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HD Hyundai Marine Solution Co., Ltd. (hereinafter "the Company") shall enhance corporate value to create shareholder value continuously, contribute to economic development, grow together with society through social value creation, and pursue transparent management through independent and efficient board operations and substantive audit mechanisms.

Deeply recognizing that establishing sound corporate governance is paramount to realizing this management philosophy, the Company hereby enacts this "Corporate Governance Charter" to establish and maintain sound corporate governance and continue its development.

Chapter 1: Shareholders

Article 1 (Shareholder Rights)

01 Shareholders have fundamental rights as owners of the Company.

02Matters causing significant changes to the Company's existence and shareholder rights shall be decided at general shareholders' meetings in a manner that maximizes shareholder rights protection.

03The Company shall provide shareholders with sufficient information about the date, location, and agenda of general shareholders' meetings promptly, and the date and location shall be determined to maximize shareholder participation.

04Shareholders shall be able to propose agenda items to the Board of Directors for general shareholders' meetings and inquire about and request explanations regarding agenda items at general shareholders' meetings.

05Resolutions of general shareholders' meetings shall be made transparently and fairly, and shareholders shall be able to exercise their voting rights as easily as possible, either directly or indirectly.

Article 2 (Equal Treatment of Shareholders)

01Each common share shall have one voting right, and shareholders' essential rights shall not be infringed. Additionally, voting rights restrictions on specific shareholders shall be implemented strictly in accordance with the law.

02Shareholders shall be able to receive necessary information from the Company in a timely, sufficient, and fair manner. When the Company discloses information without disclosure obligations, it shall provide it fairly to all shareholders.

03Shareholders shall be protected from unfair internal transactions and self-dealing by controlling shareholders and other shareholders.

Article 3 (Shareholder Responsibilities)

01Shareholders shall recognize that exercising their voting rights can affect corporate management and actively endeavor to exercise their voting rights for corporate development.

02Controlling shareholders exercising influence on corporate management shall act in the interests of the Company and all shareholders. It shall bear corresponding responsibility when causing damage to the Company and other shareholders through contrary actions.

Chapter 2: Board of Directors

Article 4 (Board Functions)

01The Board of Directors has comprehensive authority over corporate management and shall perform management decision-making and management supervision functions.

02The Board of Directors may delegate authority to the CEO or committees within the Board. However, this excludes significant matters stipulated in laws, articles of incorporation, or board regulations.

Article 5 (Board Composition and Director Appointment)

01The Board of Directors shall be of a size enabling practical and prudent deliberation and decision-making. It shall consist of a sufficient number of directors to activate committees established within the Board.

02The Board shall have outside directors capable of performing functions independent from management and controlling shareholders, and their number shall be a majority (minimum of 3) of all directors, as a scale enabling the Board to maintain independence substantially.

03The Company shall not appoint as executives persons responsible for damaging corporate value or infringing shareholder rights.

04The Board of Directors shall consist of competent persons with expertise to make substantial contributions to corporate management, and the terms of appointed directors shall be guaranteed unless there are disqualifying reasons.

05The Board shall be composed of directors with diverse backgrounds.

06The Company shall enable shareholders to exercise voting rights with sufficient information and judgment time regarding director candidates.

Article 6 (Outside Directors)

01Outside directors shall have no material relationship with the Company and shall be persons capable of making decisions independent from management and controlling shareholders.

02The Company shall establish an Outside Director Nomination Committee to fairly recommend outside director candidates, ensuring fairness and independence in the outside director candidate recommendation process.

03The Company shall confirm and disclose that outside director candidates have no material relationship with the Company. Outside directors shall submit to the Company a confirmation that they have no material relationship with the Company upon accepting appointment.

04Outside directors shall not hold excessive concurrent positions for faithful performance of duties.

05The Company shall sufficiently provide information necessary for outside directors' performance of duties and promptly provide information necessary for outside directors' performance of duties.

06Outside directors shall invest sufficient time in the performance of duties and shall attend board meetings after reviewing relevant materials in advance.

07Outside directors may receive support from employees or external experts through appropriate procedures when necessary, and the Company shall support costs incurred for this.

Article 7 (Board Operations)

01The Board of Directors shall, in principle, meet regularly and shall hold regular board meetings at least once per quarter.

02To facilitate smooth board operations, the Company shall have board regulations specifically stipulating the authority, responsibilities, and operating procedures of the Board.

03The Board shall prepare detailed minutes for each meeting and record and maintain the meeting contents.

04The Company shall disclose individual directors' board attendance rates and voting records on major disclosure agenda items.

05Directors may participate in board meetings using remote communication means when necessary.

Article 8 (Committees within the Board)

01Committees composed of an appropriate number of members performing specific functions and roles shall be established within the Board.

02Committees within the Board shall consist of a majority of outside directors.

03The organization, operation, and authority of all committees shall be stipulated in writing. Committee resolutions on matters delegated by the Board shall have the same effect as board resolutions.

Article 9 (Directors' Duties)

01Directors shall perform their duties with the care of a good manager. Directors shall make rational decisions by investing sufficient time and effort based on adequate information.

02Directors shall not exercise their authority for their own or third parties' interests and shall continuously pursue results in the best interests of the Company and shareholders.

03Directors shall not disclose corporate secrets learned in connection with performance of duties to outsiders or use them for their own or third parties' interests.

Article 10 (Directors' Liability)

01When directors violate laws or articles of incorporation or neglect their duties, they shall be liable to the Company for damages. When directors have malice or gross negligence, they shall also be liable to third parties for damages.

02If a director, in the management decision-making process, collects reasonably reliable substantial data and information, carefully and thoroughly reviews them, and performs duties in a manner believed to be in the Company's best interests through sincere and rational judgment, such director's management judgment shall be respected.

03The Company may purchase liability insurance for directors at the Company's expense to ensure the effectiveness of holding directors accountable and to recruit competent persons as directors.

04Directors shall periodically engage in internal and external education for efficient performance of duties.

Article 11 (Evaluation and Compensation)

01Management's management activities shall be fairly evaluated, and evaluation results shall be appropriately reflected in compensation. The Board shall determine directors' compensation within the scope approved by the general shareholders' meeting.

Chapter 3: Audit Organization

Article 12 (Audit Committee)

01To maintain independence, the Audit Committee shall consist of at least two-thirds outside directors, and to maintain expertise, one member shall be appointed as a person with professional knowledge of audit work.

02 The Audit Committee shall review the legality of directors' and management's execution of duties, soundness and validity of the Company's financial activities, appropriateness and accuracy of financial reporting processes, and perform approval of appointment and dismissal of external auditors.

03The Board shall stipulate in writing regulations concerning the Audit Committee's objectives, organization, authority, responsibilities, and duties. Additionally, the Audit Committee shall annually evaluate the validity of such regulations and disclose the contents.

04The Audit Committee shall hold meetings at least once per quarter and may have management, financial officers, and external auditors attend when necessary.

05The Audit Committee shall prepare minutes for each meeting.

06The Audit Committee may freely access information necessary for audit work and may receive advice from external experts when necessary.

07The Audit Committee shall report evaluation contents regarding its own independence and major activities to the general shareholders' meeting, and the CEO shall disclose this through business reports.

08Audit Committee members shall be independent from management and controlling shareholders. Therefore, Audit Committee members may only receive compensation as directors and may not receive other compensation.

Article 13 (External Auditor)

01External auditors shall maintain legal and substantive independence from audit target companies, their management, and controlling shareholders.

02External auditors shall attend general shareholders' meetings and explain when shareholders have questions regarding audit reports.

03External auditors are liable to compensate for damages caused to audit target companies and other information users due to careless accounting audits. External auditors shall confirm whether any information disclosed regularly with the audited financial statements is inconsistent with the audit results.

04External auditors shall endeavor to confirm the existence of fraudulent or illegal acts by audit target companies during audits.

05 External auditors shall consider the viability of audit target companies as required by the External Audit of Stock Companies Act and related regulations.

06External auditors shall report important matters confirmed during external audit activities to the Audit Committee.

Chapter 4: Stakeholders

Article 14 (Protection of Stakeholder Rights)

01The Company shall endeavor not to infringe upon the rights of various stakeholders.

02The Company shall not neglect social responsibilities such as consumer protection and environmental protection.

03The Company shall respect workers' rights and endeavor to improve workers' quality of life.

04The Company shall promote the establishment of a fair market order through compliance with fair trade-related laws and pursue balanced development of the national economy.

05 The Company shall comply with creditor protection procedures for matters that have a significant impact on creditors' positions, such as mergers, capital reductions, and divisions/mergers.

06 When stakeholders also hold shareholder status, their respective rights as stakeholders and shareholders shall be protected and exercisable.

Article 15 (Stakeholder Participation in Management Oversight)

01The form and level of creditor management oversight shall be determined through consultation between relevant parties according to corporate characteristics.

02The form and level of worker management participation shall be determined to enable the Company to pursue sound development.

03The Company shall provide stakeholders with information necessary for stakeholder rights protection within the scope permitted by law.

Chapter 5: Market-based Management Oversight

Article 16 (Disclosure)

01The Company shall disclose matters that significantly affect or may significantly affect shareholders' and stakeholders' decision-making in addition to disclosure matters required by law.

02The Company shall describe the differences between its corporate governance and these best practices through its website.

03When the Company decides on essential matters other than regular disclosure, it shall promptly disclose the contents in detail and accurately.

04The Company shall prepare disclosure contents in an easily understandable manner and endeavor to make them easy for stakeholders to use.

05The Company shall designate a disclosure officer and ensure that crucial corporate information is promptly transmitted to the disclosure officer.

06The Company shall specifically disclose the stock ownership status of substantial controlling shareholders and specially related persons.

07The Company's CEO and financial officer shall certify the accuracy and completeness of financial reporting.

08The Company shall establish and disclose corporate ethics regulations.

Article 17 (Corporate Control Market)

01 Acts causing changes in corporate control, such as corporate acquisitions, mergers, divisions, business transfers, etc., shall be conducted through transparent and fair procedures.

02Corporate control defense acts shall not be conducted in a manner that sacrifices the Company's and shareholders' interests to maintain control by some shareholders or management.

03The Company shall enable shareholders opposing critical structural changes such as mergers and business transfers to exercise appraisal rights at fair prices reflecting the substantial value of their shares as stipulated by law.

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