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① Shareholders, as owners of APR Co., Ltd. (hereinafter referred to as the "Company"), have the fundamental rights guaranteed by the Commercial Act and other relevant laws. These rights include the right to participate in profit distribution, the right to attend and vote at the general meetings of shareholders, and the right to receive regular and timely information necessary for the exercise of their shareholder rights.
② Matters that significantly impact the existence of the Company and the rights of shareholders, such as mergers, amendments to the articles of incorporation, and capital reductions, shall be decided at the general meeting of shareholders in accordance with principles that fully guarantee shareholder rights and through lawful procedures.
③ The exercise of shareholder rights should be conducted conveniently in accordance with the freewill of the shareholders. To facilitate the exercise of shareholder rights, the Company shall provide sufficient information regarding the date, location, and agenda of the general meeting of shareholders well in advance.

① Each shareholder shall be entitled to one vote per share, and the fundamental rights of shareholders shall not be infringed. However, restrictions on voting rights for specific shareholders or classes of shares may be imposed on a limited basis in accordance with applicable laws and the Articles of Incorporation.
② Shareholders shall be provided with necessary information from the Company in a timely, sufficient, and equitable manner. Even when the Company discloses information that is not subject to statutory disclosure requirements, such information shall be provided fairly to all shareholders.
③ Shareholders shall be protected from unfair related-party transactions and self-dealing conducted by controlling shareholders or other shareholders.

① Shareholders shall recognize the importance of their voting rights and actively exercise their voting rights in a manner that promotes the development and interests of the Company.
② Controlling shareholders, who exert influence over the management of the Company, shall act in the best interests of the Company and all shareholders, and strive to prevent any actions that could cause harm to the Company and other shareholders.

① The Board of Directors is the highest decision-making body of the company and holds comprehensive authority over management as prescribed by relevant laws, the Articles of Incorporation, and the Board of Directors’ regulations.
② The Board of Directors establishes the company's core management strategies and objectives, deliberates on, and decides major management matters in the best interests of the company and its shareholders.
③ The Board of Directors oversees, manages, and supervises the activities of the management.
④ The Board of Directors may delegate authority to the CEO or committees within the Board except for significant matters specified by law, the Articles of Incorporation, or the Board of Directors’ regulations.

① The Board of Directors shall be of a size that allows for effective and prudent discussion and decision-making, and it shall be composed of a sufficient number of directors to activate committees established within the Board.
② To ensure an independent and effective oversight function, at least one-quarter of the entire Board shall be composed of outside directors.
③ The Board of Directors may establish committees within the Board to ensure transparent and independent decision-making and to enhance expertise.

① A director must meet the qualification standards prescribed by relevant laws and possess exemplary ethics, professional consciousness, and integrity, ensuring balanced representation of the rights and interests of all shareholders and stakeholders.
② A director should be able to allocate sufficient time for performing duties, possess innovative thinking, and a strong sense of responsibility.
③ A director should not be discriminated against based on factors such as gender, age, nationality, race, religion, education level, disability, etc., and should contribute to enhancing corporate values and shareholder rights.

① Directors shall be appointed at the shareholders' meeting.
② The representative director shall be appointed by resolution of the board of directors from among the directors elected at the shareholders' meeting.

① An outside director must have no significant relationship with the company and should be capable of making independent decisions free from management and dominant shareholders.
② An outside director should possess top-level expertise or extensive practical experience in fields such as industry, finance, academia, law, or accounting, and provide substantive advice and support for company management based on such knowledge.
③ An outside director should independently participate in important management policy decisions of the company through board activities and oversee management.
④ An outside director may request the company to provide necessary information for performing duties and, if necessary, receive support from employees or external experts at the company's expense through prescribed procedures.

① Directors must make the best decisions to pursue the company's core values and enhance corporate value through active participation and involvement in the board.
② Directors must not disclose company information obtained in the course of duties to external parties or utilize it for personal or third-party interests.
③ Directors shall be liable for damages under laws if they violate laws or the articles of incorporation, or if they neglect their duties.
④ If directors have performed their duties with sufficient review and appropriate and rational judgment, their management decisions should be respected.
⑤ The company may purchase directors' liability insurance at its expense to recruit competent personnel as directors and ensure effective pursuit of accountability.
⑥ Directors must refrain from participating in any deliberation or decision-making process related to matters that could directly or indirectly influence their personal, business, or professional interests.

① Regular evaluations of the board and directors shall be conducted to enhance the efficiency of the board.
② The board shall design and operate a management evaluation and compensation system that can contribute to long-term shareholder value enhancement. Management activities should be evaluated fairly, and the results should be appropriately reflected in compensation.
③ Director compensation shall be governed by the executive compensation payment regulations approved by the shareholders' meeting.
④ Director compensation should be maintained at a reasonable proportion to their duties, be decided at an appropriate level reflecting the financial condition of the company, and be in line with the long-term interests of the company and shareholders.

① The audit committee shall consist of three or more directors appointed by the shareholders' meeting, with at least one member being an accounting or financial expert. Furthermore, to ensure independent and transparent audit functions, at least two-thirds of the committee members shall be outside directors.
② The audit committee shall review the legality of directors' and management's business execution, the integrity and validity of corporate financial activities, the accuracy of financial reporting, and the appropriateness of accounting standards. It shall also approve the appointment and dismissal of external auditors and report to the shareholders' meeting.
③ The audit committee shall have unrestricted access to necessary information for audit tasks and may, at the company's expense, seek advice from external institutions or experts as needed.

① The company shall ensure that the external auditor maintains legal and substantial independence from the company, management, and controlling shareholders.
② The company shall arrange for the external auditor to attend the shareholders' meeting to explain any shareholder inquiries regarding audit reports.
③ The external auditor shall be appointed by the audit committee and shall report important matters identified during the external audit activities to the audit committee.

① The company endeavors to fulfill its corporate social responsibilities towards various stakeholders such as customers, employees, shareholders, creditors, business partners, and local communities.
② The company protects the rights of stakeholders under laws and contracts, respects the rights of workers by faithfully complying with labor laws such as the Labor Standards Act, and strives to improve the quality of life for workers.
③ Within the limits permitted by law, the company provides necessary information for the protection of stakeholders' rights and supports access to relevant information for stakeholders.

① The company regularly prepares and discloses business reports, quarterly reports, and semi-annual reports, and promptly and accurately discloses matters that may significantly impact the decision-making of shareholders and stakeholders beyond those required by law.
② The company does not favor or discriminate against specific individuals regarding the scope or timing of disclosing important corporate information, ensuring simultaneous access for all stakeholders.

The total number of shares authorized to be issued by the Company shall be 100,000,000 shares.

The face value of each share issued by the Company shall be KRW 100.

The Company shall issue 10,000 shares at the time of incorporation, based on a face value of KRW 5,000 per share.

(1) The shares to be issued by the Company shall consist of common shares and class shares.
(2) The class shares to be issued by the Company shall consist of preferred shares with respect to dividends or distribution of residuary estate, shares with no or limited voting rights, redeemable shares, convertible shares, and shares combining all or part of the foregoing.

(1) The Company may issue preferred shares that have preferential rights over common shares with respect to dividends (hereinafter referred to as “Preferred Dividends”) or preferred shares that have preferential rights with respect to the distribution of residuary estate (hereinafter referred to as “Preferred Residuary Estate Dividends”).
(2) When issuing Preferred Dividends or Preferred Residuary Estate Dividends, the BoD may, by resolution, determine that such shares shall have no voting rights; provided, however, that such non-voting shares shall not exceed 25% of the total number of issued and outstanding shares.
(3) When issuing Preferred Dividends, the BoD shall determine the preferential dividend rate for such class shares within the range of 1% to 15% per annum based on the face value per share. The BoD shall also determine the type of property dividends, the method of determining the value of such property dividends, and the conditions for dividends, within the scope permitted by these Articles of Incorporation.
(4) When issuing Preferred Dividends, the BoD may determine that, if the dividend rate for common shares exceeds the dividend rate for such preferred shares, such preferred shares shall be included in the distribution of dividends on the excess portion at the same rate as common shares.
(5) When issuing Preferred Dividends, the BoD may determine that, if the prescribed dividends are not paid on such Preferred Dividends for any fiscal year, the accumulated unpaid dividends shall be paid at the time of dividend distribution for the following fiscal year.
(6) When issuing Preferred Residuary Estate Dividends, residuary estate may be distributed preferentially in accordance with the terms determined by the BoD at the time of issuance, and the board may determine that, if the dividend amount per common share exceeds the dividend amount per Preferred Residuary Estate Dividend, such preferred shares shall be included in the distribution of the excess portion at the same rate as common shares.
(7) Where the Company issues new shares by way of a paid-in or free capital increase, the allotment of new shares to preferred shareholders shall be made with common shares and shares of the same class for a paid-in capital increase and a free capital increase, respectively.
(8) Any other specific details concerning the terms and conditions of Preferred Dividends or Preferred Residuary Estate Dividends that are not provided for in these Articles of Incorporation shall be determined by resolution of the BoD.

(1) The Company may, by resolution of the BoD, issue redeemable shares that may be redeemed out of the Company’s profits at the option of the Company or upon the request of the shareholder.
(2) The redemption price of redeemable shares shall be the issue price plus an amount determined by the BoD at the time of issuance, within the limit of 10% of the issue price; provided, however, that in the event the redemption price is to be adjusted, the BoD shall determine matters regarding such adjustment, including the fact that the price may be adjusted, the grounds for adjustment, and the method of adjustment.
(3) The redemption period for redeemable shares shall be determined by resolution of the BoD within the period from the date on which three (3) years have elapsed after issuance until the expiration date of their term; provided, however, that if any of the following events occur by the expiration date of the redemption period, such period shall be extended until such event is resolved:
1. Where preferential dividends on the redeemable shares have not been completed; or
2. Where the Company is unable to redeem the redeemable shares during the redemption period due to insufficient distributable profits.
(4) In the case of redeemable shares redeemable at the option of the Company, the Company may redeem all such shares at once or in installments; provided, however, that in the case of redemption in installments, the Company may determine the shares to be redeemed by lot or on a pro rata basis, and any fractional shares resulting from pro rata allocation shall not be redeemed.
(5) In the case of redeemable shares redeemable at the option of the Company, when the Company intends to redeem such shares, the Company shall give public notice of its intention to redeem, the shares subject to redemption, and the requirement to submit share certificates to the Company within a period of not less than one (1) month. Individual notice shall also be given to the shareholders and pledgees of record in the Register of Shareholders. Upon the expiration of the said period, the Company shall effect a mandatory redemption of such shares.
(6) In the case of redeemable shares redeemable upon the request of shareholders, a shareholder exercising the right to request redemption within the redemption request period shall notify the Company of the intention to redeem and the shares subject to redemption, specifying a period of at least one (1) month.
(7) In the case of redeemable shares redeemable upon the request of shareholders, a shareholder exercising the right to request redemption may request the Company to redeem all such shares at once or in installments; provided, however, that if the Company has insufficient distributable profits at the time of the redemption request, the Company may redeem such shares in installments. In the case of redemption in installments, the Company may determine the shares to be redeemed by lot or on a pro rata basis, and any fractional shares resulting from pro rata allocation shall not be redeemed.
(8) Any other specific matters concerning the terms and conditions of redeemable shares that are not provided for in these Articles of Incorporation shall be determined by resolution of the BoD.

(1) The Company may, by resolution of the BoD, issue shares that are convertible into common shares or other class shares at the request of shareholders or at the option of the Company.
(2) The Company may, by resolution of the BoD at the time of issuance, determine the number of shares to be issued upon conversion and separately determine other matters necessary for conversion, including the conversion ratio and the grounds for adjustment of the conversion price, such as a paid-in capital increase, a free capital increase, issuance of equity-linked bonds, and stock dividends.
(3) The issue price of new shares issued upon conversion shall be the issue price of the shares prior to conversion.
(4) The conversion period for convertible shares shall be determined by resolution of the BoD within a period not exceeding ten (10) years from the day following the date of issuance.
(5) The grounds for conversion of convertible shares convertible at the option of the Company shall be determined by resolution of the BoD at the time of issuance, taking into account the Company’s financial and managerial needs.
(6) The provisions of Article 12 shall apply mutatis mutandis to dividends on shares issued upon conversion.
(7) Any other specific matters concerning the terms and conditions of convertible shares that are not provided for in these Articles of Incorporation shall be determined by resolution of the BoD at the time of issuance.

Where the Company issues shares as defined in Article 2(1)a of the Act on Electronic Registration of Stocks and Bonds, the Company shall electronically register such shares in the electronic register maintained by an electronic registration institution; provided, however, that the foregoing shall not apply to shares for which the Company is not legally obligated to make electronic registration under applicable laws and regulations.

(1) Shareholders of the Company shall have the right to be allotted new shares in proportion to the number of shares held by them.
(2) Notwithstanding paragraph (1), the Company may, by resolution of the BoD, allot new shares to persons other than shareholders in any of the following cases:
1. Where new shares are issued through a general public offering pursuant to Article 165-6 of the Financial Investment Services and Capital Markets Act, within the limit of 50% of the total number of issued and outstanding shares;
2. Where new shares are preferentially allotted to members of the employee stock ownership association pursuant to Article 165-7 of the Financial Investment Services and Capital Markets Act, within the limit of 20% of the total number of shares to be issued;
3. Where new shares are issued upon the exercise of stock options pursuant to Article 542-3 of the Commercial Act;
4. Where new shares are issued to domestic or foreign financial institutions or institutional investors for urgent financing needs, within the limit of 20% of the total number of issued and outstanding shares;
5. Where new shares are issued to relevant counterparties for the purpose of adopting key technology, research and development, production, sales, or capital alliances necessary for business purposes, within the limit of 20% of the total number of issued and outstanding shares;
6. Where new shares are offered for subscription or underwritten by underwriters for the purpose of listing the Company’s shares on the KOSDAQ market;
7. Where shares are pre-allotted to the employee stock ownership association; or
8. Where the right to subscribe for new shares is granted to the lead underwriter at the time of listing.
(3) Where new shares are issued pursuant to any of the items of paragraph (2), the class and number of shares to be issued, the issue price, and other matters shall be determined by resolution of the BoD.
(4) If a shareholder waives or loses his/her preemptive rights, or if fractional shares arise in the allotment of new shares, the method of handling such rights or fractional shares shall be determined by resolution of the BoD.

The Company shall distribute dividends equally on all shares of the same class issued (including shares issued upon conversion) as of the record date for dividends, regardless of their respective dates of issuance.

(1) The Company may grant stock options by special resolution of the General Meeting of Shareholders within the limit of 15% of the total number of issued and outstanding shares; provided, however, that pursuant to Article 542-3(3) of the Commercial Act, the Company may grant stock options by resolution of the Board of Directors within the limit of 3% of the total number of issued and outstanding shares. In such a case, stock options may be granted as performance-linked stock options linked to management performance, stock market indices, or similar indicators.
(2) Where stock options are granted by resolution of the BoD pursuant to the proviso to paragraph (1), approval shall be obtained at the first General Meeting of Shareholders convened after such grant.
(3) Persons eligible to be granted stock options under paragraph (1) shall be directors, auditors, or employees of the Company who have contributed, or are capable of contributing, to the incorporation, management, technological innovation, or other development of the Company, and directors, auditors, or employees of affiliated companies as prescribed in Article 30(1) of the Enforcement Decree of the Commercial Act; provided, however, that persons who are prohibited from being granted stock options under the Commercial Act and other applicable laws and regulations shall be excluded.
(4) Stock options granted to any one executive or employee shall not exceed 10% of the total number of issued and outstanding shares.
(5) The BoD may, by resolution, cancel the grant of stock options in any of the following cases:
1. Where the grantee of stock options resigns or retires at his/her own discretion;
2. Where the grantee causes material damage to the Company through willful misconduct or negligence;
3. Where the Company is unable to comply with the exercise of stock options due to bankruptcy or other similar circumstances; or
4. Where any other grounds for cancellation set forth in the stock option grant agreement occur.
(6) The Company shall grant stock options by any of the following methods:
1. Issuing and delivering new common shares (or class shares) at the strike price of the stock options;
2. Delivering treasury shares of common shares (or class shares) at the strike price of the stock options; or
3. Paying the difference between the strike price of the stock options and the market price in cash or treasury shares.
(7) A grantee of stock options may exercise such stock options during the period determined by resolution of the General Meeting of Shareholders or the BoD at the time of grant, which shall be within seven (7) years from the date on which the grantee has served as an executive or employee for at least two (2) years from the date of the resolution under paragraph (1); provided, however, that a grantee who dies within two (2) years from the date of the resolution under paragraph (1), or retires or resigns for any reason not attributable to him/her, may exercise the stock options during the exercise period.
(8) The provisions of Article 12 shall apply mutatis mutandis to dividends on new shares issued upon the exercise of stock options.

(1) The Company may, by special resolution of the General Meeting of Shareholders, grant stock options for employee stock ownership association members under Article 39 of the Framework Act on Labor Welfare to members of the employee stock ownership association within the limit of 20% of the total number of issued and outstanding shares; provided, however, that such stock options may be granted by resolution of the BoD within the limit of 10% of the total number of issued and outstanding shares.
(2) Shares to be issued or transferred upon the exercise of stock options for employee stock ownership association members shall be common shares.
(3) A person granted stock options for employee stock ownership association members may exercise such rights within a period of not less than six (6) months and not more than two (2) years from the date of the resolution under paragraph (1); provided, however, that such rights may be exercised during a specific exercise period determined by the resolution under paragraph (1), whether during or after such period.
(4) The strike price of stock options for employee stock ownership association members shall be at least 70% of the appraised value prescribed in Article 14 of the Enforcement Rule of the Framework Act on Labor Welfare; provided, however, that where shares are issued and delivered, and the strike price is lower than the face value of such shares, the face value shall be the strike price.
(5) The BoD may, by resolution, cancel the grant of stock options for employee stock ownership association members in any of the following cases:
1. Where a member of the employee stock ownership association who has been granted such stock options causes material damage to the Company intentionally or by negligence;
2. Where the Company is unable to comply with the exercise of such stock options due to bankruptcy, dissolution, or other similar circumstances; or
3. Where any other grounds for cancellation set forth in the stock option grant agreement occur.
(6) The provisions of Article 12 shall apply mutatis mutandis to dividends on new shares issued upon the exercise of stock options for employee stock ownership association members.

(1) The Company may appoint a transfer agent for its shares.
(2) The transfer agent, its place of business, and the scope of agency services shall be determined by resolution of the BoD.
(3) The Company shall keep the shareholder register, or a duplicate thereof, at the place where the transfer agent handles its affairs, and shall cause the transfer agent to handle the electronic registration of shares, management of the shareholder register, and other affairs relating to shares.
(4) The procedures for handling the affairs set forth in paragraph (3) shall be governed by the regulations on securities transfer agency services of the transfer agent.

The Company may retire treasury shares held by the Company by resolution of the BoD.

(1) The Company shall suspend the entry of changes in the shareholder register with respect to shareholders’ rights between January 1 and January 15 of each year.
(2) The Company shall deem the shareholders registered in the shareholder register as of December 31 of each year to be the shareholders entitled to exercise their rights at the General Meeting of Shareholders for the relevant fiscal year.
(3) In addition to the case set forth in paragraph (1), where necessary to determine the shareholders or pledgees entitled to exercise their rights, the Company may, by resolution of the BoD, suspend the entry of changes in the shareholder register with respect to such rights for a specified period not exceeding three (3) months, or may deem the shareholders registered in the shareholder register on a date specified by resolution of the BoD within three (3) months to be the shareholders entitled to exercise such rights. If deemed necessary by the BoD, the Company may both suspend the entry of changes in the shareholder register and designate a record date. The Company shall give public notice thereof at least two (2) weeks prior to such period or record date.

(1) The Company may issue bonds by resolution of the BoD.
(2) The BoD may delegate to the Representative Director the authority to issue bonds within a period not exceeding one (1) year, by determining the amount and type of such bonds.

(1) The Company may, by resolution of the BoD, issue convertible bonds to persons other than shareholders within the limit of an aggregate face value not exceeding KRW 5 billion in any of the following cases:
1. Where convertible bonds are issued through a general public offering;
2. Where convertible bonds are issued to domestic or foreign financial institutions or institutional investors for urgent financing needs; or
3. Where convertible bonds are issued to a counterparty for the introduction of technology, research and development, production, sales, or capital alliances that are significant for business purposes.
(2) Where bonds are allotted by the method set forth in subparagraph 1 of paragraph (1), the BoD shall, by resolution, allot such bonds by any of the following methods:
1. Allotting bonds to an unspecified number of subscribers without classifying the types of persons who are given the opportunity to subscribe for such bonds;
2. Giving shareholders a preferential opportunity to subscribe for such bonds and, if there are any unsubscribed bonds, giving an unspecified number of persons an opportunity to be allotted such bonds; or
3. Giving certain types of persons an opportunity to subscribe for such bonds in accordance with reasonable standards prescribed by applicable laws and regulations, such as demand forecasting provided by an investment trader or investment broker as an underwriter or arranger.
(3) With respect to the convertible bonds under paragraph (1), the BoD may issue such bonds on the condition that conversion rights are granted only to a portion thereof.
(4) Shares to be issued upon conversion shall be common shares or class shares, and the conversion price shall be determined by resolution of the BoD at the time of issuance of the bonds at an amount equal to or higher than the face value of the shares.
(5) The period during which conversion may be requested shall commence on the date falling one (1) month after the date of issuance of the relevant convertible bonds and end on the day immediately preceding the maturity date thereof; provided, however, that the BoD may, by resolution, adjust the conversion request period within such period.
(6) The provisions of Article 12 shall apply mutatis mutandis to dividends on shares issued upon conversion and payment of interest on convertible bonds.
(7) Any other specific matters concerning the terms and conditions of convertible bonds that are not provided for in these Articles of Incorporation shall be determined by resolution of the BoD at the time of issuance.

(1) The Company may, by resolution of the BoD, issue bonds with warrants to persons other than shareholders within the limit of an aggregate face value not exceeding KRW 5 billion in any of the following cases:
1. Where bonds with warrants are issued through a general public offering;
2. Where bonds with warrants are issued to domestic or foreign financial institutions or institutional investors for urgent financing needs; or
3. Where bonds with warrants are issued to a counterparty for the introduction of technology, research and development, production, sales, or capital alliances that are significant for business purposes.
(2) Where bonds are allotted by the method set forth in subparagraph 1 of paragraph (1), the BoD shall, by resolution, allot such bonds by any of the following methods:
1. Allotting bonds to an unspecified number of subscribers without classifying the types of persons who are given the opportunity to subscribe for such bonds;
2. Giving shareholders a preferential opportunity to subscribe for such bonds and, if there are any unsubscribed bonds, giving an unspecified number of persons an opportunity to be allotted such bonds; or
3. Giving certain types of persons an opportunity to subscribe for such bonds in accordance with reasonable standards prescribed by applicable laws and regulations, such as demand forecasting provided by an investment trader or investment broker as an underwriter or arranger.
(3) The amount for which warrants may be exercised shall be determined by the BoD within the limit of the aggregate face value of the bonds.
(4) Shares to be issued upon the exercise of warrants shall be common shares or class shares, and the issue price thereof shall be determined by the BoD at the time of issuance of the bonds at an amount equal to or higher than the face value.
(5) The period during which warrants may be exercised shall commence on the date falling one (1) month after the date of issuance of the relevant bonds and end on the day immediately preceding the maturity date thereof; provided, however, that the BoD may, by resolution, adjust the exercise period for the warrants within such period.
(6) The provisions of Article 12 shall apply mutatis mutandis to dividends on shares issued upon the exercise of warrants.
(7) Any other specific matters concerning the terms and conditions of bonds with warrants that are not provided for in these Articles of Incorporation shall be determined by resolution of the BoD at the time of issuance.

In lieu of issuing bond certificates and warrant certificates, the Company may electronically register the rights to be indicated on bond certificates and warrant certificates in the electronic register maintained by an electronic registration institution; provided, however, that in the case of bonds, the Company may choose not to make electronic registration, except for listed bonds and other bonds for which electronic registration is mandatory under applicable laws and regulations.

The provisions of Article 14 shall apply mutatis mutandis to the issuance of bonds.

The Annual General Meeting (hereinafter referred to as “AGM”) of the Company shall be convened within three (3) months from the day following the end of each fiscal year, and the Extraordinary General Meeting (hereinafter referred to as “EGM”) shall be convened from time to time where necessary.

(1) Except as otherwise provided in applicable laws and regulations, AGMs shall be convened by the Representative Director (President) pursuant to a resolution of the BoD.
(2) In cases where the Representative Director (President) is unable to perform his/her duties, the provisions of Article 41 shall apply mutatis mutandis.

(1) In convening a General Meeting of Shareholders, the Company shall provide written notice stating the date, time, place, and agenda of the meeting to each shareholder at least two (2) weeks prior to the date of the meeting, or may dispatch such notice by electronic document with the consent of each shareholder.
(2) With respect to shareholders holding 1% or less of the total number of issued shares with voting rights, the notice of convocation under paragraph (1) may be substituted by public notice stating the convocation of a General Meeting of Shareholders and the agenda of the meeting, published at least two (2) times in each of the Maeil Business Newspaper and the JoongAng Ilbo, daily newspapers published in Seoul, at least two (2) weeks prior to the convocation date, or by public notice through the electronic disclosure system operated by the Financial Supervisory Service or the Korea Exchange.
(3) In providing notice under paragraph (1) or making public notice under paragraph (2), in cases where the agenda of the meeting includes the election of directors or auditors, the Company shall notify or publicly announce the names, brief biographies, recommenders, and other matters concerning the candidates for directors or auditors as prescribed by the Enforcement Decree of the Commercial Act.
(4) When the Company gives notice of convocation or makes public notice of a General Meeting of Shareholders pursuant to paragraphs (1) and (2), the Company shall notify or publicly announce the matters prescribed in Article 542-4(3) of the Commercial Act; provided, however, that the foregoing shall not apply if such matters are posted on the Company’s website and made available at the Company’s head office and branches, the transfer agent, the Financial Services Commission, and the Korea Exchange.

General Meetings of Shareholders shall be held at the place where the head office is located; provided, however, that they may be held in an adjacent area, if necessary.

The Representative Director shall serve as the chairperson of the General Meetings of Shareholders.
However, in cases where the Representative Director is unable to perform his/her duties or to act as the chairperson, the provisions of Article 41 shall apply mutatis mutandis.

(1) The chairperson of a General Meeting of Shareholders has the authority to order any person who significantly disturbs order, such as by intentionally making statements or engaging in conduct that obstructs the proceedings of the meeting, to stop speaking or leave the meeting.
(2) The chairperson of a General Meeting of Shareholders may limit the speaking time and number of speeches of shareholders when deemed necessary for the smooth conduct of the proceedings.

(1) Each shareholder shall have one (1) vote for each share held. Unless otherwise provided in applicable laws and regulations or these Articles of Incorporation, resolutions of a General Meeting of Shareholders shall be adopted by the affirmative vote of a majority of the voting rights of the shareholders present and at least one-fourth of the total number of issued and outstanding shares.
(2) Shares without voting rights shall not be counted in the number of voting rights of the shareholders present or in the total number of issued and outstanding shares.
(3) The following matters shall be adopted by the affirmative vote of at least two-thirds of the voting rights of the shareholders present and at least one-third of the total number of issued and outstanding shares:
1. Amendment of the Articles of Incorporation;
2. Increase in authorized capital;
3. Merger, division, division-merger, dissolution, liquidation, or corporate reorganization under the Corporation Reorganization Act;
4. Transfer of all or at least one-half of the Company’s business and assets, or acquisition of all or at least one-half of the business and assets of another company;
5. Removal of directors, Audit Committee members, or liquidators;
6. Reduction of capital;
7. Matters relating to the grant of stock options, including the names of the grantees, the method of granting stock options, the strike price and exercise period of stock options, and the class and number of shares to be delivered upon exercise of stock options to each grantee; and
8. Other matters as prescribed by applicable laws and regulations.

Where the Company, the Company and its subsidiary, or a subsidiary of the Company holds more than one-tenth of the total number of issued shares of another company, the shares of the Company held by such other company shall have no voting rights.

(1) Where a shareholder holding two (2) or more voting rights intends to exercise split voting, the shareholder shall notify the Company in writing or by electronic document of such intention and the reasons therefor at least three (3) days prior to the date of the General Meeting of Shareholders.
(2) The Company may refuse split voting; provided, however, that the foregoing shall not apply where the shareholder has accepted a trust of shares or holds shares on behalf of another person.

A shareholder may exercise his/her voting rights by proxy, and the proxy shall submit a document or electronic document evidencing his/her authority of representation prior to the commencement of the General Meeting of Shareholders.

(1) Minutes shall be prepared with respect to the proceedings of the General Meetings of Shareholders.
(2) The minutes shall include the course of proceedings and the results thereof, and shall be signed or sealed by the chairperson and the directors present, and kept at the head office and branch offices of the Company.

(1) The Company shall have three (3) or more directors, and outside directors shall constitute at least one-third of the total number of directors.
(2) Where the number of outside directors falls short of the composition requirement of the BoD set forth in paragraph (1) due to resignation, death, or any other reason, the Company shall appoint outside directors at the first General Meeting of Shareholders convened after the occurrence of such reason so as to satisfy such requirement.

(1) Directors shall be elected at the General Meeting of Shareholders.
(2) Directors shall be elected by the affirmative vote of a majority of the voting rights of the shareholders present and at least one-fourth of the total number of issued and outstanding shares.
(3) Where two (2) or more directors are elected, cumulative voting as prescribed in Article 382-2 of the Commercial Act shall not apply.

(1) The term of office of a director shall be three (3) years from the date of assumption of office; provided, however, that if the term of office of a director expires before the conclusion of the AGM for the last fiscal year ending during such director’s term of office, such term shall be extended until the conclusion of such AGM.
(2) The term of office of a director elected to fill a vacancy shall be the remaining term of office of his/her predecessor.

(1) Directors shall faithfully perform their duties for the Company in accordance with applicable laws and regulations and these Articles of Incorporation.
(2) Directors shall perform their duties for the Company with the duty of care of a prudent manager toward the Company.
(3) Directors shall not disclose any trade secrets of the Company obtained in the course of their duties, either during their term of office or after leaving office.
(4) If a director discovers any fact that may cause material damage to the Company, he/she shall immediately report such fact to the Audit Committee or a member of the Audit Committee.

(1) The BoD shall be composed of directors.
(2) The BoD shall be convened by the Representative Director or, if a director has been separately designated by the BoD, by such director, by giving notice to each director at least one (1) week prior to the convocation date; provided, however, that the convocation procedure may be waived with the unanimous consent of all directors.
(3) A director who has not been designated as the person authorized to convene a meeting of the BoD under paragraph (2) may request the director with such authority to convene a meeting of the BoD. Where the director authorized to convene the meeting refuses to convene a meeting without justifiable grounds, the requesting director may convene the meeting.
(4) The chairperson of the BoD shall be determined by the board; provided, however, that if the BoD has separately designated an authorized person pursuant to the proviso to paragraph (2), such director shall serve as the chairperson.
(5) Directors shall report the status of the execution of their duties to the BoD at least once every three (3) months.

(1) Unless otherwise provided in applicable laws and regulations or these Articles of Incorporation, resolutions of the BoD shall be adopted by the attendance of a majority of the directors and the affirmative vote of a majority of the directors present.
(2) The BoD may allow all or some of the directors to participate in resolutions by means of remote communication that enables all directors to simultaneously transmit and receive voice, in lieu of attending the meeting in person. In such a case, the relevant directors shall be deemed to have attended the meeting in person.
(3) A person who has a special interest in a resolution of the BoD shall not exercise his/her voting rights.

(1) Minutes shall be prepared with respect to the proceedings of the BoD.
(2) The minutes shall include the agenda, the course of proceedings and the results thereof, and the names of any dissenting directors and the reasons therefor, and shall be signed or sealed by the directors present.

(1) The Representative Director shall be elected by the BoD.
(2) The Representative Director shall represent the Company and oversee the overall business affairs of the Company.

(1) Vice Presidents, Executive Directors, Managing Directors, and directors shall assist the Representative Director and divide among themselves the business affairs of the Company as determined by the BoD.
(2) In cases where the Representative Director is unable to perform his/her duties, a substitute shall act on his/her behalf in the order predetermined by the BoD.

(1) The Company may establish the following committees within the BoD:
1. Compliance Committee;
2. Nomination Committee for Outside Director Candidates;
3. Audit Committee;
4. Transparency Management Committee;
5. Compensation Committee; and
6. Other committees deemed necessary by the BoD.
(2) Each committee within the BoD shall be composed of two or more directors, and its organization and operation shall be determined by resolution of the BoD.
(3) The following matters may not be delegated to any committee:
1. Matters requiring approval of the General Meeting of Shareholders;
2. Election and removal of the Representative Director;
3. Establishment of committees and appointment and removal of their members; and
4. Other matters determined by the BoD.
(4) The provisions of Articles 37 through 39 shall apply mutatis mutandis to committees within the BoD.

The Company may appoint one or more advisers or consultants by resolution of the BoD.

(1) Remuneration for directors shall be determined by resolution of the General Meeting of Shareholders.
(2) Severance pay for directors shall be paid in accordance with the Regulations on Severance Pay for Executives, as approved by resolution of the General Meeting of Shareholders.

(1) The Company may, by resolution of the General Meeting of Shareholders, exempt directors or auditors from liability under Article 399 of the Commercial Act for any amount exceeding six times, or three times in the case of outside directors, the amount of remuneration for the most recent one (1) year prior to the date of the relevant act (including bonuses and gains from the exercise of stock options).
(2) Paragraph (1) shall not apply where a director has caused damage intentionally or by gross negligence, or where a director falls under Articles 397, 397-2, or 398 of the Commercial Act.

(1) The Company shall establish an Audit Committee under Article 42 in lieu of statutory auditors.
(2) The Audit Committee shall be composed of three or more directors.
(3) At least two-thirds of the Audit Committee members shall be outside directors, and members who are not outside directors shall satisfy the requirements set forth in Article 542-10(2) of the Commercial Act.
(4) Members of the Audit Committee shall be elected from among the directors elected at the General Meeting of Shareholders. In such a case, two members of the Audit Committee shall be elected, separately from other directors, as directors who will become Audit Committee members by resolution of the General Meeting of Shareholders.

(1) Members of the Audit Committee shall be elected by the affirmative vote of a majority of the voting rights of the shareholders present and at least one-fourth of the total number of issued and outstanding shares; provided, however, that where the Company allows the exercise of voting rights by electronic means pursuant to Article 368-4(1) of the Commercial Act, members of the Audit Committee may be elected by the affirmative vote of a majority of the voting rights of the shareholders present.
(2) Members of the Audit Committee shall be removed by the affirmative vote of at least two-thirds of the voting rights of the shareholders present and at least one-third of the total number of issued and outstanding shares.
(3) In the election and removal of members of the Audit Committee, any shareholder holding shares in excess of 3% of the total number of issued and outstanding shares, excluding non-voting shares, may not exercise voting rights with respect to such excess shares. In the case of the largest shareholder, the shares held by such shareholder’s related parties and other persons prescribed by the Enforcement Decree of the Commercial Act shall be aggregated.
(4) The Audit Committee shall elect, by resolution, a representative member of the Audit Committee. In such a case, the representative member shall be an outside director.
(5) Where the number of outside directors falls short of the composition requirements of the Audit Committee set forth in this Article due to resignation, death, or any other reason, the Company shall satisfy such requirements at the first General Meeting of Shareholders convened after the occurrence of such reason.

(1) One of the members of the Audit Committee constituted pursuant to Article 46 shall be elected, by resolution of the General Meeting of Shareholders, separately from other directors, as a director who will become an Audit Committee member.
(2) In the case where a member of the Audit Committee separately elected pursuant to paragraph (1) is removed, he/she shall lose both his/her status as a director and as an Audit Committee member.

(1) The Audit Committee shall audit the accounting and business affairs of the Company.
(2) The Audit Committee may request the convocation of an EGM by submitting to the BoD a written request stating the agenda of the meeting and the reasons for convocation.
(3) The Audit Committee may, where necessary, seek assistance from experts at the expense of the Company.
(4) The Audit Committee may, where necessary for the performance of its duties, request subsidiaries to report on their business. In such a case, where a subsidiary fails to report on time or where it is necessary to verify the contents of such report, the Audit Committee may investigate the business and property status of the subsidiary.
(5) In addition to the matters set forth in paragraphs (1) through (4), the Audit Committee shall handle matters delegated by the BoD.
(6) Where necessary, the Audit Committee may request the convocation of a board meeting by submitting to a director (or the person authorized to convene meetings if such person exists) a written request stating the agenda of the meeting and the reasons for convocation.
(7) The BoD may not reconsider any resolution adopted by the Audit Committee.

The Audit Committee shall prepare audit records with respect to audits. The audit records shall state the methods and results of the audit and shall be signed or sealed by Audit Committee members who conducted the audit.

The fiscal year of the Company shall commence on January 1 and end on December 31 of each year.

(1) The Representative Director shall prepare the following documents, their supplementary schedules, and the business report at least six (6) weeks prior to the date of the AGM, have them audited by the Audit Committee, and submit the following documents and the business report to the AGM:
1. Balance sheet;
2. Statement of income; and
3. Other documents prescribed by the Enforcement Decree of the Commercial Act that indicate the financial position and business performance of the Company.
(2) Where the Company falls under a company required to prepare consolidated financial statements as prescribed by the Enforcement Decree of the Commercial Act, the consolidated financial statements shall be included in the documents set forth in paragraph (1).
(3) The Audit Committee shall submit its audit report to the Representative Director at least one (1) week prior to the date of the AGM.
(4) Notwithstanding paragraph (1), the Company may approve the documents set forth in paragraph (1) by resolution of the BoD if all of the following requirements are satisfied:
1. The external auditor has provided an opinion that the documents set forth in paragraph (1) fairly present the financial position and business performance of the Company in accordance with applicable laws and regulations and these Articles of Incorporation; and
2. All members of the Audit Committee consent thereto.
(5) Where the BoD approves the documents pursuant to paragraph (4), the Representative Director shall report the contents of the documents set forth in paragraph (1) to the General Meeting of Shareholders.
(6) The Representative Director shall retain the documents set forth in paragraph (1) and the audit report at the head office for five (5) years, and copies thereof at branch offices for three (3) years, starting from one (1) week prior to the date of the AGM.
(7) Upon obtaining approval from the General Meeting of Shareholders for the documents set forth in paragraph (1), or approval from the BoD pursuant to paragraph (4), the Representative Director shall publicly announce the balance sheet and the external auditor’s audit opinion without delay.

In appointing an external auditor, the Audit Committee shall make the appointment in accordance with the Act on External Audit of Stock Companies, and the Company shall report such fact to the AGM convened after the appointment, or notify or publicly announce such fact to shareholders.

The Company shall dispose of the unappropriated retained earnings of each fiscal year as follows:
1. Legal reserves;
2. Other statutory reserves;
3. Dividends;
4. Voluntary reserves; and
5. Other appropriations of retained earnings.

(1) Dividends may be distributed in cash, shares, or other property.
(2) Where dividends are distributed in shares and the Company has issued class shares, such dividends may be distributed in shares of the same class, respectively.
(3) The Company may, by resolution of the BoD, determine a record date for shareholders entitled to receive the dividends under paragraph (1), and if such record date is determined, the Company shall publicly announce it at least two (2) weeks prior to such record date.

(1) The Company may, by resolution of the BoD, pay interim dividends pursuant to Article 462-3 of the Commercial Act.
(2) The Company may, by resolution of the BoD, determine a record date for shareholders entitled to receive the dividends under paragraph (1), and if such record date is determined, the Company shall publicly announce it at least two (2) weeks prior to such record date.
(3) Interim dividends shall be limited to the amount obtained by deducting the following amounts from the net assets stated in the balance sheet for the immediately preceding fiscal year:
1. The amount of capital as of the immediately preceding fiscal year;
2. The aggregate amount of capital reserves and legal reserves accumulated up to the immediately preceding fiscal year;
3. Unrealized gains prescribed by the Enforcement Decree of the Commercial Act;
4. The amount determined to be distributed as dividends at the AGM for the immediately preceding fiscal year;
5. Voluntary reserves accumulated for specific purposes up to the immediately preceding fiscal year pursuant to these Articles of Incorporation or a resolution of the General Meeting of Shareholders; and
6. Legal reserves to be accumulated for the relevant fiscal year as a result of the interim dividends.

(1) The Company may, by resolution of the BoD adopted within forty-five (45) days from the end of March, June, and September of each fiscal year, pay quarterly dividends in cash pursuant to Article 165-12 of the Financial Investment Services and Capital Markets Act.
(2) The Company may, by resolution of the BoD, determine a record date for shareholders entitled to receive the dividends under paragraph (1), and if such record date is determined, the Company shall publicly announce it at least two (2) weeks prior to such record date.
(3) Quarterly dividends shall be limited to the amount obtained by deducting the following amounts from the net assets stated in the balance sheet for the immediately preceding fiscal year:
1. The amount of capital as of the immediately preceding fiscal year;
2. The aggregate amount of capital reserves and legal reserves accumulated up to the immediately preceding fiscal year;
3. Unrealized gains prescribed by the Enforcement Decree of the Commercial Act;
4. The amount determined to be distributed as dividends at the AGM for the immediately preceding fiscal year;
5. Voluntary reserves accumulated for specific purposes up to the immediately preceding fiscal year pursuant to these Articles of Incorporation or a resolution of the General Meeting of Shareholders;
6. Legal reserves to be accumulated for the relevant fiscal year as a result of quarterly dividends; and
7. If quarterly dividends have been paid during the relevant fiscal year, the aggregate amount thereof.

(1) The Company shall be released from its obligation to pay dividends if such dividends remain unclaimed for five (5) years from the date on which they were confirmed.
(2) Dividends for which the statute of limitations has expired pursuant to the preceding paragraph shall belong to the Company.
(3) No interest shall accrue on dividends.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on September 29, 2014.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 5, 2017.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on June 29, 2017.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on September 28, 2017.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on February 19, 2018.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on August 20, 2018.

Article 1: Enforcement Date


These Articles of Incorporation shall enter into force on March 29, 2019; provided, however, that the amendments to Articles 10, 10-1, 14, 17, and 21 shall take effect on the date on which the Enforcement Decree of the Act on Electronic Registration of Stocks and Bonds enters into force.


Article 2: Application of Special Provisions for Listed Companies


The provisions applicable to listed companies shall take effect from the time the common shares of the Company are listed on the KOSPI market or the KOSDAQ market of the Korea Exchange.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on April 29, 2020.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on August 27, 2020.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 29, 2021.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 31, 2022.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 29, 2023.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on June 22, 2023.


Article 2: Application of Special Provisions for Listed Companies


The amendments to paragraphs (3) and (4) of Article 11, Article 18(2), Article 19(2), Article 28(3)5, Articles 46 and 47, and Article 55-1 of these Articles of Incorporation shall take effect from the time the common shares of the Company are listed on the KOSPI market or the KOSDAQ market of the Korea Exchange.


Article 3: Deletion of Special Provisions on Stock Options under the Special Act on the Promotion of Venture Businesses


The deletion of the special provisions on stock options under the Special Act on the Promotion of Venture Businesses in Article 13-1 of these Articles of Incorporation shall take effect from the time the common shares of the Company are listed on the KOSPI market or the KOSDAQ market of the Korea Exchange.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 29, 2024.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 31, 2025.

Article 1: Enforcement Date
These Articles of Incorporation shall enter into force on March 31, 2026.


Article 2: Transitional Measures Concerning Outside Directors
The amended provisions of Article 33, Article 42, Article 44-2, Article 45, excluding paragraph (4), and Article 46, excluding paragraph (3), shall enter into force on July 23, 2026; provided, however, that the requirement for the number of outside directors on the BoD under Article 33(1) shall be satisfied within one (1) year from the enforcement date of the relevant law, pursuant to the proviso of Article 2 of the Addenda to Act No. 20991, dated July 22, 2025.


Article 3: Transitional Measures Concerning Voting Rights Restrictions in the Election and Removal of Audit Committee Members
The amended provision of Article 46(3) shall enter into force on July 23, 2026.