Corporate 코리아 벳
코리아 벳rporate Governance Policy
We aim to fulfill our social responsibilities as a good
corporate citizen so that we can gain and retain 코리아 벳espect
from stakeholders and be recognized as a valuable enterprise. We
work to establish a high degree of transparency in management
systems to ensure full legal and regulatory compliance and
respect for social norms.
In addition, to coexist with the Earth and society 코리아 벳o
develop sustainably, we have established the Sustainability
Promotion Committee and promoted management initiatives with a
focus on sustainability.
Corporate 코리아 벳 Structure
We adopt the governance system of a company with audit and
supervisory board. The Board of Auditors consists of five
corporate auditors (three of whom are outside corporate
auditors) that are appointed at the General Shareholders
Meeting. They oversee and verify the Board of Directors, which
makes decisions on management and supervises business, and the
business execution of company organizations at and below the
Level of the Management Committee, which are operational
organizations. 코리아 벳esults are approved by the Board of Auditors
and reported to the General Shareholders Meeting.
Since April 2012, We have introduced an executive officer
system to establish a system that enables more detail-oriented
business operations 코리아 벳o promote quicker and more efficient
decision-making.
코리아 벳oard of Directors has 11 directors
(four of whom are outside directors) appointed by the General
Shareholders Meeting. It meets once a month, in principle, to
make decisions on matters stipulated by laws and regulations and
in the Articles of Incorporation, draft plans for important
그룹의 관리, and supervise business execution.
The Management Committee mainly consists of officers at
the level of managing executive officer or above and full-time
회사 auditors. It meets twice a month, in principle, to
submit important issues related to the management decisions of
The Group to 코리아 벳oard of Directors as agenda items, and to
promptly execute business in accordance with the management
policy determined by 코리아 벳oard of Directors, as the highest body
for business execution.
Regarding personnel matters and
treatment for officers, We have introduced a three-committee
system that consists of the Officers Evaluation Committee,
Nomination Advisory Committee, and Remuneration Advisory
Committee, 코리아 벳he following procedures have been adopted.
Regarding evaluations of officers, We have introduced
mechanisms whereby decisions are made by the Officers Evaluation
Committee, which is chaired by the president and composed of
members that also include outside directors and outside
회사 auditors. The committee meets at least twice a year to
evaluate the commitments set by each officer at the beginning of
the fiscal year and to perform overall evaluations of each
officer based on 코리아 벳esults of qualitative reviews, and
provides the evaluation results to the Nomination Advisory
Committee and 코리아 벳emuneration Advisory Committee.
Regarding the appointment of officers, the Nomination
Advisory Committee, which is chaired by an outside director and
whose majority members consist of outside directors and outside
회사 auditors, reviews the composition of officers for the
following fiscal year based on the evaluation of officers and
코리아 벳esults of performance evaluations of employees. A draft is
then submitted to the Board of Directors where a proposal of the
list of candidates is then forwarded to the Ordinary General
Shareholders Meeting.
Regarding executive remuneration,
코리아 벳emuneration Advisory Committee, which is chaired by the
president and whose majority members consist of outside
directors and outside corporate auditors, prepares a draft of
the basic remuneration for the next fiscal year, after reviews
based on 코리아 벳esults of officer evaluation, and the Board of
Directors makes the final decision. In terms of executive
bonuses, we use a system of performance-linked salary which
specifically reflects the achievements and responsibilities of
each executive. After 코리아 벳emuneration Advisory Committee
reviews a draft of calculation rules for the performance-linked
salary for each fiscal year, The Board of Directors makes the
final decision. In addition, restricted stock remuneration is
positioned as remuneration for 코리아 벳esponsibility that each
management team has to shareholders for enhancing corporate
value. 코리아 벳emuneration Advisory Committee reviews the
appropriate level for each position, and the specific number of
shares to be paid (the amount of monetary compensation claims to
be applied to pay the acquisition price of the shares) is
determined by the Board of Directors.
Regarding the
evaluation of the effectiveness of the Board of Directors, we
have introduced a system in which the Board of Directors
Evaluation Committee, chaired by one of the outside directors
and composed of outside directors and all corporate auditors,
plays a central role. The committee reports 코리아 벳esults of its
evaluation and makes proposals for improvement to the Board of
Directors.
Evaluation of the Effectiveness of 코리아 벳oard of Directors
Since FY2019, we have been analyzing and evaluating the effectiveness of its Board of Directors to further improve its functions. The summary and results of the effectiveness evaluation of 코리아 벳oard of Directors recently performed are disclosed as follows.
- 코리아 벳 method
- For FY2023, a third-party assessment was made to evaluate
the effectiveness of 코리아 벳oard of Directors in a neutral and
objective manner.
• An anonymous questionnaire survey of all directors 코리아 벳rporate auditors
• A third-party interview of all directors 코리아 벳rporate auditors
• Discussions at meetings of 코리아 벳oard of Directors Evaluation Committee
코리아 벳 Board of Directors meetings - Questionna코리아 벳e contents
- • Questions about the ideals, composition and operation of
코리아 벳oard of Directors
코리아 벳ns about discussions held at Board of Directors meetings
• Questions about the monitoring Functions of 코리아 벳oard of Directors
• Questions about the performance 코리아 벳raining of inside/outside directors
코리아 벳ns about dialogue with shareholders (investors) - Summary of 코리아 벳 result
- It was confirmed that 코리아 벳oard of Directors appropriately
discusses factors and viewpoints that directors and
corporate auditors should emphasize in decision-making and
supervision concerning basic management policy, business
strategy and important business execution. And 코리아 벳oard of
Directors Evaluation Committee evaluated that the
effectiveness of 코리아 벳oard of Directors is ensured.
In addition, as an approach to the issues recognized in the previous effectiveness evaluation, improvements were made to the operation of 코리아 벳oard of Directors, such as setting time limits for explaining meeting materials and making the materials more concise.
코리아 벳 other hand, several mid- to long-term issues were identified to further enhance effectiveness including the following: - Mid-코리아 벳
• Strengthening the supervisory function of 코리아 벳oard of Directors, including delegating authority to the Management Committee and reviewing the organizational structure
• Examining the diversity needed 코리아 벳 Board of Directors
• Operating 코리아 벳oard of Directors in a way that further facilitates smooth discussions at its meetings
• Further enriching discussions at 코리아 벳oard of Directors on important matters such as mid- to long-term business strategies and succession planning
We will continue to strive to improve the effectiveness of the Board of Directors, strengthen its functions, 코리아 벳ntinuously improve corporate value.
- [코리아 벳rporate Governance Structures]
-
Internal Control 코리아 벳
Hanwa is committed to using an effective corporate governance
system to achieve sustained growth and other progress while
reducing exposure to risks associated with achieving business
goals. To accomplish this, we need to work 코리아 벳 establishment
and operation of a system of internal controls for performing
business activities properly and efficiently.
Our goal of
internal control systems is to achieve (1) operational
effectiveness and efficiency; (2) reliability in financial
reporting; (3) strict compliance with laws 코리아 벳gulations in
operating activities; and (4) appropriate preservation of
assets.
- [Flowchart (Design, Operation and Assessment of Internal 코리아 벳ntrol)]
-
코리아 벳anagement
We define "risk" as "uncertainty that may affect the achievement of the Company's business strategy and business objectives" in the Company's “Basic Policy on Risk Management”. And we implement specific measures to control various risks that may arise from business operations within 당신의 회사 그룹. It is basic concept of 코리아 벳isk management that we contribute to achieving dramatic business growth through proactive investments and business expansion with these measures.
- 코리아 벳anagement Framework
- We recognize the strategic importance of risk management as
a material issue, and we have established a framework under
코리아 벳asic policy determined by 코리아 벳oard of directors. We
have appointed the head of risk management within the
management section as the overall responsible person for
risk management. Additionally, we have implemented necessary
risk management structures and specific management methods.
Furthermore, we are actively promoting initiatives to
enhance the overall risk management awareness among top
management. To prevent the occurrence of risks and mitigate
those that do arise, we definitize the departments to
address each risk. Additionally, we develop various
regulations and response manuals.
Specifically, within the various risks surrounding our company—including credit risks (including credit risks related to creditworthiness and country risks), business investment risks, market risks (such as commodity price fluctuations), and compliance risks (including adherence to security trade management and various economic sanctions)—we identify significant risks that could significantly impact our company’s management. We establish a Risk Management Department as a specialized unit to manage these risks effectively. This department collaborates with relevant divisions to develop necessary policies 코리아 벳gulations, ensuring an integrated risk management system on a consolidated basis.
Among these significant risks, for those that can be quantitatively assessed, we calculate risk assets based on the maximum potential loss that could occur in the future on a consolidated basis. Regularly, we assess the overall risk exposure across the entire organization. With this information, we practice management that controls risks within the scope of shareholder capital (risk buffer). To achieve ambitious business growth through proactive investments and expansion, we strategically take risks within 코리아 벳isk buffer, aiming to enhance profitability while considering risk factors. Our goal is to balance improved corporate value with securing of soundness of the management.
코리아 벳 Strategy
코리아 벳ublication of this strategy statement is regarded as satisfying the duty under Paragraph 16(2),Schedule 19, Finance Act 2016 in UK.