general meeting of stockholders to be held after the date of such grant. Stock options that the Company grants by a resolution of the general meeting of stockholders or the Board of Directors may be performance-associated types associated with management performance goals and market price indices.
② The persons who are entitled to receive such stock options shall be the persons who have contributed, or are capable of contributing, to the establishment, management, overseas sales or technical innovation of the Company.
③ The stocks to be issued upon the exercise of stock options(in case the Company pays the difference between the exercise price of stock options and the market price of such stocks in cash or treasury stocks, the stocks which shall be the basis of the calculation of such differences) shall be determined by a resolution of the general meeting of stockholders or the Board of Directors granting the stock options applicable to the stocks specified in Article 8.
④ The total number of executives/employees receiving stock options shall not exceed 70/100 of the total number of executives/employees, and the total number of stocks to be given to 1 executive or employee shall not exceed 10/100 of the total number of issued stocks.
⑤ The exercise price per stock for the stock option shall be at least equivalent to the price specified in each of the following items. The same shall be applied to the case where the exercise price is adjusted after stock options are given.
1. In the case where new stocks are issued, whichever of the two that happens to be a higher price
A. The actual value of the relevant stocks as of the date the stock options are given
B. The face value of the relevant stocks
2. In the case where treasury stocks are transferred, the actual value of the relevant stocks as of the date the stock options are given
⑥ Stock options may be exercised within 5 years commencing from 3 years after the date at which a resolution to grant such stock options was adopted.
⑦ Stock option is exercisable by a person who has served for the Company 2 years or more from the date specified in Clause 1 above at which a resolution to grant such stock options was adopted. ⑧ (Removed)
⑨ In the following instances, the Company may, by a resolution of the Board of Directors, cancel the stock options granted to an executive or an employee:
1. When the relevant executive or employee voluntarily resigns or is removed from his or her position at the Company after receiving the stock option;
2. When the relevant executive or employee inflicts material damages or losses on the Company due to the willful conduct or negligence of such person;
3. When there occurs any other event for cancellation of the stock option pursuant to the stock option agreement; or
4. When the Company cannot respond to the exercise of stock options due to its bankruptcy, dissolution, etc..

[Article 11] Transfer agent
① The Company may designate a transfer agent for its stocks.
② The transfer agent, its office and its duties shall be determined by a resolution of the Board of Directors of the Company.
③ The Company's registry of stockholders or a copy of it shall be kept at the office of the transfer agent. The transfer agent shall handle the electronic registration of stocks, management of the registry of stockholders and other activities relating to stocks.
④ The procedures for handling the business referred to in Clause 3 above shall comply with the relevant business regulations determined by the transfer agent.

[Article 12] Preparation and maintenance of register of stockholders
① In the case where a notice is given from the electronic registration institution to display the particulars of stockholders, the Company shall prepare and place a register of stockholders specifying the requested information and the date of notice.
② If necessary, including the case where there is any change in the current status of the stockholders who own 5% or more equities in the Company(including the related parties), the Company may request the electronic registration institution to prepare the particulars of such stockholders.
③ The Company shall prepare its register of stockholders in electronic document form.

[Article 13] Record Date
① The stockholders registered in the stockholders' registry as of 31 of each fiscal year shall be entitled to exercise the rights as stockholders at the ordinary general meeting of shareholders convened for such fiscal year.
② For the purpose of convening an extraordinary general meeting of stockholders or if deemed otherwise necessary, the Company may, by a resolution of the Board of Directors, designate the stockholders whose names appear in the register of stockholders on a certain date set by a resolution of the Board of Directors as the stockholders who can exercise the rights as stockholders. In such case, the Company shall give at least 2 weeks prior notice to the public thereof.

[Article 14] Issuance of corporate bonds
① This company may issue corporate bonds upon the approval of the Board of Directors..
② The Board of Directors may delegate to the CEO its authority to determine the bond type, amount and timing of the issuance, which shall occur within 1 year from the approval of such delegation.

[Article 14-2] Issuance of convertible bonds
① In any of the following cases, the Company may issue convertible bonds to any person other than its stockholders by a resolution of the Board of Directors.
1. By granting certain persons(including the stockholders of the Company) an opportunity to subscribe for convertible bonds to be issued by the Company, as deemed necessary to achieve the Company's management objectives, including, but not limited to, introduction of new technology, improvement of the financial structure of the Company or its subsidiaries, etc. funding, and strategic business alliance provided that the total face value of the bonds does not exceed KRW 50,000,000,000 and that the methods specified in Item 1 of Clause 1 of Article 10 are not used;
2. By granting a large number of unspecified persons(including the stockholders of the Company) an opportunity to subscribe for bonds to be issued by the Company and allotting convertible bonds to such persons who so subscribe provided that the total face value of the bonds does not exceed KRW 50,000,000,000 and that the methods specified in Item 1 of Clause 1 of Article 10 are not used;
② If bonds are allotted under Item 2 of Clause 1 above, they shall be allotted by any of the following methods by a resolution of the Board of Directors:
1. Allotting convertible bonds to a large number of unspecified persons who subscribe, without classifying the types of persons who are granted the opportunity to subscribe for bonds;
2. Granting the existing stockholders the opportunity to preferentially subscribe for convertible bonds to be issued by the Company and granting a large number of unspecified persons the opportunity to be allotted convertible bonds which have not been subscribed for; and
3. Granting certain types of persons the opportunity to subscribe for convertible bonds to be issued by the Company, in accordance with reasonable standards set forth in applicable laws, such as book building by an investment trader or investment broker as underwriter or arranger.
③ The Board of Directors may grant conversion rights to only a part of the convertible bonds referred to in Clause 1 above.
④ The stocks to be issued upon conversion shall be common stocks, and the conversion price, which shall be equal to or greater than the face value of the stocks, shall be determined by the Board of Directors at the time of issuance of the convertible bonds.
⑤ The conversion period shall commence 1 day after the issue date of the convertible bonds and end on the date immediately preceding the redemption date thereof; provided, that the conversion period may be adjusted within the above period by a resolution of the Board of Directors.
⑥ If converted into stocks, the Company shall only pay the interest accrued prior to conversion.

[Article 15] Issuance of bonds with warrants
① The company may, in any of the following cases, issue bonds with warrants to persons other than existing stockholders of the Company, by a resolution of the Board of Directors.
1. By granting certain persons(including the stockholders of the Company) an opportunity to subscribe for bonds with warrants to be issued by the Company, as deemed necessary to achieve the Company's management objectives, including, but not limited to, introduction of new technology, improvement of the financial structure of the Company or its subsidiaries, etc. funding, and strategic business alliance provided that the total face value of the bonds does not exceed KRW 50,000,000,000 and that the methods specified in Item 1 of Clause 1 of Article 10 are not used;
2. By granting a large number of unspecified persons(including the stockholders of the Company) an opportunity to subscribe for bonds to be issued by the Company and allotting bonds with warrants to such persons who so subscribe provided that the total face value of the bonds does not exceed KRW 50,000,000,000 and that the methods specified in Item 1 of Clause 1 of Article 10 are not used;
② If bonds are allotted under Item 2 of Clause 1 above, such bonds shall be allotted by any of the following methods by a resolution of the Board of Directors:
1. Allotting bonds to a large number of unspecified persons who subscribe, without classifying the types of persons who are granted the opportunity to subscribe, for the bonds;
2. Granting the existing stockholders the opportunity to preferentially subscribe for bonds with warrants to be issued by the Company and granting a large number of unspecified persons the opportunity to be allotted bonds with warrants which have not been subscribed for; and
3. Granting certain types of persons the opportunity to subscribe for bonds with warrants to be issued by the Company, in accordance with reasonable standards set forth in applicable laws, such as book building by an investment trader or investment broker as underwriter or arranger.
③The exercise price of the warrants shall be determined by the Board of Directors; provided, that the aggregate amount of such exercise price shall not exceed the aggregate face value of the bonds with warrants.
④The type of stocks to be issued upon the exercise of warrants shall be common stocks, and the issue price, which shall be equal to or greater than the face value of the stocks, shall be determined by the Board of Directors at the time of issuance of the bonds with warrants
⑤The period during which the warrants may be exercised shall commence 1 day after the issue date of the bonds with warrants and end on the date immediately preceding the redemption date thereof; provided, that the exercise period may be adjusted within the above period by a resolution of the Board of Directors.
⑥ (Removed)

[Article 15-2] Electronic registration of right to be indicated on bonds and subscription right warranties
The Company shall electronically register rights to be indicated on its certificates of bonds and subscription right warranties on the electronic registration ledger of the electronic registration agency, in lieu of issuing certificates of bonds and subscription right warranties. However, bonds other than the listed bonds obligated to be electronically registered shall not be required to be electronically registered.

[Article 16] Applicable provisions for the issuance of bonds
With respect to issuance of bonds, Article 11 shall apply mutatis mutandis thereto.

[Article 17]
① A general meeting of stockholders of the Company shall be an ordinary general meeting of stockholders or an extraordinary general meeting of stockholders.
② An ordinary general meeting of stockholders shall be held within 3 months from the date determined in Clause 1 of Article 13, and an extraordinary general meeting of stockholders may be convened as deemed necessary.

[Article 18] Person authorized to convene
① Except as otherwise prescribed by applicable laws and regulations, the CEO of the Company shall convene all general meetings of stockholders by a resolution of the Board of Directors.
② If the CEO of the Company is absent or unable to perform his/her duties as such, Clause 3 of Article 34 shall apply mutatis mutandis thereto.

[Article 19] Notice of convening a meeting
① In convening any general meeting of stockholders, a written or, upon obtaining consent from each stockholder, an electronic notice stating the date, place and purpose of the meeting and the matters that a listed company is required to notify and give public notice on shall be dispatched to the stockholders at least 2 weeks prior to the date set for such meeting.
② With respect to the stockholders holding 1/100 or less of the total number of voting stocks of the Company, the written or electronic notice under Clause 1 above on the matters under Clause 1 may be replaced by publishing 2 or more public notices in the Korea Economic Daily and in the Herald Business or making a public notice on the electronic announcement system operated by the Financial Supervisory Service or the Korea Exchange announcing the convening of the general meeting of stockholders and the purpose of the meeting 2 weeks in advance.

[Article 20] Place of meeting
A general meeting of stockholders shall be held at the location of the Company's head office but, if necessary, may also be held at the location of the Company's brach office.

[Article 21] Chairman
① The CEO of the Company shall preside as chairman at all general meetings of stockholders.
② If the CEO of the Company is absent or unable to perform his/her duties as chairman of a general meeting of stockholders, Clause 3 of Article 34 shall apply mutatis mutandis thereto.

[Article 22] Chairman's authority to maintain order
① The chairman of the general meeting of stockholders may order persons who purposely speaks or acts in a manner that prevents or disrupts the deliberations of the general meeting of stockholders or who otherwise significantly disturbs the public order of the general meeting of stockholders to stop their remarks or to leave the place of meeting.
② The chairman may restrict the length and frequency of the speech of stockholders if it is necessary for the smooth deliberations of the general meeting of stockholders.

[Article 23] Voting rights
Each stockholder shall have 1 vote for each stock he/she/it owns.

[Article 24] Voting rights restriction for stocks in mutual ownership
If the Company, the Company and its subsidiary, or its subsidiary owns more than 1/10 of the total number of issued stocks of another company, the stocks that another company owns shall have no voting rights.

[Article 25] Split voting
① If any stockholders who holds 2 or more votes wishes to split his/her/its votes, he/she/it shall notify the Company, in writing, of such intent and the reasons therefor no later than 3 days prior to the date set for the general meeting of stockholders.
② The Company may refuse to allow the stockholder to split his/her/its votes, unless the stockholder acquired the stocks in trust or otherwise holds the stocks for and on behalf of some other person.

[Article 26] Voting by proxy
① A stockholder may exercise his/her/its vote through a proxy.
② A proxy holder under Clause 1 above shall file with the Company documents(power of attorney) evidencing the authority to act as a proxy prior to the commencement of the general meeting of stockholders.

[Article 27] Method of resolution
① Except as otherwise provided in the applicable laws and regulations or herein, all resolutions of a general meeting of stockholders shall be adopted by the affirmative vote of a majority of the stockholders present, and such votes shall represent not less than 1/4 of the total number of issued and outstanding stocks of the Company.
② Notwithstanding Clause 1, a resolution falling under any of the following items shall be adopted by the affirmative vote of at least 2/3 of the stockholders present, and such votes shall represent not less than 2/3 of the total number of issued and outstanding stocks of the Company
1. When determining the dismissal of existing directors due to hostile merger and acquisitions
2. hen determining the appointment of new directors and auditors due to hostile merger and acquisitions
3. When determining the revision of the articles of association in relation to the matters determined in this clause

[Article 27-2] Exercise of voting rights in writing
① Any stockholder may exercise its voting right in writing without being present at a general meeting of stockholders.
② In the case of Clause 1 above, the Company shall attach to the convening notice of the general meeting of stockholders written forms and reference materials necessary for the exercise of voting rights.
③ Any stockholder who intends to exercise its voting rights in writing shall indicate the necessary information in written form pursuant to Clause 2 above, and shall submit the completed forms to the Company at least 1 day prior to the date of the general meeting of stockholders.

[Article 28] Minutes of general meeting of stockholders
The course of the proceedings of a general meeting of stockholders and the results thereof shall be recorded in the minutes, which shall be affixed with the names and seal impressions or signatures of the chairman and the directors present at the meeting, and shall be kept at the head office and branches of the Company.

[Article 29] Number of directors
① The Company shall have 3 directors or more, and the number of non-executive directors shall not be less than 1/4 of the total number of directors.
② If the number of non-executive directors fails to meet the requirements determined in Clause 1 above due to reasons such as resignation and death, additional non-executive directors shall be appointed at the general meeting of stockholders held following the occurrence of that reason.

[Article 30] Appointment of directors
① Directors shall be elected at a general meeting of stockholders. Of the appointed directors, the executive directors and non-executive directors shall be determined by a resolution of the Board of Directors.
② The appointment of directors shall be determined by the affirmative vote of a majority of the stockholders present, and such votes shall represent not less than 1/4 of the total number of issued and outstanding stocks of the Company
③ If more than 2 directors are appointed, the concentrated vote system specified in Article 382-2 of the Commercial Act shall not be applied.

[Article 31] Term of director
① The term of office of a director shall be not more than 3 years with the right to be reappointed for subsequent one-year periods, and the term of office of a non-executive director shall be 2 years with the right to be reappointed for subsequent one-year periods, However, the term of office for a director shall be extended until the close of an ordinary general meeting of stockholders held with respect to the fiscal year which is the last fiscal year during his/her term in office,
② The term of office of a non-executive director shall not exceed a total of 6 years.

[Article 32] By-election
① Any vacancy in the office of a director shall be filled by an election at the general meeting of stockholders, except where the required number under Article 29 is satisfied and there is no difficulty in executing business affairs.

[Article 33] Appointment of CEO
The Company shall appoint 1 or more CEOs of the Company and a number of presidents, vice-presidents, managing directors, directors, etc. of the Company by a resolution of the Board of Directors.

[Article 34] Duties of directors
① The CEO shall represent the Company and generalize the business processes of the Company, and, if there are more than 1 CEO, the CEOs shall each represent the Company.
② The vice-presidents, managing directors and directors shall assist the CEO and divide the business processes of the Company.
③ If the CEO is absent or unable to perform his/her duties, the position shall be filled in accordance with the order of priority determined by the Board of Directors.

[Article 35] Reduction of directors/auditors' liability to Company
① The Company may, by a resolution of the general meeting of stockholders, exempt the liabilities of a director of the Company under Article 399 of the Commercial Act for the amount exceeding 6 times(or 3 times in the case of an non-executive director) the amount of his/her remuneration(including his/her bonus or profits from the exercise of stock options) received by such director for the past 1-year period prior to the date the director has engaged in the relevant act.
② Clause 1 above shall not apply with respect to a director who causes losses through willful misconduct or gross negligence or falls under Article 397(prohibition of outside work), Article 397-2(usurpation of corporate opportunity) and Article 398(prohibition of self-dealing transaction) of the Commercial Act.

[Article 36] Reporting duties of directors
① A director shall report his/her work performance to the Board of Directors at least on a quarterly basis.
② Upon discovering a fact that might potentially cause material damage to the Company, a director shall immediately report such fact to the auditor.

[Article 37] Composition and role of the Board of Directors
① The Board of Directors shall consist of directors, and shall adopt resolutions regarding important matters for business of the Company.
② Unless there is a director separately determined by the Board of Directors, each director shall convene a meeting of the Board of Director.
③ In convening a meeting of the Board of Directors, a convening notice shall be sent to each director and auditor at least 1 week prior to the scheduled date of such meeting. However, if the consent of all directors has been obtained, the convening procedures may be omitted.
④ The chairman of the Board of Directors shall be determined by the Board of Directors. However, in the case where a person in charge of convocation is separately determined by the Board of Directors as specified in Clause 2, that director shall act as the chairman.

[Article 37-2] Committee
① The Company shall have the following committees within the Board of Directors:
1. Non-executive director candidate recommendation committee
2. Other committees required for the Company's managerial purpose
② The composition, authority and operation details of each committee shall be determined by a resolution of the Board of Directors.
③ With respect to committees, Articles 37, 38 and 39 shall apply mutatis mutandis thereto.

[Article 38] Method of resolution of the meetings of board of directors
① All resolutions of Board of Directors meetings shall be adopted by the affirmative vote of more than 1/2 of the directors present at such meeting where more than 1/2 of the total number of directors are present.
② The Board of Directors may allow all or part of the directors to participate, without being physically present at a Board of Directors meeting, in the resolution of such Board of Directors' meeting, by means of a communication system whereby they may receive and transmit live audio communication. Any director participating in a Board of Directors meeting in the above manner shall be deemed to be present in person at such meeting.
③ The chairman of the Board of Directors shall be the person in charge of convocation determined by the Board of Directors in accordance with Clause 2 of Article 2.
④ Any director who has a special interest in a resolution matter shall not be entitled to vote in such resolution.

[Article 39] Minutes of the meetings of Board of Directors
① The proceedings of a Board of Directors meeting shall be recorded in minutes.
② The minutes shall record agenda, proceedings, an results of a Board of Directors meeting and the dissenting directors, If any, and his/her reasons for dissenting, and shall be affixed with the names and seal impressions or signatures of the directors present thereat.

[Article 40] Remuneration, etc. for directors
① The remuneration, bonus and severance pay, etc. for the directors shall be determined by a resolution of the general meeting of stockholders.
② The severance pay for the directors shall be in accordance with the regulations on severance pay for executive determined by a resolution of the general meeting of stockholders.

[Article 41] Consultants and advisors
The Company may appoint a number of consultants or advisors by a resolution of the Board of Directors.

[Article 41-2] Number and appointment of auditors
① The Company shall appoint at least 1 auditor, and at least 1 auditor shall be appointed as a full-time auditor.
② Auditors shall be appointed at a general meeting of stockholders, and the agenda for appointment of auditors shall be separated from the agenda for appointment of directors.
③ The appointment of auditors shall be determined by the affirmative vote of a majority of the stockholders present, and such votes shall represent not less than 1/4 of the total number of issued and outstanding stocks of the Company. However, in the case where it is possible to electronically exercise the voting rights in accordance with Clause 1 of Article 368-4 of the Commercial Act, the appointment of auditors may be determined by the affirmative vote of a majority of the stockholders present.
④ With respect to the appointment and dismissal of auditors, the stockholders holding a number of stocks(including the stocks without voting rights) exceeding 3/100 of the total number of issued and outstanding stocks of the Company shall not be authorized to exercise the voting rights of the excess stocks.

[Article 41-3] Term of audits
The term of office of an auditor shall be 3 years, but until the close of an ordinary general meeting of stockholders held with respect to the fiscal year which is the last fiscal year during his/her term in office.

[Article 41-4] By-election
Any vacancy in the office of a auditor shall be filled by an election at the general meeting of stockholders, except where the required number under Article 41-2 is satisfied and there is no difficulty in executing business affairs.

[Article 41-5] Duties of auditors
① The auditor shall audit the accounting records and business activities of the Company.
② The auditor shall be entitled to attend a meeting of the Board of Directors and state his/her opinion.
③ If necessary, an auditor may request for convocation of a meeting of the Board of Directors by submitting the agenda and reason for convocation of such meeting in writing to the director(if there is a person in charge of convocation, this director refers to that person, and the same applies hereinafter).
④ If, despite the request under Clause 3 above, the director fails to convene a meeting of the Board of Directors immediately, the requesting auditor may convene such meeting.
⑤ The auditor may request for convocation of an extraordinary general meeting of stockholders by submitting the agenda and reason for convocation of such meeting in writing to the Board of Directors.
⑥ The auditor may request business reports from any subsidiary of the Company if it is necessary for performing its duties. In such case, if the subsidiary does not promptly report to the auditor or the auditor needs to verify the contents of such report, the auditor may investigate the status of business activities and the financial conditions of the subsidiary.
⑦ The auditor shall appoint the Company's external auditors.
⑧ The auditor may seek help from experts at the expense of the Company.

[Article 41-6] Audit records
The auditor shall prepare audit records for the audit it has conducted. The audit records shall record the proceedings and results of the audit, and shall be signed and sealed by or shall bear the signature of the auditor who have conducted such audit.

[Article 41-7] Remuneration, etc. for auditors
① The remuneration, bonus and severance pay, etc. for the auditors shall be determined by a resolution of the general meeting of stockholders. The agenda for determining the remuneration, bonus and severance pay, etc. for the auditors shall be separated from the agenda for determining the remuneration, bonus and severance pay, etc. for the directors.
② The severance pay for the auditors shall be in accordance with the regulations on severance pay for executive determined by a resolution of the general meeting of stockholders.

[Article 42] Fiscal year
The fiscal year of the Company shall begin on the first day of January and end on the 31st day of December of each year.

[Article 43] Preparation and keeping of financial statements
① The CEO of the Company shall prepare and have the auditor inspect the following documents and any supplementary schedules attached thereto, as well as the business report at least 6 weeks prior to the date of an ordinary general meeting of stockholders, and thereafter submit the following documents and business reports to an ordinary general meeting of stockholders.
1. Balance sheet
2. Statement of income
3. Other documents indicating the Company's financial status and management performance, which are set forth in the Enforcement Decree of the Commercial Act
② If the Company is required to prepare a consolidated financial statement pursuant to the Enforcement Decree of the Commercial Act, the documents under Clause 1 above shall include a consolidated financial statement.
③ The auditor shall submit an audit report to the CEO at least 1 week prior to the date of an ordinary general meeting of stockholders.
④ The CEO shall keep the documents set forth in each item of Clause 1 above, the business report and the audit report, at the head office of the Company for a period of 5 years, and their certified copies at branches for a period of 3 years, beginning from 1 week prior to an ordinary general meeting of stockholders.
⑤ If the general meeting of stockholders approves the documents set forth in each item of Clause 1 and Clause 2 above, the CEO shall promptly give public notice of the balance sheet, and the audit opinion prepared by the external auditors.

[Article 43-2] Appointment of external auditors
The Company shall appoint an external auditor selected by the auditor and approved by auditor appointment committee as set forth in the External Audit of Joint-Stock Companies Act, and the Company shall report such appointment to an ordinary general meeting of stockholders held in the fiscal year that appointment is made, or inform the stockholders of such appointment as set forth in the Enforcement Decree of the External Audit of Joint-Stock Companies Act.

[Article 44] Disposition of profits
The Company shall dispose of the net profit of the Company and the Amounts carried over from the previous fiscal years as of the end of each fiscal year as follows:
① Earned surplus reserve
② Other statutory reserves
③ Dividends
④ Voluntary reserves
⑤ Other appropriations of retained earnings
⑥ Unappropriated retained earnings to be carried over forward to subsequent year

[Article 44-2] Removed

[Article 45] Dividends
① Dividends may be distributed in cash, stock or other property.
② Dividends under Clause 1 above shall be paid to the stockholders registered in the stockholders' registry of the Company or registered pledges as of the day determined

[Article 45-2] Quarterly dividends
① The Company may pay quarterly dividends under Article 165-12 of the Financial Investment Services and Capital Markets Act to its stockholders, who are registered in the Company's final register of stockholders as of the end of March, June and September of each year. Quarterly dividends shall be paid in cash.
② Quarterly dividends referred to in Clause 1 above shall be paid by a resolution of the Board of Directors; provided, however, that such resolution shall be made within 45 days from each record date referred to in Clause 1 above.

③ The maximum amount to be paid as quarterly dividends shall be calculated by deducting the following amounts from the net assets recorded in the year-end balance sheet of the immediately preceding fiscal year
1. Paid-in capital of the Company as of the end of the immediately preceding fiscal year
2. The aggregate amount of the capital reserves and earned surplus reserves, which have been accumulated as of the end of the immediately preceding fiscal year
3. Unrealized profits as prescribed under the Enforcement Decree of the Commercial Act
4. The amount resolved to be distributed as dividends at the ordinary general meeting of stockholders held in respect of the immediately preceding fiscal year
5. Voluntary reserves which have been accumulated for specific purposes in accordance with the relevant provisions of these articles of association or by a resolution of the general meeting of stockholders as of the end of the immediately preceding fiscal year
6. Earned surplus reserves to be accumulated for the fiscal year concerned, pursuant to the distribution of the contemplated quarterly dividends
7. The aggregate amount of quarterly dividends paid during the current fiscal year, if any

[Article 46] Extinctive prescription period for claim for payment of dividends
① The right to dividends shall be extinguished by extinctive prescription if the right is not exercised for 5 years.
② After the expiration of the extinctive prescription period set forth in Clause 1 above, any unclaimed dividends shall revert to the Company.

Supplementary Rules

[Article 1] Initial business expenses
Any expense arising out of the establishment of the Company shall be borne by the Company.

[Article 2] Scope of application
Any matter not specified in these articles of association shall be in accordance with the Commercial Act and other applicable laws.

[Article 3] Company Rules
If necessary, the Company may determine the company rules required for the Company's managerial purpose by a resolution of the Board of Directors.

[Article 4] Effective date
These articles of association shall take effect as of the date of establishment of the Company.
These articles of association shall become effective as of 2013. 6. 26.
These articles of association shall become effective as of 2014. 3. 28.
These articles of association shall become effective as of 2017. 3. 24.
These articles of association shall become effective as of 2019. 3. 22. However, the revised contents specified in Articles 9, 11, 12, 15-2 and 16 shall become effective as of the effective date of 「Enforcement Decree of the Act on Electronic Registration of Stocks, Bonds, etc.」.

These articles of association shall become effective as of 2020. 3. 27.
These articles of association shall become effective as of 2021. 3. 26.