Committee Members

• Daehyun Song (Chairman & Non-executive Director)
• Hong Ju Jeon (Managing Director)
• Ramesh R. Nair (Independent Director, Business)

Criteria

• 3 or more
• 1 or more independent directors

Roles

• Review requirements from shareholders, creditors, etc. and report to the board of directors regarding issues such as divisions, mergers, and dividends

Committee Members

• Ramesh R. Nair (Independent Director, Business)
• Daehyun Song (Chairman & Non-executive Director)
• Santosh Kumar Mohanty (Independent Director, Finance)

Criteria

• 3 or more
• Whole time directors cannot be members
• 2/3 or more independent directors

Roles

• Review candidates for directors and key executives
• Establish qualification criteria, establish compensation policies
• Establish performance evaluation criteria

Committee Members

• Hong Ju Jeon (Managing Director)
• Dongmyung Seo (Whole-time Director & CFO)
• Santosh Kumar Mohanty (Independent Director, Finance)

Criteria

• 3 or more
• More than half of the committee directors
• 1 or more independent directors

Roles

• Establish risk management policies
• Identify and evaluate risks
• Evaluate the risk management system

Committee Members

• Ramesh R. Nair (Independent Director, Business)
• Daehyun Song (Chairman & Non-executive Director)
• Promila Bhardwaj (Independent Director, Government)

Criteria

• 3 or more
• 1 or more independent directors

Roles

• Establish CSR policies, budgets, and manage them
• Evaluate the performance of CSR projects
• Prepare and report CSR annual reports

The roles and responsibilities of the Independent Directors are enumerated in the Companies Act, 2013, and SEBI (LODR) Regulations

Roles

• Impartial Judgment : bring an objective view in the evaluation of the performance and remuneration of board and management.
• Strategic Advisor to the Company : bring an independent judgment to bear on the Board’s deliberations esp. on issues of strategy, performance, risk management etc.
• Transparency : satisfy themselves on the integrity of financial information and financial controls.
• Interest of stakeholders : safeguard the interest of all stakeholders, particularly the minority shareholders.
• Arbitrator : moderate and arbitrate in the interest of the company as a whole. Balance the conflict of interest of stakeholders.
• Advisor : provide suggestions for better future prospects of the company.

Responsibility

• Uphold ethical standards of integrity and probity
• Act objectively and constructively
• Act in bona fide manner
• Refrain from any action that shall lead to loss of his independence
• Assist in implementing the best corporate governance practices.

Duties

• Submit Disclosure of Interest (Form Dir-8 and MBP-1) to the company every financial year.
• Proactively inform company of any change in their Directorships in other companies or Change in Interest.
• Not disclose confidential information unless such disclosure is approved by the Board or required by law.
• Attend all meetings of the board of Directors, board committees and general meetings.
• Report concerns about unethical behavior, actual or suspected fraud.
• Keep yourself informed of the workings of the company and the external environment in which company operates.
• Seek appropriate clarification of information wherever necessary.
• Not to unfairly obstruct the functioning of an otherwise proper Board or committee of the Board.
• Assist in protecting the interests of the company, shareholders and its employees.