inno.N

Governance

HK inno.N seeks to build further trust in the company’s business management through
ethical management and transparent disclosure of its governance.

  • Executive directors

    • Name

      Dal-won Kwak (CEO)

      Date of Appointment

      2018.04.18

      Term

      ~2024.04.18 (2 Appointments)

      Date of Birth

      1960

      Gender

      Male

      Academic Background

      A master's degree at Sungkyunkwan University Graduate School of Marketing

      Career

      Manager of sales marketing of HK inno.N / Manager of production of HK inno.N
    • Name

      Geun-seok Song

      Date of Appointment

      2022.03.25

      Term

      ~2025.03.25

      Date of Birth

      1967

      Gender

      Male

      Academic Background

      A doctor of Veterinary Medicine at Konkuk University

      Career

      Director of CJ CheilJedang Pharmaceutical Research Center
      Director of CJ Healthcare Clinical Development
      Current) Manager of R&D of HK inno.N

    Other non-commercial directors

    • Name

      Sang-hyun Yoon

      Date of Appointment

      2021.06.22

      Term

      ~2024.06.22

      Date of Birth

      1974

      Gender

      Male

      Academic Background

      A bachelor's degree at Seoul National University /
      A master's degree at Stanford University Graduate School of Management

      Career

      Director at Bain & Company / CEO of Kolmar Korea
      Current) Vice President of Kolmar Korea Holdings

    Outside director

    • Name

      Byung-in Moon

      Date of Appointment

      2020.09.24

      Term

      ~2026.03.28 (Reappointment)

      Date of Birth

      1962

      Gender

      Male

      Academic Background

      A doctor of Medicine at Seoul National University

      Career

      Director of Breast Cancer and Thyroid Cancer Center at Ewha Women's Cancer Hospital
    • Name

      Jae-seok Park

      Date of Appointment

      2020.09.24

      Term

      ~2026.03.28 (Reappointment)

      Date of Birth

      1975

      Gender

      Male

      Academic Background

      A doctor of trade at Hansung University

      Career

      Kim & Chang Law Office
    • Name

      Yeo-won Son
      (Chairman of the board of directors)

      Date of Appointment

      2021.03.25

      Term

      ~2024.03.25

      Date of Birth

      1959

      Gender

      Female

      Academic Background

      A doctor of pharmacology at Seoul National University

      Career

      Policy Advisory Committee member of the Ministry of Food and Drug Safety
      Professor of Pharmacy at Sungkyunkwan University
  • 2023
    No. Date Agenda Resolution
    Status
    Executive Director
    (Attendance rate)
    Non-executive Director
    (Attendance rate)
    Outside Director
    (Attendance rate)
    D.W. Kwak
    100%
    G.S. Song
    100%
    S.H. Yoon
    100%
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2023.02.13 Reporting No.1 : Internal accounting control system operating status reporting - - - - - - -
    Reporting No.1 : Report by Audiy on the operation of the internal accounting rules - - - - - - -
    Agenda No.1 : Approval of the 9th financial statements and business report Resolved For For For For For For
    Agenda No.2 : Approval of the bank loan Resolved For For For For For For
    Agenda No.3 : Approval of the Investment in new EPO plant in Icheon Resolved For For For For For For
    Agenda No.4 : Approval of retirement of stocks Resolved For For For For For For
    2 2023.03.10 Agenda No.1 : Approval of the plan of health and safety rules Resolved For For For For For For
    Agenda No.2 : Decision of cash dividend Resolved For For For For For For
    Agenda No.3 : Convene the 9th annual stockholders' meeting Resolved For For For For For For
    3 2023.05.25 Agenda No.1 : The election of the chairman of the board of directors Resolved For For For For For For
    Agenda No.2 : The amendment of the Board of Directors' regulations Resolved For For For For For For
    Agenda No.3 : The amendment of the Regulations for Operation of the Audit Committee Resolved For For For For For For
    Agenda No.4 : Establishment of the Sustainable Management Committee Resolved For For For For For For
    Agenda No.5 : The approval of the credit transaction with the bank Resolved For For For For For For
    2022
    No. Date Agenda Resolution
    Status
    Executive Director
    (Attendance rate)
    Non-executive Director
    (Attendance rate)
    Outside Director
    (Attendance rate)
    D.W. Kwak
    86%
    M.J. Seo
    100%
    G.S. Song
    100%
    S.H. Yoon
    100%
    B.I. Moon
    86%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2022.01.14 Agenda No.1 : Appointment of Temporary chairman Resolved For For - For For For For
    Agenda No.2 : Change of CEO Resolved For For - For For For For
    2 2022.02.09 Reporting No1. : Internal accounting control system opertating status reporting - - - - - - - -
    Agenda No.1 : Declaration of introduction ISO37301 and Appointment of Compliance officer Resolved For For - For For For For
    Agenda No.2 : Appointment of an autonomous compliance manager Resolved For For - For For For For
    Agenda No.3 : Approval of the 8th financial statements and business report Resolved For For - For For For For
    Agenda No.4 : Adoption of the electronic voting system Resolved For For - For For For For
    Agenda No.5 : Approval of the bank loan Resolved For For - For For For For
    Agenda No.6 : Decision of Conclusion of Stock Repurchase Trust Contract Resolved For For - For For For For
    3 2022.03.10 Reporting No.1 : Compliance officers' activity report - For For - For - For For
    Agenda No.1 : Approval of safety and health plans Resolved For For - For - For For
    Agenda No.2 : Approval of Compliance policy Resolved For For - For - For For
    Agenda No.3 : Decision of cash dividend Resolved For For - For - For For
    Agenda No.4 : Convene the 8th annual stockholders' meeting Resolved For For - For - For For
    4 2022.05.12 Agenda No.1 : Revision of rules for the Board of Directors Resolved For For For For For For For
    Agenda No.2 : Appointment of chairman of the board of directors Resolved For For For For For For For
    Agenda No.3 : Approval of the relocation to the head office Resolved For For For For For For For
    Agenda No.4 : Approval of financing Resolved For For For For For For For
    5 2022.08.10 Reporting No.1 : Report on the Annual Operation Plan of the Internal Accounting Management System - - - - - - - -
    Agenda No.1 : Approval of the provision of deposit security for employees Resolved For For For For For For For
    6 2022.10.20 Agenda No.1 : Approval of the extension of bank loan Resolved For For For For For For For
    Agenda No.2 : Apporval of the business transfer Resolved For For For For For For For
    7 2022.11.10 Reporting No.1 : Environmental Management Performance Report - - - - - - - -
    Reporting No.2 : The result of ISO37001&37301 business - - - - - - - -
    Agenda No.1 : Approval of the transfer of HKV shares Resolved For For For For For For For
    2021
    No. Date Agenda Resolution
    Status
    Executive Director
    (Attendance rate)
    Non-executive Director
    (Attendance rate)
    Outside Director
    (Attendance rate)
    S.H. Kang
    100%
    S.H. Yoon
    100%
    D.W. Kwak
    100%
    M.J. Seo
    100%
    H.J. Kim
    100%
    S.W. Ahn
    100%
    J.H Chae
    100%
    S.H. Yoon
    100%
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    M.Y. Yu
    100%
    1 2021.01.08 Agenda No.1 : The establishment of disclosure management regulation Resolved For For For For For For For - For For - For
    Agenda No.2 : Approval of the bank loan Resolved For For For For For For For - For For - For
    2 2021.02.09 Reporting No.1 : Business reporting - - - - - - - - - - - - -
    Reporting No.2 : Internal accounting control system operating status reporting - - - - - - - - - - - - -
    Reporting No.3 : Appointment of the 8th external auditor - - - - - - - - - - - - -
    Agenda No.1 : Approval of the 7th financial statements Resolved For For For For For For For - For For - For
    3 2021.03.10 Reporting No.1 : Internal accounting control system operating status reporting - - - - - - - - - - - - -
    Agenda No.1 : Convene the 7th annual stockholders' meeting Resolved For For For For For For For - For For - For
    Agenda No.2 : Establishment of code of donduct to be approved and Appointment of compliance assistant Resolved For For For For For For For - For For - For
    Agenda No.3 : Approval of the establishment of health and safety rules Resolved For For For For For For For - For For - For
    4 2021.03.25 Agenda No.1 : Change of CEO Resolved For For For For For For For - For For For -
    5 2021.04.21 Agenda No.1 : The issue of new shares for a third party Resolved For For For For For For For - For For For -
    Agenda No.2 : Approval of listing KOSDAQ Resolved For For For For For For For - For For For -
    6 2021.05.18 Agenda No.1 : Appointment of Members of Committee Resolved For For For For - - - - For For For -
    Agenda No.2 : Approval of the bank loan Resolved For For For For - - - - For For For -
    7 2021.06.22 Agenda No.1 : Convene the Extraordinary stockholders' meeting Resolved For For For For - - - - For For For -
    Agenda No.2 : Partial change of articles of Internal accounting management regulation Resolved For For For For - - - - For For For -
    8 2021.06.25 Agenda No.1 : Approval of the issue of new shares for listing KOSDAQ Resolved For - For For - - - For For For For -
    9 2021.06.25 Reporting No.1 : The result of ISO37001 Resolved - - - - - - - - - - - -
    Agenda No.1 : Approval of the construction of New laboratory at Pangyo Resolved For - For For - - - For For For For -
    Agenda No.2 : Approval of financing Resolved For - For For - - - For For For For -
    10 2021.12.21 Agenda No.1 : The establishment of inside information management regulation Resolved For - For For - - - For For For For -
    Agenda No.2 : The establishment of corporate governance charter Resolved For - For For - - - For For For For -
    2020
    No. Date Agenda Resolution
    Status
    Executive Director
    (Attendance rate)
    Non-commercial directors
    (Attendance rate)
    Outside Director
    (Attendance rate)
    S.H. Kang
    100%
    S.H. Yoon
    100%
    D.W. Kwak
    100%
    B.H. Lee
    100%
    M.J. Seo
    100%
    H.J. Kim
    100%
    S.W. Ahn
    100%
    J.H Chae
    100%
    B.I. Moon
    100%
    J.S Park
    100%
    M.Y. Yu
    100%
    1 2020.01.23 Agenda No.1 :Approval of the issuance of corporate bonds Resolved For For For For - For For For - - -
    Agenda No.2 :Summoning of a temporary general shareholders’ meeting Resolved For For For For - For For For - - -
    Agenda No.3 :Approval of the lead investment bank that would be handling the IPO Resolved For For For For - For For For - - -
    Agenda No.4 :Approval of credit line with banks Resolved For For For For - For For For - - -
    2 2020.02.06 Reporting No.1 : Approval of financial statements for the 6th year - - - - - - - - - - - -
    Reporting No.2 : Report on operation of internal accounting rules - - - - - - - - - - - -
    Agenda No.1 :Approval of the conversion of excess proceeds from IPO into increased in capital without consideration Resolved For For For For - For For For - - -
    3 2020.02.24 Agenda No.1 :Change of common stock to type 1 redeemable convertible preferred stock (RCPS) and signing of agreement Resolved For For For For - For For For - - -
    Agenda No.2 :Approval of the agreement on merger Resolved For For For For - For For For - - -
    Agenda No.3 :Summoning of a temporary general shareholders’ meeting Resolved For For For For - For For For - - -
    4 2020.03.06 Reporting No.1 : Report on the audit opinion on the operation of internal accounting rules - - - - - - - - - - - -
    Agenda No.1 :Summoning of 6th regular general shareholders’ meeting Resolved For For For For - For For For - - -
    Agenda No.2 :Approval of listing on the stock exchange Resolved For For For For - For For For - - -
    5 2020.04.02 Agenda No.1 :Approval of public notice in lieu of general shareholders’ meeting to report on merger Resolved For For For For - For For For - - -
    6 2020.05.08 Agenda No.1 :Approval of revision of anti-corruption policies (ISO37001) and ex post facto review Resolved For For For For - For For For - - -
    Agenda No.2 :Approval of financial agreements Resolved For For For For - For For For - - -
    Agenda No.3 :Change of members to the audit committee Resolved For For For For - For For For - - -
    Agenda No.4 :Approval of credit line with banks Resolved For For For For - For For For - - -
    7 2020.08.13 Agenda No.1 :Approval of credit line with banks Resolved For For For For - For For For - - -
    8 2020.09.07 Agenda No.1 :Summoning of a temporary general shareholders’ meeting Resolved For For For For - For For For - - -
    9 2020.09.24 Agenda No.1 : Convene the Extraordinary stockholders' meeting Resolved For For For For - For For For - - -
    10 2020.09.24 Agenda No.1 :Summoning of a temporary general shareholders’ meeting Resolved For For For For - For For For For For For
    Agenda No.2 :Approval of establishment of a committee to recommend outside director candidates, appointment of committee members and operational rules Resolved For For For - For For For For For For For
    Agenda No.3 :Approval of establishment of Internal Transaction Committee, appointment of committee members and operational rules Resolved For For For - For For For For For For For
    Agenda No.4 :Revision of rules for the Board of Directors Resolved For For For - For For For For For For For
    Agenda No.5 :Dissolution of the Appointment Committee and absolution of operational rules Resolved For For For - For For For For For For For
    Agenda No.6 :Absolution of rules concerning joint CEOs Resolved For For For - For For For For For For For
    11 2020.11.11 Reporting No.1 : Report on the management review of anti-corruption management system - - - - - - - - - - - -
    Agenda No.1 :Approval of the changes to members of the Compensation Committee Resolved For For For - For For For For For For For
    2019
    No. Date Agenda Resolution
    Status
    Executive Director
    (Attendance rate)
    Outside Director
    (Attendance rate)
    S.H. Kang
    100%
    S.H. Yoon
    100%
    D.W. Kwak
    100%
    B.H. Lee
    100%
    H.J. Kim
    100%
    S.W. Ahn
    100%
    J.H Chae
    100%
    1 2019.01.24 Agenda No.1 :Approval of establishment of an Auditor Appointment Committee Resolved For For For For For For For
    2 2019.02.08 Reporting No.1 : Report by CEO on the operation of the internal accounting rules - - - - - - - -
    Agenda No.1 :Approval of the 5th year financial statements Resolved For For For For For For For
    3 2019.03.08 Reporting No.1 : Report on the auditor’s opinion on the internal accounting rules - - - - - - - -
    Agenda No.1 :Summoning of the 5th regular general shareholders’ meeting Resolved For For For For For For For
    Agenda No.2 :Approval of credit line with banks Resolved For For For For For For For
    4 2019.04.15 Agenda No.1 :Summoning of a temporary general shareholders’ meeting Resolved For For For For For For For
    5 2019.05.24 Agenda No.1 :Approval of the issuance of corporate bonds Resolved For For For For For For For
    6 2019.06.28 Agenda No.1 :Approval of anti-corruption policies (ISO37001) Resolved For For For For For For For
    Agenda No.3 :Revision of rules concerning senior executives Resolved For For For For For For For
    7 2019.07.08 Agenda No.1 :Approval of investment in the new corporation Resolved For For For For For For For
    Agenda No.2 :Approval of capital increase in the Vietnamese affiliate Resolved For For For For For For For
    8 2019.10.23 Reporting No.1 : Report on the review of business management system for preventing corruption - - - - - - - -
    Agenda No.1 :Mid-term dividend payout to shareholders in 2019 Resolved For For For For For For For
  • Audit Committee

    Role

    The director's job execution, the company's business, the investigation of property status
    and the request for sales report to the management

    Chairman Jae-seok Park (outside director)
    Organization 3 outside Directors
    Member Jae-seok Park, Byung-in Moon, Yeo-won Son
    Attached file Regulations of the Audit Committee
    2023
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2023.02.13 1. Listening to and meeting the operation status of the internal accounting management system - - - -
    2 2023.03.10 1. Audit Committee's audit report - - - -
    2. Report on the evaluation of the operation status of the internal monitoring device - - - -
    3 2023.03.28 1. Appointment of the chairman of the audit committee Resolved For For For
    2022
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2022.02.09 1. Listening to and meeting the operation status of the internal accounting management system - - - -
    2 2022.03.10 1. A resolution of the audit report Resolved For For For
    2. A resolution on the evaluation of the operation status of the internal monitoring device Resolved For For For
    3 2022.08.10 1. Reviewing the annual operation plan of the internal accounting management system - - - -
    2021
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    M.Y. Yu
    100%
    Y.W. Son
    100%
    1 2021.02.09 1. Appointment of external auditors Resolved For For For -
    2. Listening to and meeting the operation status of the internal accounting management system - - - - -
    2 2021.08.13 1. Reviewing the annual operation plan of the internal accounting management system - - - - -
    2. Report of financial statements in the 8th half of the 8th term - - - - -

    Outside Director Candidate Recommendation Committee

    Role

    Establishing a process for recommending candidates for outside directors.

    Recommended by verifying the independence, diversity and competence.

    Chairman Byung-in Moon (Outside Director)
    Organization 3 outside Directors
    Member Byung-in Moon, Jae-seok Park, Yeo-won Son
    Attached file Regulations of the Outside Director Candidate Nomination Committee
    2023
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2023.03.10 1. Recommendation of candidates for outside directors Resolved For For For
    2. Outside director candidates' consent to the general shareholders' meeting Resolved For For For
    2021
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    M.Y. Yu
    100%
    1 2021.03.03 1. Recommendation of candidates for outside directors Resolved For For For
    2. Outside director candidates' consent to the general shareholders' meeting Resolved For For For

    Internal Trade Committee

    Role

    Improving transparency in transactions between subsidiaries and related parties.

    Chairman Yeo-won Son (Outside Director)
    Organization 3 outside Directors
    Member Yeo-won Son, Byung-in Moon, Jae-seok Park
    Attached file Regulations of the Internal Transaction Committee
    2022
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2022.12.21 1. Approving internal transactions in 2023 Resolved For For For
    2021
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2021.12.21 1. Approving internal transactions in 2022 Resolved For For For
    2020
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    M.Y. Yu
    100%
    1 2020.12.21 1. Joint research contracts with affiliates and approval of transactions Resolved For For For
    2. Approving internal transactions in 2021 Resolved For For For

    Compensation committee

    Role

    Evaluation of compensation policies and performance indicators for executives.

    Chairman Jae-seok Park (outside director)
    Organization 3 outside Directors
    Member Yeo-won Son, Byung-in Moon, Jae-seok Park
    Attached file Regulations of the Remuneration Committee
    2023
    No Date Agenda Resolution Status Outside director
    (Attendance rate)
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2023.03.10 1. Reviewing the guidelines for executive severance pay and the revision of executive rules - - - -

    Sustainable Management Committee

    Role

    Reviewing key points of E,S,G and establish strategic direction policies

    Chairman Jae-seok Park (outside director)
    Organization Outside Director, Non-executive Director, Executive Director
    Member Dal-won Kwak, Geun-seok Song, Sang-hyun Yoon, Byung-in Moon, Jae-seok Park, Yeo-won Son
    Attached file Regulations of the ESG Committee
    2023
    No Date Agenda Resolution Status Executive Director
    (Attendance rate)
    Non-executive Director
    (Attendance rate)
    Outside director
    (Attendance rate)
    D.W. Kwak
    100%
    G.S. Song
    100%
    S.H. Yoon
    100%
    B.I. Moon
    100%
    J.S Park
    100%
    Y.W. Son
    100%
    1 2023.05.25 1. The selection of the chairman of the Sustainable Management Committee Resolved For For For For For For
    2. The issue of enacting a biodiversity policy Resolved For For For For For For
    3. Promotion plan of the Sustainable Management Committee - - - - - - -
    4. ESG Management Strategy Report - - - - - - -
    5. Reporting the results of the importance assessment - - - - - - -
    6. Report on Korean RE100 subscription - - - - - - -
  • category Adoption Note
    Adoption of the corporate governance charter O Established on December 21, 2021
    Establishment of employee ethics code O  
    Separation of the authority of CEO and BOD chair O Chairman of the Board of Directors is Outside Directors
    Regular holding of BOD meetings O Regular BOD meetings are held four times a year
    Prior information given to directors when holding BOD meetings O  
    Adoption of rules concerning the role and procedures of BOD and committees O BOD rules; Rules for the Committee for the Recommendation of Outside Director Candidates
    Operation of a committee ensure recommendation of director candidates is given fairly O Operation of Committee for the Recommendation of Outside Director Candidates
    Public disclosure on the for/against voting results and attendance of directors at BOD meetings and key activities by BOD O  
    Insurance coverage of losses and damages for directors at the expense of the company O  
    Certification of the accuracy of business reports O Certification of CEO and senior executives handling daily corporate tasks
    Explanation on the differences from exemplary rules O  
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