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SHINHAN FANANCIAL GROUP





「Independence of Director」 Guidelines

At least one half of Shinhan Financial Group’s Board of Directors shall be composed of independent director.

  • In verification of the independence of the director, Shinhan 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.

A director of Shinhan Financial Group’s Board of Directors is independent by
meeting all of the following criteria listed below:

  • The director must not have been employed by the company in an executive capacity within the last five years.
  • 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.
  • The director must not accept or have a family member who accepts any payments from the company or any subsidiary
    of the company in excess of USD $60,000 during the past three fiscal years, other than those permitted
    by SEC Rule 4200 Definitions.
  • The director must not be a partner or employee of the company’s outside auditor.
  • 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.
  • The director must not be an adviser or consultant to the company or a member of the company’s senior management.
  • 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.
  • The director must not have any other conflict of interest on the agenda determined by the board.

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.