Practice Guidelines
Chapter 1. General Provisions
Article 1 (Purpose)
The purpose of these Practice Guidelines is to provide a frame of reference for making decisions and taking action in ethical dilemma situations that may arise during the course of work so that POSCO A&C employees understand and apply the Code of Ethics correctly.
Article 2 (Scope)
These Guidelines apply to the Company and all employees.
Article 3 (Principle of Application)
Employees shall make decisions and take action based on the Code of Ethics and these Practice Guidelines when faced with an ethical dilemma situation in relation to work.
However, if a frame of reference is not clearly prescribed herein, employees shall make decisions and take action according to the following decision-making principles. Employees who are not confident in their judgment shall consult the leader of the organization or the department in charge of ethical management and act accordingly.
[Decision-making Principles]
• Lawfulness: Is my action likely to be interpreted as a violation of the law, rules, regulations or company Codes?
• Transparency: Can I disclose my decision-making process and the relevant details?
• Rationality: Am I making the best possible choice for the company and individuals?
Chapter 2. The Code of Ethics in Practice
Restrictions on the provision and acceptance of valuables
- - “Valuables” means money (cash, gift certificates, vouchers, etc.), goods, and other articles that may bring about financial gain.
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- Valuables shall not be provided to or solicited or accepted from stakeholders for any reason. However, exceptions shall be made in the following circumstances:
- · Marketing or promotional gifts valued at or less than KRW 50,000 or up to KRW 150,000 for agricultural, marine, and processed goods (including ornamental plants)
- · Memorabilia bearing the company logo of a stakeholder and memorabilia routinely offered to attendees at stakeholder-organized events, not exceeding KRW 50,000
- - Employees shall not solicit or accept gifts from foreign entities during international business trips.
- - Valuables that are unanticipated and accepted due to unavoidable circumstances shall be returned, or if this is impracticable, report to the department in charge of ethical management..
- - Employees who earn income (e.g., lecture fees) from external speaking opportunities using his/her work-related knowledge or position at POSCO Holdings shall donate 50% of the earnings.
Principles and restrictions concerning hospitality
- - “Hospitality” means various activities that facilitate business-related gatherings and interactions, such as meals, social drinks, golf, performances, and entertainment.
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- Hospitality in excess of KRW 100,000 per person shall not be offered to or accepted from stakeholders. If it is necessary to offer or accept hospitality in excess of KRW 100,000 per person in relation to work, prior approval shall be obtained from the head of the department. Hospitality in excess of KRW 100,000 per person that has been offered or accepted due to unavoidable circumstances shall be reported to the department in charge of ethical management.
- - Hospitality at an entertainment and drinks venue that offers services of a sexual nature is prohibited regardless of cost.
Principles and restrictions concerning convenience
- - “Convenience” means benefits such as transportation, accommodation facilities, sightseeing, event support, etc. provided by or to a stakeholder.
- - The provision or acceptance of transportation, accommodation facilities, or other convenience beyond a generally acceptable level is prohibited. However, this shall not include conveniences routinely provided to all attendees at an event, etc.
- - A convenience in excess of the permitted range that has been offered or accepted due to unavoidable circumstances shall be reported to the department in charge of ethical management.
Principles and restrictions concerning congratulatory and condolence money
- - Employees shall not notify stakeholders of their own family events or those of their colleagues. Informing a stakeholder through a third party shall be construed as a notification made by the employee concerned.
- - However, employees may inform each other of their family events. Use of the Company's congratulations and condolences channel is advised. For the purpose of family event announcements, the scope of relatives shall be limited to immediate family members, namely the parents (or grandparents if the parents are already deceased) and children of employees and their spouses. Congratulations and condolence money between employees shall be at a generally acceptable level.
- - The maximum limit for congratulations or condolence money paid to an external stakeholder shall be KRW 100,000, including floral wreaths or arrangements. However, congratulations or condolence money paid to a person subject to the Improper Solicitation and Graft Act shall not exceed KRW 50,000, excluding floral wreaths or arrangements.
- - Congratulations and condolence money from external stakeholders shall not be accepted under any circumstance. Congratulations or condolence money that has been accepted due to unavoidable circumstances shall be returned or donated to the department in charge of ethical management.
- - Employees shall submit the relevant information, such as proof of return of congratulations or condolence money accepted from a stakeholder, when requested by the department in charge of ethical management.
- - Condolence flowers from stakeholders shall not be accepted, and those that are accepted due to unavoidable circumstances shall not be displayed.
Restrictions concerning solicitations and recommendations
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- Employees shall not make solicitations or recommendations through an internal acquaintance or an external party regarding the following. If an employee has received a solicitation or recommendation, he/she shall register it in the “Clean POSCO System.”
- · Requests for preferential treatment regarding various contracts, such as equipment/materials purchases
- · Requests for favorable and preferential treatment regarding personnel decisions such as hiring, promotions, rewards and punishments, and transfer of positions
- · Requests for excessive convenience, preferential treatment, etc. outside of usual procedures
- · Requests to neglect management and supervision tasks such as inspections and tests
- - Employees shall not unlawfully solicit favors directly or through a third party in relation to duties subject to the Improper Solicitation and Graft Act.
Restrictions concerning monetary transactions
- - Employees shall not engage in cash loans, loan guarantees, name lending, or other monetary transactions with stakeholders.
- - An employee who has engaged in a monetary transaction with a stakeholder due to a personal connection shall report it to the department in charge of ethical management.
Restrictions concerning event sponsorship
- - Sponsorships from stakeholders shall not be accepted for events funded by the Company, such as department events or club activities.
- - The acceptance of vehicles, venues, services, or other conveniences required for an event shall be construed as acceptance of sponsorships.
- - A sponsorship that has been accepted due to unavoidable circumstances shall be reported to the department in charge of ethical management.
Principles concerning the use and protection of Company assets
- - The Company's budget resources, such as meeting expenses and operating expenses, shall be used as intended by the budget and in accordance with legal requirements, and shall not be used for personal purposes.
- - As a general rule, business expenses shall be paid with a Company card.
- - In addition to the budget, all tangible and intangible assets, including Company supplies and facilities, shall be used for work-related purposes only. Ongoing efforts shall be made to protect assets by periodically reviewing asset classification and protection measures.
- - Employee information (telephone numbers, email addresses, etc.) is also considered Company assets and shall not be used for personal purposes.
Principles concerning information protection
- - Important or confidential Company information shall be strictly protected and controlled.
- - Important information shall be relayed to the intended recipient immediately upon recognition.
- - The falsification, concealment, or distortion of work-related information or the reporting or distribution of incorrect information shall be regarded as fabrication of information.
- - Employees shall manage internal Company information acquired during the course of work according to the security level, and shall not use the information for personal purposes.
Fair trade regulations and building mutual trust with suppliers
- - Employees shall comply with international standards and national laws and regulations concerning fair trade to ensure fair competition in domestic and international markets and refrain from engaging in unfair trade practices such as colluding with competitors regarding production, prices, bidding and market segmentation.
- - Employees shall fulfill their social responsibility by refraining from using a position of power against a client or supplier to make demands or unlawful requests.
- - Employees shall respect the rights and property of others, including intellectual property rights, and shall not infringe upon them to create business or generate profit.
- - The information acquired from a supplier shall be strictly protected as stipulated in relevant laws and regulations and contract terms.
- - Employees shall support suppliers to comply with laws and regulations concerning fair trade and ESG.
Principles concerning the prevention of conflicts of interest
- - “Conflict of interest” means a situation where a personal relationship with an employee of a supplier has an improper influence on an employee’s work performance.
- - Employees shall not engage in unfair trade practices such as signing unlawful private contracts, making high-price purchases, tunneling work, or leaking trade information to give preferential treatment to a certain individual or corporation.
- - Employees shall prevent conflicts of interest by strictly denying improper requests from a supplier’s employee with whom there is a personal connection, including former employees.
- - Employees shall not make unofficial contact with a supplier’s employee with whom there is a personal connection, and shall report any unintentional contact to the head of the department or the department in charge of ethical management.
- - Employees shall not attend gatherings of former employees without the Company’s approval.
- - Where an employee has a personal connection to a supplier’s employee, he/she shall consult the head of the department or ethics officer and adjust his/her duties, etc. accordingly.
- - When the head of the department recognizes a work-related conflict of interest involving himself/herself or a staff member, he/she shall adjust the relevant duties or otherwise take action to avoid the conflict of interest. If it is impracticable to avoid the conflict of interest due to the nature of the work, he/she shall consult the department in charge of ethical management.
- - Retired employees shall also prevent conflicts of interest with POSCO Holdings and its business entities.
Developing an organizational culture of human respect
- - Employees shall not engage in verbal, physical, or visual behavior that may offend others, such as the use of profanities, verbal abuse, physical abuse, or sexual harassment that violates the human rights of an individual.
- - Violations of human respect may be subject to disciplinary action in accordance with the relevant regulations.
- - Employees shall respect each other’s privacy and shall not slander or undermine others or disclose personal information.
- - Employees shall comply with national labor laws and international standards, including working conditions for minors and minimum working age requirements.
- - Safety rules shall be strictly observed, and any risks identified shall be addressed appropriately.
Chapter 3. Reporting Unethical Conduct and Rewards and Sanctions
Reporting obligations and confidentiality
- - Employees who recognize the fact that he/she or someone else has violated the Code of Ethics or these Guidelines shall actively protect the Company and employees from unethical practices by reporting to or consulting the head of the department or the department in charge of ethical management as quickly and conveniently as possible. However, violations of human respect shall be reported to the department in charge of ethical management without delay..
- - Executives and department heads shall report to and consult the department in charge of ethical management immediately upon being informed of a violation of the Code of Ethics by a staff member, and shall not downplay or conceal the incident.
- - The department in charge of ethical management may conduct a fact check of the reported incident if necessary, and the employees concerned shall actively cooperate.
- - Employees shall not take adverse action against, or disclose the identity of, an informant or whistleblower.
- - Where it is likely that an informant or whistleblower may be subject to adverse action in terms of employment, a change of position or other personnel measures shall be taken if so desired by the informant.
- - If an employee becomes aware of the fact that an incident has been reported, either by chance or during the course of work, he/she shall keep it confidential or face disciplinary action.
Rewards and sanctions (disciplinary action)
- - The Company may award part of the clawback resulting from an ethical misconduct investigation to the informant as compensation in accordance with the relevant regulations.
- - The compensation criteria shall be in accordance with the guidelines on compensation and indemnity for informants of ethical misconduct and other relevant regulations.
- - The Company shall firmly reprimand employees who violate the Code of Ethics and Practice Guidelines in accordance with the relevant regulations.
- - The Company may restrict Company access and business to employees who have been dismissed after violating the Code of Ethics.
Reporting of violations and protection of informants
- - Employees who become aware of a violation of the Code of Ethics or these Practice Guidelines shall actively protect the Company and employees from the violation by reporting it to the head of the organization or department or the department in charge of ethical management for timely resolution.
- - Employees shall not be subject to any disadvantage for filing legitimate whistleblowing reports.
