Corporate Governance System

The structure, principles, and procedures of Kcell’s corporate governance are set out in the Company’s Corporate Governance Code, adopted by the General Meeting of Shareholders on May 24, 2021. The purpose of this Code is to improve and systematize the Company’s governance framework, enhance transparency, and reaffirm Kcell’s commitment to the principles of sound corporate governance.

According to the Code, corporate governance refers to the set of processes that ensure effective management and oversight of the Company’s operations. This includes the relationships among shareholders, the Board of Directors, the Management Board, other governing bodies, and stakeholders. Kcell views corporate governance as a strategic tool for improving operational efficiency, strengthening its reputation, and reducing the cost of capital.

Principles of Corporate Governance at Kcell

Protection of Shareholders’ Rights and Interests	Kcell’s corporate governance is grounded in the principle of protecting and respecting the rights and lawful interests of its shareholders. This principle supports the Company’s effective operations, growth in assets, financial stability, and profitability.
Effective Management by the Board of Directors and Management Board	The Board of Directors operates with a strong focus on upholding and realizing shareholder interests, aiming to increase the Company’s market value. The Management Board adheres to the principles of legality, integrity, good faith, prudence, consistency, professionalism, and objectivity.
Transparency and Accuracy in Information Disclosure	The Company is committed to ensuring maximum transparency by providing timely, accurate, and reliable information to shareholders and stakeholders. This includes data on financial performance, operational results, ownership structure, and corporate governance practices.
Compliance and Business Ethics	The Company operates in strict accordance with applicable laws, universally accepted standards of business ethics, internal regulations, and contractual obligations.
Effective Dividend Policy	Dividends are paid in line with the Company’s dividend policy, relevant legislation, its Charter, and resolutions of the General Meeting of Shareholders. Any dividend distribution decision is made in full compliance with legal requirements.
Effective Human Resource Policy	The Company guarantees employee rights in accordance with labor laws and Kcell’s Code of Ethics and Conduct. It fosters strong partnerships with its workforce to address social issues and manage working conditions.
Sustainable Development	Acknowledging its impact on the economy, environment, and society, the Company strives for long-term sustainable development. It seeks to balance shareholder interests with improved ESG performance over time.
Resolution of Corporate and Conflict of Interest Situations	Members of the Board of Directors, the Management Board, and all employees perform their duties with integrity, diligence, and care, acting in the Company’s and shareholders’ best interests while avoiding conflicts of interest. Any conflict of interest must be promptly reported to the Corporate Secretary.