BNK Financial Group maintains the independence of board of directors through
the following policies
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1. At least one half of BNK Financial Group’s Board of Directors shall
be composed of independent director. In verification of the independence
of the director, BNK Financial Group complies with the domestic commercial
law and the corporate governance law for financial companies. When stipulating
independence requirements, the company has also applied standards in accordance
with or more stringent to the NYSE regulations of the United States; and
the company follows the stipulated requirements when determining the independence
of a director candidate or current director.
Directors who do not meet the independence requirements of the company
are also qualified under the relevant laws an regulations of the Republic
of Korea, and make significant contributions to the Board of Directors
and the company by demonstrating their competence, experience and wisdom.
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2. A director of BNK Financial Group’s Board of Directors is independent
by meeting all of the following criteria listed below:
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-The director must not have been employed by the company in an executive
capacity within the last five years.
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-The director must not be a family member of an individual who is, or
during the past three years was employed by the company or by any subsidiary
of the company as an executive officer.
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-The director must not be a partner or employee of the company’s outside
auditor.
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-The director must not be a partner or employee of a company that has
signed a major advisory agreement or a technology partnership agreement
with the company.
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-The director must not be an adviser or consultant to the company or a
member of the company’s senior management.
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-The director must not be a partner or employee of a company that has
concluded in the current or any of the past three fiscal years a single
contract with the company for an amount that exceed 10% of the company’s
consolidated gross revenues for that year.
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-The director must not have any other conflict of interest on the agenda
determined by the board.
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3. In addition to the above requirements, the Board of Directors will
make comprehensive consideration to determine the independence of a director,
including the circumstances at home and abroad, as well as the status of
directors and the company.