CP Operation RegulationsRegulations and Guidelines

Policy

01.

General Provisions

Article 1 (Purpose)

The purpose of these Regulations is to ensure thorough compliance with applicable laws and regulations and to secure transparency and fairness in management by establishing the fundamental principles governing conduct related to fair trade compliance in the course of business activities conducted by Samyang Corporation (hereinafter referred to as the "Company").

Article 2 (Scope)

    1. 1. These Regulations shall be applicable to all business activities engaged by the Company.
    2. 2. These Regulations shall be applicable to all directors and employees of the Company.

Article 3 (Definitions)

    1. In these Regulations, "Compliance" shall mean conduct whereby the Company's business activities are carried out in respect of and in accordance with the objectives of applicable Fair Trade Laws.
    2. "Fair Trade Laws" (hereinafter referred to as the "Laws") shall mean the Monopoly Regulation and Fair Trade Act, Fair Transactions in Subcontracting Act, the Act on the Regulation of Terms and Conditions, the Act on Fair Labeling and Advertising, the Act on the Consumer Protection in Electronic Commerce, and other statutes under the jurisdiction of the Fair Trade Commission enacted for the purpose of promoting competition and maintaining order of fair trade.
    3. In these Regulations, the term "Fair Trade Laws, etc." shall mean the Fair Trade Laws and Regulations as well as relevant guidelines and public notices established thereunder, including ordinances (hereinafter referred to as the "Laws").
    4. The "Compliance Program" (hereinafter referred to as "CP") shall mean a program that sets forth standards of conduct and implementation measures for directors and employees in order to achieve voluntary compliance with Fair Trade Laws, etc.
    5. The "Compliance Officer" shall mean the person who has overall responsibility for the operation of the CP.
    6. The "Fair Trade Compliance Committee" (hereinafter referred to as the "Compliance Committee") shall deliberate and consult on important matters relating to sanctions against violators of the Laws and recommend or advise on necessary measures.
    7. The "CP Supervising Department" (hereinafter referred to as the "Supervising Department") shall mean the department responsible for practical operations of the CP and for assisting the Compliance Officer.
    8. The "Departmental CP Implementation Officer" (hereinafter referred to as the "Implementation Officer") shall mean the head of a business unit exposed to fair trade violation risks who is responsible for compliance activities within the relevant department.
    9. “Compliance Practice Leader” (hereinafter referred to as the “Practice Leader”) shall mean a person appointed by each Implementation Officer to ensure the effective operation of the Compliance Program within the relevant department, who supports the Implementation Manager in performing compliance-related duties and plays a leading role in carrying out substantive compliance activities within the department.
    10. "Fair Trade Risk Assessment" shall mean the identification, analysis, and evaluation of risks related to Fair Trade.
    11. "Prior Review and Consultation" shall mean the act of preventing violations of the Laws by conducting prior review or consultation with the Compliance Officer or the Supervising Department regarding acts such as transactions or contract execution that may involve potential violations of Fair Trade Laws, etc.
    12. "Monitoring" shall mean the internal verification of compliance with the eight elements of the CP and whether the intended objectives of the CP have been achieved, through on-site inspections, checklists, reports, and other means.
    13. "CP Audit" shall mean an investigation conducted by an independent functional department with investigative authority to determine compliance with Fair Trade Laws and adherence to CP standards and procedures.
02.

Establishment of the Compliance Execution System

Article 4 (Duty of the Chief Executive OfficerBoard of Directors)

    1. The Board of Directors shall appoint a Compliance Officer, grant the authority and responsibility necessary for the effective and efficient operation of the Compliance Program (“CP”), and provide adequate resources therefor.
    2. The Board of Directors shall receive and review reports on the operation and audit results of the CP at least twice annually.
    3. The Board of Directors shall ensure the following for the Compliance Officer:
      1. Direct reporting to the Board of Directors
      2. Independence
      3. Appropriate authority and status
      4. Provision of sufficient resources

Article 5 (Duty of the Chief Executive Officer)

    1. The Chief Executive Officer shall conduct a review of the operational status pertaining to the CP on a biannual basis, specifically once during the first half and once during the second half of each fiscal year.
    2. The Chief Executive Officer shall formally articulate his or her commitment to compliance through official documentation and shall ensure that such commitment is effectively communicated to all employees.
    3. The Chief Executive Officer's commitment to compliance shall be disclosed not only to employees but also to external stakeholders and the general public.

Article 6 (Execution Framework)

    1. The Chief Executive Officer shall bear overall responsibility for the execution and operation of the CP.
    2. Decisions regarding important matters arising in the course of CP activities shall be made by the Compliance Officer.
    3. The Compliance Officer may operate the Fair Trade Compliance Committee as a body for prior consultation, advisory, and deliberative functions in relation to the CP, and the procedures for its operation may be prescribed separately in dedicated guidelines.
    4. The Compliance Support Team shall be the Supervising Department.
    5. The Compliance Support Team shall be responsible for post-incident investigations arising from violations of Fair Trade Laws and for the operation of the reporting channel.

Article 7 (Compliance Officer)

    1. The duties of the Compliance Officer shall be as follows:
      1. Identification of enactments and amendments to Fair Trade Laws, etc.
      2. Establishment of a performance management process related to compliance with the Laws, etc.
      3. Establishment of reporting and documentation systems for compliance with the Laws, etc.
      4. Implementation of Fair Trade Risk Assessment
      5. Establishment of performance indicators for compliance with the Laws, etc., and the monitoring and measurement of such performance
      6. Analysis of CP performance
      7. Establishment of channels for prior review, consultation, and internal reporting
      8. Execution of prior consultation and review
      9. Establishment of an internal monitoring system
      10. Periodic review of the CP
      11. Provision of access to resources and materials necessary for compliance with the Laws, etc., to employees
      12. Provision of advice to employees on matters related to Fair Trade
      13. Regular reporting of CP audit results and performance outcomes to the The Board of Directors and Chief Executive Officer

Article 8 (Supervising Department)

    1. The Supervising Department shall engage in the following activities:
      1. Establishment of CP plans
      2. Drafting of regulations in relation to the CP
      3. Planning, execution, evaluation, and improvement of internal audits in relation to compliance with the Laws, etc.
      4. Planning, management, execution, and review of compliance training in relation to the Laws, etc.
      5. Provision of guidance and advice on issues concerning compliance
      6. Preparation of CP operational budgets and implementation plans
      7. Preparation of the Fair Trade Manual and related documents
      8. Preparation of measures to prevent recurrence
      9. Operation of post-verification business channels
      10. Planning, execution, and improvement of CP rating evaluations
      11. Administrative operation of the Compliance Committee
    2. The Supervising Department shall regularly report the outcomes of the matters set forth in Paragraph 1 to the Compliance Committee.

Article 9 (Implementation Officer)

    1. The Chief Executive Officer shall appoint the head of each team leader of the division as the Implementation Officer.
    2. Each Implementation Officer shall appoint a Practice Leader who will take a leading role in the practical operation of the Compliance Program within the relevant department.
    3. The Implementation Officer shall carry out the following matters:
      1. Inspection of the status of CP implementation within the relevant department and verification of compliance with prior review requirements
      2. Inspection of employee participation in training within the relevant department and dissemination of policies (including the Chief Executive Officer's commitment), communication of risk assessment results, pre-review systems, internal reporting systems, and the annual CP plan
      3. Distribution of the Fair Trade Compliance Manual to the relevant department
      4. Establishment of CP objectives and plans for the relevant department
    4. The Practice Leader shall assist the Implementation Officer and support the performance of the duties set forth in each subparagraph of Paragraph 3 above.

Article 10 (Duties of Directors and Employees)

    1. All directors and employees shall comply with Fair Trade Laws.
    2. Directors and employees shall, in the course of performing their duties, obtain prior review (consultation) where verification of compliance with Fair Trade Laws is required.
    3. Any director or employee who becomes aware of a violation or potential violation of Fair Trade Laws shall promptly report such matter to his or her superior or through the internal reporting channel.
    4. Directors and employees shall participate in education and training programs as necessary.

Article 11 (Prohibited Acts of Directors and Employees)

    1. All directors and employees shall not engage in any of the following acts:
      1. Committing acts in violation of the Laws, etc.
      2. Instructing other employees to engage in acts in violation of the Laws, etc.
      3. Instigating other employees to commit violations of the Laws, etc.
      4. Tolerating or condoning violations of the Laws, etc. committed by other employees
03.

Operation of Compliance

Article 12 (Commitment and Policy of the Chief Executive Officer)

    1. The Chief Executive Officer shall declare and communicate, both internally and externally, a commitment to compliance in order to foster a corporate culture in which employees comply with Fair Trade Laws, etc., and actively practice voluntary compliance.
    2. Such commitment shall be established in a manner appropriate to ensure the achievement of compliance, including the duties and prohibitions applicable to employees and the seriousness of the consequences (impact) in the event of non-compliance, and shall be subject to periodic review and revision.

Article 13 (Fair Trade Risk Assessment)

    1. The Compliance Officer shall identify Fair Trade Laws, etc., which constitute the basis of the Company's CP, and shall identify, analyze, and evaluate the Company's Fair Trade risks based on the identified Laws, etc.
    2. The Compliance Officer shall conduct Fair Trade Risk Assessments at least once annually. Provided, separate Fair Trade Risk Assessments shall be conducted in the event of enactment or amendment of Fair Trade Laws, etc., or changes in the Company's business activities.
    3. Detailed procedures for Fair Trade Risk Assessment shall be governed by "[Appendix 1] Guidelines for Fair Trade Risk Assessment."

Article 14 (CP Implementation Plan)

    1. The Supervising Department shall prepare an annual CP implementation plan and obtain approval from the Compliance Committee.
    2. The Supervising Department shall notify the Implementation Officers of the approved CP implementation plan.
    3. The Implementation Officers shall ensure that the CP implementation plan is communicated to members of their respective departments and carried out accordingly.
    4. The Supervising Department and Implementation Officers shall review the status of implementation of the CP implementation plan and appropriately reflect findings from such reviews in the preparation of the CP implementation plan for the following year.

Article 15 (Preparation of Manual)

    1. The Supervising Department shall maintain and update the Fair Trade Compliance Manual, disseminate it to employees, and review its contents at least once annually, making revisions as necessary in accordance with prescribed procedures.
    2. The Fair Trade Compliance Manual shall be distributed and managed by each department under the responsibility of the Implementation Officer.

Article 16 (Training)

    1. The Supervising Department shall conduct Fair Trade training at least twice annually (once in the first half and once in the second half of the fiscal year) for directors and employees, including top management and departments with a high risk of Fair Trade violations such as procurement and sales, in order to enhance awareness of legal compliance and provide accurate knowledge of Fair Trade Laws.
    2. The content of such training shall focus on key matters of Fair Trade Laws and precautions in the course of performing duties, and shall include any matters deemed necessary, including changes to compliance regulations or amendments to Fair Trade Laws that employees are required to be aware of.
    3. Detailed procedures for training shall be governed by "[Appendix 4] Guidelines for Training and Communication."

Article 17 (Prior Review and Consultation)

    1. Directors and employees of departments for which the Fair Trade Risk Assessment conducted by the Compliance Officer indicates a moderate or high level of Fair Trade violation risk shall conduct prior review and consultation with the Compliance Officer or the Supervising Department prior to obtaining final approval from the ultimate decision-making authority with respect to their duties.
    2. As a general principle, such prior review and consultation shall be conducted in writing; provided, however, that investigative verification may be conducted concurrently where necessary.
    3. Detailed procedures for prior consultation and reporting shall be governed by "[Appendix 2] Guidelines for Prior Consultation, etc."

Article 18 (Internal Reporting System)

    1. The Supervising Department shall be responsible for the operation of the internal reporting channel for violations of Fair Trade Laws.
    2. Where the Supervising Department determines that the content of an internal report is credible, it shall initiate an investigation and report the matter to the Compliance Officer.
    3. The Company shall not subject any person to dismissal or any other disadvantageous treatment on the grounds that such person has reported a violation.
    4. The Company shall take protective measures to ensure that the working conditions and workplace environment of an internal informant are not adversely affected as a result of such report.
    5. The Company shall guarantee the anonymity and confidentiality of internal informants.
    6. The Supervising Department shall report the results of investigations relating to internal reports to the Compliance Officer.
    7. The Compliance Officer shall periodically report to the Board of Directors the results of investigations into violations of the Laws and the corresponding responses thereto. Provided, matters requiring urgent action or those deemed to have a significant impact on management shall be promptly reported to the Chief Executive Officer.
    8. Detailed operational procedures for internal reporting shall be governed by "[Appendix 5] Guidelines for Internal Reporting."

Article 19 (Monitoring)

    1. The Implementation Officer shall ensure that directors and employees of the relevant department conduct self-assessments in their daily duties by utilizing the compliance checklist contained in the Manual to verify compliance with each of the eight elements of the CP and the achievement of CP objectives.
    2. The Implementation Officer shall review the following matters and report the outcomes to the Supervising Department at least once every half-year:
      1. The status of implementation of each of the eight elements of the CP
      2. The status of implementation of CP objectives or the level of achievement (effectiveness) thereof
    3. Detailed procedures for monitoring shall be prescribed in "[Appendix 6] Guidelines for CP Monitoring."

Article 20 (CP Audit)

    1. The Supervising Department shall conduct audits at least twice annually to assess compliance with Fair Trade Laws as well as CP standards and procedures through the following methods:
      1. Inspection and investigation of compliance status with Fair Trade Laws and CP standards
      2. Review and verification of matters arising from internal reports
    2. The Compliance Officer shall take corrective measures with respect to violations identified as a result of such audits and shall report the audit results and corrective actions to the The Board of Directors and Chief Executive Officer.
    3. Audit personnel shall possess the following qualifications:
      1. Personnel with at least three years of experience in compliance-related fields (including legal, accounting, audit, ethics, and compliance oversight)
      2. Personnel holding qualifications such as in-house counsel, certified public accountant, CCP (Certified Compliance Professional), or internal auditor
      3. Personnel otherwise deemed qualified by the Compliance Officer
      4. External audit and evaluation institutions
    4. Audit personnel shall not conduct audits or evaluations in respect of their own business areas or affiliated departments.
    5. The Supervising Department shall report audit reports, corrective actions, and the results of improvement measures to the Board of Directors and Chief Executive Officer.
    6. Audited departments shall be obligated to actively cooperate with CP audit activities.
    7. Detailed procedures for audits shall be prescribed in the Company's internal audit regulations or "[Appendix 7] Guidelines for Audit Operation."

Article 21 (Incentives and Awards)

    1. The Company shall, upon the recommendation of the Compliance Officer, grant personnel-related or monetary benefits to the departments, directors, and employees set forth in each of the following Subparagraphs, who have been evaluated as having exemplarily implemented the CP.
      1. Departments with outstanding CP operation
      2. Internal informants
      3. Outstanding participants in training
      4. Implementation Officers
      5. Practice Leader
      6. Employees of the Supervising Department
      7. Individuals who have contributed to the fair trade culture within the Company, etc.
    2. The detailed operational procedures for the provision of incentives and awards shall be prescribed in the Company's internal regulations or the "[Appendix 3] Guidelines for Disciplinary Measures and Incentives."

Article 22 (Communication)

    1. The Compliance Officer shall adopt appropriate methods of communication to ensure that the Chief Executive Officer's commitment, policies and objectives, risk assessment results, manual, and CP implementation plans are continuously understood by all employees and are conveyed in a manner that ensures effective reception by employees.
    2. The Supervising Department shall determine the content, timing, methods, and subjects of internal communication, and the Implementation Officer shall conduct communication with members of his or her affiliated department at least once annually and report the status of such communication to the Compliance Officer.
    3. The Supervising Department shall report the status of communication implementation to the Compliance Committee.
    4. The detailed operational procedures for communication shall be prescribed in the "[Appendix 4] Guidelines for Training and Communication."
04.

Response to Violations of Compliance

Article 23 (Disciplinary Measures)

    1. Where, as a result of an investigation, it is evident that a violation of Fair Trade Laws has occurred, the Supervising Department shall report such findings to the Human Resources Team and the Compliance Committee.
    2. The Human Resources Committee shall report to the Compliance Committee the disciplinary measures imposed on employees involved in such violations in accordance with the Company's personnel regulations.
    3. The Compliance Officer shall, immediately upon receiving the matters referred to in Paragraphs 1 and 2, report the same to the Chief Executive Officer.
    4. The procedures for disciplinary measures concerning violations of CP standards and procedures shall be prescribed in the "[Appendix 3] Guidelines for Disciplinary Measures and Incentives."

Article 24 (Limitation of Exemption from Liability)

Directors and employees shall not be exempt from liability for violations of Fair Trade Laws committed on the grounds of any of the following:

    1. Lack of proper knowledge of Fair Trade Laws
    2. Absence of intent to violate Fair Trade Laws
    3. Performance of the violating act for the benefit of the Company

Article 25 (Corrective Measures)

    1. Where it is established that a violation of Fair Trade Laws has occurred, the Compliance Committee shall provide guidance and advice to the relevant party and, where necessary, issue a corrective order to the Implementation Officer for the purpose of corrective action and prevention of recurrence.
    2. The Implementation Officer who has received a corrective order shall, without delay, establish and implement necessary measures and actions, and shall submit a report documenting the status of implementation to the Compliance Committee.
    3. The Compliance Officer shall report measures for the prevention of recurrence to the Board of Directors or Chief Executive Officer.
    4. The Compliance Officer shall provide guidance and advice regarding measures for the prevention of recurrence to all employees.
05.

Evaluation and Improvement of Fair Trade Compliance Performance

Article 26 (Effectiveness Evaluation)

    1. The Compliance Officer shall develop measurable indicators for evaluating the Company's compliance performance and the effectiveness of the CP.
    2. The Compliance Officer shall evaluate the performance and effectiveness of the CP at least twice annually.
    3. The Compliance Officer shall report the results of the evaluation of CP performance and effectiveness to the Board of Directors and the Compliance Committee at least twice annually.
    4. The evaluation of the CP may, where necessary, be conducted with the consultation of external experts.
    5. The procedures for effectiveness evaluation shall be prescribed in the "[Appendix 8] Guidelines for Effectiveness Evaluation and Improvement."

Article 27 (Improvement Measures)

    1. The board of Directors and Chief Executive Officer shall review the matters reported pursuant to Article 26 and shall, where necessary, make decisions regarding the improvement and modification of the CP.
    2. The procedures for improvement shall be prescribed in the "[Appendix 8] Guidelines for Effectiveness Evaluation and Improvement."
06.

Document Management

Article 28 (Principles of Document Handling)

    1. As a general principle, CP-related duties shall be processed in documented form; provided, however, that where such duties have been carried out without documentation, a document shall be promptly prepared thereafter to ensure that no issues arise subsequently.
    2. Fundamental documents relating to the CP shall be classified, maintained, and preserved under the responsibility of the Compliance Officer.
    3. Documents deemed legally significant shall be prepared thoroughly so as to be utilized as evidential materials in the future.
    4. All documents relating to CP activities shall be recorded accurately and shall contain up-to-date information.

Article 29 (Documents Subject to Management)

    1. The principal documents subject to management shall be as follows:
      1. All documents relating to the Chief Executive Officer's declaration of compliance commitment (Article 12) and communication (Article 22)
      2. All documents relating to the appointment and dismissal of the Compliance Officer (Article 4, Paragraph 1)
      3. All documents relating to Fair Trade Risk Assessment results (Article 13)
      4. All documents relating to the annual CP plan (Article 14)
      5. All documents relating to the Compliance Manual and its distribution (Article 15)
      6. All documents relating to training (Article 16)
      7. All documents relating to prior review and consultation (Article 17)
      8. All documents relating to internal reporting and investigation (Article 18)
      9. All documents relating to internal audit (Article 20)
      10. All documents relating to incentives and awards (Article 20)
      11. All documents relating to disciplinary measures against personnel violating Fair Trade Laws (Article 23)
      12. Documents relating to CP effectiveness evaluation and improvement measures (Articles 26 through 27)
      13. All documents relating to review by the Board Directors and Chief Executive Officer
      14. All documents relating to deliberations and resolutions of the Committee (Article 6)
      15. All documents submitted or reported to the Fair Trade Commission
    2. The retention period for documents subject to management shall be seven (7) years.
    3. Matters concerning the storage, transfer, preservation, access, and disposal of documents not specified herein shall be governed by the Company's document management regulations.

Addenda <Nov. 17, 2025>

Article 1 (Effective Date)

These Regulations shall enter into force as of November 17, 2025.

Article 2 (Relationship with Other Internal Regulations)

In the event that these CP operational regulations conflict with or are inconsistent with other internal regulations of the Company, these Regulations shall prevail.

Addenda <May. 7, 2026>

Article 1 (Effective Date)

These Regulations shall enter into force as of May. 7, 2026.

Article 2 (Relationship with Other Internal Regulations)

In the event that these CP operational regulations conflict with or are inconsistent with other internal regulations of the Company, these Regulations shall prevail.

Guidebook

Compliance Manual

A standard guidebook outlining the
standards and procedures that all employees
must follow to ensure voluntary compliance
with fair trade laws and regulations.
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Posted on March 28, 2023

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