1. Corporate Governance Policy
(1)
General Meeting of Shareholders
KEPCO regards enhancing shareholder value and protecting shareholder rights as its highest priorities.
In that connection, KEPCO plans to further promote the interest of its shareholders through responsible and transparent management based on trust and communication and by embedding in its operations a focus on serving the shareholders.
(2) Board of Directors
In order to effect transparency in its corporate governance, anyone interested in KEPCOs corporate governance practice can access, at its
corporate website, Articles of Incorporation of KEPCO, Regulations Concerning the Board of Directors, Regulations Concerning Operations of the Audit Committee and KEPCOs other internal regulations related to its corporate governance.
To ensure the transparency of its corporate governance through an independent decision-making process, KEPCO operates a majority of directors
as non-standing directors. The Board of Directors is composed of seven standing directors including the CEO and eight non-standing directors. The chairperson of the
Board of Directors is appointed upon among non-standing directors for fair gathering of opinions and suggestions on the overall management.
Furthermore, non-standing directors are elected from professionals with basis of finance, accounting,
labor management and energy industries, so as to fulfill ones role of consulting and suggesting about the agenda of board meetings.
(3) Audit
The Audit
Committee inspects the accounting and management issues, and also evaluates the operation of Internal Control over Financial Reporting. Moreover, it supervises the performance of directors and management to let them make rational business decisions.
The Audit Committee consists of three directors, two of who are required to be non-standing
directors. The chairperson of the committee is required to be a non-standing director. One member of the Audit Committee is a standing director and is appointed with the recommendation of the Director
Nomination Committee and by the resolution of the general meeting of shareholders. Other members of the Audit Committee who are non-standing directors are appointed from among
non-standing directors and by the resolution of the general meeting of shareholders.
The Audit
Committee maintains its objectivity on conducting an audit, working separately from the directors and the management. If it is necessary to carry out its duties, the committee may request any related executive or employee to be present at the
committee, to submit reports and to state ones opinion.