Governance
Board Committees
SK Innovation’s board has the Audit and Corporate Compliance Committee, HR Evaluation and Remuneration Committee, Strategy·ESG Committee and Internal Transactions committee. All committees are chaired by Independent Directors, review board agendas in advance and be reported important management issues to reinforce expertise in considering the board agendas.
Committee Activities
2025
| 12.11 |
1. Appointment of External Auditor 2. Presentation of External Auditor Candidates 3. SKI Evaluation Results of the EMMS 4. Report on Key Audit and Inspection Findings for the 2nd Half of 2025 5. Follow-up Audit Report |
| 11.26 |
1. Results of Retail Procurement Audit 2. Result of Whistleblowing 3. Ethical Management Action Plan for the Retail Business |
| 11.14 |
1. Report of 2025 3Q financial performance 2. External auditor’s review result of 2025 3Q financial performance 3. Report on the Assessment of Internal Control over Financial Reporting in 1st half of 2025 |
| 10.22 |
1. Implementation Plan for Purchasing Audit 2. FY25 Ethical Management Activities 3. Audit Office AI/DT Progress Status 4. Result of Whistleblowing 5. Revision of the Code of Ethics and Internal Audit Regulations 6. FY25 Audit Office KPI Assessment |
| 09.10 |
1. Criteria and Procedures for Appointment of External Auditors 2. FY25 Self-Check System Inspection Report 3. Follow-up Audit Report - SKGC/SKE, PRISM China 4. Status and Result of Whistleblowing 5. Shareholders Agreement for Convertible Preferred Shares Issuance 6. Loan Agreement with Narae Energy Service and Yeoju Energy Service 7. Approval for the Conclusion of an Asset Transfer Agreement for the Total Safety Management System 8. Approval of Shared Facility Cost Transaction with SK ecoplant Co., Ltd. |
| 08.13 |
1. Audit Office Work Plan for the FY25 Second Half 2. Report of 2025 2Q financial performance 3. External auditor’s review result of 2025 2Q financial performance 4. Implementation Plan for PRISM Audit Results 5. Results of Procurement Audit 6. Follow-up Audit Results for Yeoju Energy / Busan Jeonggwan Energy |
| 07.16 |
1. Approval of a Land Acquisition Agreement with Yong-in General Industrial Complex Co., Ltd. for Construction of a Yong-in Integrated Energy Supply Project 2. Approval of EPC Contract Execution with SK Ecoengineering for the Yong-in Integrated Energy Supply Project 3. Purchase of SK On Shares and Increase of Investment Budget Cap 4. Approval for Merger of SK On and SK Enmove 5. Paid-In Capital Increase by Third-Party Allocation / Related Party's Participation in Paid-In Capital Increase 6. Execution of Price Return Swap Agreement for SK On Shares 7. Execution of Price Return Swap Agreement for SK ie technology Shares 8. Report on the Progress of Yong-in Integrated Energy Supply Project 9. SK ie technology's Strategy for Achieving Sustainability |
| 06.11 |
1. Execution of an agreement for Project K (preview) 2. Divestment of equity interest in SK Investment Management (‘SK IM’) (preview) 3. Execution of Renewable Energy PPA (Power Purchase Agreement) with Youngnam Energy Service (preview) 4. Major Contract Execution Related to Solar Power Generation Project of Sinan Jeungdo Solar Power Co., Ltd (preview) 5. Internal Audit Result for PRISM (report) 6. Report of Internal Investigation Status and Result (report) |
| 05.14 |
1. Report on '25.1Q Financial Statements (report) 2. Operation plan for FY25 Internal Accounting Control System (report) 3. External Auditor's Audit Report on the '25.1Q Financial Statements (report) 4. Review results of the Leader's Role Model (report) |
| 04.16 |
1. Appointment of Representative Audit and Corporate Compliance Committee member (resolution) 2. '25 Ethical Activity Plan (report) 3. Report of Internal Investigation Status and Result (report) |
| 03.14 |
1. '24 Auditor´s report verification (resolution) 2. Confirming Evaluation Results of FY24 Internal Monitoring System Operation (resolution) |
| 03.12 |
1. Approval of Audit Hours and Fees for the External Auditor for '25 (resolution) 2. The 18th AGM agenda items and document investigation result verification (resolution) 3. Execution of Renewable Energy PPA (Power Purchase Agreement with Related Parties (preview) 4. Provision of Parent Company Guarantee for IGE’s financing (preview) 5. Extension of Contract for Gwangyang Power Plant Operation and Maintenance Services with Related Parties (preview) 6. mySUNI Procurement Process Review Results (report) 7. Results of the performance audit (report) 8. FY24 Financial Statement Audit Results (report) 9. Assessment of External Auditor Services in '24 (report) |
| 02.25 |
1. Confirming Evaluation Results of FY24 Internal Monitoring System Operation (resolution) 2. Partial Amendment to Compliance Guidelines (preview) 3. Implementation Plan on Audit Results (report) 4. FY24 Financial Statement Audit Results (report) 5. Report on the Assessment of Internal Control over Financial Reporting in '24 (report) 6. Report on the Organization and Human Resources of the SKI Finance Division Group (report) 7. Report on the Revision of Regulation and Operational Guideline of Internal Control over Financial Reporting (report) 8. Report on '24 Financial Statements (report) 9. External Auditor's Audit Report on the '24 Financial Statements and the Operation of the Internal Control over Financial Reporting (report) |
| 01.22 |
1. '25 Audit Office Work Plan (resolution) 2. Approval for sublease contract agreement with SK ecoplant Co., Ltd. (preview) 3. SKI Evaluation Results of the EMMS (report) 4. '25 Audit Office KPI (report) 5. SKIPC Procurement Audit Results (report) 6. Report of Internal Investigation Status (report) 7. non-audit service of KPMG by SHA 9.2 (g) (report) |
| 12.17 |
1. CEO’s Incentive Bonus in 2025 and Annual Salary in 2026 |
| 12.03 |
1. Renewal of management regulation of executive officers 2. Short-Term Business Planning of 2025 3. '26 SK Innovation CEO KPI Establishment 4. ’25 SK Innovation CEO KPI Final Evaluation 5. SK Innovation CEO Sustainability Impact Assessment Results of 2025 6. Reorganization of Executives, Selection of Executives |
| 10.22 |
1. CEO Candidate Recommendation 2. 2026 Plan for Reappointment of Independent directors 3. Tentative Evaluation of CEO’s sustainable influence for 2025 |
| 09.10 |
1. CEO’s of Evaluation/Compensation Plan of 2025 2. CEO candidates |
| 07.16 |
1. CEO’s of Evaluation/Compensation Plan of 2025 |
| 05.28 |
1-1. Selection of CEO (preview) 1-2. Selection of Executive Officer (preview) |
| 02.26 |
1. Establishment of The Limit of Remuneration for Directors in '25 (preview) 2. Recommendation of Candidates for Directors (preview) |
| 01.22 |
1. Recommendation of candidates for Director '25 (resolution) 2. OIrganization of Board of Directors '25 (report) |
| 12.03 |
1. '26 SK Innovation Management Plan Establishment 2. '26 SK Innovation CEO KPI Establishment 3. '25 SK Innovation CEO KPI Final Evaluation 4. CEO Sustainability Impact Assessment Results of 2025 5. SK on Business Status |
| 10.22 |
1. '25 SK Innovation CEO KPI Interim Evaluation |
| 09.10 |
1. ’25 SK Innovation CEO KPI Approval |
| 08.13 |
1. SK On order intake progress |
| 07.16 |
1. Purchase of SK On Shares and Increase of Investment Budget Cap 2. Approval for Merger of SK On and SK Enmove 3. Paid-In Capital Increase by Third-Party Allocation / Related Party's Participation in Paid-In Capital Increase 4. SK On Execution of Price Return Swap Agreement 5. SK IE Technology Execution of Price Return Swap Agreement 6. SK Innovation CEO KPI Pivot and Interim Assessment 7. SK IE Technology Sustainability Assurance Strategy |
| 06.11 |
1. Contribution in Kind for the Establishment of SK Innovation’s Integrated U.S. Corporation (preview) 2. Progress of Project K (preview) 3. To-be Strategy Report (report) 4. Progress on the Publication of the Integrated Report (FY24) (report) 5. Strategic Direction for SK Innovation’s Net Zero Roadmap in '25 (report) |
| 05.14 |
1. To-be Strategy Report (report) 2. Investment Report for New Battery Cell Program (report) 3. SKIET's Strategy for Sustainability Assurance (report) |
| 04.16 |
1. Election of Committee Chairperson (resolution) 2. To-be Strategy Report (report) 3. Issue Report on SK IE Technology (report) |
| 03.12 |
1. Amendment of Board Bylaws (preview) 2. '25 SK innovation Safety & Health Management Plan (preview) 3. Status of Project (preview) 4. The Integrated Performance Evaluation of '24 Strategy·ESG Committee (report) |
| 02.12 |
1. Project-I (report) 2. FY24 Intergrated Report Publication Plan (report) |
Independent Director candidate recommendation procedures
HR Evaluation and Remuneration Committee secures the candidate pool to recruit talent with the expertise needed in the decision-making of the board and establishes a system for recommending Independent Director candidates that is fair and transparent, leading the whole process of director appointment.
ESG management system of the board
The Strategy·ESG Committee leads SK Innovation's overall management decision-making by carrying out management, guidance, and supervision of SK Innovation's functional enhancement and execution performance in each ‘E’ ‘S’ and ‘G’ area. It also necessarily conducts the pre-review of the board’s agendas from the perspective of ESG and leads active communication with external stakeholders based on their actual influence, such as attending ESG-related lectures, discussion sessions, and meetings with major investors.
Review of strategic direction for ESG, and execution, management, and supervision of key challenges
Final inspection of performance against the goals, and derivation of possible improvements
Publication of reports to increase ESG information disclosure
Invitations for ESG-related key stakeholders, and carrying out discussion sessions
Attending external ESG forums and events and communicating with stakeholders
- Conducting pre-reviews of all boards' agendas from the perspective of ESG
- Operating the periodical ESG performance management report process (report twice a year)
- Inviting major stakeholders to have discussion sessions and expanding communication
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