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Panoramic view of Hanwha Group headquarters. / Hanwha

Hanwha Group is expanding its initiative to appoint independent (outside) directors as board chairs across its major listed affiliates. Starting with Hanwha Corporation, affiliates such as Hanwha Systems and Hanwha Ocean will sequentially transition to an independent director board chair system, while also introducing a dedicated special committee and a board secretariat to bolster board independence and protect shareholder interests.

According to Hanwha Group on the 14th, the board of Hanwha Corporation appointed independent director Kwon Ik-hwan as its new board chair earlier in the day. Hanwha Solutions previously placed an independent director at the helm of its board in 2024.

Kwon, a graduate of the 22nd class of the Judicial Research and Training Institute, is a legal expert who served as head of the Planning and Coordination Department at the Ministry of Justice, chief of the Daejeon District Prosecutors' Office, and chief of the Seoul Southern District Prosecutors' Office. After joining Hanwha Corporation's board in 2022, he served as chair of the Internal Transactions Committee and as a member of both the Audit Committee and the ESG Committee.

Hanwha Systems and Hanwha Ocean are also moving forward with procedures to appoint independent directors as their board chairs. Hanwha Systems plans to finalize the process through a board resolution within this month, while Hanwha Ocean aims to do so by next month.

Hanwha Aerospace and Hanwha Engine aim to appoint independent board chairs in the first half of 2027 after reorganizing their board structures.

Alongside the chair appointments, Hanwha is introducing institutional measures to reinforce the substantive role of its boards. It plans to formalize provisions in board regulations for operating a "special committee" to advise on major decisions carrying potential conflicts of interest among shareholders or significant public interest.

The special committee is an ad hoc advisory body composed entirely of independent directors. It will review key matters in advance and assess them from an objective perspective, serving to safeguard shareholder rights and enhance the procedural fairness of decision-making.

A "board secretariat" directly under the board will also be newly established at each affiliate. The objective is to support directors' independent decision-making by assisting board operations and providing advance briefings on key agenda items.

Major listed affiliates, including Hanwha Corporation, Hanwha Solutions, and Hanwha Aerospace, plan to codify the basis for establishing the special committee and complete the creation of board secretariats by November, independent of their respective schedules for appointing independent board chairs.

A Hanwha Group official said, "This move responds to societal demands for an expanded role for corporate boards and represents a decision that prioritizes enhancing shareholder value." The official added, "By advancing our corporate governance, we will secure global market competitiveness and bolster investor trust."

                                                                                                          Son Kang-hoon