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• Performs management supervision functions through cool-headed evaluation and active expression of opinions on important management matters or management's execution of duties

• The Board of Directors seeks new growth engines and development plans from a macroscopic perspective, while the management focuses on specialized roles such as product development and strategy formulation to share the roles of major management matters

Chapter 1 General Provisions

Article 1 (Purpose)

• This charter establishes the basic principles and standards of the corporate governance structure of Hatbit Illucom Co., Ltd. (hereinafter referred to as the “Company”), thereby establishing transparent and efficient management of the Company, protecting the rights and interests of shareholders and various stakeholders, and ultimately contributing to the sustainable growth and increase of corporate value of the Company.
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Article 2 (Scope of Application)

• This charter applies to the Board of Directors, management, shareholders, and all officers and employees of the Company.
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Article 3 (Basic Principles)

• The Company’s corporate governance structure is operated according to the following basic principles.
• Protection of Shareholder Rights: Respect the rights of shareholders and maximize shareholder value through a fair and transparent decision-making process.
• Responsible Management of the Board of Directors: The Board of Directors sets the strategic direction of the Company, supervises the management, and fulfills its responsibilities to shareholders.
• Securing Management Transparency: Accurately and timely disclose the Company’s management activities and related information to help stakeholders make rational decisions.
• Respect for Stakeholders: Consider the rights and interests of various stakeholders, including customers, employees, partners, and local communities, in a balanced manner, in addition to shareholders.
• Compliance with laws and regulations and ethical management: Strictly comply with relevant laws and regulations and conduct business activities in accordance with high ethical standards.

Chapter 2 Shareholders

Article 4 (Shareholders’ Rights)

• The company respects the inherent rights of shareholders and ensures that the following rights can be practically exercised through the shareholders’ meeting.
• Voting rights
• Right to claim dividends
• Right to claim distribution of residual assets
• Right to file a shareholder representative lawsuit
• Right to audit business
• Right to inspect and copy the shareholder register
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Article 5 (Shareholders’ Meeting)

• The company holds a shareholders’ meeting in accordance with laws and regulations and the articles of incorporation, provides sufficient information to shareholders, and guarantees the exercise of voting rights by shareholders.
• Notices of convening a shareholders’ meeting shall be delivered to shareholders within the statutory deadline, and sufficient and clear information on agenda items shall be provided so that shareholders can exercise their voting rights after deliberation.
• Actively review measures to expand shareholder participation, such as the introduction of an electronic voting system.
• Minutes of general shareholders' meetings shall be recorded and managed transparently and made available for review by shareholders.

Chapter 3 Board of Directors

Article 6 (Roles and Responsibilities of the Board of Directors)

• The Board of Directors is the highest decision-making body of the company and carries out the following roles and responsibilities:
• Establishment of the company's basic policies, management goals and strategies
• Appointment, supervision and evaluation of management
• Decision-making on major management issues
• Supervision of financial reporting and internal control systems
• Supervision of risk management and compliance systems
• Protection of the interests of shareholders and stakeholders
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Article 7 (Composition of the Board of Directors)

• The Board of Directors shall be composed of directors with diverse experiences and expertise to contribute to the company's sustainable growth and maximization of shareholder value.
• The number of directors shall be maintained appropriately in accordance with laws and the Articles of Incorporation, and the independence and objectivity of the Board of Directors shall be strengthened by securing an appropriate ratio of outside directors.
• The term of office of directors shall be in accordance with laws and the Articles of Incorporation.
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Article 8 (Outside Directors)

• Outside directors shall monitor the company's management activities from an independent position from the company's management and represent the interests of stakeholders in a balanced manner.
• When recommending candidates for outside directors, expertise, independence, diversity, etc. shall be comprehensively considered.
• The company provides outside directors with the necessary information access and support to faithfully perform their duties.
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Article 9 (Board of Directors Operation)

• The board of directors shall be held regularly or as needed, and shall share sufficient information and engage in in-depth discussions for transparent and efficient decision-making.
• The board of directors shall accurately record and manage the minutes of the board of directors, and major contents shall be reviewed for disclosure.
• The board of directors may establish necessary committees to enhance the efficiency and expertise of specific functions. (Examples: Audit Committee, Compensation Committee, Outside Director Candidate Recommendation Committee, etc.)

Chapter 4 Management

Article 10 (Roles and Responsibilities of Management)

• The management shall efficiently manage the company in accordance with the strategies and policies established by the board of directors, and shall be accountable to the board of directors for the results.
• Achieving the company's management goals and generating performance
• Managing and efficiently operating the company's assets
• Operating the risk management and internal control system
• Complying with laws and ethical standards
• Disclosing transparent and accurate information
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Article 11 (Composition and Evaluation of Management)

• The management shall be composed of personnel with the ability and experience to effectively achieve the company's management goals.
• The performance of the management shall be regularly evaluated based on objective and fair criteria, and the results may be reflected in compensation.

Chapter 5 Stakeholders

Article 12 (Communication with Stakeholders)

• The company shall actively communicate with various stakeholders, including shareholders, customers, employees, partner companies, and local communities, and endeavor to reflect their opinions in management activities.
• Establish and operate various communication channels to provide stakeholders with necessary information in a timely manner.
• Respect the legitimate demands and expectations of stakeholders and endeavor to build mutual trust.

Chapter 6 Internal Control and Audit

Article 13 (Internal Control System)

• The company shall establish and operate an effective internal control system to achieve management goals, protect assets, ensure the reliability of accounting information, and comply with laws and regulations.
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Article 14 (Auditing Organization)

• The company shall establish an independent audit organization to audit the appropriateness of the company's management activities, financial reporting, and internal control system. (e.g. Audit Committee or Auditor)
• The audit organization performs its duties independently and objectively and has the authority to access necessary information.
• The audit results are reported to the board of directors and management, and necessary corrective actions are requested.

Chapter 7 Information Disclosure

Article 15 (Information Disclosure Principle)

• The company accurately and transparently discloses important information such as the company's management status, financial information, and decision-making contents in accordance with relevant laws and regulations.
• The information is provided in a way that is easy to understand and access.
• In addition to regular disclosure, it satisfies the right to know of investors and stakeholders through ad hoc disclosure as needed.
• The company strengthens information disclosure through the company's website, etc.

Chapter 8 Ethical Management

Article 16 (Ethical Standards)

• The company conducts business activities with high ethical standards, and its officers and employees comply with the ethical standards.
• We pursue transparent and fair transactions and refrain from pursuing unfair profits.
• We prevent conflicts of interest and strive to perform our duties fairly.
• We protect the company's assets and use them fairly.
• We prohibit unfair practices such as insider trading.

Chapter 9 Amendment of the Charter

Article 17 (Amendment of the Charter)

• This charter may be amended by resolution of the board of directors. When amending the charter, sufficient opinions of shareholders and stakeholders may be collected.
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Supplementary Provisions

• This charter shall be effective from Jan. 01, 2025.