About us

ABOUT USCorporate Governance

Board of director-centered management, a working board of directors
SK hynix practices effective and transparent board of director-centered management and ceaselessly tries to maximize stockholders’ profits and corporate values and to establish advanced governance structures in order to pursue sustainable development.

Overview

01.Enhancing independence of Board of directors
About 60% of all directors, or six per ten directors, are outside directors.
02.Organizing independent committee
Pursue professionalism and speed in decision-making
  • A council for recommending candidates for outside directors.
  • A board of inspection (formed by five outside directors): Transparent accounting/ do monitoring and supervising to secure fair management.
03.Transparent and fair recommendation of outside director candidates
Secure transparency and fairness in the process to appoint outside directors through the council for recommending candidates for outside directors. (formed by two outside directors and one board director)
01.Establishing Corporate Governance Charter
Principles and directions of corporate governance, propose a plan for board of directors-centered transparent management.
02.Publishing a manual regarding the work of director (Directors' Manual)
Publish a manual regarding the work of directors to enhance efficiency in the operation of the board of directors and to standardize jobs.
  • Introduce the company history and the management conditions of the previous year.
  • Rules necessary for conducting jobs.
  • Formation : Various rules related to the directors’ board, such as principles for directors’ behavior, ethical codes, standards for performance of duties (including commentaries) and company statutes.
03.Improving operation of Board of directors and subcommittee
Regularize board meetings.
System for providing directors’ information
  • Bills
  • Promotional and public data
  • Financial information
  • Board for sharing information
  • Various regulations of Board of directors
System for providing directors’ information (BOD.skhynix.com)
The system for providing directors’ information promotes the realization of a ubiquitous board of directors through providing information about bills and various real-time management information (about finance, business and promotional data) and through enabling directors and the company to exchange information at all times.

Board of Directors

Composition of Board of Directors

Park Sung-Wook
Park Sung-Wook
Current)Chief Executive & Vice-Chairman of SK hynix / Chairman of the Board of Directors
Previous)CEO of SK hynix
Appointment : 2009.03
Term : 2018 Ordinary General Meeting of Shareholders
MORE
CEO Park Sung-WookChief Executive & Vice-Chairman of SK hynix / Chairman of the Board of Directors
Educational background
University of Ulsan, Bachelor’s Degree in Material Science & Engineering
KAIST, Doctor’s Degree in Materials Science and Engineering
Main experience
2000 ~ 2002Hynix Semiconductor Inc., Director/Executive Director of HSA
2003 ~ 2007Hynix Semiconductor Inc., Managing director, head of R&D center
2007 ~ 2013SK hynix, vice-president
2013 ~ 2016SK hynix, CEO/ president
2014 ~ presentSK hynix, Chairman of the Board of Directors
2017 ~ presentChief Executive & Vice-Chairman of SK hynix
CLOSE
Kim Du-Kyung
Kim Du-Kyung
Previous)Professional Advisory Professor of Korea Banking Institute Executive Director of Korea Federation of Banks
Appointment : 2012.02
Term : 2018 Ordinary General Meeting of Shareholders
MORE
Director Kim Du-KyungPrevious) Professional Advisory Professor of Korea Banking Institute / Executive Director of Korea Federation of Banks
Educational background
Seoul National University, Bachelor’s Degree in Applied Mathematics
Johns Hopkins University, Master’s Degree in Economics
Main experience
1974 ~ 2007Head of Financial Markets Department and Currency Department, The Bank of Korea
2007 ~ 2010Executive Director, Korea Federation of Banks
2011 ~ 2012.4Professional Advisory Professor, Korea Banking Institute
CLOSE
Park Young-Jun
Park Young-Jun
Current)Professor, Dept. of Electrical and Computer Engineering, Seoul National University
Previous)Senior Researcher of GoldStar Semiconductor
Appointment : 2012.02
Term : 2018 Ordinary General Meeting of Shareholders
MORE
Director Park Young-JunProfessor, Dept. of Electrical and Computer Engineering, Seoul National University
Educational background
Seoul National University, Bachelor’s and Master’s Degree in Electrical Engineering
University of Massachusetts, Doctor’s Degree in Electrical Engineering
Main experience
1983 ~ 1985Researcher, IBM
1985 ~ 1988Senior Researcher, GoldStar Semiconductor
1988 ~ presentProfessor, Dept. of Electrical and Computer Engineering, Seoul National University
CLOSE
Kim Dae-Il
Kim Dae-Il
Current)Professor, Dept. of Economics, Seoul National University
Previous)Investigation Manager of Korea Development Institute
Appointment : 2012.02
Term : 2018 Ordinary General Meeting of Shareholders
MORE
Director Kim Dae-IlProfessor, Dept. of Economics, Seoul National University
Educational background
Seoul National University, Bachelor’s Degree in Economics
University of Chicago, Master’s and Doctor’s Degree in Economics
Main experience
1992 ~ 1996Professor of Economics, Rice University
1996 ~ 1998Investigation Manager, Korea Development Institute
1998 ~ presentProfessor of Economics, Seoul National University
CLOSE
Lee Chang-Yang
Lee Chang-Yang
Current)Professor, College of Business, KAIST
Previous)Head of Division of Industrial policy, Ministry of Trade, Industry & Energy
Appointment : 2012.02
Term : 2018 Ordinary General Meeting of Shareholders
MORE
Director Lee Chang-YangProfessor, College of Business, KAIST
Educational background
Seoul National University, Bachelor’s Degree in Political Science
Seoul National University Master’s Degree in Public Administration
Harvard University, Master’s and Doctor’s Degree in Politics
Main experience
The 29th high civil service examination
1999 ~ 2000Head of Division of Industrial policy, Ministry of Trade, Industry & Energy
2000 ~ presentProfessor, College of Business, KAIST
CLOSE
Choi Jong-Won
Choi Jong-Won
Current)Professor, Graduate School of Public Administration, Seoul National University
Previous)Dean of Graduate School of Public Administration, Seoul National University
Appointment : 2014.03
Term : 2020 Ordinary General Meeting of Shareholders
MORE
Director Choi Jong-WonProfessor, Graduate School of Public Administration, Seoul National University
Educational background
Seoul National University, Department of Economics
Seoul National University, Master’s Degree in Public Administration
University of Michigan, Doctor’s Degree in Politics
Main experience
1991 ~ 1994Researcher of KDI
2008Dean of Graduate School of Public Administration at Seoul National University
2009 ~ 2012Non-standing member of Fair Trade Commission
2012Head of Public Institution Management Evaluation Group
1994 ~ presentProfessor, Graduate School of Public Administration at Seoul National University
CLOSE
Shin Chang-Hwan
Shin Chang-Hwan
Current)Professor, School of Electrical & Computer Engineering, College of Engineering, University of Seoul
Previous)IBM Micro Electronics
Appointment : 2017.03
Term : 2020 Ordinary General Meeting of Shareholders
MORE
Director Shin Chang-HwanProfessor, School of Electrical & Computer Engineering, College of Engineering, University of Seoul
Educational background
Bachelor, Electrical Engineering, Korea University
Ph.D Electrical Engineering and Computer Science, University of California at Berkeley
Main experience
2010IBM Micro Electronics
2011Xilinx
2012 ~ presentProfessor, School of Electrical & Computer Engineering, College of Engineering, University of Seoul
CLOSE
Kim Jun-Ho
Kim Jun-Ho
Current)Chief Operating Officer for Management Support, SK hynix
Previous)President of GMS, SK Telecom
Appointment : 2013.03
Term : 2019 Ordinary General Meeting of Shareholders
MORE
Director Kim Jun-HoChief Operating Officer for Management Support, SK hynix
Educational background
Korea University, Bachelor’s Degree in Law
Main experience
The 24th Bar Exam
2003 ~ 2004Senior prosecutor, Office of Policy Development, Ministry of Justice
2004 ~ 2007Vice president, Ethical management department SK Corporation
2008 ~ 2010CMS president of SK Energy / head of ethical management division of SK Corporation
2011 ~ 2012President of GMS, SK Telecom
2012 ~ 2013Executive vice president of Corporate Center, SK hynix
2013 ~ presentChief Operating Officer for Management Support, SK hynix
CLOSE
Lee Seok-Hui
Lee Seok-Hui
Current)Chief Operating Officer, SK hynix
Previous)Assistant Professor, Dept. of Electric and Electronic Engineering, KAIST
Appointment : 2017.03
Term : 2020 Ordinary General Meeting of Shareholders
MORE
Director Lee Seok-HuiChief Operating Officer, SK hynix
Educational background
Bachelor, Inorganic Materials Engineering, Seoul National Univ.
Master, Graduate School of Seoul National Univ.
Ph.D, Materials Engineering, Graduate School of Stanford Univ.
Main experience
2000 ~ 2010Intel
2010 ~ 2013Professor, KAIST
2013 ~ 2014Director of Future Technology Research Institute, SK hynix
2014 ~ 2016Director of Future Technology Research Institute, SK hynix
2016 ~ presentCOO, SK hynix
CLOSE
Park Jung-Ho
Park Jung-Ho
Current)Chief Executive and President of SK Telecom
Previous)Chief Executive and President of SK Co., Ltd
Appointment : 2017.03
Term : 2020 Ordinary General Meeting of Shareholders
MORE
Director Park Jung-HoChief Executive and President of SK Telecom
Educational background
Korea University, Department of Business Administration
George Washington University, M.B.A
Main experience
2012Head of SK Telecom Business Development Office
2013 ~ 2014Head of C&C Corporate Development
2015Chief Executive and President of SK C&C
2015 ~ 2016Chief Executive and President of SK Co., Ltd
2016 ~ presentChief Executive and President of SK Telecom
CLOSE

Power of Board of Directors

  • The board of directors determines matters decided by the law and company statutes and other important matters for performing company tasks.
  • The board of directors supervises the job performance of directors and management.

1. Decisions in relation to commercial law

(1)Calling of shareholders’ meetings
(2)Approval for sales reports
(3)Approval for balance sheets, statements of profits and losses, statements of retained earnings or statements of disposition of deficits and supplementary schedules
(4)Appointment and dismissal of the CEO
(5)Determination of joint representatives
(6)Establishment, relocation or closure of branches
(7)Issuance of new stocks
(8)Subscription of bonds
(9)Capitalization of reserves
(10)Issuance of convertible bonds, exchangeable bonds and bonds with warrants <revised on April 9, 1999>
(11)Approval for directors’ competition and transactions between directors and the company
(12)Establishment and abolishment of councils and appointment and dismissal of members of councils [established on April 29, 2000] <revised on Aug. 14, 2001>
(13)Granting and cancellation of stock options [established on April 29, 2000] <revised on Aug. 14, 2001>
(14)Decision to correct resolutions made by councils excluding the inspection board [established on Aug. 14, 2001] <revised on 2012.3.5>
(15)Minor stock exchanges [established on Aug. 14, 2001]
(16)Small-size merger and division-merger [established on June 1, 2005]
(17)Decision on business transfer sized 1/10 or less of company assets and sales [established on June 1, 2005]
(18)Approval for transactions with the company’s largest shareholder (including his or her specially related persons) and to report to the shareholders’ meeting [established on June 1, 2005] <revised on 2007.11.23, 2010.4.21>
(19)Appointment and dismissal of executives [established on June 1, 2005]

2. Important matters related to company management

(1)Bills to be submitted to stockholders’ meetings
(2)Matters related to business plans and their operation
(3)Budget and balancing accounts of the company
(4)Matters regarding a plan to make new investment of more than a larger amount of money between 1.5% of the company equity and 100 billion won, loaning (excluding short-term loans within a year), debt guarantees, investment and acquisition, disposal and management of assets (the equity follows securities market disclosure rules) <revised on Nov. 23, 2007, April 21, 2010 and March 5, 2012>
(5)<Deleted on March 5, 2012>
(6)Issuance of overseas securities
(7)<Deleted on April 9, 1999>
(8)Establishment, revision and abrogation of regulations for each council [established on Aug. 14, 2001] <revised on April 21, 2010>
(9)<Deleted on March 5, 2012>
(10)Following behaviors corresponding to more than 5% of the larger sum between the capital or the equity determined by the law about monopoly regulation and fair trade as a matter to be approved by the directors’ board, or 5 billion won. If the board of inspection includes three or more outside directors and the number of outside directors is 2/3 of the total board members or more, the authority to determine those matters will be entrusted to the board of inspection.
A)To provide the capital, securities or assets to or for specially related persons and trade those with specially related persons
B)To provide or trade goods and services to or for a company for which the same persons or their relatives invest 20% or more of the total sum of quarter transaction or its subsidiaries [established on March 5, 2012]
(11)Establishment and correction of a business management system of the company to execute its corporate philosophy [established on March 5, 2012]
(12)Donations over 1 billion won. However, emergency relief due to natural disasters such as typhoon, flood, fire, earthquake, etc. and donation according to "Community Chest of Korea Law" can be reported after the execution.[established on February 22, 2017]

3. Other matters entrusted by the law, company statutes or stockholder’s meetings and matters that the CEO or chairman of the board thinks important for company management and submits to the directors’ board

Holding the Board of Directors MORE

Date Content of Bill Passage of Bills Participation of outside director
16.12.21 1. 2017 management plan (Proposed)
2. New Fab construction plan (Proposed)
3. Transaction with SK Co., Ltd (Proposed)
4. Transaction with SK Telecom, etc. (Proposed)
Passed 5(5)
16.10.26 1. No Proposeds to be discussed and decided on - 5(5)
16.09.28 1. Transaction with SK Co., Ltd (Proposed) Passed 5(5)
16.07.25 1. Amended management plan (Proposed)
2. Transaction with SK Co., Ltd (Proposed)
Passed 5(5)
16.06.22 1. Transaction with SK E&C (Proposed)
2. Transaction with SK Co., Ltd (Proposed)
3. Transaction with SK Telecom (Proposed)
Passed 5(5)
16.04.27 1. Transaction with SK Telecom (Proposed)
2. Transaction with SK Co., Ltd (Proposed)
Passed 5(5)
16.02.24 1. Convention of the 68th regular general meeting of shareholders (Proposed)
2. Transaction with SK Telecom, etc. (Proposed)
Passed 4(5)
16.01.25 1. The 68th (2015) financial statement (Proposed)
2.The 68th (2015) business report (Proposed)
3. Delegation of issuing Korean won bonds (Proposed)
Passed 5(5)

Subcommittee

Composition of Subcommittee

A board of inspection
ChairmanKim Du-Kyung
CompositionFormed by five outside directors (Kim Do-Kyung, Kim Dae-Il, Lee Chang-Yang, Choi Jong-Won, Shin Chang-Hwan)
RolesDeliberating on audits of accounting and other operations and appointment of external auditors
A council for recommending candidates for outside directors
ChairmanPark Young-Jun
CompositionFormed by two outside directors (Park Young-Jun, Choi Jong-Won) / one board director (Park Sung-Wook)
RolesRecommending outside director candidate according to related legislations/Article of Incorporation and regulations of board of directors

Holding the Board of Directors

A board of inspection MORE

Date Content of Bill Passage of Bills Participation of outside director
16.12.19 1. Procedures for appointment of external auditors
2. Transaction with SK hyeng Co., Ltd (Proposed)
3. Limit of internal transaction with affiliates (SK Securities) (Proposed)
Reported
Passed
Passed
4(4)
16.10.24 1. Results of internal audit and future plan Reported 4(4)
16.09.26 1. Limit of internal transaction with affiliates (SK Securities) (Proposed) Passed 4(4)
16.07.22 1. Results of internal audit in the first half of 2016 and business plan for the second half of 2016 (Including the actual condition of RM and summary of BCP)
2. Results of settlement of accounts for the first half of 2016
3. External auditing plan
Reported 4(4)
16.06.20 1. Limit of internal transaction with affiliates (SK Securities) (Proposed) Passed 4(4)
16.05.23 1. Results of internal audit and future plan Reported 4(4)
16.04.25 1. Transaction with SK Innovation (Proposed) Passed 4(4)
16.03.09 1. Limit of internal transaction with affiliates (SK Securities) (Proposed)
2. Agenda to be submitted to the 68th regular general meeting of shareholders and case of investigation on the legality of documents
3. Audit report (Proposed)
4. Written opinion on internal monitoring system (Proposed)
5. Transaction with SK Co., Ltd (Proposed)
Passed 4(4)
16.02.22 1. Results of auditing in the 2015 fiscal year
2. Evaluation report on actual condition of operation of internal accounting management system (Proposed)
3. Transaction with SK Co., Ltd (Proposed)
Reported
Passed
Passed
4(4)
16.01.22 1. Actual condition of 2015 operation of internal accounting management system
2. Results of internal audit in the first half of 2015 and business plan for 2016
Reported 3(4)

A council for recommending candidates for outside directors MORE

Date Content of Bill Passage of Bills Participation of outside director
14.03.05 1. Appointment of chairman of committee
2. Recommendation of outside director candidate for the 66th ordinary general meeting of shareholders
Pass 1(2)

Articles of Incorporation

The Company shall preserve long-term profit of its shareholders by securing the survival of business, at a minimum, and continuing to evolve and progress in such a drastically changing business environment. To this end, the Company will establish the Management Philosophy as follows and implement it as the basis of management activities.

[Mission]

The Company shall achieve its ultimate goal of sustained progress by maintaining stability and growth. Furthermore, it shall create value for its customers, people and shareholders, thereby contributing to social and economic development and human well-being.

[Value]

The Company aims to:

  • gain trust from its customers by ensuring consistent customer satisfaction, and ultimately transform itself into a corporate entity whose progress goes hand in hand with theirs.
  • ensure that all its people develop with a sense of achievement in their work, while they contribute to the Company’s sustained progress during their tenure at the Company.
  • upgrade its corporate value so as to create shareholder value.
  • grow along with the wider community through the creation of social values in addition to facilitating economic prosperity.
  • should make a consistent effort to find a balance between the happiness of stakeholders and consider this in both the present and the future to remain sustainable over the long-term.
[Added February 13, 2012]  <Amended March 24, 2017>