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Governance

Compliance

Compliance Framework

Compliance Organization

Under the oversight of the Board of Directors, SK D&D operates the Audit Committee, Compliance Officer, and compliance support organization (Legal Affairs Part), to ensure strict adherence to laws and regulations, thereby realizing corporate ethics and securing transparency and fairness in all business conduct.

The Audit Committee supports regulatory responses under commercial law as well as the company's accounting and financial audits, to strengthen the legality and validity of duties performed by directors and management. The Compliance Officer regularly checks the overall legal risks that may arise from management activities and business operations, and reports to the Board of Directors regarding compliance with control standards. The Legal Affairs Part, the supporting organization for the Compliance Officer, facilitates overall compliance work through internal process checks, and plays a role in managing business/investment-related risks, reviewing transactions between affiliates, and enhancing corporate governance.

Compliance Organization and Role of Compliance Officer

2023 Compliance Inspection of Regulatory Control Standards

Inspection ItemsDetails
Compliance Risk ManagementCompliance inspections across the company's business activities - New/on-going PJT, Fair transaction, anti-graft, etc.
Compliance (Fair Transaction)
  1. Regular compliance survey for business partners (BP) - Conduct regular compliance surveys for purchasing-related BP employees to check for ethical management violations
  1. BP risk monitoring* - Evaluate unethical behavior and contract performance levels during contract fulfillment assessments
  1. Deliberation of partners’ obligations and legal violations by the Internal Review Committee - Determine and implement sanctions where any sanctionable behavior is found
Compliance (Ethical Management)
  1. Ethical management practices monitoring - Conduct an ethical management practice survey and incorporate the survey results into the 2024 activity plan
  1. Internal audit - Inspect safety and health implementation status, check subsidiary management systems, and handle reports of ethical violations
  1. Financial management review - Self-assess the fund management process and the self-regulation system
  • *The BP risk monitoring system was newly introduced in 2023

Internal Accounting Control System

SK D&D has established Internal Accounting Control Regulations and operates an Internal Accounting Control System to bolster the reliability of its financial statements by ensuring compliance with the laws related to financial information disclosure. We have appointed a full-time executive with expertise in accounting or internal control as our Internal Accounting Manager, who is responsible for designing and operating the internal accounting control system, checking its effectiveness, and reporting on it to the Board of Directors and the Audit Committee. The Audit Committee evaluates the operation of the internal accounting control system and reports its findings to the BOD, while the CEO oversees the system's management and operation, reporting the results to the General Meeting, the BOD, and the Audit Committee. Detailed regulations and operating outcomes are disclosed through our annual reports and internal accounting control system reports via DART (Data Analysis, Retrieval and Transfer System)—Korea’s electronic disclosure system for corporate filings—and the company website.

2023 Assessment Results of Internal Accounting Control System’s Operation*

CategoryNo. of Assessed ItemsDiscoveriesMeasures Taken
Transaction Level Controls21800
Entity Level Controls4200
Information Technology General Control6300
  • *As of Nov. 21, 2023

Fair Transaction

Four Guidelines for Fair Transaction

SK D&D has adopted and implements the Four Guidelines for Fair Transaction recommended by the Korea Fair Trade Commission to establish reasonable and fair transaction practices with its suppliers. The Four Guidelines for Fair Transaction include establishing and operating an internal screening committee, signing sound contracts, issuing and retaining documents, and selecting and operating a pool of business partners. Through the Legal Affairs Part, we strive to select and contract with business partners fairly in compliance with the four guidelines, and to prevent unfair transaction with business partners by voluntarily monitoring our own compliance with laws and regulations related to fair transaction.

Four Guidelines for Fair Transaction

Guidelines for the establishment and operation of the internal screening committeeGuidelines for sound contract practicesGuidelines for issuance and retention of documentsGuidelines for vendor selection and management
Contribute to establishing fair transaction principles and create a mutual cooperation system based on trust with business partnersMinimize non-compliance with subcontract regulations, legal mandates and other applicable laws, develop reasonable and fair transaction practicesImprove awareness on issues related to document issuance legally required under subcontract regulations, and establish fair and reasonable subcontract practicesEstablish autonomy, transparency, and fairness in selecting vendors and operating a pool of vendors

Fair Transaction Enhancement Activities

Fair Transaction Compliance Management

To prevent unfair transaction practices and establish an internal compliance system, SK D&D conducts annual checks on compliance with fair transaction control standards. Improvement tasks derived through interviews with personnel in charge, inspection of contracts by type, and legal reviews are implemented and improved in cooperation with relevant departments. In addition, we continuously manage fair transaction compliance by conducting preliminary checks on issues related to contract amount increases in business support fields and providing legal support for new businesses. As a result of these proactive efforts for fair transaction risk management, SK D&D has not incurred any violations of fair transaction laws or financial sanctions in the past three years.

With rising social demand for ESG management, SK D&D plans to design an internal monitoring program for future pilot operation by reviewing relevant laws and regulations, analyzing risk factors, and updating related internal operating codes and training systems, with the goal of introducing a compliance program(CP) for fair transaction.

Fair Transaction Violations
CategoryUnit202120222023
No. of violations due to unfair transaction practices (anti-competitive conduct, monopolization, etc.)Cases000
Fines for unfair transaction practicesKRW 1 million000
No. of monetary sanctions for violations of laws and regulationsCases000

Fair Transaction Training

SK D&D is taking the lead in establishing a culture of fair transaction compliance within the organization by providing fair transaction training every year to all employees, not just those in procurement. In 2023, training for all employees was held on supply chain ESG management, fair transaction, and legal compliance to raise employee awareness of fair transactions.

Fair Transaction Training Performance
TargetDetailsNo. of ParticipantsTotal Training Hours
All employeesSupply chain ESG management (anti-corruption, fair transaction, compliance, etc.)258.751.0