Internal information management regulations

Article 1 (Purpose)
The purpose of these Regulations shall be to establish matters concerning the comprehensive management and proper disclousre of internal information of PSK (hereinafter referred to as the “Company”) in order to make rapid and accurate disclosure of the Company and prevent insider trading of officers, directors, and employees of the Company under the Capital Market and Financial Inverstment Act (the “Act”) and other regulations.


Article 2 (Application scope)
Matters concerning disclosure, insider trading and internal information management shall follow these Regulations, except as provided in the relevant laws or the Articles of Incorporation (the “AOI“).


Article 3 (Definition)
(1) “Internal information” in these Regulations refers to matters in relation to obligations of disclousre under Part I of the Disclousre Regulation of the KOSDAQ market (the “Disclosure Regulation”) of the Korea Exchange (the “KRX”) and other matters that may affect the investor`s investment judgement, including the management or status of properties of the Company.
(2) “Disclosure Officer” in these Regulations refers to a person who can perform a reporting duty on behalf of the Company in accordance with Article 2(4) of the Disclosure Regulation.
(3) “Division in Charge of Disclosure” in these Regulations refers to the division in charge of the Company’s business and the disclosure duties of the Company under the Organization Regulation. In this case, the Division in Charge of Disclosure shall have at least one (1) disclosure manager registered in the KRX under Article 44(2) of the Disclosure Regulation.
(4) “Officers” in these Regulations refers to directors (including a person falling under any subparagraphs of Article 401-2(1) of the Commercial Act) and an auditor.
(5) The definition of the terms used in these Regulations in addition to Paragraphs (1) to (4) shall follow the definitions of terms used in relevant laws and regulations.

Article 4 (Management of Internal Information)
(1) Officers, directors, and employees shall strictly manage the internal information of the Company, and shall not disclose internal information internally or externally, except where necessary for business.
(2) The representative director shall take necessary measures for internal information management, such as specifying specific standards for the storage, transmission, and destruction, etc. of internal information and related documents.


Article 5 (Disclosure Officer)
(1) The representative director shall designate a Disclosure Officer in accordance with Article 44(2) of the Disclosure Regulation and report it to the KRX without delay. The same shall apply to a change in the Disclosure Officer.
(2) The Disclosure Officer shall be responsible for the establishment and operation of the internal information management system, and perform the following duties:
1. Execution of disclosure
2. Inspection and evaluation of the operation status of the internal information management system
3. Review of internal information and decision on whether to disclose internal information
4. Measures necessary for the operation of the internal information management system, including training for officers, directors, and employees
5. Commanding and supervising divisions or officers, directors, and employees in charge of the management of internal information or disclosure duties
6. Other tasks recognized by the representative director as necessary for the operation of the internal information management system
(3) The Disclosure Officer shall have the following powers in the performance of the duties:
1. The authority to request the submission of, and view, various documents and records related to internal information
2. The authority to listen to the necessary opinions of the officers, directors, and employees from the division in charge of accounting or auditing and other divisions related to the generation of internal information
(4) The Disclosure Officer may consult with the officers and directors in charge of the related duties when necessary, and may seek professional assistance at the expense of the Company.
(5) The Disclosure Officer shall report to the representative director (or to the BOD) the operational status of the internal information management system on a regular basis.


Article 6 (Disclosure Manager)
(1) The representative director shall designate a Disclosure Manager and report it to the KRX without delay. The same shall also apply to a change of the Disclosure Manager.
(2) The Disclosure Manager shall be directed by the Disclosure Officer in relation to internal information management and perform the following tasks:
1. Collection and review of internal information and reporting to the Disclosure Officer
2. Tasks necessary for the execution of the disclosure
3. Confirmation of matters necessary for the management of internal information, such as a change in disclosure-related regulations, and reporting to the Disclosure Officer
4. Other matters deemed necessary by the representative director or the Disclosure Officer


Article 7 (Concentration on Internal Information)
(1) The officers, directors, and individual division managers shall provide information to the Disclosure Officer in a timely manner in any of the following cases:
1. Where internal information occurs or is expected to occur
2. Where any reason requiring previously disclosed matters among internal information to be canceled or changed occurs or is expected to occur
3. At any other request by the Disclosure Officer
(2) The Disclosure Officer and the representative director shall efficiently establish an information delivery system within the Company for the timely provision of internal information pursuant to Paragraph (1) hereof and, if necessary, may obtain cooperation from the Disclosure Officer in the process of approving the disclosure obligations-related task.


Article 7-2 (Management of Information Regarding the Largest Shareholder)
The Disclosure Officer shall fully explain the relevant facts to the largest shareholder and provide the information delivery system to get the information in a timely manner to facilitate the disclosure obligations related to the largest shareholder and the disclosure of the requirements for the disclosure of an inquiry.


Article 7-3 (Concentration on Internal Information of Subsidiaries)
(1) Where internal information related to the disclosure obligations occurs or is expected to occur to a subsidiary, the Company shall cause the subsidiary to promptly notify the Disclosure Officer or the Disclosure Manager of the Company of the content.
(2) In order to efficiently manage internal information related to disclosure obligations under Paragraph (1) hereof, the Company shall have a person who manages disclosure-related information in a subsidiary and immediately notify the Disclosure Officer or the Disclosure Manager of the Company of designating or changing the person.
(3) The Company may ask a subsidiary to submit relevant data to the extent necessary for the disclosure.


Article 8 (External Provision of Internal Information)
(1) If any of the officers, directors, and employees unavoidably provide internal information against the Company`s counterparty, external auditors and agents, and those who have executed the advisory contracts and have consulted with the Company for legal advice and management consulting, the person shall report the relevant matters to the Disclosure Officer.
(2) In the case of Paragraph (1) hereof, the Disclosure Officer shall take necessary measures, such as entering into a contract of confidentiality of relevant internal information.
(3) Upon providing internal information pursuant to Paragraph (1) hereof, if a fair disclosure obligation arises, it shall be disclosed without delay (except in cases falling under the application of Article 15 of the Disclosure Regulation).

Article 9 (Types of Disclosure)
The disclosure of the Company shall be classified as follows:
1. Reporting and disclosure of major management matters pursuant to Section 1, Chapter 2, Part 1 of the Disclosure Regulation
2. Inquiry disclosure pursuant to Section 2, Chapter 2, Part 1 of the Disclosure Regulation
3. Fair disclosure pursuant to Section 3, Chapter 2, Part 1 of the Disclosure Regulation
4. Autonomous disclosure pursuant to Chapter 3, Part 1 of the Disclosure Regulation
5. Submission of the securities declaration form, etc. under Chapter 1, Part 3 of the Act
6. Submission of business reports, etc. pursuant to Articles 159, 160 and 165 of the Act and Section 4, Chapter 2, Part 1 of the Disclosure Regulation
7. Submission of a report on major matters under Article 161 of the Act
8. Disclosure in accordance with other regulations


Article 9-2 (Confirmation of Disclosure Subject)
Upon determining whether the disclosure obligations, including fair disclosure, are subject to this provision, even the matters that significantly affect, or may affect, the stock price or investment judgment under Subparagraph 4 of Article 6(1) of the Disclosure Regulation shall be included.


Article 10 (Execution of Disclosure)
(1) The Disclosure Manager shall prepare the necessary contents if a disclosure as specified in Article 9 occurs, and report to the Disclosure Manager in case of required documents.
(2) The disclosure manager shall review whether the contents of Paragraph (1) and relevant documents are not in violation of the relevant laws and regulations and report them to the representative director before making the disclosure.


Article 10-2 (Prompt Implementation of Disclosure)
Upon any occurrence of the disclosure matter under Article 9, the Disclosure Officer shall make every effort to ensure that the relevant internal information is disclosed in a timely manner, even before the time of disclosure under the Disclosure Regulation.


Article 11 (Post Measure After Disclosure)Article 11 (Post Measure After Disclosure)
Where there is any omission or error in the disclosed matter, or it is intended to be canceled or changed, the Disclosure Officer and the Disclosure Manager shall take measures to rectify the disclosure, such as a correction or disclosure in accordance with Article 30 of the Disclosure Regulation, without delay.


Article 12 (Media Coverage, Etc.)
(1) At a request for coverage regarding the Company from the media, etc., the representative director or the Disclosure Officer shall respond to it. If necessary, directors, officers, and employees of the relevant divisions may be allowed to have an interview.
(2) Regarding distributing press releases to the media, etc., the Company shall discuss it with the Disclosure Officer. The Disclosure Officer shall, if necessary, report the matters concerning the distribution of press releases to the representative director.
(3) If the contents of the press release are subject to fair disclosure, the Disclosure Officer shall disclose the contents of the press release distributed under Paragraph (2) hereof before the distribution of the press release.
(4) Any of the directors, officers, and employees who have found that the released content to the media is different from the facts shall report it to the Disclosure Officer. The Disclosure Officer shall report the relevant matters to the representative director and take necessary measures.


Article 12-2 (Confirmation of Reported Contents)
The Disclosure Officer, Disclosure Manager, and division where internal information has occurred, if the contents of the press release are subject to fair disclosure, shall ordinarily check the contents of the Company-related reports from the media on a regular basis and take measures to correct any matters that are different from the facts.


Article 13 (Investor Relations Session)
(1) The representative director shall recognize that IR activities are the management responsibilities of KOSDAQ-listed companies and shall endeavor to establish trust with investors by holding an IR session on a voluntary and continuous basis.
(2) The IR session for a business plan, prospect, etc. shall be held through the approval of the Disclosure Officer. The Disclosure Officer shall, if necessary, report the matters related to holding the IR session to the representative director.
(3) The Disclosure Officer or the Disclosure Manager shall disclose the date, place, and contents of the IR session until the day before holding the session, and shall post relevant data to the disclosure submission system of the ERX before holding the IR session.
(4) All officers, directors, and employees of the Company shall be careful not to disclose any information not disclosed in advance in the information subject to fair disclosure during the IR session.


Article 13-2 (Rumors)
(1) If a rumor has been spread in the market, the Disclosure Officer shall check whether the rumor is true and whether it corresponds to internal information through an inquiry on related business divisions.
(2) As a result of the verification under Paragraph (1) hereof, if the relevant rumor falls under the disclosure obligations under the Disclosure Regulation, the relevant information shall be disclosed.


Article 13-3 (Request for Providing Information)
(1) In the event that shareholders, stakeholders, etc. request the disclosure of information related to the Company, the Disclosure Officer shall review the legality of the request to decide whether to provide the relevant information.
(2) The Disclosure Officer may listen to the opinion of the legal division or an external legal expert regarding whether the information requested to be provided may affect the investor`s investment judgment and stock price to determine whether to provide such information.
(3) Article 12 (3) shall apply mutatis mutandis to the case of providing information in accordance with the decision under Paragraph (1) hereof.

Article 14 (Return of Gains on Short-term Trading)
(1) If an officer, a director, or an employee as designated by Article 172(1) of the Act and Article 194 of the Enforcement Decree of the Act purchased certain securities, etc. (hereinafter referred to as “specific securities”, etc.) under Article 172(1) of the Act and then has gained the profits within 6 months by selling them, or sold specific securities and has gained the profits within 6 months by purchasing them, the profits (the “gains on short-term trading”) shall be returned to the Company.
(2) Where a shareholder of the Company (including a person who owns equity securities or depository securities other than the shareholder, which are the same in this Article) causes the Company to request the person who has obtained the gains on short-term trading under Paragraph (1) hereof to return the gains on short-term trading, the Company shall take measures required within 2 months from the day of being requested.
(3) If the Securities and Futures Commission notifies the Company of the occurrence of the gains on short-term trading under Paragraph (1) hereof, the Disclosure Officer shall promptly disclose the following matters on the Company`s website:
1. Status of the person who is required to return the gains from short-term trading
2. Amount of gains from short-term trading
3. The day on which the Securities and Futures Commission makes a notification about the occurrence of gains from the short-term trading
4. Plan for claiming to return gains from short-term trading
5. The shareholder of the Company may request the Company to claim the return of the gains from short-term trading against the person who has obtained the short-term gains, and if the Company fails to make a claim within 2 months of the day of being requested, the shareholder may make a claim by subrogating the Company.
(4) The disclosure period under Paragraph (3) hereof shall be from the date on which the occurrence of the gains on short-term trading has been reported by the Securities and Futures Commission to the two-year period from the date of notification or the date on which the gains on short-term trading are returned, whichever comes earlier.


Article 15 (Notification of the Sale, etc. of Specific Securities, etc.)
An officer, a director, or an employee as designated by Article 172(1) of the Act and Article 194 of the Enforcement Decree of the Act shall notify the Disclosure Officer in the case of trading or other transactions of specific securities, etc.


Article 16 (Prohibition of the Use of Non-Disclosed Material Information)
The officers, directors, and employees shall not use, or cause others to use, non-disclosed material information (including non-disclosed material information of affiliates) as specified in Article 174 (1) of the Act for the trading or other transactions of specific securities, etc.

Article 17 (Training)
(1) The Disclosure Officer and the Disclosure Manager shall complete the training on disclosure work pursuant to Articles 36 and 44(5) of the Disclosure Regulation, and the Disclosure Officer shall disseminate the training contents to the relevant officers, directors and employees.
(2) The representative director shall make a sufficient effort to conduct the training of the officers, directors, and employees to prevent the matters specified in Articles 14 to 16 and other insider trading prescribed by laws.


Article 18 (Opening and Closing of Regulations)
The amendment or abolition of these Regulations shall be made by the representative director.


Article 19 (Promulgation of Regulations)
These Regulations shall be promulgated on the Company`s website. The same shall apply when the Regulations are amended.

Article 20 (Effective Date)
These Regulations shall take effect from August 8, 2017.